Clifford Chance

Clifford Chance advises CITIC Agri Fund on US$1.1 billion acquisition of Dow's corn seed business in Brazil

Leading international law firm Clifford Chance advised CITIC Agri Fund Management Co., Ltd. on its acquisition of a select portion of Dow AgroSciences' (a subsidiary of The Dow Chemical Company) corn seed business in Brazil for approximately US$1.1 billion. CITIC Agri Fund is indirectly controlled by CITIC Limited. The assets include seed processing plants and seed research centres, a copy of Dow AgroSciences’ Brazilian corn germplasm bank, the Morgan seed brand and a license for the use of the Dow Sementes brand for a certain period of time.

Three Clifford Chance offices from around the world advised the client on this deal. China Co-Managing Partner Terence Foo led the M&A team in Beijing, which included counsel Hong Zhang, associates Bernard Cheng and Stacey Shen, and trainee Lan Jiangzhou.

In the Americas, Corporate Practice Area Leader David Brinton led a team that included associates Matthew Warner and Spencer Orton in New York, and counsel Patrick Jackson in Sao Paulo. Also advising on the deal were New York counsel Daryl Fairbairn on IP issues and, from Beijing, partner Richard Blewett and senior associate Angus Xie on antitrust issues.

Terence said, "This transaction showcases once again the depth and breadth of our multi-jurisdictional M&A practice to advise Chinese clients on outbound M&A as well as our ability to handle deals with complex IP elements. I am very proud of our team who worked seamlessly across China, New York and Brazil to get the deal signed in a very compressed timeline."

"This deal reflects the Firm's signature ability to assemble teams that can provide pinpointed expertise on a global scale," said David. "Our team in the Americas is on a strong growth trajectory as we continue to pursue our strategy of bringing critical US-law expertise to the Firm's elite clients whenever and wherever they need it."

The transaction presented unique challenges as Dow AgroSciences' divestiture is intended to satisfy Dow's commitment to Brazil's Administrative Council for Economic Defense (CADE) in connection with its conditional regulatory clearance of the proposed global merger with DuPont. CITIC Agri Fund's acquisition is subject to the approval of the divestiture transaction by CADE.  

This deal adds to the China team's track record in advising Chinese clients on outbound M&A transactions in Brazil, including China-LAC Industrial Cooperation Investment Fund, a US$10 billion Chinese investment fund dedicated to investing in Latin America, in connection with its co-investment with China Three Gorges in acquiring two hydro power plants in Brazil for US$3.7 billion, which was the second-largest Chinese outbound investment in 2015 by deal value.