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Latest Deals – July 28, 2021

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Allen & Gledhill has advised National University of Singapore (NUS) on the issue of its S$300 million (US$220.5m) 1.62 percent notes due 2031, under its S$2 billion (US$1.47b) multicurrency medium term note program. NUS raised S$300 million (US$220.5m) through the issue of green bonds under the program, where the net proceeds from the issue will be allocated to finance green projects under the new Green Finance Framework of the university. The Green Finance Framework provides the overarching criteria and guidelines for NUS to enter into green finance transactions, and is a move by the university to extend its efforts in addressing climate change and environmental sustainability. NUS is believed to be the first university in Asia to launch a framework on sustainability-linked finance, and to issue a green bond. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill and its network firm in Indonesia, Soemadipradja & Taher, has also advised New York-listed Amphenol on its acquisition of Positronic, a global manufacturer of high reliability power and signal connectors for a wide variety of industries, and has locations in the US, Singapore, France, Indonesia, India and China. Partners Christian Chin, Shalene Jin and Eugene Ho, and Soemadipradja & Taher partner Rahmat Soemadipradja led the firms’ team in the transaction.

Ashurst has advised Digi.com on the US$12.1 billion merger of Digi.com and Celcom Axiata. The merged company will become Malaysia’s largest telecommunications company. Axiata Group, the seller, will transfer its stake in Celcom to Digi.com for M$17.8 billion (US$4.2b). Axiata will receive new shares and M$1.7 billion (US$402m) in cash from Digi Telecom, and close to M$300 million (US$71m) from Telenor Asia, Digi’s largest shareholder. The merged entity will have a pre-synergy equity valuation of close to M$50 billion (US$11.8b). The merged company will provide better network quality and coverage, and have greater scale to invest, drive 5G solutions and help catalyze new growth opportunities for large enterprises and SMEs. It will also leverage on combined economies of scale, while creating benefits through strengthening core distribution, delivering improved network operations, and realizing efficiencies from operational activities. Partner Chin Yeoh, supported by partners Ronnie King, Tom Connor and Myfanwy Wood, led the firm’s team in the transaction, which is the largest telecommunications deal in Malaysia.

Ashurst has also advised Hangzhou Fuyang Chengtou Group (HK) on its second public offering of offshore bonds, in the aggregate amount of US$328 million, guaranteed by Hangzhou Fuyang City Construction Investment Group, an SOE wholly-owned by the Hangzhou Fuyang District State-owned Assets Supervision and Administration Commissions. The bonds are listed in Hong Kong. Hangzhou Fuyang City Construction Investment Group is one of the most important city construction, investment and financing platforms in Fuyang District of Hangzhou city, and is the sole operator that undertakes infrastructure construction and land development in the central urban area of that district. The firm acted as counsel to the issuer and the guarantor, and advised on English and Hong Kong law. The proceeds from the issuance will be used for repayment of the guarantor group’s existing debt obligations that were incurred outside China. Partner Jini Lee led the firm’s team in the transaction.

AZB & Partners is acting as India counsel to JM Financial and Axis Capital, as the book-running lead managers, on Chemspec Chemicals’ IPO, via an offer for sale by the selling shareholders, aggregating up to Rs7 billion (US$94m). The draft red herring prospectus dated July 14, 2021 was already filed with the SEBI. Partners Varoon Chandra and Lionel D’Almeida are leading the firm’s team in the transaction, which is yet to be completed.

AZB & Partners is also advising PAG Asia Capital on the Rs10.54 billion (US$141.5m) acquisition by its affiliates, PAGAC Ariane and Asia Pragati Strategic Investment Fund, of a more than 50 percent controlling stake in Acme Formulations. Partners Ashwath Rau, Atreya Bhattacharya and Jasmin Karkhanis are leading the firm’s team in the transaction, which was signed on July 14, 2021 is yet to be completed.

Clifford Chance has advised private equity firm MBK Partners on the US$1.1 billion privatization, via a voluntary general offer and subsequent compulsory acquisition, of China Auto Rental (CAR), a leading car rental company in China. The firm also advised MBK Partners on the debt financing aspects, in relation to CAR’s take-private, which included loan facilities, bond financings, convertible bond issuance and consent solicitation processes to facilitate the privatization. On July 5, 2021, MBK Partners completed the compulsory acquisition procedure under Cayman law, and acquired 100 percent ownership in CAR, which was delisted in Hong Kong on July 8, 2021. Hong Kong partners Anthony Wang (finance), Edith Leung (finance), Bryan Koo (PE M&A) and David Tsai (DCM) led the firm’s team in the transaction.

Davis Polk has advised Black Spade Acquisition on its US$150 million IPO of 15 million units. Each unit had an initial offering price of $10, and consists of one Class A ordinary share and one-half of one redeemable warrant. The units, the shares and the warrants are listed in New York. Black Spade Acquisition is a newly incorporated special purpose acquisition company formed to effect an initial business combination, and intends to identify a business combination target related to or in the entertainment industry, with a focus on enabling technology, lifestyle brands, products or services and entertainment media in Asia. Partner James Lin led the firm’s team in the transaction.

Davis Polk has also advised the joint global coordinators and the joint book-runners on the primary listing and IPO of HUTCHMED (China) in Hong Kong. The gross proceeds from the offering amounted to approximately HK$4.17 billion (US$535.7m), prior to the exercise of the over-allotment option. HUTCHMED is a global commercial-stage biopharmaceutical company focused on the discovery, development and commercialization of targeted therapies and immunotherapies for the treatment of patients with cancer and immunological diseases. The ADSs of HUTCHMED are listed for trading on the Nasdaq, while its ordinary shares are listed in London. Partner James Lin also led the firm’s team in the transaction.

Gibson, Dunn & Crutcher is advising PCCW on the sale of its Hong Kong-based data center business to New York-listed DigitalBridge Group, a global digital infrastructure REIT. PCCW DC is one of the region’s leading colocation data center businesses, serving global hyperscale and large enterprise customers via a rapidly growing network of facilities based principally in Hong Kong. PCCW DC facilities allow global hyperscalers, technology service providers, content and digital media, and financial services firms to meet their strong regional demand for storage, networking, and compute capabilities in secure and reliable environments. Partners Graham Winter and Connell O’Neill are leading the firm’s team in the transaction, which remains subject to customary closing conditions, and is expected to close in the fourth quarter of 2021.

J Sagar Associates has advised HDFC Bank, ICICI Securities, Kotak Mahindra Capital, Motilal Oswal Investment Advisors, SBI Capital Markets and Equirus Capital, as the book-running lead managers, on the recent IPO of G R Infraprojects. The IPO was via an offer for sale by the selling shareholders of approximately 11.5 million equity shares, priced at Rs837 (US$11.23) each, aggregating to approximately Rs9.6 billion (US$129m). G R Infraprojects is an integrated road EPC company with experience in design and construction of various road/highway projects across 15 states in India, and having recently diversified into projects in the railway sector. Partners Madhurima Mukherjee and Arka Mookerjee, supported by partner Pracheta Bhattacharya, led the firm’s team in the transaction.

J Sagar Associates has also advised Info Edge (India) (Naukri.com), as a selling shareholder, in the IPO of Zomato, which listed on July 23, 2021. The size of the IPO was Rs93.75 billion (US$1.26b), which included a sale by Info Edge of its shares worth Rs3.75 billion (US$50.3m). Info Edge was the very first investor in Zomato. Zomato’s IPO is the first Indian internet unicorn to make its stock market debut. The issue, which was over-subscribed by 38 times, is the largest IPO in India since March 2020. Partner Rohitashwa Prasad, supported by partners Kumarmangalam Vijay and Manish Mishra, led the firm’s team in the transaction.

Khaitan & Co has advised Space Teleinfra on the sale of 100 percent shareholding by the existing shareholders to Tower Infrastructure Trust (backed by Brookfield, GIC and British Columbia) for Rs9 billion (US$121m) and additional milestone-based consideration. Partner Prasenjit Chakravarti, supported by executive director Sudhir Bassi and partners Harsh Walia, Vivek Mimani and Atul Pandey, led the firm’s team in the transaction, which was announced on July 20, 2021. AZB and Partners advised Tower Infrastructure Trust.

Khaitan & Co has also advised the Blackstone Group, one of the world’s leading investment firms, on the acquisition, through funds managed by the group, of a controlling stake in Simplilearn Solutions, a leading India-based online learning ‘bootcamp’ offering digital skills training and courses to working professionals all over the world. As part of the transaction, Blackstone will acquire all of the stakes held by the exiting private equity investors of the target, ie, Kalaari Capital, Helion Ventures and Mayfield, and stake held by certain angel investors and individuals. Blackstone will also be making primary investment into the target. Partners Haigreve Khaitan, Ganesh Prasad, Ashraya Rao and Tanvi Kumar, supported by partners Supratim Chakraborty, Manavendra Mishra, Ravitej Chilumuri, Jeevan Ballav Panda, Shailendra Bhandare and Harsh Parikh, led the firm’s team in the transaction. Simpson Thacher & Bartlett acted as offshore counsel, while Kirkland & Ellis advised on ABAC aspects.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to CARsgen Therapeutics Holdings on its IPO of approximately 94.75 million shares and its listing in Hong Kong. A biopharmaceutical company with operations in China and the US, CARsgen Therapeutics is focused on innovative CAR-T cell therapies for the treatment of hematological malignancies and solid tumors. The offering, which closed on June 18, 2021, raised approximately HK$3.1 billion (US$398m). Partner Derrick Kan led the firm’s team in the transaction, while Davis Polk & Wardwell advised as to Hong Kong and US laws, and Global Law Office advised as to Chinese laws. The joint sponsors, Goldman Sachs (Asia) and UBS Securities Hong Kong, and the underwriters were advised by Herbert Smith Freehills as to Hong Kong and US laws, and by Zhong Lun Law Firm as to Chinese laws.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Angelalign Technology on its IPO of approximately 16.83 million shares and its listing in Hong Kong. Angelalign is a leading clear aligner treatment solution provider in China. The offering, which closed on June 16, 2021, raised approximately HK$2.9 billion (US$372.5m). Partner Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati advised as to Hong Kong and US laws, and Han Kun Law Offices advised as to Chinese laws. The joint sponsors, Goldman Sachs (Asia) and China International Capital Corporation Hong Kong Securities, and the underwriters were advised by Clifford Chance as to Hong Kong and US laws, and by Tian Yuan Law Firm as to Chinese laws.

Shearman & Sterling has represented New Metro Global on its offering of US$300 million 4.625 percent guaranteed senior notes due 2025, unconditionally and irrevocably guaranteed by Seazen Holdings. New Metro Global operates as a special purpose entity and a subsidiary of Seazen Holdings, a China-based company engaged in real estate development and operation. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

Shearman & Sterling has also represented the initial purchasers, including HSBC, Morgan Stanley, China CITIC Bank International, China Securities International, Citigroup, Guotai Junan Interntional and Huatai International, on Sunac China Holdings’ offering of US$400 million 6.8 percent senior notes due 2024, and tap offering of US$100 million 6.5 percent senior notes due 2026. Headquartered in Tianjin, Sunac China Holdings develops, manages and invests in residential and commercial properties in China. Hong Kong capital markets partner Alan Yeung also led the firm’s team in the transaction.

Skadden is advising Bridgetown 2 Holdings, a special purpose acquisition company, in its business combination with Singapore-based PropertyGuru Group, and proposed listing in New York. The transaction values PropertyGuru at an enterprise value of approximately US$1.35 billion and an equity value of approximately US$1.78 billion. The transaction includes a fully committed US$100 million private investment in public equity, with participation from Baillie Gifford, REA Group and Naya. The REA Group has also committed to an additional US$32 million investment in the business combination. The combined company is expected to be listed in New York. PropertyGuru is Southeast Asia’s number one digital property marketplace, with leading positions in Singapore, Vietnam, Malaysia and Thailand. Bridgetown 2 is a blank check company formed by Pacific Century Group and Thiel Capital. The proposed transactions are expected to close in the fourth quarter of 2021 or first quarter of 2022, subject to regulatory and stockholder approvals, and other customary closing conditions. Partners Jonathan Stone, Gregg Noel, and Rajeev Duggal, supported by partners Victor Hollender (New York), Bruce Goldner (New York) and Joseph Yaffe (Palo Alto), are leading the firm’s team in the transaction.

Saraf & Partners has advised V-Mart on the acquisition of 74 value-fashion retail stores, owned and operated by Arvind Lifestyle Brands under the brand name ‘Unlimited’. The transaction was structured as an asset transfer in an all-cash deal, valued at approximately US$20.15 million. With the acquisition, V-Mart has taken its first steps towards expanding its business in West and South India. The transaction furthers V-Mart’s strategy of cluster-based expansion, and dramatically reduces the time-span required for an expansion of this scale. The deal also represents one of the earliest efforts of strategic divestment by the Arvind group. Partners Vikrant Kumar and Arjun Rajgopal, supported by founder and managing partner Mohit Saraf and partner Gayatri Roy, led the firm’s team in the transaction.

S&R Associates has represented Ruptub Solutions, the operator of Treebo Hotels, on an approximately US$16 million Series D funding round led by Accor, a French hospitality group, with participation from certain existing investors. Partner Rachael Israel led the firm’s team in the transaction.

VILAF has advised SCG Packaging on its acquisition of 70 percent equity stake in Duy Tan Plastics Manufacturing. The purchase price includes the initial payment of Vnd3.63 trillion (US$173.5m) and a second payment to be based on Duy Tan’s incremental financial performance for 2020 and 2021, for a total purchase price to be capped at Vnd6.4 trillion (US$261m). Duy Tan is Vietnam’s leading producer of rigid plastic packaging products, generating over US$200 million revenues in 2020, with five subsidiaries. SCG Packaging is a subsidiary of Siam Cement Group (SCG), one of the leading conglomerates in Thailand. The transaction has a complex arrangement involving an option to acquire the remaining stake and a subsidiary in another jurisdiction, an earn-out package and a partnership arrangement. Partners Duyen Ha Vo and Ngoc Luong Trinh led the firm’s team in the transaction.

WongPartnership has acted for SW Investment Holding on the voluntary conditional cash offer by CIMB Bank Singapore Branch, for and on behalf of SW Investment Holding, to acquire all the issued ordinary shares in the capital of Top Global, excluding the shares held in treasury, with a view to privatizing Top Global. Partner Quak Fi Ling led the firm’s team in the transaction.

WongPartnership has also acted for ESR-REIT on the financing of the acquisition of Australian assets. Partner Christy Lim led the firm’s team in the transaction.

Latest Deals – July 21, 2021

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Allen & Gledhill has acted as transaction counsel to KBS US Prime Property Management, as manager of Prime US REIT, on the US$245.5 million acquisition of Sorrento Towers and One Town Center in the US, and its private placement, which raised gross proceeds of approximately US$80 million. Partners Jerry Koh and Teh Hoe Yue led the firm’s team in the transaction.

Allen & Gledhill has also advised Sequoia Capital India, as the lead investor, on StashAway’s US$25 million Series D financing round. StashAway is a digital wealth manager that offers investment portfolios and wealth management solutions for both retail and accredited investors. It operates in Singapore, Malaysia, the Middle East, North Africa and Hong Kong. The Series D funding round brings its total paid-up capital to about S$84 million (US$61.4m), and will accelerate investment product and feature developments across its markets. Julian Ho led the firm’s team in the transaction.

Ashurst has advised Navis Capital and management shareholders on the sale of Amazon Papyrus Chemicals to The Longreach Group. Headquartered in Hong Kong, Amazon Papyrus Chemicals is a leading specialty process chemical solution provider to the pulp and paper industry in Asia. Navis Capital acquired a majority stake in Amazon Papyrus Chemicals in 2014, and the firm advised the Amazon Papyrus Chemicals founders on the investment. Partner Chin Yeoh, supported by partners Rehana Box, Angie Ng and Steven Woodbury, led the firm’s team in the transaction.

