NAME: Keep’s IPO in Hong Kong
LAW FIRM: Commerce & Finance Law Offices, Global Law Office, Tian Yuan Law Firm, Davis Polk & Wardwell, Harneys, Skadden Arps Slate Meagher & Flom
JURISDICTION: Cayman Islands, China, US
PRACTICE AREAS: Capital markets
INDUSTRY SECTORS: Technology and telecommunications

The initial public offering of China’s biggest online fitness platform Keep in Hong Kong is our deal of the month for July.

The firm raised $38.3 million from the sale of 10.8 million shares in the IPO. While the share price of HK$28.92 apiece fell short of previous valuations, the delayed debut marked a win for the company after it failed twice to go public last year.

Backed by the likes of SoftBank and Tencent, Keep provides users with fitness solutions via an app. It also offers sports apparel and devices, health food and other well-being services, according to its website.

The firm dropped its US IPO plan and pivoted to Hong Kong largely due to concerns over data security against the background of soured Sino-US relations. The listing of Chinese firms in the US effectively came to a halt after the Chinese government opened investigation in the data-heavy internet platform Didi Global on data security grounds in 2021.

The deal further demonstrates the urgency and importance for Chinese firms dealing with a trove of user data to engage legal counsel to advise on data compliance issues in the wake of China’s ever-tightening rules on personal information privacy.

Six law firms were involved in the deal with Global Law Office advising the issuer on PRC data compliance law.

Commerce & Finance Law Offices acted as the legal counsel for the issuer on PRC law while Skadden Arps Slate Meagher & Flom counselled on Hong Kong and US law.

Harneys advised Keep on Cayman Islands law. Davis Polk & Wardwell provided solo sponsor CICC and other underwriters with Hong Kong and US advice, while Tian Yuan Law Firm acted as PRC counsel.