Grace Zhu

Since joining Golden Flag, Grace has been involved in the following matters:

International Risks Compliance

• Advised AP Acquisition Corp. (NYSE: APCA), a special purpose acquisition company, on its proposed business combination with JEPLAN, Inc., a global leader in chemically recycled PET technology. The transaction values the combined company at an estimated equity value of approximately US$480 million on a post-money basis. This transaction was named “Best M&A Deal - North Asia” by FinanceAsia Achievement Awards 2023
• Advised L Catterton Asia Acquisition Corp. (NASDAQ: LCAA), a special purpose acquisition company formed by affiliates of L Catterton, a leading global consumer-focused investment firm, on its business combination with Lotus Technology Inc., a leading global luxury electric vehicle maker that operates under the iconic British brand, Lotus. The combined business is listed under the ticker symbol “LOT”. The transaction values the combined business at a pro forma enterprise value of approximately US$5.4 billion
• Represented Bain Capital on its leveraged buy-out of VXI Global Solutions, a leading provider of Business Process Outsourcing services to businesses around the world, from the Carlyle Group 
• Represented The Blackstone Group on its acquisition of all of the issued share capital of Interplex Holdings Pte. Ltd., which was indirectly owned by funds managed by Baring Private Equity Asia, in a transaction valued at approximately US$1.6 billion
• Advised FountainVest on its acquisition of Ziwi, a New Zealand-based ultra-premium pet food manufacturer and global exporter 
• Represented Artisan Acquisition Corp. (NASDAQ: ARTAU), a special purpose acquisition company founded by renowned Hong Kong cultural entrepreneur Adrian Cheng, on its business combination with Prenetics Group Limited, a global leader in genomic and diagnostic testing. This transaction was named “Deals of the Year 2022” by China Business Law Journal 
• Advised an investor consortium comprised of Ocean Link Partners and Sequoia Capital China in the proposed privatization of Zhejiang New Century Hotel Management Co., Ltd. (HKSE: 1158) by way of a voluntary general offer
• Advised Carlyle on its acquisition of Jagex, a leading developer and publisher of video games. Jagex is one of the largest and most successful British video game studios, developing and publishing video games on PC and mobile, and is best known for its online role-playing living game franchise, RuneScape, which has attracted almost 300 million player accounts since its launch 20 years ago
• Advised Sea Limited (NYSE: SE), a leading global consumer internet company, on international compliance risks, in the acquisition by its digital entertainment arm, Garena, of Phoenix Labs, an acclaimed independent games development company founded in Vancouver

Internal and Government Investigations

• Conducted internal investigations for private equity-back portfolio companies and multinational companies in various industries, including new energy, pharmaceutical, medical device, automotive, manufacturing, technology and payment services, involving accounting fraud, financial irregularity and violations of anti-corruption laws in Asia
• Represented a global renewable energy developer in connection with regulatory investigations by Taiwanese regulators involving allegations of anti-corruption laws and accounting rules violations
• Advised a global asset management client in conducting an independent internal investigation into corruption allegations concerning investments in China and Hong Kong and represented the client in SEC/DOJ and SFC investigations
• Advised a private equity client in conducting an independent internal investigation into corruption allegations concerning fund raising activities in Mainland China
• Advised Special Committee of a U.S. and Hong Kong listed consumer goods retailer related to allegations of fraudulent public disclosures
• Advised Special Committee of a U.S. listed coffee company related to allegations of fraudulent accounting by senior executives in advance of the company’s IPO
• Advised Special Committee of a U.S. listed automotive company in DOJ and SEC investigations involving allegations of securities fraud
• Advised Special Committee of a U.S. listed crypto trading platform in investigations by multiple regulators in connection of financial fraud
• Advised U.S.-based multinational technology company in SEC and DOJ investigation involving allegations of securities law concerning business in Eastern Europe and Asia
• Advised a prominent alternative asset manager in connection with its internal investigation and DOJ and SEC investigations into bribery allegations in Mainland China raised by internal whistleblower
• Advised multinational pharmaceutical and healthcare companies on internal investigations related to sales data manipulation, self-dealing, product registration, sponsorships and grants, third party and distributor misconduct in Asia
• Advised global energy services platform in investigation of accounting fraud and financial irregularity allegations relating to operations in UAE, UK, India and Singapore
• Advised global industrial manufacturer in investigation of allegations of corruption in China subsidiary
• Advised a U.S. based multinational software company in an antitrust investigation before the Hong Kong Competition Commission
• Advised a U.S. listed multinational pharmaceutical company on an internal investigation related to audit misconduct regarding its operations in Mainland China
• Advised a U.S. listed company on a regulatory investigation initiated by the U.S. Securities and Exchange Commission concerning potential anti-money laundering laws infringements
• Represented the Audit Committee of a U.S. listed Chinese education company on an internal investigation related to financial fraud
• Represented an international leading private equity fund on internal investigations concerning financial misconduct of its investment portfolio companies in response to whistleblower complaints

Compliance Counseling

• Advising companies on compliance with international anti-bribery laws, anti-money laundering laws and sanctions laws
• Assisting companies in multiple industries to develop and implement compliance policies and programs

Dispute Resolution

• Represented subsidiary of leading investment banking firm in HKIAC arbitration following note default, including successful Emergency Arbitration application against issuer for asset preservation order
• Represented a Chinese fund in HKIAC arbitration proceedings concerning a dispute arising out of an acquisition of a high-technology business

Prior to joining Golden Flag, Grace was involved in the following matters:

• Assisted a leading Chinese telecommunication company in handling U.S. export control and economic sanctions enforcement and compliance matters
• Assisted a Chinese conglomerate in defending creditors’ enforcement actions in various jurisdictions, including China, Hong Kong, the United Kingdom and the United States
• Assisted multinational companies in retrieving funds fraudulently transferred to Hong Kong due to cyber-security breaches, and obtained freezing injunction and disclosure orders before the Hong Kong Court
• Advised an international bank on regulatory issues arising from staff fraud in relation to misappropriation of client funds
• Assisted two managing directors of a major auditing firm in appeal proceedings before the Hong Kong Court against rulings on breaches of liquidator duties in winding up proceedings
• Assisted a major Hong Kong bank in defending contract infringement claims brought by a software developer in HKIAC-administered arbitration proceedings
• Advised the liquidator of a Hong Kong listed company being wound up by the SFC on the public interest ground in contempt proceedings before the Hong Kong Court