Ashurst has also acted as English, Singapore and Indonesian counsel to Société Générale, as lender, hedging bank and agent, on the US$20 million financing of the Quantum and Sambelia utility-scale solar PV power projects in Indonesia developed by Berkeley Energy, a leading renewables energy fund. Quantum and Sambelia are part of the first wave of utility-scale solar projects in Indonesia launched in 2017, and support the national utility PLN and Indonesia’s strategy to boost the share of renewables in the energy mix and reduce reliance on diesel and coal power generation. These projects also represent the first solar projects in Indonesia financed solely by an international commercial bank. Jakarta associated office OSP and Singapore law FLA ADTLaw, led by partners Frederic Draps and Alfred Ng, led the firms’ joint team in the transaction.

AZB & Partners is acting as Indian counsel to Philip Morris International on the Rs61.1 billion (US$818.7m) acquisition by Philip Morris Global Services of 100 percent shareholding in Fertin Pharma, including its Indian subsidiaries Fertin India and Fertin Pharma Research and Development India. Partners Sai Krishna Bharathan, Ananya Sharma and Nandan Pendsey are leading the firm’s team in the transaction, which was signed on June 30, 2021 and is yet to be completed.

AZB & Partners is also advising Capital Land on the acquisition by Ascendas Property Fund (India) of 100 percent equity stake in Datascape Realty. Partners Sai Krishna Bharathan, Shivani Kabra, Monika Bhonsale, Suharsh Sinha and Ishan Handa are leading the firm’s team in the transaction, which was signed on July 2, 2021 and is yet to be completed.

Baker McKenzie is advising Media and Games Invest (MGI) on its acquisition of Smaato for an enterprise value of €140 million (US$165m). MGI is a leading digital integrated games and media company with main operational presence in Europe and North America. Based in San Francisco and Hamburg, Smaato operates a leading mobile first digital advertising technology platform. The transaction is in line with MGI’s strategy of seeking highly value-accretive acquisitions, which increase its long-term profitability. The acquisition of Smaato increases substantially the critical mass of MGI’s media segment Verve Group by adding more advertisers and publishers to its platform. Partner Tracy Wut is leading the firm’s team in the transaction, which is expected to close within the next two months, subject to regulatory approvals.

Clifford Chance has acted as international counsel to CVC on multijurisdictional merger filings for its US$1.5 billion joint venture with Shiseido, a global beauty brand that operates in more than 100 countries and regions, on the transfer of part of Shiseido’s personal care business to a new company, which is 65 percent held by funds advised by CVC and 35 percent by Shiseido. Beijing partner Yong Bai led the firm’s team in the transaction, supported by Brussels partner Richard Blewett and Istanbul associate firm CIFTCI Attorney Partnership partner Itir Ciftci, led the firm’s team in the transaction. DaHui Lawyers acted as Chinese counsel for filing in China.

Clifford Chance has also advised the founders of Sweat, a digital fitness app for women, on the sale of Sweat to iFIT Health & Fitness, a global leader in connected fitness software, content and equipment. Co-founded by trainer Kayla Itsines and CEO Tobi Pearce in 2015, Sweat will remain a standalone brand as part of iFIT. Itsines and Pearce will continue to lead Sweat business in their existing roles, while the company remains headquartered in Adelaide, Australia. The Sweat platform offers over 5,000 unique workouts across 26 exercise programmes. Sydney partner Mark Currell, supported by partners Kevin Lehpamer and Sarah Jones, led the firm’s team in the transaction.

Davis Polk has advised Kindstar Globalgene Technology on its IPO and listing in Hong Kong, and on a Rule 144A and Regulation S international offering. The gross proceeds from the offering amounted to HK$2.21 billion (US$284m), prior to exercise of the over-allotment option. Kindstar Global is a leading independent esoteric clinical testing service provider in China. It has the largest esoteric testing portfolio among all the independent esoteric testing providers in China. Partners Yang Chu, Li He and Xuelin (Steve) Wang led the firm’s team in the transaction.

Davis Polk has also advised Zhejiang Expressway on its US$470 million Regulation S offering of 1.638 percent bonds due 2026. Zhejiang Expressway is an infrastructure company principally engaged in investing in, developing and operating high-grade roads. The company and its subsidiaries also carry out securities business and certain ancillary businesses, such as hotel business. Hong Kong partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

Khaitan & Co has advised Vopak India on its investment to acquire 49 percent shareholding in a pan-India joint venture with Aegis Logistics, which will operate a network of terminals currently located in five strategic ports in India. With a total capacity of around 960,000 cubic metres, the partnership will become one of the largest independent tank storage companies for LPG and chemicals. As part of the transaction, the firm also advised Vopak India on the acquisition of 24 percent stake in Hindustan Aegis (LPG), a joint venture between Aegis Logistics and Itochu Petroleum (Singapore). Partner Vivek Sriram, supported by director Vinita Krishnan and partner Anisha Chand, led the firm’s team in the transaction, which was announced on July 13, 2021 and was valued at Rs27.66 billion (US$371m). Veritas Legal acted for Aegis Logistics.

Khaitan & Co has also acted as Indian counsel to Global Renewable Synergy on its approximately β14.8 billion (US$451m) subscription of new shares, representing approximately 41.6 percent equity interest, in Avaada Energy. Global Renewable Synergy is a wholly-owned subsidiary of Thailand-listed Global Power Synergy, which is owned and controlled by the Government of Thailand. Partners Haigreve Khaitan and Dibyanshu led the firm’s team in the transaction. Cyril Amarchand Mangaldas represented the Avaada Group.

Kudun and Partners has represented Saksiam Leasing on the IPO preparation for the offering of newly issued shares to the public and listing all shares in Thailand. The size of Saksiam Leasing’s IPO is approximately β2 billion (US$61m). Saksiam Leasing is the third largest loan provider listed in Tahiland. On its first-trading day, it gained a lot of attention from analysts and investors, and ranked third as the most traded stock on its first day (in terms of value). Its price on the first day was more than 121 percent from its IPO price. Partner Kudun Sukhumananda led the firm’s team in the transaction.

L&L Partners has advised Bank of Baroda on the funding and financial closure of the first phase of Ola Futurefactory, a green field project being setup by Ola Electric Technologies at a 500-acre site in Tamil Nadu for the manufacture of electric two-wheeler vehicles. The first phase will have an annual capacity of 500,000 vehicles, valued at more than US$100 million. At full capacity of 10 million vehicles annually, it will be the world’s largest two-wheeler factory. The first phase is nearing completion, and will be exporting the EVs to France, Italy, Germany and other countries. Partner Girish Rawat led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands and BVI counsel to Powerlong Real Estate Holdings on its issuance of US$200 million 4.9 percent senior notes due 2026. The notes are listed in Singapore. Powerlong Real Estate Holdings is a property developer in China specialising in large-scale retail and residential complexes. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Dorsey & Whitney advised as to US and Hong Kong laws. The purchasers were advised by Skadden, Arps, Slate, Meagher & Flom as to US laws.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as BVI counsel to Champion Moments, a wholly-owned subsidiary of SJM Holdings, on its issuance of Pt300 million (US$37.5m) 3.9 percent senior notes due 2026 and HK$1.25 billion (US$161m) 3.9 percent senior notes due 2026, guaranteed by SJM Holdings. A debut issuance by the SJM group, the notes are listed in Macao. Partner Lorraine Pao led the firm’s team in the transaction, while Latham & Watkins acted as US counsel and C&C Advogados acted as Macau counsel for the issuer and guarantor. King & Wood Mallesons acted as US counsel, while Manuela António – Lawyers and Notaries acted as Macau counsel for the initial purchasers.

Paul Hastings has advised three Chinese property management companies this week on their global offerings and IPOs in Hong Kong. The firm has represented Kangqiao Service Group on its US$82.9 million IPO; CCB International Capital, as the sole sponsor and sole global coordinator, on the US$98.5 million Hong Kong IPO of Dexin Services Group; and the sole sponsor and underwriters on the US$37.8 million IPO of Ling Yue Services Group. Based in Henan Province, Kangqiao Service Group is a comprehensive property management service provider, while Hangzhou-headquartered Dexin Services Group is part of the Dexin Group, a leading Chinese real estate conglomerate. On the other hand, Sichuan-based Ling Yue Services Group engages in property management services, value-added services to non-property owners and community value-added services. CCB International Capital acted as the sole sponsor, sole global coordinator and joint book-runner for its Hong Kong IPO, while CMB International Capital, Huatai Financial Holdings (Hong Kong), Seazen Resources Securities, Vision Capital International Holdings, Shenwan Hongyuan Securities (HK) and CMBC Securities acted as the joint book-runners. Chair of Greater China global partner Raymond Li, supported by corporate partners Jean YuVincent Wang and Chaobo Fan, led the firm’s team in the transaction.

S&R Associates has represented Oravel Stays, the operator of OYO Hotels & Homes, on raising US$660 million in Term Loan B debt financing from global institutional investors. This is the first Term Loan B debt financing involving an Indian company. Partners Divyanshu Pandey, Sanjeev Adlakha and Arpita Garg led the firm’s team in the transaction.

WongPartnership has also acted for DBS and OCBC, as the arrangers, and for DB International Trust (Singapore), as trustee, on Keppel Infrastructure Trust’s update of its medium term note programme to S$2 billion (US$1.46b). Partners Trevor Chuan and Khoo Yuh Huey led the firm’s team in the transaction.

WongPartnership has also acted for ESR Fund Management, as manager, on the approximately S$120 million (US$87.8m) acquisition by ESR-REIT of the property at 46A Tanjong Penjuru. Partners Monica Yip and Jerry Tan were involved in the transaction.

Latest Deals – July 14, 2021

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Allen & Gledhill has advised Ascendas Funds Management, as manager of Ascendas REIT, on the issue of €300 million (US$355m) 0.75 percent fixed rate notes due 2028, under the S$7 billion (US$5.17b) euro medium term securities programme established by HSBC Institutional Trust Services (Singapore), as trustee of Ascendas REIT. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised GLP on the issue of US$300 million 4.6 percent green subordinated perpetual capital notes, under its US$5 billion euro medium term note programme. This is the fourth series under the programme. Partners Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

AZB & Partners has acted as Indian counsel to Schaffner Holding and its Indian subsidiary Schaffner India on the sale by Schaffner and its worldwide subsidiaries of their power magnetics division, including in India, to the AQ Group. Partners Darshika Kothari and Divya Mundra led the firm’s team in the transaction, which was valued at Rs1.8 billion (US$24m) and was completed on July 1, 2021.

AZB & Partners is also advising Fortum India on the approximately Rs25 billion (US$335 m) divestment of its solar projects Fortum Solar India and Fortum Solar Plus to Actis Fund, through Solenrgi Power and Sprng Energy. Partners Gautam Saha, Sachin Mehta, Punita Gupta and Anuja Tiwari are leading the firm’s team in the transaction, which was signed on June 21, 2021 and is yet to be completed.

Clifford Chance has advised global private equity firm TPG Capital on its acquisition of a majority stake in Made Group, an Australian beverages business. Made Group manufactures and distributes a range of health and wellness-focused food and beverage products, with a portfolio that includes coconut water label Cocobella, cold-pressed juice label Impressed, Rokeby Farms dairy products and vitamin water label Nutrient Water. Corporate partners Andrew Crook and Jacob Kahwaji led the firm’s team in the transaction.

Clifford Chance has also advised blockchain digital trade finance network Contour on its Series A+ preferred financing and fundraising round, securing new investment from Sumitomo Mitsui Banking Corporation, as well as existing investors. Contour now brings together 13 leading regional and global trade banks, including Bangkok Bank, BNP Paribas, Citi, CTBC, HSBC, ING, SEB, SMBC and Standard Chartered, who are also working to drive adoption of the network among their global communities of bank and corporate clients. Contour’s non-bank shareholders include R3 (developers of the Corda enterprise blockchain technology on which the Contour platform is based), Bain & Company and CryptoBLK, with Contour now operating in a live business environment across 44 countries. Partner Paul Landless (Singapore), supported by partners Valerie Kong (Singapore), Lena Ng (Singapore), Andrew Patterson (London), Monica Sah (London), Ling Ho (Hong Kong) and Richard Blewett (Brussels), led the firm’s team in the transaction.

Davis Polk has advised the joint lead managers on the Regulation S offering of US$150 million 9.625 percent bonds due 2022 by Greenland Hong Kong Holdings, a Hong Kong-listed developer of quality residential, commercial and hotel properties in various cities in China. Partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

Davis Polk has also advised the joint lead managers on a US$400 million Regulation S bonds offering by Shui On Development (Holding) of its 5.5 percent senior notes due 2026, pursuant to the Sustainability-Linked Bond Framework. The securities are guaranteed by Shui On Land as the parent guarantor. Shui On Land is one of the leading property developers in China, and the flagship property company of the Shui On Group in mainland China, with a focus on large-scale city-core property development projects. Partner Gerhard Radtke led the firm’s team in the transaction.

King & Wood Mallesons has acted as China, Hong Kong and US counsel to China Merchants Bank, as the lender, on a secured term loan facility provided to Taiying Group to finance the going-private transaction of China Customer Relations Centers (CCRC), a leading e-commerce and financial services business process outsourcing service provider in China. The going-private transaction, via merger of CCRC and Taiying International, the wholly-owned subsidiary of Taiying Group, was completed on July 6, 2021. The buyer group includes CEO and chairman of the Board Mr Zhili Wang, CFO and vice-chairman of the Board Mr Debao Wang and certain other shareholders of CCRC. Upon completion, CCRC will be delisted from the Nasdaq. Partners Jessica Zhou (Hong Kong), Stanley Zhou (Shanghai), Chunlong Xu (Shanghai), Eli Han (New York) and Tom Shoesmith (Silicon Valley) led the firm’s team in the transaction.

Kudun and Partners has represented Thailand-listed Prima Marine, a full-service provider in the marine transport industry and one of the largest fully integrated business operator in oil tanker and oil and petroleum storages in Thailand, on its acquisition of up to 100 percent shares in Big Sea, a maritime petroleum transportation service company which owns 14 ships and has the second-highest market share in Thailand. The first phase of the acquisition started in 2018, while the second phase was successfully concluded in Q1 of 2021. Partner Kom Vachiravarakarn led the firm’s team in the transaction.

Kudun and Partners has also represented a consortium consisting of Opes Callan, Hatton Equity Partners (Thailand) and Japan South East Asia Finance Fund, a private equity invested by Development Bank of Japan, on its acquisition and project financing of 100 percent stake in Microfiber Industries for β1.85 billion (US$56.7m). The acquisition financing was partially funded by Japan Southeast Asia Finance Fund. Partners Mayuree Sapsutthiporn and Kongkoch Yongsavasdikul led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands and BVI counsel to CIFI Holdings (Group) on its issuance of US$350 million 4.45 percent senior notes due 2026, and US$150 million 4.8 percent senior notes due 2028. The notes are guaranteed by certain non-Chinese incorporated subsidiaries of CIFI Holdings and will be listed in Hong Kong, via debt issues to professional investors. CIFI Holdings also made an offer to purchase its outstanding US$300 million 7.625 percent senior notes due 2023. Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel, and Commerce & Finance Law Offices acted as Chinese counsel. Davis Polk & Wardwell acted as US counsel, while Jingtian & Gongcheng acted as Chinese counsel for the initial purchasers.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands and BVI counsel to eHi Car Services on its issuance of US$300 million 7.75 percent senior notes due 2024. The notes are listed in Hong Kong. eHi Car Services is a the leading car rental and chauffeured car services platform, operating in the massive and high growth mobility-as-a-service (MaaS) industry in China. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Latham & Watkins advised as to US and Hong Kong laws. The purchasers were advised by Shearman & Sterling as to US law.

Paul Hastings has advised Hong Kong-listed CIMC Vehicles (Group) on its compliance with Hong Kong listing rules for its Rmb1.76 billion (US$272m) IPO in Shenzhen. Haitong Securities, China International Capital Corporation and Ping An Securities acted as the lead underwriters. CIMC Vehicles, which debuted in Hong Kong in 2019, achieves “A+H” dual-listing status with the Shenzhen IPO, and marks the first Hong Kong-listed company to trade on the ChiNext Board in Shenzhen. As a subsidiary of China International Marine Containers (Group), a world-leading supplier of logistics and energy equipment in China, CIMC Vehicles is a leader in the global semi-trailer industry, primarily engages in the manufacture, sale and after-sale services of semi-trailers. Chair of Greater China global partner Raymond Li and corporate partner Chaobo Fan led the firm’s team in the transaction.

