Latest Deals from Law Firms and Legal Services Providers: 16th March 2022

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Latest Deals from Law Firms and Legal Services Providers: 16th March 2022

Ashurst has represented Canon Medical Systems on its acquisition of Nordisk Røntgen Teknik (NRT), a Danish company headquartered in Aarhus, with advanced technology for the development and manufacture of diagnostic X-ray systems. Through this acquisition, Canon Medical opens up access to European-based technology, development and manufacturing for advanced multipurpose and motorized digital radiographic imaging solutions. London corporate partner and head of European Japanese practice Hiroyuki Iwamura led the firm’s team in the transaction.

AZB & Partners is advising Reliance Industries, via its subsidiary Reliance Strategic Business Ventures, on its Rs16.7 billion (US$218m) acquisition of 50.1 percent equity stake in Sanmina SCI India, the Indian arm of Sanmina Corporation, by creating a 50.1/49.9 joint venture. Partners Ashwath Rau and Atreya Bhattacharya are leading the firm’s team I n the transaction, which was signed on March 3, 2022 and is yet to be completed.

AZB & Partners has also advised Omnicom Group on its 100 percent acquisition of TechAspect Solutions. Partners Gautam Saha, Swati Chauhan and Nikhil Bahl led the firm’s team in the transaction, which was completed on February 25, 2022.

Baker McKenzie has advised National United Resources Holdings (NURH) on its successful resumption of trading of its shares in Hong Kong starting March 10, 2022. As directed by the Securities and Futures Commission (SFC) pursuant to the Securities and Futures (Stock Market Listing) Rules, NURH was suspended from trading since August 2016. The trading resumption on March 10, 2022 marks a significant achievement for NURH, which obtained the SFC’s permission to recommence trading of its shares after being suspended for over five years. NURH is an investment holding company principally engaged in car rental and shuttle bus services. Hong Kong dispute resolution partner Bryan Ng led the firm’s team in the transaction.

Bird & Bird ATMD has acted for Singapore-listed Starburst Holdings on the pre-conditional voluntary offer by Phillip Securities, for and on behalf of Nordic Flow Control, for all issued and paid-up ordinary shares in the capital of Starburst Holdings. Based on the offer price, the market capitalization of Starburst Holdings is approximately S$60 million (US$44m). Singapore capital markets partner Marcus Chow led the firm’s team in the transaction.

Davis Polk has advised the joint lead managers and joint book-runners on the debut SEC-registered takedown offering by Honda Motor of senior notes, which consisted of US$1 billion principal amount of 2.271 percent senior notes due 2025, US$1 billion principal amount of 2.534 percent senior notes due 2027, and US$750 million principal amount of 2.967 percent senior notes due 2032. The net proceeds of the offering will be allocated to new “Eligible Green Projects”, as set forth in Honda’s “Sustainable Finance Framework.” This was Honda’s inaugural US dollar green bond issuance. Japan-based Honda is a leading global producer of automobiles, motorcycles and power products. The company strives to strengthen its automobile business through efficient Mono-zukuri (the art of making things) and the Honda Architecture. Honda also provides related financial services worldwide, with major finance subsidiaries in the US, Japan, Canada, the UK, Germany, Brazil and Thailand. Honda was incorporated in 1948 as a successor to the unincorporated enterprise established in 1946 by the late Soichiro Honda. Corporate partner Jon Gray led the firm’s team in the transaction.

Khaitan & Co is advising Insight Venture Management and its affiliates on the subscription, as the lead investor of the Series B round of investment, of 5.81 percent shares of CredAvenue, which operates a technology-based infrastructure platform for discovery of debt securities / loans / securitizations / supply chain finance / co-origination of loans; connecting borrowers / issuers and lenders / investors; and providing portfolio and risk management monitoring and other forms of support services to borrowers / issuers and lenders / investors, under the respective platforms CredLoans, Plutus, CredSCF, CredPool and CredCo. Insight’s subscription amounted to approximately Rs5.7 billion (US$74.5m), while the total Series B round of investment amounted to approximately Rs10.3 billion (US$135m). Partner Mayank Singh, supported by executive director Dinesh Agarwal and partners Ritu Shaktawat and Shailendra Bhandare, is leading the firm’s team in the transaction, which was signed on February 23, 2022 and is yet to be completed.

Khaitan & Co has also advised Space Teleinfra on the sale of 100 percent shareholding by the existing shareholders to Data Infrastructure Trust, thru its trustee Axis Trustee Services, for US$117.32 million and additional milestone-based consideration. Data Infrastructure Trust is backed by Brookfield, GIC and British Columbia. Partner Prasenjit Chakravarti, supported by executive director Sudhir Bassi and partners Prasenjit Chakravarti, Harsh Walia, Vivek Mimani and Atul Pandey, led the firm’s team in the transaction, which was completed on March 10, 2022. AZB and Partners advised Data Infrastructure Trust.

L&L Partners has advised Virescent Renewable Energy Trust on the private placement of up to 6,500 secured, rated, listed, redeemable, non-convertible debt securities aggregating up to Rs6.5 billion (US$85m) in two series. Partner Karan Mitroo, supported by partner Purvi Dabbiru, led the firm’s team in the transaction.

