Norton Rose Fulbright advises Mitsui & Co., Ltd. and Mitsui E&S Shipbuilding Co., Ltd. on shipbuilding joint venture

The Tokyo, London, Beijing, Shanghai and Hong Kong offices of global law firm Norton Rose Fulbright have advised Mitsui & Co., Ltd. (“Mitsui”) and Mitsui E&S Shipbuilding Co., Ltd. (“MES-SC”) in their strategic ship construction joint venture in China with Yangzijiang Shipbuilding (Holdings), Ltd. (“YZJ”).

This joint venture brought together YZJ’s position as a leading Chinese shipbuilding enterprise with broad production capabilities, MES-SC’s technological expertise and Mitsui’s international reach. This collaboration has succeeded in creating a globally competitive shipbuilding platform specializing in the design, construction, sale and marketing of commercial vessels (including green energy bulk carriers, oil tankers, gas carriers and other vessels).

For Mitsui and MES-SC, this is one of their highest profile transactions in this space. George Gibson remarked: “We were extremely proud to be involved in bringing this exciting and innovative joint venture to a successful signing.”

With a registered capital up to US$99 million to the new Chinese joint venture (and with the potential for further investments up to US$299 million), complex structuring was utilized by the joint venture with particular focus being given to contributions over the investment term, shipyard leasing arrangements and intellectual property to be used by the joint venture.

George Gibson (Head of Tokyo), with assistance from corporate partner, Chris Viner (London, Tokyo) managed a cross-border team. The major work streams comprised the following:

• Chris Viner (London, Tokyo) and Andrew Clarke (Tokyo) led on the M&A documentation.
• Tom Luckock (Beijing) led on Chinese law and lease-related matters.
• Justin Davidson (Hong Kong) and Maggie Chong (Hong Kong) supported on intellectual property aspects.
• Paul Coggins (Tokyo) provided legal advice on ship construction.
• Marc Waha (Hong Kong) and Nicolas Cassauba (Hong Kong) assisted on competition law matters.