Amelia Zhang

Senior Associate
Norton Rose Fulbright US LLP

United States
T:+1 713 651 5594
United States
T:+1 713 651 5594
Amelia Zhang

Amelia Zhang

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Amelia Y. Xu is a senior associate in the Corporate, M&A & Securities practice. Her practice focuses on securities offerings, securities reporting, M&A, international transactions and corporate governance including board advisory. Amelia's clients include corporations in the energy, technology, real estate and healthcare sectors. She also has experience in general corporate matters like joint venture, international business reorganization, executive compensation and shareholder engagement.

Amelia previously served as the managing counsel for M&A & Securities and Assistant Corporate Secretary for a NYSE-listed energy company. Amelia serves on the Board of Women's Energy Network and Palmer Drug Abuse Program and is a member of the State Bars of Texas and New York, Asian American Bar Association and Association of Corporate Counsel.

Professional experience

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  • JD, University of Texas School of Law, 2012
    • Texas International Law Journal
    • Center for Women in Law
  • LL.B, cum laude, Peking University
    • Dean's List
  • BA, Economics, Peking University
  • New York State Bar
  • Texas State Bar

Amelia's significant matters include: 

  • Represented an NYSE-listed oilfield services company in its $1.3 billion public stock-for-stock merger. Deal nomination: Billion Dollar Plus Deal of the Year by Dallas CEO Magazine M&A Award.
  • Represented an NYSE-listed oilfield services company in its €1.5 billion triple-tranche bond offering, listed on the main market of the Luxembourg Stock Exchange.
  • Represented an NYSE-listed oilfield services company and an OTC-listed upstream Master Limited Partnership ("MLP") in their issuance and registration of its post-restructuring equity securities from the Chapter 11 bankruptcy proceedings.
  • Represented an upstream SPAC MLP in $1 billion IPO of common units representing limited partner interests. 
  • Represented an upstream public MLP in its $614 million and $539 million public-to-public mergers. 
  • Represented a California-based natural gas utilities holding company in its $500 million shelf offering of high-yield notes.
  • Represented a California-based electric company in its shelf offerings of first mortgage bonds.
  • Represented an upstream company in its follow-on public offering of its common stock.
  • Represented the initial purchasers in a $350 million offering of common units and the concurrent $350 million high-yield senior notes offering by an NYSE-listed oilfield services company. 
  • Represented underwriters in a $700 million shelf offering of high-yield senior notes by an upstream MLP.
  • Represented underwriters in a $225 million block-trade offering of common stock of a real estate investment trust ("REIT").
  • Represented a public energy company in its debt tender offers pursuant to its indenture covenant of its senior secured high-yield public notes.
  • Represented a public Jones Act-regulated maritime company in its ongoing warrants exercises into its common stock and its compliance with the Jones Act of its capital structure.
  • Represented various public energy companies in its shareholder engagement process with top institutional holders on corporate governance, ISS QualityScore analysis and the proxy firms' voting guidelines.
  • Represented public companies, including foreign private issuers, in their adoption and execution of stock repurchase program.
  • Represented various public companies in the registration of its employee stock purchase plan (ESPP), the implementation and amendment of employee stock incentive plans and U.S. federal and state filings for foreign issuer's stock option plans, resales of the restricted stock.
  • Periodic reports, current reports, Form S-8s, Schedule 13Ds/13Gs, Section 16 filings and proxy statements of annual stockholder meetings and special stockholder meetings for various public companies.
  • Represented an NYSE-listed company in its multi-states unclaimed property tax escheatment project.
  • Represented an NYSE-listed company in its global entity rationalization and restructuring post-merger.
  • Represented a multinational engineering company headquartered in Europe in its asset acquisition of a private equity portfolio company.
  • Represented a major Chinese energy company in its $1.7 billion asset acquisition of working interests in Permian Basin, Texas.
  • Represented a major Chinese renewable energy company in its U.S. acquisition of several solar and wind energy companies.
  • Represented a major Chinese national oil company (NOC) in various corporate functions for its operations in the U.S., including corporate reorganization, internal compliance program, employee handbooks/corporate governance, international trade and anti-dumping investigations.
  • Represented a large Chinese pharmaceutical company in its PIPE investment in a NASDAQ-listed U.S. manufacturer of healthy foods.
  • Represented a top healthcare group in its development of high-end hospitals in China and Singapore in conjunction with a Chinese healthcare group.
  • Represented a Japan-based global electronics manufacturer in its stock acquisition of a Texas-based technology company.
  • Represented financial institution as depositor and issuer on various Rule 144A/Regulation S pass-through certificate offerings in securitizations of Freddie Mac multi-family commercial mortgage loans.
  • Represented a leading mortgage securities corporation as loan seller on a Rule 144A/IAI trust offering of mortgage pass-through certificates in securitization of a single loan secured by shopping malls.
  • Represented a leading commercial mortgage securities corporation as depositor on a direct offering of mortgage notes.
  • Rookie of the Year, Best Corporate Counsel, Houston Corporate Counsel Awards, Texas Lawbook and Association of Corporate Counsel, 2019
  • "Updates on US-China Cross Border Business Regulations," Corporate Counsel Salon Discussion with the Asian American Bar Association, October 2019
  • "Gender Diversity and Corporate Governance Hot Topics in the Board Room," Workshop for Women's Energy Network, March 2019
  • "Blockchain, Smart Contract and Securities Regulations to Cryptocurrency," Seminar to Association of Corporate Counsel (ACC) and Bracewell LLP, September 2018 to February 2019
  • "Understand Financial Statements and SEC Reporting Documents," Workshop for Women's Energy Network, March 2018
  • Board of Directors, Women's Energy Network and Palmer Drug Abuse Program
  • Past Chair for Corporate Counsel, Asian American Bar Association
  • Member, State Bar of Texas and New York; Association of Corporate Counsel; Texas General Counsel Forum
  • Chinese