DEALS
Allen & Gledhill has acted as transaction counsel to Sequoia Capital India on its participation in the US$75 million Series B financing round of ShopUp, a Bangladesh-based B2B commerce platform offering B2B sourcing, logistics and financial services to micro, small and medium-sized enterprises. Partner Julian Ho led the firm’s team in the transaction, which marked the largest Series B funding for a B2B commerce platform in South Asia.
Allen & Gledhill has also acted as Singapore counsel to Insight Partners on the US$34 million Series A and US$85 million Series B financing rounds of Spenmo, a Singapore-based company that helps businesses manage their payments seamlessly. Insight Partners was the lead investor in the Series A financing round, which was one of the largest Series A rounds closed for a Y Combinator-backed company in Southeast Asia. Partners Julian Ho, Adrian Ang, Alexander Yap and Lim Pek Bur led the firm’s team in the transaction.
AZB & Partners has advised WestBridge AIF I, along with co-investors MMPL Trust and Konark Trust, on its acquisition of equity stake via Series B funding round in Simply Vyapar Apps. Partners Gautam Saha and Amrita Patnaik led the firm’s team in the transaction, which was valued at Rs2.3 billion (US$30m) and was completed on February 18, 2022.
AZB & Partners has also advised Internet Fund VII, a fund managed by Tiger Global Management, on its acquisition, along with other investors, of equity stake via Series B funding round in Multiplier Technologies, operator of B2B enterprise employment platform “Multiplier”. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs4.6 billion (US$60.7m) and was completed on March 15, 2022.
Baker McKenzie has advised CCB (Asia) Trustee, the trustee of Aquila Acquisition, on Aquila’s listing in Hong Kong on March 18, 2022, making Aquila as the first SPAC to be listed in Hong Kong. Morgan Stanley Asia and CMB International Capital were the joint sponsors for the listing, and the joint global coordinators, together with BNP Paribas Securities (Asia), as well as the joint book-runners together with BNP Paribas Securities (Asia) and Yue Xiu Securities. Financial services partners Karen Man and Jeremy Ong led the firm’s team in the transaction.
Clifford Chance has advised HSBC and Standard Chartered Bank as dealer managers on the debt capital markets aspects of Olam International’s business reorganisation. The liability management exercise comprised an exchange offer and consent solicitation across Singapore dollar and US dollar-denominated senior notes and perpetual securities, and involving multiple clearing systems, including the SGX’s Central Depository, Euroclear and Clearstream. The firm’s team advised on the English, Singapore, EU and US federal securities laws aspects of the transaction, which is the first of its kind in the Singapore market due to the breadth and value of securities involved and its novel structure and value. Partner Gareth Deiner led the firm’s team in the transaction, which is an integral part of the overall business reorganisation of Olam International’s agribusiness into Olam Food Ingredients, Olam Global Agri and Olam International.
Clifford Chance has also advised Huaxin Cement on its B to H Share listing via introduction in Hong Kong. Prior to the transaction, Huaxin Cement’s A and B Shares were listed in Shanghai. Upon completion of the transaction, the B Shares of the company were delisted and subsequently listed in Hong Kong as H Shares via introduction, becoming a dual-listed company. Huaxin Cement is the first Shanghai-listed company to convert its B shares into H shares. Huaxin Cement is a leading Chinese building materials manufacturer specialising in the production and sales of cement, clinker, concrete and aggregate. With over 250 branches and subsidiaries operating in China and overseas, Huaxin Cement is also involved in environmental protection, equipment manufacturing, EPC engineering and cement-based new building materials. Partners Virginia Lee and Jean Thio led the firm’s team in the transaction.
Khaitan & Co has advised Ergomed, a listed company focused on providing specialised services to the pharmaceutical industry, on its acquisition of 100 percent stake of Adamas Consulting Group, an international specialist consultancy offering a full range of independent quality assurance services, and specialising in the auditing of pharmaceutical manufacturing processes, as well as auditing clinical trials and pharmacovigilance systems. Partners Rajat Mukherjee and Sarthak Sarin led the firm’s team in the transaction, which was valued at £25.6 million (US$33.6m) and was completed on February 11, 2022.
Khaitan & Co is also representing INOX India on its defence against the information filed by Cryogas Equipment, and successfully obtaining a favourable order from the CCI, despite precedent to the contrary. Cryogas alleged an abuse of dominant position by INOX in the market for LNG semi-trailers. It also alleged that INOX abused its dominant position by allegedly instituting frivolous litigation to exclude Cryogas from the market. Based on submissions premised on a mix of competition as well as copyright related arguments, the CCI did not find any prima facie case of abuse to order an investigation. Partner Anisha Chand, supported by partner Smriti Yadav, led the firm’s team on the matter. Gaggar & Partners represented Cryogas Equipment.
Kudun and Partners has represented B.Grimm Power, via its subsidiary, on an approximately β116 million (US$3.5m) cross-border acquisition of 49.9 percent shares in KOPOS, a South Korean green energy company operating wind and solar photovoltaic energy projects with a combined capacity of 95.78 MW in South Korea. The cross-border acquisition involved multiple phases, and each phase requires project development approval from the South Korean authorities, requiring legal teams in Thailand and South Korea to ensure all the necessary compliance and investment procedures are satisfactory to the authorities. Partners Kudun Sukhumananda and Chai Lertvittayachaikul led the firm’s team in the transaction.
L&L Partners has 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 via Series B financing round. Partner Nishant Singh led the firm’s team in the transaction.
L&L Partners has also advised Renalyx Health Systems on its fund raise from Canara Bank Venture Development Trust, a SEBI-registered Category II AIF. Renalyx provides end-to-end renal care solution comprising of disease screening, disease management and haemodialysis treatment. Partner Vasudev Dibbur led the firm’s team in the transaction.
