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Deals – October 2, 2019

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Allen & Gledhill has acted as transaction counsel to Keppel Infrastructure Fund Management, as trustee-manager of Keppel Infrastructure Trust, on its issue of S$200 million (US$144.4m) 4.75 percent subordinated perpetual securities, and its subsequent S$100 million (US$72.2m) tap of the 4.75 percent subordinated perpetual securities, under its S$1 billion (US$722m) multicurrency debt issuance programme. Partners Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised PSA Treasury on the issue of US$500 million 2.125 percent notes due 2029, under its US$3.5 billion global medium term note programme. PSA International is the guarantor for the notes. Partners Tan Tze Gay, Wu Zhaoqi and Sunit Chhabra led the firm’s team in the transaction.

AZB & Partners has advised Trustroot Internet on the acquisition by Footpath Ventures SPV I and other investors of compulsorily convertible preference shares representing more than 10 percent share capital of Trustroot Internet. Partner Vaidhyanadhan Iyer led the firm’s team in the transaction, which was valued at Rs28.9 billion (US$405.8m) and was completed on September 3, 2019.

AZB & Partners is also advising ASG Hospital and its promoters Arun Singhvi and Shashank Gang on the Rs3.1 billion (US$43.5m) acquisition, via a primary investment and a secondary sale, by Foundation Holdings of more than 30 percent of ASG. Partner Kunal Kumbhat is leading the firm’s team in the transaction, which was signed on September 12, 2019 and is yet to be completed.

Clifford Chance has advised Australian private equity firm Pemba Capital Partners (Pemba) on the sale of secure ID and transaction cards company Placard to Swedish corporate ASSA ABLOY. Pemba invested in Placard in 2012 and helped it grow to become Australia’s largest manufacturer of secure cards. Under Pemba’s ownership, Placard expanded its operations in New Zealand and pivoted the business towards South-East Asia for the next phase of its growth strategy. Partner Mark Currell led the firm’s cross-practice deal team for the transaction.

J Sagar Associates has advised REC (formerly known as Rural Electrification Corporation) on the listing of its US$650 million bonds issued under its US$5 billion medium term note programme in India. Partners Dina Wadia and Uttara Kolhatkar led the firm’s team in the transaction.

J Sagar Associates has also advised State Bank of India on the listing of its US$10 billion medium term note programme in India. Partners Dina Wadia and Uttara Kolhatkar also led the firm’s team in the transaction.

King & Wood Mallesons advised ALBA Group Asia, part of the ALBA Group, on its joint venture with Baguio Waste Management & Recycling and Swire Coca-Cola to establish a new recycling facility for plastic waste in Hong Kong. The plant will be operated by the joint venture New Life Plastics. Upon completion, the new plant marks the first food-grade ready plastics recycling facility at this scale for processing post-consumer PET (polyethylene terephthalate or clear beverage bottles) and HDPE (high-density polyethylene or personal care bottles) plastic materials in Hong Kong. The recycling facility is being constructed at EcoPark, an industrial site for recycling and environmental technology, and is expected to commence operations in the second half of 2020. The new recycling facility comprises three process stages, including the high-tech sorting, the production of food-grade PET flakes and the manufacture of HDPE pellets. Upon completion, the recycling facility will be able to process and recycle more than 35,000 metric tonnes of plastic materials on an annual basis. The KWM Hong Kong team was led by partner Kanne Leung.

Pioneer Legal has advised TA Associates, one of the early modern-era private equity firms in the US, on its acquisition of 35 percent of Indira IVF Hospital, a company offering a wide variety of fertility treatments at 59 centres across 16 states in India. The stake was acquired by TA from Ajay Murdia, Kshitiz Murdia, Nitiz Murdia, Ashish Lodha and Manish Khatri, the promoters of Indira. Partner Pritha Jha led the firm’s team in the transaction, which was completed on April 11, 2019. Indira IVF Hospital was represented by Veritas Legal.

Pioneer Legal has also advised Dentsu Aegis Network India on its acquisition of 87 percent of the share capital of the Ugam Solutions, through purchase of equity shares from the sellers pursuant to the provisions of a share purchase agreement. The acquisition of the remaining 13 percent of the share capital of Ugam will take place on an earn-out basis. Partners Mayank Mehta, Satish Kishanchandani and Pritha Jha led the firm’s team in the transaction, which was completed on July 15, 2019. Norton Rose advised on the diligence of the overseas diligence. Ugam Solutions was represented by Veritas Legal.