L&L Partners has also advised InterviewBit Technologies (Scaler Academy), an edtech start-up that offers courses to working professionals in India and abroad to upgrade their skills, on raising US$55 million in its Series B financing round. Partner Nishant Singh led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to CIMC Enric Holdings on its issue of HK$1.68 billion (US$215m) zero coupon convertible bonds due 2026. The notes are convertible into CIMC’s ordinary shares with nominal value of HK$0.01 (US$0.0013). A subsidiary of Hong Kong-listed China International Marine Containers (Group), CIMC provides key equipment, engineering service and integrated solutions for transportation, storage and processing for the clean energy, chemical and environmental and liquid food sectors, and has become a leading integrated business service provider and key equipment manufacturer in the industry. Partner Everton Robertson led the firm’s team in the transaction, while Freshfields Bruckhaus Deringer advised on Hong Kong and English laws. Morgan Stanley & Co International, the manager of the notes, was advised by Linklaters on Hong Kong and English laws and by Commerce & Finance Law Offices on Chinese law.

Maples and Calder has also acted as BVI counsel to China Great Wall International Holdings V on its issue of US$300 million 2.875 percent guaranteed senior bonds due 2026. The bonds are guaranteed by China Great Wall AMC (International) Holdings and listed in Hong Kong. The guarantor is a direct wholly-owned subsidiary of China Great Wall Asset Management, one of the four leading asset management companies and a leading provider of comprehensive financial services and innovative products in China. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Clifford Chance advised on English law, and King & Wood Mallesons advised on Chinese law. The joint lead managers were advised by Allen & Overy on English law, and by JunHe on Chinese law.

Paul Hastings has advised Zhongyuan Bank on its Rmb28.47 billion (US$4.5b) merger by absorption of three city commercial banks, namely Bank of Luoyang, Bank of Pingdingshan and Bank of Jiaozuo China Travel Services. The firm also advised on its placing of not less than 3.105 billion H shares, in a total subscription amount of not less than Rmb3.1 billion (US486m). Zhongyuan Bank is the largest city commercial bank in Henan province in China. Upon the completion of the merger, Zhongyuan Bank will acquire all the shares in each of the target banks from the selling shareholders via issuance of the consideration shares. The target banks will also be de-registered. Global partner and chair of Greater China Raymond Li and corporate partner Chaobo Fan led the firm’s team in the transaction.

Rajah & Tann Singapore is acting for Cuscaden Peak, a company formed by a consortium of investors comprising Hotel Properties, CLA Real Estate Holdings and Mapletree Investments, to undertake a proposed acquisition for all the issued ordinary shares in the capital of Singapore Press Holdings (SPH), via a competing scheme of arrangement (Cuscaden Scheme) that values SPH up to approximately S$3.9 billion (US$2.85b). The Cuscaden Scheme marks the first takeover for a Singapore-listed company via competing schemes of arrangement. Partners Sandy Foo and Favian Tan are leading the transaction, alongside partners Lee Xin Mei who is acting on the financing aspects, Lee Eng Beng, Chew Xiang and Priscilla Soh who are acting on the court-related aspects, and Kala Anandarajah, Tanya Tang, Anne Yeo and Carmen Lee who are acting on the regulatory aspects of the transaction.

Rajah & Tann Singapore has also advised DBS Bank on the renounceable underwritten rights issue of up to 18.83 billion new ordinary shares in the capital of Sembcorp Marine to raise gross proceeds of approximately S$1.5 billion (US$1.1b). DBS Bank was appointed as the sole financial adviser, manager and underwriter for the rights issue. Another team in the firm also acted for Startree Investments, a substantial shareholder of Sembcorp, on the rights issue by Sembcorp and the mandatory general cash offer by Startree for all the issued and paid-up ordinary shares in the capital of Sembcorp. Partners Raymond Tong, Lawrence Tan and Cynthia Wu advised DBS Bank on the rights issue, while partners Sandy Foo, Hoon Chi Tern and Goh Jun Yi acted for Startree on both the rights issue and mandatory general cash offer.

S&R Associates is representing Dilip Buildcon, a listed construction and infrastructure development company, on the proposed sale of 100 percent equity held by Dilip Buildcon and its subsidiary DBL Infra Assets and their affiliates in a portfolio of ten hybrid annuity model road projects to Shrem InvIT, an infrastructure investment trust registered with SEBI, acting through its investment manager, Shrem Financial. The total equity valuation of the ten projects is approximately Rs23.49 billion (US$307m), subject to certain valuation adjustments. Partners Mohit Gogia and Shivaji Bhattacharya are leading the firm’s team in the transaction.

WongPartnership is acting for Go-Ventures, the venture capital arm of Gojek, on the US$6 million pre-series A round of Indonesia-based Agriaku, an agritech startup. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership is also acting for Citibank, DBS and OCBC, as mandated lead arrangers, on the S$860 million (US$629m) syndicated sustainability-linked loan financing relating to the acquisition of a remaining stake interest in Jem mall by Lendlease Global Commercial REIT. Citibank, DBS and OCBC are also the sustainability coordinators. The unsecured sustainability-linked loan financing is the largest among Asia-Pacific REITs to date. Partners Christy Lim and Bernadette Tan led the firm’s team in the transaction.