Allen & Gledhill has advised DBS Bank, Malayan Banking Singapore Branch, Oversea-Chinese Banking Corporation and The Bank of Tokyo-Mitsubishi UFJ on the S$1.99 billion (US$1.5b) term loan facility to YTL PowerSeraya, a subsidiary of YTL Power International. The facility was used to refinance existing indebtedness of YTL Power International. Partners Kok Chee Wai and Goh Ping Ying led the transaction.
Allen & Gledhill has also advised Mapletree Logistics Trust Management, as manager of Mapletree Logistics Trust, on the S$847.6 million (US$630.3m) acquisition of Mapletree Logistics Hub Tsing Yi, through the acquisition of all the ordinary shares in the capital of Mapletree Titanium, and on the S$640 million (US$476m) equity fund raising. Gross proceeds will be used to partially finance the acquisition. Partners Jerry Koh, Foong Yuen Ping, Chua Bor Jern and Teh Hoe Yue led the transaction.
Ashurst has acted as lead counsel to APG Asset Management, the Netherlands’ largest pension fund manager, on its US$175 million additional capital commitment to Virtuous Retail South Asia (VRSA), India’s only institutionally-backed retail platform. The equity raise was preceded by the establishment of APG’s US$450 million joint venture with market investment firm The Xander Group in November 2016, on which the firm acted as lead international counsel. The transaction included the establishment of the VRSA platform and concurrent US$300 million acquisition by VRSA of three shopping malls in India. The JV and the initial acquisition of Indian retail assets in November 2016 was the largest single retail real estate deal in India. The additional commitment of APG, as a founding and majority shareholder, to VRSA in November 2017 will augment VRSA’s existing investment capacity and position it to achieve future growth. Dean Moroz, Asia head of private investment funds, led the transaction.
AZB & Partners is advising Ascendas Property Fund Trustee on its Rs4.34 billion (US$67.4m) acquisition from existing shareholders of 100 percent interest in Arshiya Rail Siding and Infrastructure. Partners Sai Krishna Bharathan and Ananya Sharma are leading the transaction, which was signed on November 23, 2017 and is yet to be completed.
AZB and Partners has also advised Reco Diamond on its Rs89.8 billion (US$1.4b) acquisition of 33.34 percent of DLF Cyber City Developers. Partner Rahul Rai led the transaction, which was signed on August 27, 2017 and was cleared by the Competition Commission of India on November 3, 2017.
Clifford Chance has advised WTT Investment on the refinancing of existing acquisition facilities by issuing a 144A/Reg S high yield bond. WTT Investment operates through its wholly-owned subsidiary, WTT HK (previously Wharf T&T, WTT), a fixed-line telecom services operator in Hong Kong. WTT was acquired in 2016 by private equity funds MBK Partners and TPG Capital, which currently jointly own WTT group. The US$670 million senior notes offering due November 21, 2022 will pay a fixed coupon of 5.5 percent per annum. This is WTT Investment’s debut international capital markets offering and is the first rated high-yield bond offering in more than a decade by a Hong Kong telecom company. The notes were oversubscribed approximately five times. WTT Investment also arranged a secured revolving credit facility alongside the bond offering. Partner Alex Lloyd, supported by partners Angela Chan and Anthony Wang, led the transaction.
Clifford Chance has also advised Credit Suisse and Standard Chartered Bank as dealer managers on the S$60 million (US$44.6m) switch tender offer for Pacific International Lines (PIL). Standard Chartered Bank intermediated the settlement of the switch as billing and delivery bank. The transaction is the first time that switch tender technology has been used in the Singapore dollar bond market and for notes cleared through Singapore’s Central Depository. This approach is more commonly used by sovereign issuers in the US dollar space. The switch involved an offer to holders of PIL’s existing S$130 million (US$96.7m) notes due 2018 to switch into new S$60 million (US$44.6m) notes due 2020, thereby lengthening the tenor of a proportion of the outstanding debt. Holders could otherwise maintain their position in the existing notes due 2018. Partners Raymond Tong and Matt Fairclough led the transaction.
Howse Williams Bowers has acted as Hong Kong counsel to Halcyon Capital, as the sole sponsor, and Halcyon Securities, VMS Securities, Great Roc Capital Securities and KGI Capital Asia, as joint book-runners and joint lead managers, on the HK$155 million (US$20m) listing of the shares of Trio Industrial Electronics Group in Hong Kong. The shares commenced trading on November 23, 2017. Founded in 1983, Trio is an EMS provider specialising in the manufacturing and sales of customised industrial electronic components and products, with headquarters in Hong Kong and production facilities in Nansha District, Guangzhou. Partner Brian Ho led the transaction.
J Sagar Associates has advised Japan-listed Topy Industries on its joint venture with Wheels India, a TVS Group company listed in India, by acquiring a 26 percent stake in Wheels India Car Wheels (WCWL), a wholly-owned subsidiary of Wheels India. Topy Industries is a manufacturer of steel wheels for cars, trucks, construction and mining equipment, etc, with manufacturing facilities in Japan, the US, China and Mexico. Wheels India manufactures steel wheels for cars, trucks, tractors and construction and mining equipment, forged aluminium wheels for trucks, air suspension systems for buses and trucks, and components for energy equipment. The transaction involves Wheels India’s transfer of its entire passenger car steel wheel business to WCWL, propelling WCWL to a leadership position in the passenger car steel wheels segment, catering to all major automobile manufacturers in India and to the export segment. Partners Upendra Nath Sharma, Pallavi Puri and Varun Sriram, supported by partners Amitabh Kumar and Vaibhav Choukse, led the transaction. Mori Hamada & Matsumoto acted as international counsel for Topy Industries.