ZBA has acted as Indian counsel to Oil and Natural Gas Corporation (ONGC) and its wholly-owned subsidiary ONGC Videsh on their establishment of a US$2 billion euro medium term note programme for multi-currency and multi-tenor overseas bonds to be listed in Singapore. The programme was established pursuant to Regulation S of the US Securities Act 1933. ONGC is the largest oil and gas exploration and production company in India, in terms of production and reserves of oil and gas for 2019. ONGC accounts for 70 percent of domestic production of crude oil and natural gas in India. Partner Niloufer Lam led the firm’s team in the transaction, which was completed on August 27, 2019. Citigroup and Standard Chartered, the arrangers and dealers, were advised by Linklaters Singapore on English law, while J Sagar Associates advised Citigroup on Indian law. Linklaters Hong Kong acted for the trustee.

Deals – September 25, 2019

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Allen & Gledhill has advised CapitaLand Treasury and CapitaLand on the issue of S$800 million (US$581m) 3.15 percent notes due 2029, under their S$5 billion (US$3.63b) euro medium term note programme. CapitaLand is the guarantor for the notes. Partners Tan Tze Gay, Wu Zhaoqi and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Mapletree Treasury Services and Mapletree Investments on the issue of S$300 million (US$217.9m) 3.15 percent notes due 2031, under the S$5 billion (US$3.63b) euro medium term note programme established by Mapletree Treasury. Mapletree Investments is the guarantor for the notes issued under the programme. Partner Glenn Foo led the firm’s team in the transaction.

Ashurst has represented Barclays Bank, Citigroup Global Markets, Deutsche Bank Singapore Branch, Emirates NBD Bank, Investec Bank, JP Morgan Securities, Morgan Stanley & Co International and Standard Chartered Bank, as the joint book-runners and lead managers, and JP Morgan Securities, as lead green structuring agent, on the offering of US$950 million senior notes by Greenko Solar (Mauritius), a subsidiary of Greenko Energy Holdings. The notes comprise two tranches: US$500 million 5.55 percent senior notes due 2025 and US$450 million 5.95 percent senior notes due 2026. The notes are guaranteed on a senior basis by Greenko Energy, and secured by a share pledge over Greenko Solar’s capital stock and a first priority security interest in an escrow account of the net proceeds from the sale of the notes, prior to the release therefrom to subscribe for rupee NCDs or loan rupee ECBs to be issued or borrowed by certain Greenko subsidiaries in India. Backed by the sovereign wealth funds of Singapore and Abu Dhabi, Greenko is India’s largest clean energy producer with 4.1 gigawatts of operational capacity. Global head of high-yield partner Anna-Marie Slot, assisted by partner Jeffrey Koppele, led the firm’s team in the transaction, which was the largest high-yield bond issuance from India this year and the largest corporate green bond issuance from Asia.

AZB & Partners has advised WestBridge Crossover Fund on the acquisition by its affiliate, JIH II, and other investors of more than 10 percent equity stake in Aptus Value Housing Finance India. Partners Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs8.8 billion (US$124m) and was completed on September 9, 2019.

AZB & Partners is also advising Tata Consultancy Services on its acquisition of certain assets of General Motors Technical Centre India. Partner Nilanjana Singh is leading the firm’s team in the transaction, which was signed on September 16, 2019 and is yet to be completed.

Baker McKenzie Wong & Leow has acted as lead counsel to Vertex Ventures on the formation of Vertex Growth Fund I, which raised US$290 million in capital commitments from investors, predominantly from Asia. The fund will leverage Vertex Ventures’ global network of early-stage venture capital funds, including regional funds in the US, China, Southeast Asia and Israel, and a global healthcare-focused fund, to identify promising portfolio companies. Principal Kelvin Poa led the firm’s team in the transaction.

Clifford Chance has advised Mitsubishi on leading an investment in next-generation utility company BBOXX. Mitsubishi led the US$50 million Series D funding into London-based BBOXX, which provides off-grid energy via innovative plug-and-play solar home systems in 12 countries in Africa and the developing world. BBOXX has impacted nearly one million people through access to pay-as-you-go solar energy using mobile money, and plans to use the investment to open up new markets and provide other key utilities, along with fundamental consumer services, such as insurance and finance. Partner Natsuko Sugihara led the firm’s team in the transaction.

