Charles Wu

Full Profile

Charles is a corporate, M&A, PE, VC, and U.S. regulatory lawyer.  Charles has unique, “in the trenches” hands-on practical experience representing top international private equity firms and multinationals in some of the most high profile transactions in the cross-border market involving Greater China, including controlling and non-controlling investments, due diligence, documentation preparation, divestitures, negotiations, and practical solutions to their most complex PRC regulatory issues.  He has developed a deep understanding of PRC business culture and practical implementation of PRC rules and regulations. 

Charles is also experienced representing non-U.S. clients in a range of business transactions in the United States, most notably private M&A, venture capital, foreign direct investment into the U.S., spin-offs, public and private divestitures, and due diligence of U.S. companies and businesses. He also has accumulated significant experience in representing non-U.S. clients on U.S. compliance matters around investment controls (in particular CFIUS), export controls, sanctions, and relevant political developments.

Charles leverages his diverse background, having been born in Beijing, raised in Mississippi and New Jersey, and practicing in Asia for over 10 years, to earn the trust of clients.  His clients, whether based in the PRC, Hong Kong, Asia, or Western jurisdictions, value his ability to understand different standards, mentalities, and legal application from both a U.S. and non-U.S. perspective, the combination of which leads to unique, practical, and forward-thinking advice. 

Charles has been awarded a “Rising Star” status by China Business Law Journal.  He writes for China Law & Practice and is frequently quoted by legal publications and newspapers such as Law.com International, the Wall Street Journal, Reuters, and Nikkei.  He has lectured on the differences between venture capital legal practice in the PRC and the U.S. to Stanford Law School, and on the development of transnational law for U.S. lawyers for Rutgers Law school.

Charles joins the firm from elite PRC law firm Han Kun Law Offices, where he was the firm’s point person on U.S. transactional and compliance matters.  Charles began his career as a corporate associate at the Wall Street firm Cadwalader, Wickersham & Taft. 

Charles is admitted to practice law as a solicitor in Hong Kong and as an attorney in New York State.  He speaks fluent Mandarin and native English.

Experience

Greater China M&A

• An U.S. based international private equity firm in its due diligence and acquisition of a portfolio of music assets in the PRC and Taiwan and its subsequent divestment.
• A U.K. based international private equity firm in its PRC due diligence regarding the acquisition of a majority stake in an education business.
• A prominent technology multinational company in Silicon Valley in its acquisition of a PRC start-up AI company.
• A prominent PRC Internet conglomerate in its acquisition of a profile imaging and comic creation mobile applications business.
• Lianjia in its takeover of the PRC operations of a U.S. based real estate broker.
• A PRC consortium in its acquisition of oil assets in Indonesia.
• Marriott in its formation of a travel joint venture with Alibaba targeting PRC consumers and its subsequent establishment and operations. 
• Marriott its strategic cooperation with Didi.
• Hyatt in its strategic cooperation with Fliggy, the online travel platform of Alibaba.

Greater China Private Equity and Venture Capital:

• An Anglo-American based international private equity firm, in its various minority investments in PRC target companies operating in the consumer and digital space.
• A consortium consisting of GIC and the CDH Fund in its pre-IPO investment in a data centre operator 
• Ziroom, a PRC apartment rental platform, in its US$1 billion pre-IPO financing with international investors led by the Softbank Vision Fund.
• Huolala, a Hong Kong based vehicle logistics platform, in its pre-IPO financings.
• Yidu Tech, a PRC based cloud storage provider for health care institutions, in its pre-IPO financings led by Tencent and sovereign wealth funds.
• Kuaikan World, an online comics creator, in its pre-IPO financings led by Tencent and SK.
• The TPG-Softbank joint venture in multiple early stage investments.
• Venturous Group, a Hong Kong based smart energy-tech fund, in its offshore financings, portfolio investments in the PRC, and investment and cooperation with CLP.
• VI-Ventures, a Hong Kong based venture capital fund, in multiple early stage investments, with particular focus on start-ups with operations in both the PRC and the U.S.
• A Hong Kong based fund in the significant restructuring of a controlled portfolio company, spin-off of assets, and ongoing discussions and potential disputes with management over the foregoing.
• A U.K. based fund in a significant sale and purchase agreement and collaboration and subsequent dispute in both PRC and Hong Kong arbitration. 

U.S. M&A: 

• Virtuos Games, a Singapore headquartered gaming studio backed by private equity, in its acquisition of Beyond-FX, a visual effects studio with operations in Los Angeles, Seattle, and Minnesota.
• A prominent PRC Internet conglomerate in its acquisition of a U.S. virtual reality company.
• A prominent cargo and logistics conglomerate based in the PRC, in its proposed joint venture with a U.S. based aircraft maintenance and component services company, consisting of the proposed sale and lease-back of cargo aircraft.
• A sports investor in its acquisition of a co-controlling stake in the U.S. soccer team Phoenix Rising F.C.
• A former Tencent executive in his acquisition of online imaging assets from Getty Images.
• An orthopedics start-up, in its auction sales process involving potential acquirers from the U.S. and the PRC.
• A PRC consortium in its acquisition of power amplifier assets from a Silicon Valley based target, including CFIUS analysis.
• A U.S.-China joint venture between a prominent PRC pharmaceuticals conglomerate and a U.S. based biotechnology start-up for the joint development of three drug molecules.

