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The Firm represented Chemspec International Limited (NYSE: CPC, “Chemspec” or the “Company”), a leading China-based contract manufacturer of highly-engineered specialty chemicals, in its proposed merger with an entity jointly owned by Primavera Capital Management Limited and Dr. Jianhua Yang, the Company’s chief executive officer and majority shareholder. Under the terms of the proposed merger agreement, holders of the Company’s American Depositary Shares and ordinary shares will be entitled to receive $8.10 per ADS or $0.135 per ordinary share. If completed, the merger will result in Chemspec becoming a privately held company and its ADSs will no longer be listed on the New York Stock Exchange. The merger, which is currently expected to close before the end of the third quarter 2011, is subject to shareholder approval and other closing conditions. 

The Simpson Thacher team for the transaction included Douglas Markel, Liang Wang, Spencer Yee and Sara Schuman (M&A), Chris Lin and Asher Hsu (Capital Markets), Tristan Brown (Executive Compensation and Employee Benefits), Peter Kazanoff and Joshua Kiman (Litigation) and Amie Broder (Tax). Legal consultant Michael Zhou also provided valuable assistance.