J Sagar Associates has advised Export-Import Bank of India on the update of its US$10 billion global medium term note programme and on the dual-tranche issue of ¥25 billion (US$232.8m) and ¥7 billion (US$65.2m) Japanese yen bonds, which is EXIM’s first standalone samurai bond issuance since 2006. Partners Dina Wadia and Uttara Kolhatkar, supported by partner Kumarmanglam Vijay, led the firm’s team in the two transactions.

J Sagar Associates has also advised REC (formerly Rural Electrification Corporation) on its issue of US$650 million bonds under its US$5 billion medium term note programme. Partners Dina Wadia and Uttara Kolhatkar also led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is advising San Teh on the S$95.77 million (US$69.6m) voluntary conditional cash offer by Singapore San Teh Real Estate for the shares of San Teh. The company is engaged in property development and investment, hotel, and PVC pipes and fittings businesses. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

RHTLaw Taylor Wessing is advising a high-net-worth individual on a joint venture in China, which has a value of more than Rmb750 million (US$105.4m). International China practice head partner Amanda Chen and private wealth deputy head partner Benjamin Szeto are leading the firm’s team in the transaction.

Shook Lin & Bok is acting for Heliconia Capital Management on its acquisition of a minority stake in Singaporean gaming chair startup Secretlab, one of the winners of the Emerging Enterprise Awards in 2017. The Heliconia-Secretlab partnership, which is valued at approximately S$200 (US$145.3m) to S$300 million (US$218m), will aid in boosting Secretlab’s research and development initiatives, procurement of supply chain, as well as efforts to attract talent and global partnerships. Partners Ho Ying Ming and Chua Shi Ying led the firm’s team on the transaction.

Skadden has represented Recruit Holdings on its ¥359.5 billion (US$3.3b) global offering of common stock, which is listed in Tokyo. Recruit Holdings is a leading global provider of HR technology, media and solutions, and staffing services. The offering closed on September 18, 2019. Tokyo partner Kenji Taneda led the firm’s team in the transaction.

Deals – September 18, 2019

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ABNR has advised Industrial Bank of Korea (IBK) on the merger of listed Indonesian lenders Bank Agris and Bank Mitraniaga on September 5, 2019. The new entity has been renamed Bank IBK Indonesia. The two banks had previously been fully acquired by IBK in January 2019. The firm has advised IBK over the course of two years on all aspects of both the acquisitions of the two banks and their recent merger. The acquisitions and merger were conducted in accordance with the OJK’s “Indonesia Banking Architecture” plan to strengthen the banking system by encouraging foreign investment in the domestic financial services sector. Partners Elsie Hakim and Monic Nisa Devina led the firm’s team in the transaction.t

ABNR has also advised Kencana Energi Lestari on the offering of approximately 733.3 million new ordinary shares with a nominal value of Rp100 (US$0.007) per share. The shares were offered and sold in Indonesia via an IPO and in offshore transactions to selected eligible institutional investors outside of Indonesia and the US, via Regulation S under the US Securities Act of 1933, as amended. With its listing in Indonesia on September 2, 2019, the company joins a small number of other operational hydroelectric power and renewable energy companies that are traded on the bourse. Partners Rita Taufik and Ricky Nazir led the firm’s team in the transaction.

Allen & Gledhill has acted as transaction counsel to DBS Bank, Oversea-Chinese Banking Corporation, United Overseas Bank and Malayan Banking Singapore Branch, as the appointed global coordinators, and more than 30 banks and financial institutions on the S$8.67 billion (US$6.3b) facilities to Marina Bay Sands, Singapore. Marina Bay Sands is an iconic Singapore integrated resort comprising dining, entertainment and retail facilities and attractions. Part of the facilities will be used towards funding the expansion of the integrated resort, which will comprise a 15,000-seat arena, a luxury hotel tower and additional MICE space. Partner Lim Wei Ting led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Astrea V on the issue of S$315 million (US$229m) Class A-1 secured fixed rate bonds due 2029, US$230 million Class A-2 secured fixed rate bonds due 2029 and US$140 million Class B secured fixed rate bonds due 2029. The bonds are the second issuance of retail bonds in Singapore backed by cash flows from a diversified portfolio of 38 private equity funds with a net asset value of approximately US$1.32 billion, managed by 32 general partners. The transaction represents a deepening of Singapore’s capital markets, as it follows the success of the Astrea IV transaction in June 2018, which was the first transaction in Singapore and globally to make private equity accessible to retail investors through a private equity bond structure. Partners Yeo Wico, Jeanne Ong, Andrew Chan, Danny Tan and Lim Pek Bur led the firm’s team in the transaction.

