Latest Deals from Law Firms and Legal Services Providers: 02nd March 2022

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Allen & Gledhill has acted as transaction counsel to CapitaLand Integrated Commercial Trust Management (CICTM), as manager of CapitaLand Integrated Commercial Trust (CICT), on the S$1.3 billion (US$956m) divestment by One George Street (OGS) of a 29-storey Grade A office building located in the Raffles Place precinct, known as One George Street at 1 George Street, Singapore 049145. CICTM is the asset manager of OGS. CICT, as one of the partners of OGS, holds 50 percent interest in OGS. An unrelated third party holds the other 50 percent in OGS. Partners Eudora Tan and Teh Hoe Yue led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to United Overseas Bank and Oversea-Chinese Banking Corporation on the £240 million (US$319m) term loan facility to UOL Treasury Services. Guaranteed by UOL Group, the facility is used to refinance the existing debt of UOL Treasury Services, and for general corporate purposes of UOL Treasury Services, UOL and its subsidiaries. UOB was appointed as agent. Partner Kok Chee Wai led the firm’s team in the transaction.

Akin Gump has advised Capital Investments (DIFC) and Capital Investments and Brokerage Company / Jordan, as the sole structuring agent and manager, respectively, on Capital Bank of Jordan’s inaugural US$100 million Reg S perpetual Basel III-compliant additional tier 1 capital securities offering. The issuance is the first additional tier 1 capital securities offering out of Jordan. The capital securities have been admitted to trading on Nasdaq Dubai. The capital securities were issued on February 24, 2022 by Capital Bank of Jordan, a leading commercial bank in Jordan. In a move that is the first of its kind in the Jordanian banking sector, the issuance was approved by the Jordan Securities Commission, the Central Bank of Jordan and the Dubai Financial Services Authority. Capital Bank of Jordan, the issuer, was advised by Obeidat, Tarawneh & Kurd on Jordanian law.

AZB & Partners has advised Revolut and Revolut India on their Rs310 million (US$4.1m) acquisition of 100 percent stake in Arvog Forex, an RBI-registered authorized Category II dealer. Partners Hardeep Sachdeva and Ravi Bhasin led the firm’s team in the transaction, which was completed on February 11, 2022.

AZB & Partners has also advised Jubilant Foodworks on its £9.63 million (US$13m) acquisition of equity stake in DP Eurasia, the exclusive master franchisee of the “Domino’s Pizza” brand in Turkey, Russia, Azerbaijan and Georgia. Partners Daksh Trivedi and Ankit Tandon led the firm’s team in the transaction, which was completed on January 12, 2022.

Clifford Chance has advised Lepu Biopharma on its approximately US$116.1 million IPO and listing in Hong Kong, under Chapter 18A of the Listing Rules. The joint sponsors are CICC and Morgan Stanley. Lepu Biopharma’s product pipeline features broad-spectrum anti-tumour drugs, including primarily the anti-PD-1 antibody candidate, as the backbone, and a dual focus on ADC and oncolytic virus drug candidates, maximizing synergies in both drug efficacy and commercialization. Partners Fang Liu and Tianning Xiang led the firm’s team in the transaction.

Davis Polk has advised Sumitomo Mitsui Financial Group on its SEC-registered takedown offering of senior total loss-absorbing capacity notes, which consisted of US$500 million aggregate principal amount of SOFR-linked senior floating rate notes due 2027, US$500 million aggregate principal amount of 2.174 percent senior notes due 2027, US$500 million aggregate principal amount of 2.472 percent senior notes due 2029, and US$500 million aggregate principal amount of 3.05 percent senior notes due 2042. The net proceeds of the 2029 fixed rate notes will be allocated toward financing, in whole or in part, existing and future qualifying environmentally related projects, or “Eligible Green Projects,” as defined under the Green Bond Framework adopted by SMFG and Sumitomo Mitsui Banking Corporation, SMFG’s wholly-owned subsidiary. SMFG is the holding company for one of the three largest banking groups in Japan, while Sumitomo Mitsui Banking Corporation is one of the world’s largest commercial banks by assets. Partner Jon Gray led the firm’s team in the transaction.