WongPartnership has acted for Hangry on its US$13 million Series A funding round. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership has also acted for CapitaLand on the approximately S$534.4 million (US$395m) disposal of its 75 percent equity interest in Galaxis to Ascendas REIT. Partner Kyle Lee led the firm’s team in the transaction, together with partners Tan Teck Howe and Felix Lee.

Latest Deals – July 7, 2021

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Allen & Gledhill has advised Bayfront Infrastructure Capital II, a wholly-owned subsidiary of Bayfront Infrastructure Management (BIM), on the issue of five classes of investment grade rated notes, comprising US$176.9 million Class A1 senior secured floating rate notes due 2044, US$120 million Class A1-SU senior secured floating rate notes due 2044, US$33.3 million Class B senior secured floating rate notes due 2044, US$22.1 million Class C senior secured floating rate notes due 2044, and US$8.8 million subordinated notes due 2044. The firm also advised BIM Asset Management, a wholly-owned subsidiary of BIM, as collateral manager for the transaction. The five classes of notes are backed by cash flows from a portfolio of project and infrastructure loans in the Asia-Pacific, Middle East and South America regions. The notes were offered to institutional investors, and are listed in Singapore. The transaction is a repeat issuance of infrastructure asset-backed securities by the Bayfront platform, following the inaugural transaction in July 2018 through Bayfront Infrastructure Capital, and includes the first publicly issued securitised sustainability notes, the Class A1-SU notes. The US$401.2 million portfolio of 27 project and infrastructure loans is diversified across 13 countries and eight industry sub-sectors. The Asian Infrastructure Investment Bank participated in the transaction as an anchor investor. Partners Yeo Wico, Jeanne Ong, Andrew Chan, Jo Tay and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Manulife US Real Estate Management, as manager of Manulife US Real Estate Investment Trust, on the US$200 million unsecured and uncommitted revolving credit facility obtained by DBS Trustee, as trustee of Manulife US REIT. The facility will be used as bridge financing for the acquisition of properties by Manulife US REIT. Managing partner Jerry Koh and partner Jonathan Lee led the firm’s team in the transaction.

Ashurst has represented Japanese trading house Sojitz on its acquisition of a stake in 2D Materials (2DM), a Singapore-based manufacturer and seller of graphene. Through this investment in 2DM, Sojitz will enter the next-generation technology and new materials field. 2DM is a spinoff company from the National University of Singapore’s Centre of Advanced 2D Materials, one of the leading 2-dimensional materials research institutes in the world. Leveraging its global network of approximately 5,000 partner companies in the chemicals industry, along with its sales and procurement networks, Sojitz will promote practical application of 2DM’s high-quality, competitively priced graphene. Additionally, by promoting the use of energy-saving and material-conserving graphene materials, Sojitz will contribute to the realization of an eco-friendly society. Partners Michelle Phang (Singapore) and Tracy Whiriskey (Tokyo) led the firm’s team in the transaction.

AZB & Partners has advised The Hongkong and Shanghai Banking Corporation Singapore Branch, BNP Paribas, Credit Suisse (Hong Kong) and Merrill Lynch (Singapore), as the initial purchasers, on the issue by Wipro IT Services, a step down subsidiary of Wipro, of 1.5 percent senior notes due 2026, aggregating to Rs55.6 billion (US$748.6m). The notes are guaranteed by Wipro. Partners Srinath Dasari and Varoon Chandra led the firm’s team in the transaction, which was completed on June 24, 2021.

AZB & Partners has also acted as India counsel to SECO Mind USA on its Rs511 million (US$7m) acquisition of Oro Networks and its group entity Piri.ai. Partners Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was signed on June 3, 2021 and was completed on June 24, 2021.

Clifford Chance has advised Morgan Stanley, CLSA and other underwriters on biotech company Zylox-Tonbridge Medical Technology’s US$330 million IPO and listing in Hong Kong, under Chapter 18A of the Hong Kong Listing Rules for early-stage biotech companies. The public offering tranche of the IPO was oversubscribed 1,190 times. Hangzhou-headquartered Zylox-Tonbridge provides interventional medical devices for the treatment of neuro and peripheral-vascular diseases, one of the leading causes of death and disability globally, and the leading cause of death in China, accounting for over 20 percent of the country’s total mortality in 2019. Hong Kong and Beijing partners Fang Liu and Tianning Xiang led the firm’s team in the transaction.

Clove Legal has advised Sula Vineyards on its acquisition of Nashik-based York Winery. Partner Amit Sirsikar led the firm’s team in the transaction.

Davis Polk has advised the initial purchasers on a debut Regulation S offering by Leading Holdings Group of US$150 million 12 percent senior notes due 2022. Hong Kong-listed Leading Holdings Group is a property developer with a leading market position among the Sichuan-based property developers, and a nationwide presence. Partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

Davis Polk has also advised Nayuki Holdings on its IPO and listing in Hong Kong, and an international Rule 144A and Regulation S offering. The gross proceeds from the offering amounted to approximately HK$5.1 billion (US$656.6m), prior to any exercise of the over-allotment option. Nayuki Holdings is a leading premium modern teahouse chain in China that reshapes the tea drinking experience. It is the first in China to make freshly brewed tea drinks with fresh fruit, and to pair freshly-made tea drinks with handcrafted baked goods. Partners Yang Chu and Li He led the firm’s team in the transaction.

Gide has advised ICICLE, the established natural and durable fashion brand in China, on the creation of ICCF Group (Icicle Carven China France), uniting ICICLE and the Parisian fashion house CARVEN, which has been owned by ICICLE since 2018. The ICCF Group reflects the original and fruitful collaboration between western and eastern cultures and two markets: France and China. It will bring great benefits to the two brands, ICICLE and CARVEN, from natural material expertise to production facilities and multicultural artistic teams, which are key to the international development of both brands. Shanghai partner Fan Jiannian, supported by partners Arnaud Michel, Bertrand Oldra and Foulques de Rostolan, led the firm’s team in the transaction.

K Law has advised Axis Bank, the sole financial creditor in the Committee of Creditors of SVIIT Software. The resolution professional of SVIIT Software supervised the corporate insolvency resolution process, and various bids were invited for the resolution of SVIIT Software. After negotiations with multiple resolution applicants, Mr Parmjit Gandhi emerged as the successful resolution applicant. An application was filed for approval of the resolution plan, which was allowed by the Principal Bench, National Company Law Tribunal in its order dated May 31, 2021. The resolution plan is presently being implemented. Axis Bank is set to receive Rs351.5 million (US$4.7m) under the resolution plan, against an admitted claim of Rs592.3 million (US$8m). Partner Aditi Mittal led the firm’s team in the transaction. The resolution professional and PWC, the resolution advisor, was represented by Khaitan & Co.

Khaitan & Co has advised Apis Partners on its participation in the Series C funding round in D2C Consulting Services, which through its subsidiary D2C Insurance Broking, operates an online insurance platform RenewBuy, which allows customers to choose, compare and buy motor health and life insurance. Apis Partners is a UK-based private equity asset manager that supports growth stage financial services and financial infrastructure businesses. D2C Consulting Services raised approximately US$45 million, in a Series C funding round led by Apis Partners, through its fund Apis Growth II (Rose), along with existing investors Lok Capital and IIFL Asset Management. Partners Kartick Maheshwari, Ashraya Rao and Kapish Mandhyan, supported by partners Shabnam Shaikh and Supratim Chakraborty, led the firm’s team in the transaction, which was completed on June 21, 2021. PDS Legal, JMP and Shardul Amarchand Mangaldas & Co also advised on the deal.

Khaitan & Co has also advised O(1) India, its founders and angel investors on the sale, via cash and equity, of their respective shareholding in Shop101 to Glance InMobi, a subsidiary of InMobi Group and a portfolio company of Google. The entire team of Shop101, including the founders Abhinav Jain, Aditya Gupta and Kalpak Chajjed, will continue working in O(1) India and power social commerce efforts of Glance, through Glance and Roposo platforms. The transaction also provided an exit, via cash and equity, to O(1) India existing investors Kalaari Capital Partners III, Vy Fund I, Stellaris Venture Partners India I and Unilever Ventures Holdings. Partner Surbhi Kejriwal led the firm’s team in the transaction, which was announced on June 14, 2021. Kochhar & Company advised Glance InMobi, while Indus Law advised the investors.

L&L Partners has advised Center Rock Capital Partners, a US-based private equity firm, on its acquisition of companies engaged in engineering services, field services, and parts manufacturing based in the US and in India. The firm assisted in the Indian leg of the transaction, which was structured as an all cash deal, preceded by internal restructuring. Center Rock focuses on PE investment in the industrial sector. This acquisition will help Center Rock enhance its presence in the Indian industrial sector. Partner Shinoj Koshy, supported by partner Lokesh Shah, led the firm’s team in the transaction.

Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, has acted on the S$40 million (US$29.7m) collective sale via private treaty of Ho Seng Lee Flatted Warehouse at 10C Jalan Ampas, Singapore, consisting of 16 strata lots with a land area of 2,043.2 square metres. Partner Norman Ho led the firm’s team in the transaction.

White & Brief has advised STUP Consultants and its promoters and STUP Design Forum (SDF) and its proprietor on the approximately Rs1.94 billion (US$26m) sale of 99 percent equity shares by the promoters of STUP Consultants to Assystem France, which was completed on June 30, 2021, and the subsequent transfer of the business of SDF to STUP Consultants, which was completed on July 1, 2021. Senior partner Manu Varghese led the firm’s team in the transaction.

WongPartnership has acted for JPMorgan on its joint venture with DBS and Temasek to create a new blockchain-based platform for payments, trade and foreign exchange settlement. The company, Partior, will leverage blockchain technology and digitise commercial bank money, with the aim of reducing current frictions and time delays in cross-border payments, trade and currency settlements. Partner Chan Sing Yee led the firm’s team in the transaction, together with partners Ameera AshrafTan Shao Tong and Chan Jia Hui.

WongPartnership has also acted for the purchasers on ESR-REIT’s S$53 million (US$39.4m) divestment of properties at 11 Serangoon North Avenue 5 and 3C Toh Guan Road East. Partners Monica Yip and Serene Soh led the firm’s team in the transaction.

Latest Deals – June 30, 2021

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Allen & Gledhill has advised DBS Group Holdings on the issue of its S$15 million (US$11m) 0.60 percent digital notes due 2021 on the DBS Digital Exchange. The digital notes, which are debt securities issued on the blockchain managed and operated by the DBS Group on the DBS Digital Exchange, is the first security token offering by the DBS Group and listed on the DBS Digital Exchange, and represents a new way of unlocking value for issuers and investors by allowing them to better diversify their debt instruments. It paves the way for other issuers and clients to utilise the infrastructure of DBS Digital Exchange to efficiently access capital markets for their funding needs, and establishes a precedent for further security token offering issuances and listing. Partners Margaret Chin, Fabian Tan, Jeanne Ong, Adrian Ang, Alexander Yap, Andrew Chan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Bangkok Bank, acting through its Singapore Branch, on the S$250 million (US$186m) term loan facility to TCC Assets to finance the purchase of shares, pursuant to a rights issue exercise. Partner Kok Chee Wai led the firm’s team in the transaction.

Ashurst has advised Pieroth Wein, a German winemaker and distributor, on the disposal of its Japanese subsidiary Pieroth Japan. Together with its subsidiaries, Pieroth is one of the world’s leading companies for the sale of exclusive wines, sparkling wines, champagnes and spirits to end consumers globally. Pieroth Japan was established in 1969, and it was the first foreign wine import company in Japan. In addition to the import business, Pieroth Japan runs a network of World Wine Bars and World Wine Lounges throughout Japan, and generated sales of €80 million (US$95m) in the 2020 financial year. The buyer, Nippon Investment, is one of the fastest growing venture capital and private equity investors in Japan. Partners Tracy Whiriskey and Kensuke Inoue, supported by relationship partner Alexander Ballmann (Munich), and competition partner Angie Ng (Singapore), led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted as Indonesian counsel to the lead managers and other managers on the issuance of US$1.25 billion five-year, US$1 billion ten-year, and US$750 million 30-year (green) Reg S/144A trust certificate due 2026, 2031 and 2051, respectively. This is the first 30-year and the longest tenor green sukuk issuance in the world. CIMB Investment Bank, Citigroup Global Markets, Dubai Islamic Bank, The Hongkong and Shanghai Banking Corporation and Standard Chartered Bank acted as joint lead managers and joint book-runners; HSBC and Standard Chartered acted as joint green structuring advisors; and BRI Danareksa Sekuritas and Trimegah Sekuritas Indonesia acted as co-managers for the issuances. Partner Mohammad Renaldi Zulkarnain led the firm’s team in the transaction.

AZB & Partners is advising Housing Development Finance Corporation on its Rs19.06 billion (US$256.6m) sale of 4.99 percent of the share capital of HDFC ERGO General Insurance to HDFC Bank. Partners Ashwath Rau and Kashish Bhatia are leading the firm’s team in the transaction, which was signed on June 19, 2021 and is expected to be completed by September 30, 2021, subject to regulatory approvals.

AZB & Partners has also advised Internet Fund V, a fund managed by Tiger Global Management, on its Rs1.82 billion (US$24.5m) acquisition, along with other investors, of equity stake in Desiderata Impact Ventures, which operates a fintech lending platform “ProgCap”, via Series B equity funding round. Partners Ashwath Rau, Srinath Dasari and Bhuvana Veeraragavan led the firm’s team in the transaction, which was signed on June 16, 2021 and was completed on June 23, 2021.

Clifford Chance has advised on the sale of a majority stake in Education Perfect (EP) by Australian private equity fund manager Five V Capital and Mulpha Credit to global investment firm KKR’s Global Impact Fund. The transaction values the EP business at NZ$455 million (US$318m), including a NZ$20 million (US$14m) earn-out component. EP is a leading Australian and New Zealand education technology company. A certified B Corporation, EP’s EdTech solutions and online learning platform are used by more than 3,000 schools, 40,000 teachers and one million students in more than 50 countries worldwide. As part of the transaction, Five V Capital will remain a significant minority investor in EP, as it looks to continue its journey with the business into its next stage of growth. KKR’s investment will enable EP to grow into a major EdTech business globally. Partner Reuben van Werkum led on the firm’s team in the transaction, which is subject to New Zealand Overseas Investment Office approval.

Davis Polk has advised the representatives of the underwriters on Missfresh’s IPO of 21 million American depositary shares. The IPO’s aggregate offering size is approximately US$273 million. Missfresh has granted the underwriters an option to purchase up to 3.15 million additional ADSs. The ADSs are listed on the Nasdaq. An innovator and leader in China’s neighborhood retail industry, Missfresh operates an integrated online-and-offline on-demand retail business that offers fresh produce and fast-moving consumer goods. Partners Li He and James Lin led the firm’s team in the transaction.

Davis Polk has also advised the underwriters on Summit Healthcare Acquisition’s (SHA) IPO of 200 million units for proceeds of US$200 million. Each unit consists of one Class A ordinary share and one-half of one redeemable warrant to purchase Class A ordinary share of SHA. The Class A ordinary shares and warrants are listed on the Nasdaq. SHA is a special purpose acquisition company, whose purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses or entities. Although SHA is not limited to a particular industry or geographic region for purposes of consummating a business combination, the company intends to focus on healthcare. Partner James Lin led the firm’s team in the transaction.

J Sagar Associates has advised Sundaram Finance Holdings on its Rs3.5 billion (US$47m) rights issue. JM Financial acted as the merchant banker to the transaction. The proceeds of the rights issue will be used to acquire additional stake in Brakes India, one of India’s largest brake manufacturers. Partner Arka Mookerjee, supported by partner Pracheta Bhattacharya, led the firm’s team in the transaction.