U.S. Private Equity and Venture Capital: 

• A Singaporean fund, in its LP investment in Sovereign’s Capital Ventures IV, a venture capital fund based in North Carolina.
• A USD Fund, in its multiple U.S. venture capital investments in the health care space, including an optical genomic mapping (OGM) and software company listed on Nasdaq involving university out-licenses from Princeton University, an oncology therapeutics and molecular imaging company involving university out-licenses from Caltech, and a cancer therapy company involving university out-licenses from UCLA.
• A USD Fund, in its multiple U.S. venture capital investments in the health care space, including a nanobody technology company involving out-licenses from Boston Children’s Hospital (affiliated with Harvard Medical School) and the Whitehead Institute (affiliated with MIT), a cell therapy company involving university out-licenses from UCLA, a tRNA therapeutics company involving university out-licenses from Johns Hopkins University and Case Western Reserve University, and a protein therapeutics company involving university out-licenses from the University of Washington.
• A USD Fund, in its multiple U.S. venture capital investments in the health care space, including a health therapy software platform involving university out-licenses from Stanford University, and a biotechnology company its conversion from a French parent to a U.S. parent, involving out-licenses from Yale University, Northwestern University, and the Marie-Curie Institute of France.
• A USD Fund, in its multiple U.S. venture capital investments in the health care space, including an aging related therapeutics company who eventually listed on Nasdaq and was acquired by another Nasdaq listed company, and a gene circuits cell and gene therapy company, who is now listed on Nasdaq.
• A USD fund, in its Series C financing of Unity Technologies, a game engine software company who listed on NYSE at a valuation of US$13.7 billion.
• A USD fund, in its Series B-2 financing and Irish reorganization of a developer of GAN semiconductors, who eventually listed on Nasdaq.
• A prominent PRC Internet conglomerate, in its Series D financing and business cooperation with a computer networking company that was acquired by Intel.
• A prominent PRC Internet conglomerate, in its Series A financing of a connected car security company based in Silicon Valley.
• Base Therapeutics, a health care and life sciences start-up, in its structuring, formation, and two rounds of significant financing.
• Fresh Wind Biotechnologies, a health care and life sciences start-up with dual operations in the PRC and the U.S., in three rounds of financing.
• FreeS VR Fund, in its Series C financing of Unity Technologies, a game engine software company who listed on NYSE at a valuation of US$13.7 billion. 
• Mangrove Capital, in its Series C financing of Ayla Networks, a software platform for the Internet-of-Things (IoT) products.
• Haiyi Capital, in its Series A investment in CodeCombat, Inc., an online coding educational platform.
• TEEC and Heyi Capital in its Series A investment in Tok.tv Inc., an online sports social media platform.
• N5 Capital in its Series A investment in MobileMonkey, Inc., a mobile software company.
• A former Baidu executive in his Series A investment in Swift Media Entertainment, Inc., an esports gaming and technology company.

U.S. Compliance:

• A multinational banking conglomerate’s Hong Kong investment banking team, in the preparation of a CFIUS analysis for its proposed acquisition of a U.S. business. 
• The PRC management of a multinational technology company active in semiconductors, in the preparation of answers to questions on U.S. export control issues arising from the spin-off its PRC business.
• A prominent PRC Internet conglomerate, in the preparation of an analysis on the “entity list”, its jurisdictional reach, and its potential impact on the client’s suppliers. 
• A prominent PRC technology conglomerate, in the preparation of an analysis on CFIUS standards and enforcement as it relates to general partners in a fund, as well as the initial draft of the “reverse CFIUS” regulations.
• A French PE fund, in the preparation of a memorandum on the applicability of U.S. export controls to the fund’s potential portfolio company targets in the PRC, especially in relation to IP licensing by those portfolio companies from U.S. businesses. 
• A U.S. based real estate investment fund, in the preparation and negotiation of “sanctions out” language in the fund’s real estate joint venture in the PRC from both the perspective of U.S. sanctions and the PRC’s Blocking Statute and anti-foreign sanctions law. 
• Two market leading PRC controlled USD investment funds, in CFIUS and U.S. export control analysis of potential portfolio companies whose primarily operations are in the PRC but who have U.S. subsidiaries that create IP and/or export data. 
• A PRC-based life sciences start-up, in the preparation of an analysis on CFIUS and U.S. export controls, as they relate to the company’s therapeutics business in the U.S. 
• A PRC-based robotics company, in the preparation of an analysis on the viability of the company’s proposed business cooperation with another PRC business who is on the “entity list”. 
• A PRC and U.S. dual based AI software company, in the preparation of an analysis on the viability of the company’s proposed AI software business cooperation with Huawei in light of its majority shareholders being U.S. citizens and/or green card holders. 
• A PRC-based autonomous vehicle start-up, in the preparation of answers to questions on the applicability of U.S. export controls and CFIUS to the autonomous vehicle IP produced by its U.S. subsidiary, both on its current operations and its future potential investments.