Latest Deals – March 17, 2021

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Latest Deals – March 17, 2021

Allen & Gledhill has acted as transaction counsel to United Overseas Bank on the S$201 million (US$149.4m) term loan facilities to PRE 15, the joint venture vehicle of a consortium led by Perennial Real Estate Holdings, to finance the acquisition and redevelopment of Big Box, a property located in the Jurong Gateway precinct. The property will be redeveloped as a business park and will be renamed Perennial Business City. Partner Lim Wei Ting led the firm’s team in the transaction.

Allen & Gledhill has also advised DBS Bank, Citigroup Global Markets Singapore and BNP Paribas, acting through its Singapore branch, as the joint lead managers and underwriters, on a private placement of new units in Keppel REIT to raise gross proceeds of approximately S$270 million (US$201m). Managing partner Jerry Koh and partner Teh Hoe Yue led the firm’s team in the transaction.

AZB & Partners has advised Ecom Express on the Rs1.48 billion (US$20m) acquisition by CDC Group of a stake in Ecom, increasing CDC’s shareholding in Ecom to more than nine percent. Partners Anil Kasturi, Nandita Govind, Anisha Shridhar and Aditi Gopalakrishnan led the firm’s team in the transaction, which was completed on March 8, 2021.

AZB & Partners is also advising MRI Software on its acquisition of Trimble and Trimble Information Technologies India. Partner Ashwath Rau is leading the firm’s team in the transaction, which was signed on February 13, 2021 and is yet to be completed.

Baker McKenzie has acted as Hong Kong counsel, in collaboration with its joint operation partner FenXun Partners as Chinese counsel, to Yuexiu REIT on its issuance of US$400 million guaranteed notes, pursuant to its medium term note program. Baker McKenzie Hong Kong partner Dorothea Koo and FenXun Partners Beijing partner Shirley Wang led their respective firm’s teams in the transaction.

J Sagar Associates has represented Gujarat Gas (GG) before the Appellate Tribunal for Electricity (APTEL) in challenging the October 20, 2014 order by the Petroleum & Natural Gas Regulatory Board (PNGRB), directing GG to approach for modification of authorisations granted for its natural gas pipeline and city gas distribution network. The order held that GG had engaged in restrictive trade practices in its transaction with United Phosphorous (UP), and that GG had misrepresented the nature of the transaction to the PNGRB in its authorisation applications. GG appealed to APTEL, contending that the transaction with UP was sui-generis, and thus not governed solely by one regulation. Accordingly, GG cannot be held to have violated any law. GG further stated that there was no misrepresentation, in light of correspondence between parties, and that GG did not engage in restrictive trade practices, since the parties negotiated on price and that UP had the option to source natural gas from GAIL. On March 10, 2021, APTEL held that UP’s complaint, which formed the basis of the impugned order, was devoid of merit and substance, and that directions in said order were unwarranted. PNGRB’s order was set aside. The APTEL decision indicates that the Rs1.59 billion (US$22m) recovered by GG from UP, as charges for re-delivery of natural gas, was correct. Further, it upholds the original authorisations granted to GG; thus, no modification of the authorisations is required to be made by GG. Raveena Dhamija and Yashaswi Kant led the firm’s team representing the client.

K Law has advised Axis Bank, Oriental Bank of Commerce, Phoenix ARC, Punjab and Sind Bank and State Bank of India, as members of the committee of creditors, on the corporate insolvency resolution process of Prius Commercial Projects, including the negotiation on the resolution plans. The resolution plan submitted by the consortium of Kotak Investment Advisors, Minicon Insulated Wires and Elita Capital Advisors has been approved by the NCLT Delhi. Partner Aditi Mittal led the firm’s team in the transaction, which was valued at Rs4.9 billion (US$67.6m) and was completed on January 4, 2021.

Maples and Calder, the Maples Group’s law firm, has acted as Cayman Islands counsel to Cloopen Group Holding on its IPO of 23 million American Depositary Shares, representing its class A ordinary shares, and its listing in New York. Cloopen is a leading multi-capability cloud-based communications solution provider in China. The offering, which closed on February 11, 2021, raised approximately US$368 million. Partner Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati, Professional Corporation and CM Law Firm acted as US and Chinese counsels, respectively. Skadden, Arps, Slate, Meagher & Flom and Tian Yuan Law Firm acted as US and Chinese counsels, respectively, to Goldman Sachs (Asia) and China International Capital Corporation Hong Kong Securities, as the underwriters.

Maples and Calder, the Maples Group’s law firm, has also acted as Cayman Islands counsel to Baosheng Media Group Holdings on its IPO of six million ordinary shares and its listing on Nasdaq.  The company is an online marketing solution provider based in China. The offering, which closed on February 10, 2021, raised approximately US$30 million. Partner Everton Robertson led the firm’s team in the transaction, while Hunter Taubman Fischer & Li and Dentons acted as US and Chinese counsels, respectively. Ortoli Rosenstadt acted as US counsel to Univest Securities, as the underwriter.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Boustead Industrial Fund Management (BIF) on its S$422.4 million (US$313.7m) acquisition of a portfolio of real estate assets and interests, comprising investments in business parks, logistics and industrial properties. Sponsored by Boustead Projects, BIF has a mandate to acquire, invest in and manage certain real estate investments. Partners Norman HoGazalle MokLoh Chun Kiat and Cheryl Tay led the firm’s team in the transaction.

WongPartnership has acted for Nutrition Technologies on its pre-series B funding round. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership has also acted for MSD on a multijurisdictional dispute between two pharmaceutical giants, involving the use of the “Merck” name. This is the Singapore leg of worldwide proceedings in the US, the UK, Germany, France, Switzerland, Australia, India, Hong Kong, etc. The wide-ranging allegations in the Singapore proceedings relate to the breach of a 1970 contract, trade mark infringement, and passing off. Other novel issues in the dispute include whether the use of a mark in the metadata of a webpage can amount to trade mark infringement or passing off, and whether a contract entered into in 1970, long before the advent of the internet, can govern the use of a mark on the internet. Partners Melanie HoChang Man Phing and Alvin Lim led the firm’s team in the transaction, together with partner Lam Chung Nian.