King & Wood Mallesons has advised Yuexiu Services Group on the spin-off and subsequent listing of its shares in Hong Kong. Yuexiu Services was listed on June 28, 2021. The global offering comprised a total of 369.66 million shares. Priced at HK$4.88 (US$0.63) per share, the listing raised approximately HK$1.8 billion (US$232m). Upon completion, Yuexiu Services remains a subsidiary of Hong Kong-listed Yuexiu Property, the first batch of integrated property developers in China with a focus on residential property development and commercial property operations. Yuexiu Services is an urban operation service provider in China and a key market player offering integrated property management services in China’s Greater Bay Area. Partner Anthony Wan led the firm’s team in the transaction.

Majmudar & Partners has acted as Indian counsel to ZoomInfo Technologies, a global leader in go-to-market intelligence solutions, on the completion of its acquisition, via a merger process, of Insent, including InsentApp India. Insent is an artificial intelligence startup that makes web-based conversational chatbots. M&A practice head partner Rukshad Davar and partners Amrit Mehta and Ravishankar Raghavan led the firm’s team in the transaction, while Lane Powell advised on US law aspects of the acquisition, which marks the first acquisition for ZoomInfo in India.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Waterdrop on its IPO of 30 million American depositary shares, representing its class A ordinary shares, and its listing in New York. The offering, which closed on May 11, 2021, raised approximately US$360 million. Waterdrop is a leading technology platform dedicated to insurance and healthcare service with a positive social impact. Partner Everton Robertson led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Davis Polk & Wardwell acted as US counsel for Goldman Sachs (Asia), Morgan Stanley & Co, BofA Securities, China Merchants Securities (HK), CLSA, Haitong International Securities, ABCI Securities, China Renaissance Securities (Hong Kong), Futu and Tiger Brokers (NZ), as the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands and BVI counsel to Onion Global on its IPO of approximately 9.31 million American depositary shares, representing its Class A ordinary shares, and the listing in New York. Onion Global is a next-generation lifestyle brand platform that incubates, markets and distributes the world’s fresh, fashionable and future brands to young people in China and across Asia. The offering, which closed on May 11, 2021, raised approximately US$67.5 million. Partner Derrick Kan led the firm’s team in the transaction, while Davis Polk & Wardwell advised as to US law and JunHe advised as to Chinese law. The underwriters were advised by Simpson Thacher & Bartlett as to US law and by CM Law as to Chinese law.

Shearman & Sterling has represented Guotai Junan Securities (Hong Kong) and China Galaxy International Securities (Hong Kong), as the initial purchasers, on DaFa Properties Group’s offering of US$100 million 9.95 percent senior notes due 2022. Headquartered in Shanghai, China, DaFa Properties operates as a real estate developer. The company develops and sells residential properties, office floors and commercial complexes, and offers property management and leasing services in China. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

Wong & Partners, member firm of Baker McKenzie International, is advising Generali Asia on the proposed acquisition of the shares of AXA Affin General Insurance (AAGI) and AXA Affin Life Insurance from AXA Asia, Affin Bank and several minorities. The firm is also representing Generali on its acquisition of the remaining shares of MPI Generali Insurans held by Multi-Purpose Capital Holdings. Upon completion of the share acquisitions, AAGI and MPI will be merged, via a scheme of transfer of business, creating the second largest general insurance company in Malaysia. Partner Ee Von Teo is leading the firm’s team in the transaction, which was signed on June 22, 2021 and is valued at approximately M$1.3 billion (US$313m).

WongPartnership has acted for Singapore Reinsurance on the unconditional cash offer made by Fairfax Asia. Partners Mark Choy and Jason Chua led the firm’s team in the transaction.

WongPartnership has also acted for Singtel Group Treasury, as the borrower, on Singtel Group’s first sustainability-linked financing of S$750 million (US$557.5m). The financing is the largest Singapore-dollar denominated sustainability-linked loan in Singapore to date. The launch marks Singtel Group’s foray into sustainable financing under its new programme, Olives, which is linked to sustainability targets. Arranged by DBS, OCBC and UOB, the financing features interest rate discounts pegged to pre-determined environmental, social and governance targets in areas, such as climate risk, carbon management and workplace health and safety metrics. Partner Christy Lim led the firm’s team in the transaction.

Latest Deals – June 22, 2021

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Allen & Gledhill has advised Clifford Capital Holdings on the establishment of a US$500 million euro-commercial paper programme by Bayfront Infrastructure Management, under which Bayfront may issue notes. The Government of Singapore is the guarantor for the programme. Partners Yeo Wico, Jeanne Ong and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to DBS Bank, Oversea-Chinese Banking Corporation and MUFG Bank, as the mandated lead arrangers, on the S$633.8 million (US$471m) term and revolving credit facilities to BPH Propco, a joint venture of OUE Commercial REIT and ACRE Angsana (an SPV managed by Allianz Real Estate Asia Pacific), to finance its acquisition of OUE Bayfront. Partners Lim Wei Ting and Ernest Teo led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted as Indonesian counsel to the Republic of Indonesia on its issuance of Japanese yen-denominated bonds (samurai bonds) on May 27, 2021. Indonesia issued ¥100 billion (US$1b) samurai bonds in six series, ranging between three years to 20 years. Partner Mohammad Renaldi Zulkarnain led the firm’s team in the transaction.

AZB & Partners is advising Dewan Housing Finance, the financial service provider undergoing corporate insolvency resolution process, and the Reserve Bank of India-appointed administrator of Dewal Housing Finance, on the Rs342.5 billion (US$4.6b) acquisition by Piramal Capital & Housing Finance of 100 percent shareholding in Dewal Housing Finance. Partners Bahram Vakil, Nilang Desai, Suharsh Sinha, Anindita Roy Chowdhury and Nanditha Gopal are leading the firm’s team in the transaction, which was signed on January 15, 2021 and is yet to be completed.

AZB & Partners has also advised SBI Capital Markets, Axis Capital and ICICI Securities, as the book-running lead managers, on the further public offering of equity shares with face value of Rs2 (US$0.027) each of Ruchi Soya Industries for cash, amounting up to Rs43 billion (US$579m). Partners Agnik Bhattacharyya and Varoon Chandra led the firm’s team in the transaction, which was completed on June 13, 2021.

Baker McKenzie has advised Far East Horizon (FEH) and its wholly-owned subsidiary Universe Trek on Universe Trek’s issuance of US$250 million zero coupon guaranteed convertible bonds due 2026, guaranteed by FEH. A leading integrated financial service provider in China, FEH is committed to providing customers with customized, one-stop financial solutions through financial leasing and other value-added services. China International Capital Corporation Hong Kong Securities, CMB International Capital and UBS Hong Kong Branch were the joint global coordinators, joint lead managers and joint book-runners, while DBS Bank was a joint lead manager and joint book-runner for the transaction. Partner Hang Wang of Baker McKenzie (Beijing) and senior counsel Bing Han of FenXun Partners (Beijing) led the firm’s team in the transaction, which closed on June 15, 2021.

Baker McKenzie is also acting as Hong Kong counsel to ABCI Capital, China Securities (International) Corporate Finance, CCB International Capital and Yue Xiu Capital, as the joint sponsors, on Yuexiu Services Group’s global offering and listing in Hong Kong, which commenced on June 16, 2021. Yuexiu Services is an urban operation service provider in China, and a key market player offering integrated property management services in the Greater Bay Area. The company offers non-commercial property management and value-added services and commercial property management and operational services. ABCI Capital, China Securities (International) Corporate Finance Company, CCB International Capital, Yue Xiu Securities and BOCOM International Securities are the joint global coordinators of the global offering. Beijing capital markets partner Hang Wang, supported by Hong Kong private equity/ M&A partner Dorothea Koo, also led the firm’s team in the transaction.

Clifford Chance has advised on the international aspects of the Republic of Indonesia‘s recent issuance of a US$3 billion global sukuk across three tranches, consisting of US$1.25 billion 1.55 percent trust certificates due 2026, US$1 billion 2.55 percent trust certificates due 2031, and US$750 million 3.55 percent trust certificates due 2051. The 30-year tranche is a green sukuk, which is also the longest green sukuk issuance in the world. Proceeds will be used to fund Indonesia’s infrastructure and green projects to spur economic growth. The trust certificates were listed in Singapore and in NASDAQ Dubai. Partners Johannes Juette (Singapore) and Qudeer Latif (Dubai) led the firm’s team in the transaction.

Davis Polk has advised the dealer managers on the cash tender offer for any and all of Fantasia Holdings Group’s outstanding 7.375 percent senior notes due 2021. Fantasia is a property developer and property-related service provider in China. It commenced its property development business in Shenzhen in 1996, and has subsequently expanded into and currently focuses its real estate activities in four of the fastest-growing economic regions in China, and has recently expanded into and plans to also focus on Central China. Hong Kong partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

Davis Polk has also advised the arrangers on the establishment of the US$1 billion medium-term note program of Haitong UT Brilliant, guaranteed by Haitong Unitrust International Financial Leasing (HUIFL). The firm also advised the joint lead managers on the drawdown of US$100 million three percent notes due 2024. Established in 2004 as a foreign-invested enterprise, HUIFL is a large and steadily growing financial leasing company in China. Headquartered in Shanghai, it operates six specialized business departments, namely Public Services, Information and Environmental Protection, Construction, Advanced Manufacturing and Institutional Development, Health Care Business and MSE Business. Hong Kong partners Gerhard Radtke and Yang Chu also led the firm’s team in the transaction.

J Sagar Associates has represented Tata Power on three separate filings before the Competition Commission of India (CCI), seeking approval for its acquisition of 51 percent of the equity share capital of Western Electricity Supply Company (WESCO) of Orissa, Southern Electricity Supply Utility (SOUTHCO) of Odisha, and Central Electricity Supply Utility (CESU) of Orissa. A part of the Tata Group, public-listed Tata Power engages in power generation, transmission and distribution in India. WESCO, SOUTHCO and CESU are three of the four power distribution companies in the State of Odisha. The acquisitions were made via a bidding process initiated by the Odisha Electricity Regulatory Commission. Partners Farhad Sorabjee and Anupam Varma, supported by partners Vaibhav Choukse and Rahul Kinra, led the firm’s team in the transaction.

J Sagar Associates has also advised ICICI Securities, JP Morgan India, HSBC Securities and Capital Markets (India), Axis Capital and Citigroup Global Markets India, on the qualified institutional placement of Rs20 billion (US$269m) by Shriram Transport Finance, one of the largest commercial vehicle financiers and a deposit-taking NBFC registered with the Reserve Bank of India. Shiram Transport Finance is a part of the Shriram group of companies, which has a presence in various aspects of financial services in India. Partner Arka Mookerjee, supported by partner Pracheta Bhattacharya, led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to JD Logistics on its IPO of approximately 609.2 million shares and its listing in Hong Kong. JD Logistics is the leading technology-driven supply chain solutions and logistics services provider in China. The offering, which closed on May 28, 2021, raised approximately HK$24.6 billion (US$3.2b). Partner Richard Spooner led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised as to Hong Kong and US laws, and Shihui Partners advised as to Chinese laws. The joint sponsors, Merrill Lynch (Asia Pacific), Goldman Sachs (Asia) and Haitong International Capital, and the underwriters were advised by Cleary Gottlieb Steen & Hamilton (Hong Kong) as to Hong Kong and US laws, and by Han Kun Law Offices as to Chinese laws.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Jiuzi Holdings on its IPO of 5.2 million ordinary shares and its listing on Nasdaq. Jiuzi Holdings franchises and operates retail stores under the brand name “Jiuzi” to sell new energy vehicles in third-fourth tier cities in China. The offering, which closed on May 20, 2021, raised approximately US$26 million. Partner Everton Robertson led the firm’s team in the transaction, while Ortoli Rosenstadt acted as US counsel. Sichenzia Ross Ference acted as US counsel to Boustead Securities, as the underwriter.

Paul Hastings has acted as the sole international counsel to the initial purchasers on Hana Bank’s issuance of US$600 million 1.25 percent senior secured sustainability notes due December 2026. The proceeds from the offering will be used to support eco-friendly and social projects. Citigroup, Credit Agricole, HSBC, MUFG and Standard Chartered acted as joint book-runners and joint lead managers, while Hana Financial Investment and KEB Hana Global Finance acted as co-managers in the transaction. As the flagship company of Hana Financial Group, Hana Bank is a leading South Korean commercial bank engaged in a broad range of banking activities and services for individual, corporate and governmental customers. The firm also advised on Hana Bank’s update of its US$10 billion global medium term note program, which was completed in May 2021. Seoul partner Iksoo Kim led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for Singapore-listed QT Vascular, on its S$7.3 million (US$5.4m) placement of shares to investors and on its S$7.65 million (US$5.7m) acquisition of shares in Asia Dental Group. Partners Danny Lim and Cheryl Tay are leading the firm’s team on both transactions.

Shearman & Sterling has represented the initial purchasers on the debut offering of Shinsun Holdings (Group) of US$200 million 10.5 percent senior notes due 2022. Haitong International Securities, CCB International Capital, CMB International Capital, Deutsche Bank Hong Kong Branch, Guotai Junan Securities (Hong Kong), Valuable Capital, BOCOM International Securities, China CITIC Bank International, China International Capital Corporation Hong Kong Securities, CRIC Securities Company, Freeman Securities and HeungKong Securities acted as the initial purchasers. Shinsun Holdings is a comprehensive real estate developer in China focusing on the development of quality residential properties in select regions in China. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

Shearman & Sterling has also represented CCB International Capital, CMB International Capital, Guotai Junan Securities (Hong Kong), CRIC Securities, Silk Road International Capital, Kaisa Financial Group and Golden Rich Securities, as the initial purchasers, on Skyfame International Holdings’ US$100 million 13 percent senior notes due 2023, unconditionally and irrevocably guaranteed by Skyfame Realty (Holdings). Skyfame International Holdings is a subsidiary of Skyfame Realty (Holdings), which engages in property development, investment, management and commercial operations in China. Hong Kong capital markets partner Alan Yeung also led the firm’s team in the transaction.

Weil has represented Mr Rick Yan, the CEO of 51job, and the consortium on the signing of an agreement and plan of merger with Garnet Faith. Upon completion, 51job will be acquired by a consortium of investors, including Mr Rick Yan, DCP Capital Partners II and Ocean Link Partners, in a transaction implying an equity value of approximately US$5.7 billion. Recruit Holdings, the company’s largest shareholder, is also participating in the transaction, which is expected to close in the second half of 2021 and is subject to customary closing conditions. Hong Kong private equity partners Tim Gardner and Chris Welty led the firm’s team in the transaction.

WongPartnership has acted for Olam International on both the issuance of S$100 million (US$74.3m) subordinated perpetual securities and an additional S$50 million (US$37m) subordinated perpetual securities, which were consolidated and form a single series with its existing S$250 million (US$185.8m) subordinated perpetual securities issued on January 18, 2021, under the US$5 billion euro medium term note programme. The perpetual securities will bear a 5.375 percent distribution rate for the first five and a half years from and including January 18, 2021. Partner Khoo Yuh Huey led the firm’s team in the transaction.

WongPartnership has also acted for Cityneon Holdings and chairman-CEO Mr Ron Tan on the company’s S$235 million (US$174.6m) private fundraising round. Managing partner Ng Wai King and partner James Choo led the firm’s team in the transaction, together with partner Hui Choon Yuen.

 

Latest Deals – June 16, 2021

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Allen & Gledhill has advised Sembcorp Industries (SCI) on the issue of the inaugural S$400 million (US$301.3m) 2.45 percent fixed rate green bonds due 2031 by Sembcorp Financial Services (SFS), under the S$3 billion (US$2.26b) multicurrency debt issuance programme established by SCI and SFS. This is the first green bond issuance by the Sembcorp group. With the completion of this offering, SFS will have successfully issued the first certified green bond under the Climate Bonds Standard by a Singapore-based energy company. Partners Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised Keppel Infrastructure Fund Management, as trustee-manager of Keppel Infrastructure Trust, on the issue of S$300 million (US$226m) 4.3 percent perpetual securities, under its S$2 billion (US$1.5b) multicurrency debt issuance programme. Partners Bernie Lee and Sunit Chhabra also led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted as Indonesian counsel to Sarana Multi Infrastruktur (SMI), a special mission vehicle under Indonesia’s Ministry of Finance that is engaged in the financing and preparation of infrastructure projects. SMI issued its debut US-dollar bond offering of US$300 million five-year senior unsecured fixes rate notes, under its newly established US$2 billion euro medium term note programme. The notes were listed in Singapore on May 4, 2021. Partner Putu Suryastuti led the firm’s team in the transaction.