Davis Polk has also advised the joint book-runners and lead managers on Mizuho Financial Group’s SEC-registered takedown offering of senior notes, which consisted of US$600 million principal amount of 2.651 percent senior callable fixed-to-fixed reset rate notes due 2026, US$500 million principal amount of 3.261 percent senior callable fixed-to-fixed reset rate notes due 2030, and US$750 million principal amount of senior callable floating rate notes due 2026. The notes are structured to count as total loss-absorbing capacity (TLAC), under the Japanese TLAC regulations. The net proceeds of the 2030 notes will be allocated to finance existing and future “Eligible Green Projects,” as defined under Mizuho Financial Group’s green bond framework. The notes are listed in Singapore. Mizuho Financial Group is a Japanese bank holding company that is the ultimate parent company of the Mizuho Group, one of the largest financial institution groups in the world. Partner Jon Gray also led the firm’s tram in the transaction.

JSA is advising JM Financial, Axis Capital, IIFL Securities, Intensive Fiscal Services and Kotak Mahindra Capital, as the book-running lead managers, on the IPO of Bikaji Foods International. The IPO consists of an offer for sale of up to approximately 29.4 million equity shares by certain existing shareholders of Bikaji. Bikaji is one of India’s largest fast-moving consumer goods brands with an international footprint, selling Indian snacks and sweets, and is among the fastest-growing companies in the Indian organized snacks market. Partner Arka Mookerjee, supported by partner Pracheta Bhattacharya, is leading the firm’s team in the transaction.

Khaitan & Co has advised Investcorp Private Equity Fund II, managed by Investcorp India Asset Managers, on its primary subscription of equity shares and CCPS of V-Ensure Pharma Technologies, along with Tanas Capital as a minority investor, to acquire a minority stake in V-Ensure Pharma Technologies. Partner Arindam Sarkar, supported by partner Shailendra Bhandare, led the firm’s team in the transaction, which was completed on February 6, 2022. Trilegal represented V-Ensure Pharma Technologies, while Universal Legal represented Tanas Capital.

Khaitan & Co has also acted as Indian counsel to Inox Green Energy Services and Inox Wind, as the selling shareholder, on the proposed IPO of equity shares of Inox Green Energy Services, comprising of a fresh issue of equity shares aggregating up to Rs3.7 billion (US$49m) by Inox Green Energy Services, and an offer for sale of equity shares by Inox Wind, aggregating up to Rs3.7 billion (US$49m). Incorporated in 2012, Inox Green Energy Services is a major wind power operation and maintenance service provider within India. It is a subsidiary of Inox Wind, and is a part of the Inox GFL group of companies. Partner Madhur Kohli and executive director Sudhir Bassi led the firm’s team in the transaction, which was announced on February 7, 2022. Trilegal acted as Indian counsel, while Linklaters Singapore acted as international counsel to the book-running lead managers, composed of Edelweiss Financial Services, DAM Capital Advisors (formerly IDFC Securities), Equirus Capital, IDBI Capital Markets & Securities and Systematix Corporate Services.

L&L Partners has advised SCI Venture Investments VII (Sequoia), as the lead investor, on its participation in Series A Round of Redkenko Health Tech. Redkenko has raised US$12 million as a part of its Series A round, which also saw participation from Beenext, Accelerator VC, 9Unicorns and Waveform Ventures. Partner Nitin Gera led the firm’s team in the transaction.

L&L Partners has also advised HSBC Securities (USA) and Roth Capital Partners, as the deal managers, on the offer of up to approximately 15.83 million new equity shares, at par value of US$ 0.000625 each, on a rights basis by Azure Power Global. The deal was one of the recent marquee international offerings in the renewable power, which was concluded within stringent timelines. Partner Geeta Dhania and partner designate Prashaant Vikram Rajput, supported by partners Pallavi Bedi, Neha Sinha and Kunal Mehra, led the firm’s team in the transaction.

Maples and Calder has acted as BVI counsel to Future Days on the annual update of its US$3 billion medium term note program, guaranteed by China Merchants Holdings (Hong Kong). The program is listed in Hong Kong, via debt issues to professional investors. Partner Lorraine Pao led the firm’s team in the transaction, while Clifford Chance and Zhong Lun Law Firm advised the issuer and the guarantor on English and Hong Kong laws, and on Chinese law, respectively. Herbert Smith Freehills and Global Law Office advised the dealers on English law and Chinese law, respectively.