K Law has advised Deriv IT Solutions on the 100 percent acquisition, by way of a staggered sale, of the company by Luxoft Financial Services. Partner Shwetambari Rao and associate partner Anisha Jayaram led the transaction, which closed on August 18, 2017. Khaitan & Co, led by partner Nikhil Narayanan, also advised on the deal.
Khaitan & Co has advised Reliance Industries on its issuance of Rs50 billion (US$776m) listed, unsecured, rated redeemable non-convertible debentures on a private placement basis, with 7.17 percent coupon and a tenor of five years. The debentures have been subscribed to by Yes Bank and listed in India. Executive director Sudhir Bassi and associate partner Manisha Shroff led the transaction.
Khaitan & Co has also advised Camlin Fine Sciences (CFS) on its approximately US$23 million qualified institutions placement. A vertically integrated company, CFS is engaged in research, development, manufacturing, commercialising and marketing of specialty chemicals and blends which are used in a wide array of products. CFS markets its products globally. Associate partner Aditya Cheriyan led the transaction.
Kirkland & Ellis is advising a consortium comprised of funds affiliated with Baring Private Equity Asia and CITIC Capital Holdings on its US$300 million proposed acquisition of Wall Street English (WSE), a global private English language school business, from Pearson, a global learning company. In 2016, WSE served 180,000 learners and operated 70 corporate-owned centres in China, nine corporate-owned centres in Italy and 321 franchised centres across 27 territories. Hong Kong corporate partners Daniel Dusek and Xiaoxi Lin led the transaction.
Luthra & Luthra has advised Citi Global Markets India, Emkay Global Financial Services, ICICI Securities, Kotak Mahindra Capital and SBI Capital Markets as the book-running lead managers on the US$235 million QIP by Edelweiss Financial Services. Along with its subsidiaries, Edelweiss is a diversified financial conglomerate providing credit, franchise and advisory and insurance businesses. Partner Manan Lahoty led the transaction, while Duane Morris & Selvam acted as international counsel. Khaitan & Co advised Edelweiss Financial Services as to Indian Law.
Maples and Calder (Hong Kong) has acted as BVI counsel to Yunnan Energy Investment Overseas Finance, a wholly-owned subsidiary of Yunnan Energy Investment (HK), on its issue of US$300 million 3.75 percent guaranteed bonds due 2020 and US$300 million 4.25 percent guaranteed bonds due 2022. The bonds will be unconditionally and irrevocably guaranteed by Yunnan Energy Investment (HK), a wholly-owned subsidiary of Yunnan Provincial Energy Investment Group. BOC International, CCB International, CITIC CLSA Securities, Citigroup, CNCB HK Capital, Guotai Junan International and HSBC acted as the joint book-runners. Partner Derrick Kan led the transaction, while Dentons acted as English and Hong Kong counsel and Beijing Dentons Law Office (Kunming) acted as China counsel.
Rajah & Tann Singapore has acted for United Overseas Bank (UOB) on its merger with its wholly-owned subsidiary, Far Eastern Bank (FEB), pursuant to Sections 14A to 14C of the Banking Act, with UOB as the surviving merged entity. FEB was valued at S$351 million (US$261m) when UOB made a voluntary offer to privatise FEB in 2015. Partners Lawrence Tan, Cynthia Goh, Regina Liew and Margaret Chin led the transaction.
Rajah & Tann Singapore has also acted for Sigurd Microelectronics on the conditional voluntary general offer by SAC Capital, for and on behalf of Sigurd, to acquire all the issued and paid-up ordinary shares in the capital of Bloomeria, other than those already held by the Sigurd. The offer valued Bloomeria at approximately S$73.8 million (US$55m). Partners Sandy Foo and Favian Tan led the transaction.
Shardul Amarchand Mangaldas has advised JP Morgan India, as one of the Indian brokers, together with UBS Securities India and Goldman Sachs (India) Securities, on the approximately US$510 million sale by Nettle Infrastructure Investment, a wholly-owned subsidiary of Bharti Airtel, of a 4.49 percent stake in Bharti Infratel. The deal was signed on November 13, 2017 and the trade was undertaken on November 14, 2017. Capital markets national practice head Prashant Gupta led the transaction, while Sidley Austin acted as international counsel. Ashurst and Freshfields Bruckhaus Deringer acted as international counsel to UBS and Goldman Sachs, respectively.
Shook Lin & Bok is acting for Singapore and Hong Kong-listed Beijing Gas Blue Sky Holdings, a Hong Kong-based company engaged in the natural gas business, on its proposed voluntary delisting in Singapore, while retaining its listing in Hong Kong. Partner Gwendolyn Gn is leading the transaction.
WongPartnership has acted for KKR Asia on its approximately US$74 million acquisition of an approximately 12.64 percent stake in Nippon Indosari Corpindo, Indonesia’s leading mass market bread company. Partners Mark Choy and James Choo led the transaction.
WongPartnership is also acting for Vard Holdings on its proposed voluntary delisting in Singapore, following the delisting proposal presented by Fincantieri Oil & Gas, its majority shareholder. Partners Mark Choy and Jason Chua are leading the transaction.