AZB & Partners has advised Internet Fund V, a fund managed by Tiger Global Management, on the acquisition of equity stake, via Series A funding round, in Plum Benefits Technologies, which operates a technology platform that facilitates health benefit programs, by Tiger Global, along with Surge Ventures II, IF India II Investment Partnership, Tanglin Venture Master Fund II, AL Trust (acting through its trustee Vistra ITCL (India)), Abhijit Manohar Gupta, Ramachandran Sahasranam, LOGX Venture Partners and other individual investors. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs1.14 billion (US$15.5m) and was completed on June 9, 2021.

AZB & Partners has also advised the Asian Development Bank on its acquisition of up to Rs1 billion (US$13.6m) secured, unlisted, redeemable, non-convertible debentures issued by Global Health, which operates and manages hospitals across India under the Medanta brand. Partners Gautam Saha and Ambarish Mohanty led the firm’s team in the transaction, which was completed on May 18, 2021.

Davis Polk has advised New Lionbridge and Lionbridge Capital on New Lionbridge’s US$180 million Regulation S offering of 6.5 percent guaranteed senior notes due 2022. The notes are unconditionally and irrevocably guaranteed by Lionbridge Capital, with the benefit of a keepwell deed provided by CCB Trust. Lionbridge Capital is a leading services platform for commercial vehicles in China. It is a platform that covers the full lifecycle of commercial vehicles, from primary sales and vehicle operations to vehicle support and used vehicle transactions. Hong Kong partner Gerhard Radtke led the firm’s team in the transaction.

Davis Polk has also advised the joint lead managers on the Regulation S offering of US$125 million principal amount of 12 percent senior notes due 2024. The notes are guaranteed by Fujian Yango Group, a large private corporate group primarily engaged in property development, trading, education services and environmental protection businesses. Leveraging its strong foothold in Fujian province, Fujian Yango Group has expanded into other cities across China, including Shanghai, Beijing, Hangzhou, Fuzhou and Shenzhen. Hong Kong partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

J Sagar Associates has acted as India counsel to Escalent and its affiliates on the acquisition of 100 percent of the shares of Integreon (India), a part of the Grail Insights group, from NewQuest Capital Partners. The deal aims to expand Escalent’s ability to combine primary, secondary, syndicated and internal business data streams. Michigan-based Escalent is a top human behaviour and analytics advisory firm specializing in industries facing disruption and business transformation, while Grail Insights is a strategic insights consultancy founded by Monitor Group in 2006, and later acquired by NewQuest Capital Partners in 2016. Joint managing partner Vivek Chandy, supported by partner Kumarmanglam Vijay, led the firm’s team in the transaction.

Khaitan & Co has advised The Phoenix Mills and its subsidiaries on a strategic partnership with GIC to establish a US$733 million investment platform for retail-led, mixed-use assets aggregating to approximately 3.4 million sq ft of leasable retail and office space in India. GIC will acquire a significant minority stake in the portfolio of projects located in Mumbai and Pune. Partners Siddharth Shah, Vineet Shingal and Kumar Kartikeya Prakash led the firm’s team in the transaction, which was announced on June 2, 2021.

Khaitan & Co has also advised Multiples Private Equity Fund I, Multiples Private Equity Fund and Vikram Hospital (Bengaluru) on the acquisition of Vikram Hospital (Bengaluru) by Manipal group for approximately Rs3.6 billion (US$49m). Partner Ganesh Prasad, supported by partner Vinay Joy, led the firm’s team in the transaction, which was completed on June 4, 2021. Trilegal also advised on the deal.

Majmudar & Partners has acted as Indian counsel to Centre Lane Partners, a private investment firm that invests in the equity and debt of middle-market companies in North America, on its US$92 million acquisition, via a tender offer and subsequent reverse merger, of Synacor and its affiliates, including Zimbra Technology India.  The transaction values Synacor at US$92 million. Synacor is a leading provider of cloud-based collaboration and identity management software. M&A practive head partner Rukshad Davar led the firm’s team in the transaction, which marks the first acquisition for Centre Lane in India.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands and BVI counsel to Powerlong Real Estate Holdings, a property developer in China specialising in large-scale retail and residential complexes, on its issuance of US$200 million 3.9 percent senior notes due 2022. The notes are listed in Singapore. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Dorsey & Whitney advised on US and Hong Kong laws. The purchasers were advised by Skadden, Arps, Slate, Meagher & Flom as to US laws.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Li Auto on the issue of US$862.5 million principal amount of its 0.25 percent convertible senior notes due 2028. The notes are convertible into Li Auto’s Class A ordinary shares, with par value of US$0.0001, which would be deposited for delivery of American Depositary Shares, each representing two shares. An innovator in China’s new energy vehicle market, Li Auto  designs, develops, manufactures and sells premium smart electric SUVs. Its ADSs are listed on the Nasdaq. Partner Karen Zhang Pallaras also led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised on US law and Han Kun Law Offices advised on Chinese law. The initial purchasers of the notes were advised by Kirkland & Ellis International and Latham & Watkins as to US law, and by King & Wood Mallesons as to Chinese law.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for SAC Capital, as placement agent, on the S$26.33 million (US$20m) placement of shares in Singapore-listed Yinda Infocomm. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

WongPartnership is acting for a global investment company on its proposed joint venture with Nanofilm Technologies to tap opportunities in the hydrogen energy economy through Sydrogen Energy. Partners Mark Choy and Daniel Chui are leading the firm’s team in the transaction.

WongPartnership has also acted for Wavemaker Partners, as lead investor, on the US$3.6 million Pre-Series A investment round of Hashstacs (STACS). Partner Kyle Lee led the firm’s team in the transaction.

Latest Deals – June 8, 2021

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Allen & Gledhill has advised Singapore Airlines (SIA) on the renounceable rights issue of mandatory convertible bonds to raise approximately S$6.2 billion (US$4.7b). Proceeds will be used to fund capital and operational expenditure requirements. DBS Bank was appointed sole lead manager for the rights issue. A separate team from the firm advised DBS Bank on the rights issue, which at the time of its launch, was Singapore’s largest rights issue in 2021. Partners Leonard Ching, Lim Mei, Hilary Low, Magdalene Leong and Sunit Chhabra led the firm’s team which advised SIA, while partners Tan Tze Gay and Wu Zhaoqi led the team which advised DBS Bank.

Allen & Gledhill has also advised Mapletree North Asia Commercial Trust Management, as manager of Mapletree North Asia Commercial Trust (MNACT), on the issue of S$250 million (US$189m) perpetual securities by DBS Trustee, as trustee of MNACT, under the US$1.5 billion euro medium term securities programme by MNACT. Partner Glenn Foo led the firm’s team in the transaction.

Allen & Gledhill has advised the Housing and Development Board on the issue of S$900 million (US$681m) fixed rate notes due 2031, under its S$32 billion (US$24.2b) multicurrency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised Clifford Capital Holdings on the establishment of a US$500 million euro-commercial paper programme by Bayfront Infrastructure Management, under which Bayfront may issue notes. The Government of Singapore is the guarantor for the programme. Partners Yeo Wico, Jeanne Ong and Sunit Chhabra led the firm’s team in the transaction.

Ashurst has acted for the founder of Kokido Development, a leading pool and spa maintenance solutions provider, on the sale of Kokido to a European strategic investor. Established in 1991, Kokido is a leading global designer and supplier of robotic pool cleaners, electric pool cleaners and other pool equipment and accessories. The acquirer is one of Europe’s leading water technology companies. It provides clients with innovative, economic and ecological water treatment and technologies that ensure the highest standards of safety, hygiene and health. Partner Chin Yeoh, supported by partner Michael Sheng, led the firm’s team in the transaction.

AZB & Partners has advised International Finance Corporation (IFC) on the issuance by Indospace Luhari 3E of Rs1.05 billion (US$14.4m) secured, unlisted non-convertible debentures to IFC, to fund the construction and development of the industrial and logistics park facility in Jhajjar, Haryana, India. The issuance is part of an overall limit of Rs5.5 billion (US$75.5m) committed by IFC to be provided to various SPVs of the Indospace group. Partners Gautam Saha, Pallavi Meena and Nikhil Bahl led the firm’s team in the transaction, which was completed on May 11, 2021.

AZB & Partners has also advised International Finance Corporation (IFC) on the issuance by Parag Milk Foods of Rs1.5 billion (US$20.6m) secured, unlisted non-convertible debentures to IFC, to meet Parag Milk Foods’ future expansion plans and working capital requirements. Partners Gautam Saha, Pallavi Meena and Nikhil Bahl also led the firm’s team in the transaction, which was completed on May 18, 2021.

Baker McKenzie has advised Gaw Capital Partners on the structuring, formation and successful closing of its first commingled growth equity fund, Gaw Growth Equity Fund I, which raised more than US$430 million, including co-investments closed as of June 4, 2021. Gaw Growth Equity Fund I focuses on investing in proptech and real estate-related operating companies that are high growth and highly scalable, with a primary geographical focus on Pan-Asia. Global funds group co-chair partner Jason Ng, supported by Hong Kong partner Grace Fung and Chicago partners Patricia McDonald, Addison Braendel and Maura Ann McBreen, led the firm’s team in the transaction.

Bird & Bird ATMD has acted for Singapore-listed JEP Holdings on the mandatory unconditional cash offer of approximately S$38 million (US$28.7m) made by UMS Holdings for its shares, pursuant to the Singapore Code on Take-overs and Mergers. This follows a S$10.8 million (US$8.16m) acquisition of shares in JEP Holdings. The deal values JEP Holdings at approximately S$82.4 million (US$62.3m). Partner Marcus Chow led the firm’s team in the transaction.

Clifford Chance has advised HSBC on the financing for TATA SIA Airlines’ first Airbus A320neo aircraft. The financing of the aircraft allows TATA SIA Airlines, known by the brand name Vistara, to further grow its modern fleet. Vistara is a joint venture between TATA & Sons and Singapore Airlines. Singapore partner Fergus Evans, supported by New York partner Emily Wicker, led the firm’s team in the transaction.

Clifford Chance has acted as lead counsel to Japanese private equity firm Advantage Partners on the financing and major investment in Philippine-based information and communications technology solutions provider Micro-D International. The multijurisdictional transaction is Advantage Partners’ first investment in the Philippines. M&A partner Bryan Koo, supported by finance partner Matthew Truman, led the firm’s team in the transaction.

Clifford Chance has also advised global private equity and investment advisory firm CVC Capital Partners and Brooklyn Investment, an offer vehicle jointly controlled by CVC and founders of Hong Kong-listed fashion retailer IT, on IT’s privatization, via scheme of arrangement. The privatisation took effect on April 28, 2021. The transaction also involves a restructuring to create a standalone business, incorporating A Bathing Ape, AAPE by A Bathing Ape brands and associated sub-brands owned by the offeror group. The founders of IT will separately own and operate the other operations of IT. Incorporated in Bermuda and listed in Hong Kong since March 2005, IT designs, sources and sells fashion wears and accessories bearing third-party owned international designer brands, such as Off-White, Acne Studios and Comme des Garçons, as well as in-house brands, such as CHOCOOLATE and Izzue. Head of Asia Pacific private equity partner Andrew Crook, supported by partners Michihiro Nishi, Matthew Truman, Richard Blewett and Yong Bai, led the firm’s team in the transaction.

Davis Polk has advised the initial purchasers on CIFI Holdings’ (Group) Regulation S offering of US$350 million 4.45 percent senior notes due 2026 and US$150 million 4.8 percent senior notes due 2028. Concurrently with the notes offering, the firm advised the dealer manager on a cash tender offer by CIFI Holdings for any and all of its outstanding 7.625 percent senior notes due 2023. Established in 2000 and headquartered in Shanghai, CIFI Holdings engages in property development, investment and management in China. Hong Kong partner Gerhard Radtke led the firm’s team in the transaction.

Davis Polk has also advised Wealthy Vision Holdings on its US$300 million debut Regulation S offering of 3.3 percent guaranteed bonds due 2024. The bonds are unconditionally and irrevocably guaranteed by Jiangsu Shagang Group. With over 40 years of experience, Jiangsu Shagang is an established iron and steel conglomerate specialising in producing iron and steel and selling diversified steel products. Hong Kong partner Gerhard Radtke also led the firm’s team in the transaction.

Indochine Counsel has advised Truong Hai Auto (Thaco Group) on the acquisition of a 100 percent stake in E-mart Vietnam from E-mart, South Korea’s largest retailer. As part of the deal, the parties have also entered into a franchise arrangement, whereby E-mart will no longer operate its brand discount stores in Vietnam, but all stores will be operated by Thaco using the E-mart brand. E-mart entered the Vietnamese market in December 2015, and opened its first and only hypermarket store in Go Vap District, Ho Chi Minh City. The retailer failed to realise its expansion plans, due to challenges in securing licenses and development sites. Thaco Group is one of the leading car manufacturers in Vietnam and the fourth-largest firm in the country. The group also owns a number of business sites and shopping malls. Thru the strategic alliance, Thaco Group plans to open three discount stores in Vietnam next year, and a total of eleven by 2026. Managing partner Dang The Duc led the firm’s team in the transaction.

Indochine Counsel has also acted for EQuest Education Group on the investment made by KKR, through KKR Global Impact Fund, as announced by KKR on May 31, 2021. EQuest operates a diversified portfolio across the educational sector in Vietnam, focusing on K-12 bilingual schools, tertiary and vocational institutions, English enrichment courses, and digital learning solutions. EQuest has more than 110,000 students enrolled across its segments each year, positioning the company as one of the largest private educational services providers in Vietnam. KKR is a leading global investment firm, with US$367 billion of assets under management as of March 31, 2021. The investment will be used to support EQuest’s expansion and advance its mission to provide students in Vietnam with affordable access to world-class education. Managing partner Dang The Duc also led the firm’s team in the transaction.

J Sagar Associates has advised US fund Fidelity Management & Research, as leading investor with approximately US$125 million investment, on Delhivery’s approximately US$275 million fund raise. The other investors that participated included Singapore’s Sovereign wealth fund GIC, Chimera Investments, and Pacific Horizon Investment Trust, which is managed by Baillie Gifford & Co. Delhivery is a leading supply chain services company in India. Partner Lalit Kumar, supported by partners Bharati Joshi and Vaibhav Choukse, led the firm’s team in the transaction.

L&L Partners has advised L Catterton, the world’s largest global consumer-focused private equity firm, on its approximately US$25 million investment in Zenyum, one of Asia’s fastest-growing direct-to-consumer dental products brands. The present investment was via primary issuance of preference shares, as part of the Series B funding round undertaken by Zenyum. Existing investors, including Sequoia Capital, RTP Global, SEEDS Capital, Febe Ventures, Partech, Tekton and TNB, also participated in this round, amounting to a total investment of approximately US$40 million. Partner Navin Syiem led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands and BVI counsel to Yuanta Securities, as underwriter, on Sports Gear’s IPO of approximately 174.3 million shares and listing in Taiwan. Sports Gear is an athletic footwear OEM for major international brand name companies, with its main market located in Europe and America. Partner Juno Huang led the firm’s team in the transaction, which closed on April 22, 2021, while Lee and Li advised as to Taiwan law. Sports Gear was advised by Justus Law Offices as to Taiwan law.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to First High-School Education Group on its IPO of 7.5 million American depositary shares, representing its class A ordinary shares, and its listing on the Nasdaq. The issuer is the largest operator of private high schools in Western China, and the third largest operator in China, in terms of student enrollment as of December 31, 2019. The offering, which closed on March 15, 2021, raised approximately US$75 million. Partners Derrick Kan and Karen Zhang Pallaras led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati acted as US counsel. Kirkland & Ellis International acted as US counsel for the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to CK Hutchison International (21) on its issuance of US$2 billion notes, consisting of US$500 million 1.5 percent guaranteed notes due 2026, US$850 million 2.5 percent guaranteed notes due 2031, and US$650 million 3.125 percent guaranteed notes due 2041. The notes are guaranteed by CK Hutchison Holdings and listed in Singapore. Partner Everton Robertson led the firm’s team in the transaction, while Shearman & Sterling acted as US counsel to the issuer and guarantor CK Hutchison Holdings. Allen & Overy acted as US counsel to Merrill Lynch (Asia Pacific), Citigroup Global Markets, Deutsche Bank Hong Kong Branch, Goldman Sachs (Asia), DBS Bank, Scotia Capital (USA) and SMBC Nikko Capital Markets, as the initial purchasers.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Jowell Global on its IPO of approximately 3.7 million ordinary shares and its listing on the Nasdaq. Jowell Global is one of the leading cosmetics, health and nutritional supplements and household products e-commerce platform in China. The offering, which closed on March 19, 2021, raised approximately US$26 million. Partner Everton Robertson led the firm’s team in the transaction, while FisherBroyles acted as US counsel. Hunter Taubman Fischer & Li acted as US counsel to Network 1 Financial Securities, as the underwriter.