Maples and Calder has also acted as Cayman Islands and BVI counsel to Greentown China Holdings and its BVI subsidiaries on its issuance of US$150 million 5.95 percent senior notes due 2024, guaranteed by certain non-Chinese incorporated subsidiaries of the issuer. The notes will be listed in Hong Kong, via debt issues to professional investors. Partner Lorraine Pao led the firm’s team in the transaction, while White & Case Pte Ltd and White & Case acted as New York and Hong Kong law counsels. T&C Law Firm acted as Chinese law counsel for the issuer, Clifford Chance acted as the US law counsel, and Jingtian & Gongcheng acted as Chinese law counsel for the joint global coordinators, joint lead managers and joint book-runners.

Rajah & Tann Singapore has acted for M1 on the S$580 million (US$427m) transfer of network assets from M1 to M1 Network (M1N), and the investment by Keppel DC REIT into M1N, via the subscription of bonds and preference shares. Partners Lawrence Tan and Favian Tan led the firm’s team in the transaction, alongside partners Terence Choo, Benjamin Cheong and Shemane Chan.

Rajah & Tann Singapore has also advised Mitsuuroko Group Holdings on its S$87.2 million (US$64m) acquisition, through its wholly-owned subsidiary, of General Storage and its subsidiaries, and on various real estate issues arising from the change in ownership of properties. Partners Howard Cheam, Tan Mui Hui and Norman Ho led the firm’s team in the transaction.

Simmons & Simmons has advised Toshiba Energy Systems & Solutions, a 100 percent subsidiary of Toshiba Corporation, on the sale of the entire stake of Toshiba Transmission & Distribution Europe SpA (TTDE) to Mutares SE & Co KgaA, a listed private equity holding company headquartered in Munich. The firm advised Toshiba on its disposal of a major subsidiary in Italy with business in North Africa and Eastern Europe. The transaction involved more than ten jurisdictions and has closed on February 21, 2022. Based in Genova, Italy, TTDE (now Balcke-Dürr Energy Solutions) is a provider of full turnkey EPC services in the energy field. TTDE delivers HV/MV substations, battery storage systems, smart grid solutions and plants for renewable energy. Mutares acquired TTDE as an add-on for its portfolio company Balcke-Dürr Group, a German-based supplier of components for increasing energy efficiency and reducing environmental impact in the industry. Partners Aaron Patience (Tokyo), Dario Spinella (Milan) and Yves Barratte (Paris) led the firm’s team in the transaction.

S&R Associates is representing the committee of independent directors of Kalpataru Power Transmission, a listed specialized EPC company, on its proposed merger with its subsidiary JMC Projects (India), a listed civil construction and infrastructure EPC company. Partners Rajat Sethi and Rachael Israel led the firm’s team in the transaction.

S&R Associates has represented multinational telecommunications company Vodafone Group on the Rs14.4 billion (US$190m) bulk deal sale of 63.6 million equity shares, representing 2.4 percent of outstanding share capital, of Indus Towers on the NSE. Partners Rajat Sethi, Tanya Aggarwal and Lakshmi Pradeep led the firm’s team in the transaction.

Veyrah Law has advised Kenko Health, a start-up based on a health subscription model, on raising US$12 million in Series A funding from Sequoia Capital, Beenext Emerging, Orios Venture, Waveform Ventures, 9Unicorns Accelerator Fund-I and certain angel investors. Founded in early 2020, Kenko Health offers health subscription plans to individuals and corporates with multiple benefits and discounts on routine doctor visits, lab tests, medicine costs and hospitalization costs. Partner Ajay Joseph led the firm’s team in the transaction, while Legalite Advisors advised on the secretarial compliances for the transaction, which was completed on February 15, 2022. L&L Partners, led by partner Nitin Gera, advised Sequoia Capital.

WongPartnership has acted for Go-Ventures as lead investor on the seed funding round of Indonesia job platform KitaLulus. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership is acting for United Overseas Bank Sydney Branch on the issuance of A$900 million (US$653m) in floating rate notes due 2027, under its US$15 billion global medium term note program. The issuance reached an order book of about A$1.16 billion (US$842m), the highest UOB has garnered. Partner Trevor Chuan led the firm’s team in the transaction.