DLA Piper has acted as U.S. legal advisor to the independent committee of the board of directors in the pending privatization of the NASDAQ-listed Ossen Innovation Co., Ltd.

On 17 December 2020, Ossen - a China-based manufacturer of an array of plain surface, rare earth and zinc coated pre-stressed steel materials, entered into a definitive Agreement and Plan of Merger with two special purpose vehicles beneficially owned by Pujiang International Group Limited (the Buyer).

The Buyer intends to finance the merger acquisition through a combination of equity and rollover equity. The Merger Acquisition, which is currently expected to close in the first half 2021, is subject to customary closing conditions, including approval by shareholders representing at least a majority of the Shares of the Company. If completed, the acquisition will result in Ossen becoming a privately held company and its ordinary shares will no longer be listed on NASDAQ.

DLA Piper led and worked in concert with other professional advisory firms, providing systemic and step-by-step guidance to the Independent Committee from both a legal and commercial perspective, which culminated in the successful signing of the Merger Agreement.

Commenting, DLA Piper’s Corporate partner James Chang, who co-led the team advising on this transaction, said:

“The trend of privatizations of China-based U.S. Issuers is becoming evermore apparent in recent months in light of shifting economic and policy factors. We are proud to have played an increasingly active role in successfully guiding both buyers and listed companies’ special committees, in this case the special committee of independent directors, through the complexities of U.S. public company mergers.”

The DLA Piper team was co-led by Beijing-based Corporate partners James Chang and Yang Ge, supported by associates Shenglan Jin and Veronica Liu (both Beijing). Finance and Projects associate Chi Hang Kuok and legal trainee Lin Zhu (both Beijing) also advised on the transaction.