Paul Hastings has advised Hong Kong-listed WH Group on its conditional voluntary cash offer to buy-back for cancellation. Morgan Stanley and BofA Securities acted as the financial advisors. WH Group will buy-back for cancellation up to approximately 1.9 billion shares at HK$7.80 (US$1.00) per share, representing approximately 13 percent of its total issued share capital, for approximately HK$15 billion (US$1.93b). The offer is subject to, among others, approvals by the independent shareholders and grant of whitewash waiver by the Securities and Futures Commission. The deal marks one of the largest share buy-back transactions in Hong Kong capital markets history. WH Group is the world’s largest pork company, with global leadership across key segments of the industry value chain, including packaged meats, fresh pork and hog production. Global partner and chair of Greater China practice Raymond Li and corporate partner Fang Pei led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for OUE on the voluntary tender offer with Auric Bespoke I to acquire up to 40 percent of the total issued and fully paid-up shares in the capital of Indonesia-listed Matahari Department Store. The transaction values Matahari at approximately S$367 million (US$277.3m). Partners Sandy Foo and Goh Jun Yi are leading the firm’s team in the transaction.

R&T Asia (Thailand), a member firm of Rajah & Tann Asia, has acted for Don Muang Tollway (DMT), the operator of an elevated tollway in Thailand, on its IPO of 140 million newly issued shares, representing 11.85 percent of DMT’s total issued shares after the IPO. The IPO period lasted from April 26-28, 2021, and the first trading day was on May 7, 2021. The market capitalization at the IPO is β18.9 billion (US$606m). Partners Surasak Vajasit and Chotiwit Ngamsuwan led the firm’s team in the transaction, while partner Piroon Saengpakdee represented the underwriters, led by Finansa Securities.

Simmons & Simmons has advised Samsung Asset Management (Hong Kong) on the launch of the Samsung NYSE FANG+ ETF, the first ever FANG+ ETF in Hong Kong. It was listed in Hong Kong on May 25, 2021, and currently comprises of ten leading US-listed technology and tech-enabled companies. This is the latest sub-fund of the Samsung ETFs Trust, an umbrella unit trust that was set up by the firm in January 2015. The objective of the sub-fund is to provide investment results that, before fees and expenses, closely correspond to the performance of the NYSE® FANG+™ Index. The Index is an equally weighted index designed to track the performance of highly-traded growth stocks of technology and tech-enabled companies, media and communications and consumer discretionary sectors, such as Facebook, Apple, Amazon, Netflix and Alphabet’s Google, among others. Partner Eva Chan led the firm’s team in the transaction.

S&R Associates has represented listed Indian real estate developer Ashiana Housing on its issuance of Rs970 million (US$13.3m) unsecured non-convertible debentures to International Finance Corporation, as part of co-investments in affordable and middle income residential projects in Gurugram. Partner Mohit Gogia led the firm’s team in the transaction.

Latest Deals – May 13-26, 2021

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DEALS

Allen & Gledhill has advised Ascendas Funds Management, as manager of Ascendas Real Estate Investment Trust (Ascendas REIT), on Ascendas REIT’s S$904.6 million (US$680.5m) acquisition of a portfolio of eleven data centres in Europe, comprising four data centres in the UK, three each in the Netherlands and France, and one data centre in Switzerland. Managing partner Jerry Koh and partner Foong Yuen Ping led the firm’s team in the transaction which marks Ascendas REIT’s first foray into the international data centre market.

Allen & Gledhill has also advised Sequoia Capital India, as the lead investor, on the US$65 million Series D financing of Bibit, an Indonesian-based digital investment app with a robo-advisory feature. Julian Ho and Nicholas Soh, with Soemadipradja & Taher partner Emalia Achmadi, led the firm’s team in the transaction.

Allen & Gledhill has advised GLP on the issue of US$850 million 4.5 percent green subordinated perpetual securities, under its US$5 billion euro medium term note programme. The issue represents the first offering of US dollar green subordinated perpetual securities by an Asia-Pacific corporate issuer, and is the largest US dollar green subordinated perpetual securities offering globally. Partners Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as project counsel to The Association of Banks in Singapore, the Smart Nation and Digital Government Group and seven participating banks on the launch, in collaboration with the Monetary Authority of Singapore and the Ministry of Manpower, of the Singapore Financial Data Exchange (SGFinDex). The SGFinDex is the world’s first public digital infrastructure to use a national digital identity and centrally managed online consent system to enable individuals to access, through financial planning applications, their financial information held across different government agencies and financial institutions in Singapore. Partners Tan Wee Meng and Scott Clements led the firm’s team in the transaction.

Ashurst has advised Hong Kong-listed Mobvista on its acquisition of the entire equity interest in Beijing Reyun Technology (BRT) for Rmb1.5 billion (US$233.4m), comprising of cash consideration and shares. BRT is a big data service provider, which provides advertising and other big data analysis platforms, while Mobvista is a leading technology platform. Under the agreements, Mobvista has conditionally agreed to acquire 47.88 percent equity interest in BRT for approximately Rmb718 million (US$111.7m), as well as 52.12 percent equity interest in BRT for approximately Rmb781 million (US$121.5m), comprising Rmb234 million (US$36.4m) in cash, the allotment and issuance of 67.89 million shares at HK$9.63 (US$1.24) per share, and the allotment and issuance of up to approximately 47.5 million bonus shares. Upon completion, BRT will become an indirect wholly-owned subsidiary of Mobvista. Partner Frank Bi led the firm’s team in the transaction, which is the first major inbound acquisition and a major step for Mobvista to further expand its SaaS platform into China.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted as Indonesian counsel to Aplikasi Karya Anak Bangsa (Gojek) on the merger between Gojek, Indonesia’s first decacorn, and Tokopedia, one of Indonesia’s largest and most recognised unicorns. The merger, effective on May 17, 2021, formed GoTo Group, which is poised to become the largest technology group in Indonesia, creating a “go to” ecosystem for daily life by combining e-commerce, on-demand services and financial services. GoTo Group generated a gross transaction value of more than US$22 billion in 2020, with more than 1.8 billion transactions and up to 100 million monthly active users. Partners Bono Daru Adji and Indira Yustikania led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has also acted as Indonesian counsel to Deutsche Bank Singapore Branch, The Hongkong and Shanghai Bank Corporation and Mandiri Securities, as the arrangers and dealers, on the third issuance of the euro medium term notes programme by Bank Mandiri, Indonesia’s largest state-owned bank. The notes were priced at US$300 million for five years with a coupon of  two percent. This is Bank Mandiri’s first green bond, where the proceeds are used to finance environmentally and socially focused projects. The notes had met the Sustainability Bond Guidelines standards of the International Capital Market Association, which is in line with Asean Sustainability Bond Standards, Green Bond Standards and Social Bond Standards. The notes were listed in Singapore on April 20, 2021. Partners Putu Suryastuti and Mohammad Renaldi Zulkarnain led the firm’s team in the transaction.

AZB & Partners has advised Omnicom APIMA Investments, thru its consulting company Credera Enterprises, on the acquisition by Omnicom of 100 percent shareholding in Areteans Technology Solutions. Partners Gautam Saha and Swati Chauhan led the firm’s team in the transaction, which was signed on April 1, 2021 and was completed on May 5, 2021.

AZB & Partners is advising Tata Digital, an affiliate of Tata Sons, on the acquisition by Tata Digital of up to 64.3 percent stake in Innovative Retail Concepts and Supermarket Grocery Supplies, companies engaged in online B2B sales through its brand “Big Basket”. Partners Samir Gandhi and Bharat Budholia are leading the transaction, which was approved by the Competition Commission of India on April 28, 2021.

AZB & Partners has also advised Amazon on its Rs730 million (US$10m) acquisition, along with other investors, of a stake in Mynd Solutions. Partners Hardeep Sachdeva and Ravi Bhasin led the firm’s team in the transaction, which was completed on March 19, 2021.

AZB & Partners has also advised Internet Fund V, a fund managed by Tiger Global Management, on the Rs6.19 billion (US$85m) acquisition by Tiger Global, together with other investors, in Series E equity funding round, of equity stake in Moglix Labs, which operates an industrial goods marketplace under the brand Moglix. The other investors include Alpha Wave Ventures, SCI Investments VI-I, Harvard Management Private Equity Corporation and Moglix SPV, a series of Venture Highway SPVs II. Partners Ashwath Rau, Srinath Dasari and Bhuvana Veeraragavan led the firm’s team in the transaction, which was signed on April 28, 2021 and was completed on May 6, 2021.

Baker McKenzie has advised China Railway Construction Corporation (CRCC), one of the world’s largest integrated construction enterprises, on the offering of its dual tranche notes for a combined net value of more than US$660 million. The offering consisted of US$300 million 1.875 percent guaranteed notes due 2026 and €300 million (US$367m) 0.875 percent guaranteed notes due 2026. The notes were issued by CRCC Hean, an indirect wholly-owned subsidiary of CRCC, and guaranteed by CRCC. Proceeds from the new notes issuance will be used to repay debts due and replenish working capital for overseas construction projects. ICBC, Bank of China (Hong Kong), DBS Bank and BNP Paribas acted as joint global coordinators, joint lead managers and joint book-runners for the transaction. CCB International, ABC International, BOCOM International, CLSA and Société Générale acted as joint lead managers and joint book-runners. Partner Hang Wang of Baker McKenzie (Beijing) and counsel Bing Han of FenXun Partners (Beijing), supported by local principal Xavier Amadei of Baker McKenzie Wong & Leow (Singapore), led the firm’s team in the transaction.

Baker McKenzie has also acted as Hong Kong and US counsel to the manager of SF Real Estate Investment Trust (SF REIT) on the successful global offering and listing of SF REIT in Hong Kong on May 17, 2021. SF REIT is sponsored by SF Holding, the largest express delivery company in China. The transaction represents an important milestone in the development of the Hong Kong REIT market, as the city’s first logistics-focused REIT. The REIT’s initial portfolio comprises three strategically-located modern logistics properties in Hong Kong, Foshan and Wuhu. Hong Kong REIT head Jeremy Ong, partners Ivy Wong (capital markets), Dorothea Koo (private equity/M&A), Grace Fung (financial services), Debbie Cheung (real estate) and Simon Leung (finance) led the firm’s team in the transaction.

Clifford Chance has advised International Finance Corporation, IFC Emerging Asia Fund and private equity firm Indigo Partners affiliate Indigo Philippines on the private placement of US$250 million convertible bonds due 2027 by Philippine-listed low-cost carrier Cebu Air (Cebu Pacific). The bonds are convertible into common shares of Cebu Pacific. The shares issued as a result of the conversion of the convertible bonds will be listed in the Philippines. The private placement was part of a broader business transformation exercise launched by Cebu Pacific, in response to the Covid-19 pandemic. The proceeds will be used to fund working capital requirements, repayment of debt and lease obligations, and critical capital expenditures of Cebu Pacific and its subsidiaries. Partners Johannes Juette (Singapore), Virginia Lee (Hong Kong) and Gareth Deiner (Singapore), supported by partner Fergus Evans (Singapore), led the firm’s team in the transaction.

J Sagar Associates has advised Cella Holdings, a Singapore affiliate of Xander Group, on the acquisition of 100 percent of the shares of Bagnan Infra from the Jalan Builders Group, based out of Kolkata, West Bengal. Joint managing partner Vivek Chandy and partner Rishabh Gupta, supported by partner Malini Raju, led the firm’s team in the transaction, which marks Xander’s first warehousing investment in eastern India. The firm, led by partner Archana Tewary, also advised on refinancing the existing loans of Bagnan, through ICICI Bank.

J Sagar Associates has advised ICICI Securities, Axis Capital, Edelweiss Financial Services and HSBC Securities and Capital Markets (India) on the recently concluded IPO of POWERGRID Infrastructure Investment Trust (PG InvIT). The final offer document was filed on May 6, 2021, comprising of a public issue of approximately 773.5 million units at Rs100 (US$1.37) per unit, aggregating to approximately Rs77.35 billion (US$1b), comprising a fresh issue of 499.35 million units aggregating to approximately Rs50 billion (US$686.7m) and an offer for sale of 274.15 million units aggregating to approximately Rs27.4 billion (US$376.3m) by Power Grid Corporation of India, the sponsor of PG InvIT. The offering received over 42,000 applications and an overall subscription of 4.7 times, excluding anchor subscription. The units of PG InvIT were listed in India’s stock exchanges on May 14, 2021. Partner Arka Mookerjee, supported by partners Siddhartha Desai, Vishnu SudarshanAshish Suman and Kartikeya GS, led the firm’s team in the transaction.

Khaitan & Co has advised Lebnitze Real Estates, part of RP Sanjeev Goenka Group, on the US$16 million acquisition of the entire promoter shareholding, amounting to approximately six million equity shares representing approximately 60 percent, of public-listed non-banking financial company BNK Capital Markets. Partner Moin Ladha led the firm’s team in the transaction, which was completed on March 30, 2021.

Khaitan & Co has advised Element Solutions, a leading specialty chemicals company whose operating businesses formulate a broad range of solutions that enhance the performance of products people use every day, on its US$60 million acquisition, funded from cash on hand, of HK Wentworth (HKW), a global specialist in formulated chemical solutions with a presence in over 55 countries and manufacturing facilities in the UK, India and China. The acquisition will grow the HKW business, alongside Element Solutions’ own electronics portfolio, to offer high-quality solutions that meet the requirements to protect electronics hardware in demanding applications. Partners Rabindra Jhunjhunwala and Stuti Galiya, supported by partners Anshul Prakash and Deepak Kumar, led the firm’s team in the transaction, which was completed on May 5, 2021. Burges Salmon acted as international lead counsel.

Khaitan & Co is also advising Larsen & Toubro (L&T) on the Rs1.98 billion (US$27.2m) slump sale of its digital transformation products undertaking / division ‘L&T NxT’ to Mindtree. L&T and Mindtree have signed a business transfer agreement to transfer ‘L&T-NxT’ to its listed subsidiary, Mindtree, as a going concern on a slump sale basis. Partner Niren Patel, supported by executive director Sudhir Bassi, are leading the firm’s team in the transaction, which was announced on May 30, 2021 and is expected to be completed on July 31, 2021.

Khaitan & Co has also advised The Blackstone Group, thru Blackstone Advisors India, on the acquisition, via secondary share transfer, by BREP Asia II EIP Holding of 100 percent equity interest of a 70-30 joint venture company of Warburg Pincus and Embassy group, for development and management of warehouses and logistics industrial parks across India, for a total enterprise value of US$700 million. This is the largest warehousing and logistics deal in the country. Embassy Industrial Parks’ warehouses are located across major industrial hubs, and are leased to leading e-commerce and retail players. Pursuant to this transaction, BREP Asia II EIP Holding has acquired the Embassy Industrial Parks platform, which comprises 10.6 million sq ft modern Grade A logistics and warehousing assets. Consequently, Blackstone has become the country’s largest warehousing space aggregator, with over 40 million sq ft logistic parks in assets. Blackstone Advisors India is owned by affiliates of funds advised by affiliates of the Blackstone Group, one of the world’s leading investment firms. Partners Aakash Choubey, Deepak Jodhani, Harsh Parikh and Abhiraj Gandhi, supported by partners Vivek Mimani and Shailendra Bhandare, led the firm’s team in the transaction, which was completed on May 11, 2021.