O’Melveny has advised Korea-based SK E&S, a global leader in clean energy solutions, on its acquisition of California-based EverCharge, a leading EV charging solution provider in the US. This is the first time a Korean company has acquired an EV charging company based in the US. Established in 1999 and headquartered in Seoul, SK E&S is Korea’s largest privately-owned LNG player and mainly invests in renewables, energy solution, hydrogen and clean LNG. It is an affiliate of SK Group, one of Korea’s top three business conglomerates with about US$137 billion in annual global revenue and more than 140,000 employees worldwide, as of 2021. Founded in 2013 and headquartered in the San Francisco Bay Area, EverCharge has installed and is operating 4,600 EV chargers across North America, including the US and Canada. Partners Daniel Kim, Woojae Kim, Todd Boes, Bob Fisher and Jeff Walbridge led the firm’s team in the transaction, which was announced on March 23, 2022.
Rajah & Tann Singapore is acting for Singapore-listed Silverlake Axis on its S$80 million (US$59m) equal access offer to acquire approximately 9.06 percent of the shares at S$0.33 (US$0.24) per share. Partners Danny Lim, Penelope Loh and Cheryl Tay are leading the firm’s team in the transaction.
Rajah & Tann Singapore is also acting for Singa Property on the S$74.8 million (US$55m) sale of 17 adjoining conservation shophouses known as Hotel Clover in the Kampong Glam area at Jalan Sultan, Singapore. Partner Gazalle Mok is leading the firm’s team in the transaction.
Simpson Thacher is advising Coincheck, one of the largest multi-cryptocurrency marketplaces and digital asset exchanges in Japan by verified account market share, and Monex Group on a definitive agreement between Coincheck and special purpose acquisition company Thunder Bridge Capital Partners IV. The agreement is for a business combination that would result in the combined entity becoming a publicly-listed holding company, domiciled in the Netherlands, with Coincheck as its wholly-owned subsidiary. Partners Alan Cannon (Tokyo) and Patrick Naughton (New York) led the firm’s team in the transaction.
Simpson Thacher is also representing New York-listed Primavera Capital Acquisition Corporation (PCAC) on its business combination transaction with Lanvin Group, valuing Lanvin Group at a pro forma enterprise value of approximately US$1.5 billion, with a combined pro forma equity value of up to US$1.9 billion. Lanvin Group is a global luxury fashion group that owns the oldest operating French couture house Lanvin, Italian luxury shoemaker Sergio Rossi, Austrian skinwear specialist Wolford, iconic American womenswear brand St. John Knits, and high-end Italian menswear maker Caruso. Lanvin Group currently operates in more than 80 countries with 1,200 points of sales, 3,600 employees, and more than 300 retail stores. PCAC is a special purpose acquisition company listed in New York, and is also an affiliate of Primavera Capital Group, a leading global investment firm with more than US$17 billion of assets under management. Partners Yang Wang (Beijing-M&A), Mark Brod (New York), Daniel Webb (Palo Alto), Yi Gao (Hong Kong), Andrew Purcell (New York), Yash Rupal (London), Lori Lesser (New York) and Étienne Renaudeau (London) led the firm’s team in the transaction.
Squire Patton Boggs has advised Seaspan, a wholly-owned subsidiary of NYSE-listed Atlas, on securing two separate ECA-backed Japanese Operating Lease with Call Options (JOLCOs) totaling approximately US$838 million and US$1.4 billion. These innovative, ‘first-of-a-kind’ transactions involved the creation of a unique financing structure by combining ECA-backed debt financing and JOLCOs into one arrangement. The proceeds from the financing will support Seaspan’s 70-vessel newbuild program, pre-and post-delivery of the vessels. Financial services partner Kate Sherrard led the firm’s team in the transaction.
S&R Associates is representing Cloe Holdings on the proposed sale of its shares in Purple Panda Fashions, owner and operator of the brand “Clovia”, which designs, manufactures and sells innerwear, activewear, and personal care products online and through retail outlets, to Reliance Retail Ventures (RRV), as part of RRV’s Rs9.5 billion (US$125m) acquisition of an 89 percent stake in Purple Panda Fashions. Partners Sanjeev Adlakha and Prachi Goel led the firm’s team in the transaction.
WongPartnership is acting for NewMedCo on its voluntary unconditional cash offer for the shares of Catalist-listed healthcare provider Singapore O&G at S$0.295 (US$0.222) per share. NewMedCo is a consortium comprising a vehicle led by Dymon Asia Private Equity and Singapore O&G’s executive chairman Beh Suan Tiong, its executive director Heng Tung Lan and three specialist medical practitioners employed by the group: Lee Keen Whye, Joyce Lim Teng Ee and Choo Wan Ling. Partners Andrew Ang and Daniel Chui led the firm’s team in the transaction.
Zul Rafique & Partners has advised Encorp on a joint venture agreement with FELDA to jointly complete the development project on the land belonging to FELDA on Mukim of Padang Siding, District of Perlis, State of Perlis Indera Kayangan. The JV aims to complete the development of Phase 1 of the project that was deferred previously, and to continue with Phase 2. Partner Hamdi Abdullah led the firm’s team in the transaction, which was announced on March 22, 2022.
Zul Rafique & Partners has also advised Agrifood Resources Holdings, a wholly-owned subsidiary of Malaysia’s sovereign wealth fund Khazanah Nasional and a substantial shareholder of Farm Fresh, on its successful IPO and listing of Farm Fresh. Corporate finance and M&A partner David Lee led the firm’s team in the transaction.