King & Wood Mallesons has advised Axiata Digital Services (ADS) on the formation of an alliance with SoftBank, the largest independent digital, analytics and marketing company in nine countries across South and Southeast Asia. Pursuant to the agreement, SoftBank will invest approximately US$60 million in Axiata Digital Advertising (ADA), a subsidiary of Axiata Group and held by ADS, giving ADA an initial valuation of US$260 million. Post investment, Softbank will own 23 percent in ADA, while ADS remains the majority shareholder with a 63 percent stake. Through its investment in ADA, SoftBank will establish ADA as its core digital and data marketing partner in the region. South and Southeast Asia corporate head partner Jake Robson, supported by Singapore partner Nick Davies, led the firm’s team in the transaction.

King & Wood Mallesons has advised on SF Real Estate Investment Trust’s global offering and listing in Hong Kong. The offering raised approximately HK$2.5 billion (US$322m), after deduction of the underwriting commission and other estimated expenses in connection with the global offering, and assuming that the over-allotment option is not exercised. SF REIT will be managed by SF REIT Asset Management. SF REIT was listed in Hong Kong on May 17, 2021, marking the first logistics-focused REIT to list in Hong Kong. This transaction involved spinning off assets and subsidiaries from SF Holding and injecting the same assets and companies to SF REIT. SF Holding is the operator of SF Express, a leading integrated logistics and courier service provider in China. The firm also advised the lenders, including DBS Bank Hong Kong Branch, Bank of Communications (Hong Kong) and Credit Suisse Singapore Branch, on the HK$2.16 billion (US$278m) committed term loan facility and the HK$250 million (US$32.2m) uncommitted revolving loan facility provided to SF REIT subsidiary SF Logistics Holdings, in connection with the acquisition of assets and subsidiaries from SF Holding. The firm acted advised the REIT manager as to Chinese law on the Hong Kong listing and advised the lenders on the loan financing as to Chinese and Hong Kong laws. Partners Sun Haotian (Guangzhou), Chen Hua (Beijing), Jessica Zhou (Hong Kong) and Chow Siu Ngor (Hong Kong), supported by Guangzhou partners Yang Xiaoquan and Qiu Liang, led the firm’s team in the transaction, while Baker McKenzie advised as to Hong Kong and US laws and Harney Westwood & Riegels advised as to Cayman Islands and BVI laws. The underwriters were advised by Hogan Lovells as to Hong Kong and US laws and by JunHe as to Chinese law.

King & Wood Mallesons has also advised the sole sponsor and underwriters on the HK$760 million (US$98m) global offering and listing of New Hope Service Holdings in Hong Kong on May 25, 2021. The IPO was priced at HK$3.80 (US$0.49) per share, and comprised a total of 200 million shares. New Hope Service is a property management and lifestyle service operator in China, with a focus on providing property management services, value-added services to non-property owners, commercial operational services and lifestyle services. Partner Anthony Wan led the firm’s team in the transaction.

L&L Partners has advised Singapore-based investment fund Amansa Investments on its investment, via subscription of securities in Series I-2 and Series J rounds of funding, in Bundl Technologies (Swiggy), at a post-money valuation of approximately US$5 billion. Under the Series I-2 round, Swiggy raised approximately US$442 million, with participation of investors such as Naspers, Wellington, Falcon Edge and Amansa. Under the Series J Round of funding, Swiggy raised approximately US$365.5 million, with participation of investors such as Think Investments, Carmignac, Amansa and Goldman Sachs. Swiggy is a leading market player in the online food-delivery market, which is one of the fastest growing sectors in India. Partners Vaibhav Kakkar and Snigdhaneel Satpathy led the firm’s team in the transaction.

L&L Partners has also advised Steadview Capital Mauritius, ABG Capital and Steadview Capital Opportunities PCC Cell 0121-004 (Steadview Group) on the investment in the Series D round of funding of Resilient Innovations (BharatPe), at a post-money valuation of approximately US$900 million. Under the Series D round of founding, BharatPe raised approximately US$90 million in primary fund raise, and also ensured secondary exit for its angel investors and employees for a total amount of approximately US$18 million. The funding round was led by the BharatPe’s existing investor Coatue Management, with participation from other existing investors Steadview Group, Ribbit Capital, Insight Partners, Beenext, Amplo and Sequoia Capital. BharatPe runs the online digital payments platform ‘BharatPe’, and provides payments, lending and other financial services to offline retailers/merchants. Partners Vaibhav Kakkar and Snigdhaneel Satpathy also led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Zhihu on its IPO of 55 million American Depositary Shares, representing its class A ordinary shares, and its listing in New York. Zhihu is the largest Q&A-inspired online community, and one of the top five comprehensive online content communities in China. The offering, which closed on March 30, 2021, raised approximately US$523 million. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Kirkland & Ellis International acted as US counsel for the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Cayman Islands company Connect Biopharma Holdings on its IPO of American Depositary Shares, representing its ordinary shares, and its listing on the Nasdaq. Connect Biopharma is a global clinical-stage biopharmaceutical company developing therapies for the treatment of T-cell-driven inflammatory diseases. The offering, which closed on March 23, 2021, raised approximately US$219.9 million. Partner Richard Spooner led the firm’s team in the transaction, while Latham & Watkins acted as US counsel. Davis Polk acted as US counsel to Jefferies, SVB Leerink, Piper Sandler & Co and China International Capital Corporation Hong Kong Securities, as the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Smart Share Global on its IPO of 17.65 million American Depositary Shares, representing its class A ordinary shares, and its listing on the Nasdaq. Smart Share Global is the largest mobile device charging service provider in China, in terms of gross revenues in 2020. The offering, which closed on April 6, 2021, raised approximately US$150 million. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Cooley acted as US counsel for the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Tuya on its IPO of 43.59 million American Depositary Shares, representing its class A ordinary shares, and its listing in New York. Tuya is an IOT solutions provider that helps manufacturers develop their app and bring their product to market, at competitive prices. The offering, which closed on March 22, 2021, raised approximately US$915 million. Partner Karen Zhang Pallaras also led the firm’s team in the transaction, while Davis Polk & Wardwell acted as US counsel. Cleary Gottlieb Steen & Hamilton acted as US counsel for the underwriters.

Paul Hastings has represented AMC Wanhai Securities, China Galaxy International Securities (Hong Kong), Vision Capital International Holdings, Soochow Securities International Brokerage and Central Wealth Securities Investment, as the joint lead managers, on the issuance of US$50 million 5.5 percent bonds due 2022 by Rudong County Tongtai Investment Group, a state-owned investment, financing and operating platform for urban infrastructure construction, operation and management of specialized parks in Rudong County, Nantong City, Jiangsu Province in China. Following the US$150 million and the US$50 million credit enhanced bonds issuances by Rudong County Jinxin Transportation Engineering Construction Investment earlier in January and March, respectively, this is the third bond issuance made by a Rudong County state-owned platform that the firm has advised on this year. Mainland China offices co-chair corporate partner Jia Yan and corporate partner James Ma led the firm’s team in the transaction.

Shearman & Sterling has represented The Hongkong and Shanghai Banking Corporation, BOCOM International Securities, Valuable Capital, BNP Paribas, CMB International Capital, Vision Capital International Holdings, CRIC Securities, CCB International Capital, Harmonia Capital, Guotai Junan Securities (Hong Kong), Seazen Resources Securities, CSFG International Securities, Potomac Capital and Haitong International Securities, as the initial purchasers, on Jiayuan International Group’s offering of US$130 million 11 percent senior notes due 2024. Jiayuan International Group is a property developer of large-scale residential and integrated commercial complex projects, mainly in Jiangsu Province, China. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

Shearman & Sterling has represented Deutsche Bank and JP Morgan, as the dealer managers, on the offer to purchase for cash by eHi Car Services for its outstanding 5.875 percent senior notes due 2022. The firm also represented Deutsche Bank and JP Morgan, as the initial purchasers, on eHi Car Services’ concurrent offering of US$300 million 7.75 percent senior notes due 2024. Headquartered in Shanghai, eHi Car Services is a leading car rental and car services provider in China. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

S&R Associates has represented the Embassy Group on the sale of its stake in Embassy Industrial Parks to Blackstone Real Estate. A joint venture between Embassy Group and Warburg Pincus, Embassy Industrial Parks owns 10.6 million square feet of modern Grade A logistics and warehousing assets across major industrial hubs in India. Partners Sandip Bhagat and Sudip Mahapatra led the firm’s team in the transaction.

WongPartnership has acted for DBS, the financial adviser for CLA Real Estate Holdings, on the restructuring and privatisation of CapitaLand. Partner Quak Fi Ling led the firm’s team in the transaction.

WongPartnership has also acted for the Traditional Chinese Medicine Practitioners’ Board on the prosecution of TCM practitioner Yong Rong Mei for failing to provide appropriate care to her patient and failing to take appropriate precautions against injury from treatment, in breach of the Board’s Ethical Code and Ethical Guidelines against TCM practitioners. The practitioner has been found to have been professionally negligent and in breach of the Board’s Ethical Code and Ethical Guidelines, and has been suspended for six months and ordered to pay costs. Partners Sim Bock Eng and Paul Loy led the firm’s team in the transaction.

WongPartnership has acted for ABC World Asia on its US$24 million Series B funding in Kim Dental. Partner Teo Hsiao-Huey led the firm’s team in the transaction, together with partners Alvin ChiaKoh Swee Yen and Zhuang WenXiong.

WongPartnership has also acted for the offeror, CLA Real Estate Holdings, on the restructuring and privatisation of CapitaLand. Managing partner Ng Wai King and partners Andrew AngAudrey Chng and Soong Wen E led the firm’s team in the transaction, together with partners Susan WongHui Choon YuenAmeera AshrafFelix Lee and Chan Jia Hui.

Latest Deals – May 5-12, 2021

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Allen & Gledhill has advised Keppel Telecommunications & Transportation, through its wholly owned subsidiary Keppel Midgard Holdings (KMH), on the joint build agreement to jointly own and develop the Bifrost Cable System, with a subsidiary of Facebook and Telekomunikasi Indonesia International, a subsidiary of Telkom Indonesia. Spanning over 15,000 kilometres, the Bifrost Cable System (BCS) is the world’s first subsea cable system that directly connects Singapore to the west coast of North America, via Indonesia through the Java Sea and Celebes Sea, the Philippines and Guam. The BCS will be the largest capacity high-speed transmission cable across the Pacific Ocean when it is completed in 2024, and will support and accelerate the connectivity needs of the South-east Asia region. KMH has been granted a facilities-based operator licence by Singapore’s Infocomm Media Development Authority to provide telecommunications services, in connection with the BCS, which is also the first subsea cable project undertaken by the Keppel group, and marks the start of Keppel T&T’s subsea cable business. Partners Tan Wee Meng and Yeo Boon Kiat led the firm’s team in the transaction.

Allen & Gledhill has advised Singapore Telecommunications (Singtel) and Singtel Group Treasury on the issue of S$1 billion (US$755m) 3.3 percent subordinated perpetual securities by Singtel Group Treasury, under its S$10 billion (US$7.55b) guaranteed euro medium term note programme. The securities are guaranteed by Singtel. The issue is the largest digital bond issuance on Marketnode’s digital asset issuance, depository and servicing platform to date. The issuance is also the first transaction since Marketnode was announced as a joint venture in January 2021, and is the seventh issuance on its platform since August 2020, when the Singapore Exchange completed the first public syndicated digital bond in Asia. Partners Yeo Wico, Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel for Manulife US Real Estate Management, as manager of Manulife US Real Estate Investment Trust, and DBS Trustee, as trustee of Manulife US REIT, on the US$250 million unsecured five-year sustainability-linked loan facility from DBS Bank and Oversea-Chinese Banking Corporation. The facility will be used for general corporate and working capital purposes, including the refinancing of the existing loan facilities, in connection with Manulife US REIT’s green buildings. Managing partner Jerry Koh and partner Jonathan Lee led the firm’s team in the transaction.

Allen & Gledhill has also advised Mapletree Industrial Trust (MIT), Mapletree Industrial Trust Management (as manager of MIT), and DBS Trustee (as trustee of MIT) on the issue of S$300 million (US$226m) 3.15 percent fixed rate perpetual securities under the S$2 billion (US$1.5b) euro medium term securities programme by DBS Trustee. Partner Glenn Foo led the firm’s team in the transaction.

Ashurst has advised Hong Kong-listed Mobvista on the placing of approximately 72.5 million existing shares sold by the controlling shareholder at HK$5.90 (US$0.76) per placing share, and a HK$425.9 million (US$54.8m) top-up subscription by the controlling shareholder of approximately 72.5 million new shares. The shares were successfully placed to existing shareholder GIC, Singapore’s sovereign wealth fund with approximately US$488 billion assets under management. It is a significant strategic investment from GIC, which demonstrate the strong growth potential in Mobvista, a leading technology platform primarily engaged in mobile marketing, data analytics, creative automation, monetization and elastic cloud cost optimization. The firm has also advised on Mobvista’s HK$1.28 billion (US$164.8m) listing in Hong Kong in 2018, and the issuance of US$30 million convertible bonds earlier this year. Partner Frank Bi, supported by partner Li Jiang, led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has advised leading Indonesia-based retail company Aeon Mall Indonesia on its asset acquisition of AEON Mall Sentul City worth Rp1.9 trillion (US$131.6m). Connected with a luxury apartment and office building, AEON Mall Sentul City is one of the highest-valued property investment in Bogor, West Java. Partner Yogi Sudrajat led the firm’s team in the transaction, which was signed on April 15, 2021.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has advised state mining holding company Indonesia Asahan Aluminium on the upgrading of pot technology for the 1 pot-line at Inalum’s reduction plant in Kuala Tanjung, North Sumatra. The upgrade aims to increase the production capacity of Inalum’s smelter plant. Waskita Karya and Unefeco formed a consortium with Chinese company Shenyang Aluminium and Magnesium Engineering and Research Institute, together with its representative office in Indonesia, to carry out the construction of the project. Partner Ibrahim Assegaf led the firm’s team in the transaction. The firm also represented AEON Mall Indonesia, as one of the creditors, on the suspension of debt payment obligation of Sentul City. The firm assisted AEON in submitting its approximately Rp823 billion (US$58m) claim, which was recognised by the management, against Sentul. The firm also assisted in the negotiation and drafting of the composition plan, which was approved on March 15, 2021. Partners Ibrahim Assegaf and Eri Hertiawan led the firm’s team in the transaction.

AZB & Partners has advised Montblanc Services and RLG Europe on RLG’s acquisition from Titan of 49 percent equity stake of Montblanc India Retail. Partners Darshika Kothari and Divya Mundra led the firm’s team in the transaction, which was completed on March 12, 2021.

AZB & Partners has also advised Kohlberg Kravis Roberts & Co on its Rs17 billion (US$232m) acquisition, along with others, of equity stake in Five Star Business Finance. Partner Rinki Ganguli led the firm’s team in the transaction, which was signed on February 25, 2021 and was completed on April 26, 2021.

AZB & Partners has also advised Route One Investment, as investment manager to Route One Fund I, Route One Fund II and Route One Offshore Master Fund, on the Rs9.1 billion (US$123m) acquisition, in the Series C funding round, by Route One Fund I, Route One Fund II and Route One Offshore Master Fund, together with TPG Growth (Medella Holdings), Mankekar Family and Think Investments (Think India Opportunities Master Fund and TIMF Holdings), of equity stake in Stelis Biopharma. Partner Roxanne Anderson led the firm’s team in the transaction, which was completed on April 7, 2021.

AZB & Partners is advising Model Economic Township, a wholly-owned subsidiary of Reliance Industries, on the sale of significant stake in Dadri Toe Warehousing to ILP III Ventures XXIX Singapore, an affiliate of Indospace. Partners Hardeep Sachdeva, Abhyudai Singh and Abhinav Ashwin are leading the firm’s team in the transaction, which is yet to be completed.

Baker McKenzie has acted as English law counsel to the joint lead managers on the issuance of US$260 million 3.1 percent guaranteed bonds due 2026 by AVIC Automotive Systems Holdings. China International Capital Corporation, China Securities International, Shanghai Pudong Development Bank Hong Kong Branch and Guosen Securities (HK) were the joint global coordinators and, together with China Construction Bank (Asia), BOCOM International, Guotai Junan International, Haitong International, CEB International, China Minsheng Banking Corporation Hong Kong branch and CMBC Capital, were the joint lead managers and joint book-runners for the transaction. AVIC Automotive Systems mainly focuses on auto parts manufacturing. The company has developed six main business segments: steering systems, sealing products, aviation products, thermal management systems, automotive electrical appliances and automotive body structures. Beijing partner Hang Wang and Baker McKenzie FenXun Joint Operation’s (Beijing) Bing Han, supported by local principal Xavier Amadei of Baker McKenzie.Wong & Leow (Singapore), led the firm’s team in the transaction.

Baker McKenzie Wong & Leow has advised MUFG Bank and Rabobank, as the mandated lead arrangers and book-runners, on a five-year US$750 million sustainability-linked financing to UPL Corporation (UPL), the overseas subsidiary of UPL, India’s largest agrochemical company. The facility, which is the first sustainability-linked loan in India, was for an original loan of US$500 million, and was subsequently upsized to US$750 million, as it was over-subscribed. This first-of-its-kind, landmark transaction by an Indian borrower targeted investors and credit providers who are increasingly focused on meeting ESG objectives. Under the facility, UPL has selected specific sustainability targets that are aligned with its sustainability ambitions in reducing its environmental footprint, centred on improvements in greenhouse gas emissions, water consumption and waste disposal. The financing will also set the pace towards incentivising borrowers to achieve its sustainability commitments, and to support environmentally and socially sustainable economic activity and growth. Finance and projects principal Kah Chin Chu led the firm’s team in the transaction, which was completed on in March 2021.

Clifford Chance has advised Chinese state-owned mining company Wanbao Mining on its partnership with Morocco-based Managem, an international diversified mining company, to develop a large-scale gold mining project in Sudan, one of the largest gold producers in Africa. The partnership will help expand the annual gold production capacity of the Gabgaba project from approximately 60,000 to 200,000 ounces, and the strategic development of new projects, which will eventually be owned on a 50/50 basis between Wanbao Mining and Managem. The partnership was formed through Wanbao Mining’s acquisition of a 35 percent stake from Managem in two entities, which hold separate mining licenses for blocks within the mine. Concurrently, Wanbao Mining will sell to Managem a 35 percent stake in an entity holding mining licenses to other blocks. China co-managing partner Terence Foo (Beijing), supported by Sydney partner Nadia Kalic, led the firm’s team in the transaction.

Davis Polk has advised Onion Global on its SEC-registered IPO of approximately 9.31 million American depositary shares. Each ten ADSs represents one Onion Global Class A ordinary share. The ADSs are listed in New York. Onion Global has granted the underwriters an option to purchase up to an additional approximately 1.4 million ADSs. The total gross proceeds of the offering is US$67.5 million, assuming the underwriters do not exercise their option to purchase any over-allotment ADSs. Onion Global is a next-generation lifestyle brand platform that incubates, markets and distributes the world’s fresh, fashionable and future brands to young people in China and across Asia. Corporate partners Li He and James Lin led the firm’s team in the transaction.

Davis Polk has advised Zai Lab on its offering of approximately 5.5 million American depositary shares, each representing one ordinary share of the company, and the concurrent offering of 224,000 ordinary shares. The gross proceeds from the ADSs offering and the ordinary shares offering amounted to approximately US$857.5 million. Hong Kong-listed Zai Lab is an innovative, research-based, commercial stage biopharmaceutical company, with a substantial presence in both Greater China and the US. Corporate partners James Lin and Yang Chu led the firm’s team in the transaction.

Davis Polk has also advised the representatives of the underwriters on Waterdrop’s IPO of 30 million American depositary shares, for total proceeds of US$360 million. The ADSs are listed in New York. Waterdrop has granted the underwriters an option to purchase up to an additional 4.5 million ADSs. Waterdrop is a leading technology platform dedicated to insurance and healthcare service with a positive social impact. It is the largest independent third-party insurance platform in China, in terms of life and health insurance gross written premiums distributed in 2020. Through its medical crowdfunding, mutual aid platforms and insurance marketplace, Waterdrop has built a massive social network of protection and support for people. Corporate partners Li He and James Lin also led the firm’s team in the transaction.

HHP Law Firm has acted as lead counsel for Astra Digital Internasional on its investment into Polinasi Iddea Investama, the holding company behind the Indonesian digital healthcare platform Halodoc. Astra led this financing round, which is the third major funding round for Halodoc since its inception in 2016, which raised approximately US$77.7 million, and included new investors, such as Temasek, Telkomsel’s TMI, Novo Holdings, Acrew Diversify Capital Fund and Bangkok Bank. UOB Venture Management, Singtel Innov8, Blibli Group, Allianz X, Openspace Ventures and other existing investors also participated in this round. The subscription agreement was signed on April 20, 2021. This financing round will be used to increase Halodoc’s penetration in key healthcare verticals across Indonesia, with the aim to improve patient experiences with technology-based solutions for the country’s most pressing healthcare problems. Partner Mita Djajadiredja led the firm’s team in the transaction.

J Sagar Associates is advising Info Edge (India) (Naukri.com), as selling shareholder, on the proposed IPO of Zomato. Zomato filed the Draft Red Herring Prospectus on April 27, 2021, and intends to raise up toRs75 billion (US$1b), via a fresh issue in the IPO, while Info Edge could raise up to Rs7.5 billion (US$101.5m) in an offer for sale of its shares in Zomato. Zomato would be one of India’s first big consumer internet startup-turned-unicorn to be listed. Partner Rohitashwa Prasad led the firm’s team in the transaction.

Khaitan & Co has acted as sole counsel to Ravindra Energy on its preferential allotment of unrated unlisted compulsorily convertible debentures to one of its promoters and other related party. Executive director Sudhir Bassi led the firm’s team in the transaction, which was valued at Rs547.5 million (US$7.4m) and was completed on March 31, 2021.

Khaitan & Co has also advised Shapoorji Pallonji group company Sterling & Wilson on the joint venture with Enel X to promote the adoption of electric vehicle charging infrastructure in the Indian subcontinent. The joint venture entity will undertake local manufacturing, and operations and maintenance services of the electric vehicle charging infrastructure. Sterling and Wilson Solar is the world’s largest solar EPC solutions provider in 2018, based on annual installations of utility-scale photovoltaic systems of more than five mega-watt peak. Enel X is the Enel Group’s advanced energy solutions business line. Partner Surbhi Kejriwal, supported by partners Nishad Nadkarni, Shailendra Bhandare and Anisha Chand, led the firm’s team in the transaction. J Sagar Associates also advised on the deal.

Kudun and Partners has represented Thailand-listed Assetwise, a holding company that has over 15 subsidiary operating core business companies that operate in property development for sale, including condominium, single house, townhome and home office, on its business restructuring and IPO of its shares and the listing of its shares in Thailand, with a trading value of Bt1.28 billion (US$41m). Partner Kom Vachiravarakarn led the firm’s team in the transaction.

Kudun and Partners has also represented Prosper Engineering, a provider of engineering systems, design services, contractors, engineering consulting and system maintenance services, on its domestic IPO on Thailand’s Market for Alternative Investment, with an approximate total paid up capital of Bt270 million (US$8.6m). Due to COVID-19, this is the first time in history that the IPO is held exclusively online, and has offered a 100 percent return to investors from the IPO price. Partner Kom Vachiravarakarn also led the firm’s team in the transaction.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Baidu on its global offering of 95 million Class A ordinary shares and the secondary listing in Hong Kong. Baidu was founded as a search engine platform, which has developed into a leading artificial intelligence company. The offering, which raised approximately HK$23 billion (US$3b), closed on March 23, 2021. Partners Matt Roberts and Derrick Kan, led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised on Hong Kong and US laws, and King & Wood Mallesons advised on Chinese law. The joint sponsors Merrill Lynch, CLSA Capital Markets and Goldman Sachs, and the underwriters were advised by Davis Polk & Wardwell as to Hong Kong and US laws, and by Haiwen & Partner as to Chinese law.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Autohome on its global offering of approximately 30.3 million ordinary shares and secondary listing in Hong Kong. Listed in New York since December 2013, Autohome is the leading online destination for automobile consumers in China, ranking first among automotive service platforms, in terms of mobile daily active users, as of December 31, 2020. The offering, which closed on March 15, 2021, raised approximately HK$3.56 billion (US$458m). Partner Zaren Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and affiliates acted as Hong Kong and US counsels, and Han Kun Law Office Shanghai acted as Chinese counsel. Simpson Thacher & Bartlett acted as Hong Kong and US counsels, while Commerce & Finance Law Offices acted as Chinese counsel to the joint sponsors China International Capital Corporation Hong Kong Securities, Goldman Sachs (Asia), Credit Suisse (Hong Kong) and the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Hope Education Group on its placing and top-up subscription of 680 million shares, which raised approximately HK$1.9 billion (US$244.6m), and the issue of US$350 million zero coupon convertible bonds due 2026 by Tequ Mayflower, Hope Education’s wholly-owned subsidiary. The bonds are convertible into shares of, and guaranteed by, Hope Education.  Partner Derrick Kan led the firm’s team in the transaction, while Simpson Thacher & Bartlett advised as to Hong Kong law, and Tian Yuan Law Firm advised as to Chinese law. Credit Suisse, the manager of the offering, was advised by Latham & Watkins as to English law, and by Jingtian & Gongcheng as to Chinese law.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to SciClone Pharmaceuticals (Holdings) on its IPO of approximately 116 million shares and listing in Hong Kong. SciClone Pharmaceuticals is a biopharmaceutical company with an integrated platform for product development and commercialization, which focuses on some of the largest and fast-growing therapeutic areas with significant unmet medical needs in China. The offering, which closed on March 3, 2021, raised approximately HK$2.09 billion (US$269m). Partner Juno Huang led the firm’s team in the transaction, while Clifford Chance advised as to Hong Kong and US laws, and Tian Yuan Law Firm advised as to Chinese laws. The joint sponsors, composed of Morgan Stanley Asia, China International Capital Corporation Hong Kong Securities and Credit Suisse (Hong Kong), and the underwriters were represented by Paul Hastings as to Hong Kong and US laws, and by JunHe as to Chinese laws.

Paul Hastings has represented JP Morgan, Mirae Asset, Credit Suisse and Korean Investment & Securities, as the underwriters, on the US$2 billion global offering and listing of SK ie technology in Korea. A subsidiary of SK Innovation, SK ie technology is a leading South Korean manufacturer of lithium-ion battery separators and flexible cover windows. Seoul corporate partner Iksoo Kim led the firm’s team in the transaction, which marked the largest IPO in South Korea since 2017.

Paul Hastings has also advised I.T on the proposal by Brooklyn Investment for I.T’s privatization, via scheme of arrangement under section 99 of the Companies Act of Bermuda, and the withdrawal of listing of I.T shares in Hong Kong. The total amount of cash required to implement the privatization proposal is approximately HK$1.3 billion (US$167m). The scheme took effect on April 28, 2021 (Bermuda time), while the listing of I.T shares in Hong Kong was withdrawn on April 30, 2021 (Hong Kong time). Incorporated in Bermuda, I.T has been listed in Hong Kong since March 2005. It designs, sources and sells fashion wear and accessories. Brooklyn Investment is a special purpose vehicle held by a consortium formed between the founders of I.T and CVC, a leading private equity and investment advisory firm with commitments of more than US$120 billion from some of the world’s leading institutional investors across its private equity strategies. Global partner and chair of Greater China Raymond Li led the firm’s team in the transaction.

Paul Hastings has advised Hong Kong-listed China ZhongDi Dairy Holdings on the mandatory conditional cash offer by CLSA, for and on behalf of Wholesome Harvest, to acquire all the issued shares of China ZhongDi. The maximum amount payable by Wholesome Harvest to implement the offer would be approximately HK$1.66 billion (US$213.7m). Subject to the completion of compulsory acquisition, China ZhongDi will be privatized and will apply for the withdrawal of listing in Hong Kong. China ZhongDi is principally engaged raising and breeding dairy cows, producing and selling premium raw milk, importing and selling dairy cows of quality breeds and breeding stock, and import trading business in cows, alfalfa hay and other animal husbandry-related products. Earlier in 2015, the firm also advised China ZhongDi on its global offering and listing in Hong Kong. Wholesome Harvest is a subsidiary of leading Chinese dairy company Inner Mongolia Yili Industrial Group. Global partner and chair of Greater China Raymond Li and corporate partner Chaobo Fan led the firm’s team in the transaction.

Paul Hastings has also advised subsidiaries of Hon Hai Technology Group (Foxconn) on their disposition of 50 percent Class A stake in Cybertan Technology to an affiliate of SCPG Holdings, and Foxconn’s formation of a joint venture with SCPG, for a development project in Hua Cao Town, Minhang District, Shanghai, which is planned for the building of a large-scale, high-quality shopping mall. Headquartered in Taiwan, Foxconn is one of the leading electronics manufacturers and technological solution providers focused on consumer products, enterprise products, computing products and components and others. An affiliate of China Vanke, SCPG Holdings is a leading shopping mall owner, developer and operator in China. Earlier in 2018, the firm also advised on its formation of an offshore consortium with China Vanke and Triwater Asset Management for the Rmb8.4 billion (US$1.3b) acquisition of a large-scale China real estate portfolio from CapitaLand Malls Asia. New York corporate partner Mike Huang and Hong Kong real estate partner Paul Guan led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Tan Hwa Luck and ten others on the sale of the entire issued and paid-up share capital of Mount Pleasant Veterinary Group to Mars Veterinary Health. Partner Terence Quek led the firm’s team in the transaction.

Simmons & Simmons has advised Credit Guarantee and Investment Facility (CGIF), a multilateral facility established by the governments of China, Japan, Korea and ASEAN members, as well as the Asian Development Bank, on the issuance of a three-year Rmb1 billion (US$154.5m) green dim sum bonds listed in Singapore. CGIF acted as the guarantor in the issuance of Rmb1 billion (US$154.5m) senior unsecured guaranteed green bonds due 2024 by Hanwha Solutions, one of South Korea’s largest renewable energy service providers, and a subsidiary of the multinational conglomerate Hanwha Group. This is the first green bonds and the first dim sum bonds guaranteed by CGIF, and the guarantee obligations are shared by CGIF and the Export-Import Bank of Korea. The “green” certification and ESG components of the issuance were provided by Sustainalytics, the global ESG research and rating provider, and the green bonds have an “AA” rating from S&P. Standard Chartered Bank was the sole lead manager and sole book-runner for the green bonds. Partner Jay Lee led the firm’s team in the transaction.

WongPartnership has acted for a global investment firm as lead investor on the US$10 million seed funding round of Next Gen. Partners Kyle Lee and Kylie Peh led the firm’s team in the transaction.

WongPartnership has also acted for private trustees in bankruptcy on successfully obtaining an order for the forced sale of a co-owned private landed property, under section 18(2) of the Supreme Court of Judicature Act. Partners Chang Man Phing and Alvin Lim led the firm’s team in the transaction.

WongPartnership has acted for Yau Kwok Seng, CAG Singapore and CAGOM Singapore on a complex cross-border investment dispute involving Canadian crude oil investments and more than S$90 million (US$68m) in fraud claims by over 1,000 investors. Partners Melanie Ho and Alvin Lim led the firm’s team in the transaction.

WongPartnership has also acted for businessman Mr Xu Zhigang on the financial and asset claims against Ms Wang Fang. Deputy chairman Tan Chee Meng and partners Jenny Tsin and Ho Wei Jie led the firm’s team in the transaction.