Ashurst has advised Jiangsu Shagang Group (Shagang) on the up to £800 million (US$999m) syndicated term loan facility for the acquisition of 24.01 percent of Global Switch Holdings, a leading data centre operator in Europe and Asia. Upon completion of the acquisition, Shagang will become the ultimate controlling shareholder of Global Switch. Shagang is China’s largest privately-owned steelmaker. Shagang has committed to a business diversification to data and information technology since 2017 to heighten its corporate competitiveness in the age of “big data”. Partner Daniel Lau, assisted by partner Frank Bi, led the firm’s team in the transaction.

AZB & Partners is advising Premji Invest on the approximately Rs21 billion (US$294m) acquisition by PI Opportunities Fund-I and other investors of certain equity capital of Aditya Birla Capital. Partners Srinath Dasari and Nanditha Gopal are leading the firm’s team in the transaction, which was signed on September 5, 2019 and is yet to be completed.

AZB & Partners has advised BOLD Business Opportunities on its acquisition, for L’Oreal Development, of certain units in Fireside Ventures Investment Fund II. Partners Sunil Agarwal, Aditya Singh Chandel, Pallabi Ghosal and Akansha Aggarwal led the firm’s team in the transaction, which was completed on July 31, 2019.

Baker McKenzie Wong & Leow has advised DBS Bank, Mizuho Bank and MUFG Bank, as the arrangers, on Fullerton India Credit Company’s first external commercial borrowing loan for US$250 million. The dual-currency facility was completed on August 15, 2019. Fullerton India is a leading non-banking financial company, with a strong pan-India presence. Since its launch in January 2007, Fullerton India has established itself across the country’s broad financial landscape to offer diverse financing options. Fullerton India is a wholly-owned subsidiary of Fullerton Financial Holdings. Finance and projects principal Kah Chin Chu led the firm’s team in the transaction.

Davis Polk has advised the joint lead managers on Mizuho Financial Group’s SEC-registered takedown offering of senior notes, which consisted of US$600 million 2.555 percent senior fixed-to-floating-rate notes due 2025, US$500 million 2.869 percent senior fixed-to-floating-rate notes due 2030 and US$500 million senior floating-rate notes due 2023. The notes are listed in Singapore and are structured to count as total loss-absorbing capacity (TLAC) under the Japanese TLAC regulations. Mizuho Financial Group is a Japanese bank holding company that is the ultimate parent company of the Mizuho Group, one of the largest financial institution groups in the world. Tokyo partner Jon Gray led the firm’s team in the transaction.

Gide has advised Air Liquide China Holding, a subsidiary of Air Liquide, a world leader in gases, technologies and services for industry and health, on the sale of the Air Liquide Fuzhou, which operates an industrial gases complex in Fujian, to Highsun Holding Group, the parent company of Fujian Shenyuan New Materials. The industrial gases complex sold includes a coal gasification unit, in addition to an air separation unit, a synthetic gas purification unit and an ammonia plant. Partner David Boitout led the firm’s team in the transaction.

J Sagar Associates has advised DBS Bank on a rupee-denominated ECB facility aggregating up to Rs819 million (US$11.5m), a buyers’ credit facility aggregating up to US$75 million and a rupee term loan facility aggregating up to Rs2.6 billion (US$36.4m) availed by Fortum Finnsurya Energy, and on a rupee-denominated ECB facility aggregating up to Rs417.3 million (US$5.85m) availed by Fortum Amrit Energy. Partners Dina Wadia and Kavita Patwardhan, supported by partners Vishnu Sudarsan and Megha Arora, led the firm’s team in the transaction.

J Sagar Associates has also advised Advent International on its acquisition of approximately 68 percent of DFM Foods from its promoters, Westbridge and certain other selling shareholders. Advent will purchase up to 34.1 million DFM shares, representing up to 68 percent of the company’s outstanding stock on a fully diluted basis, from the selling shareholders at Rs249.50 (US$3.50) per share. In accordance with the SEBI Takeover Regulations, Advent will make an open offer to DFM’s public shareholders to purchase up to an additional 26 percent of the company’s stock at the same price per share. Depending on the open offer subscription, the aggregate consideration for the purchase of shares from the selling shareholders and the open offer will vary between Rs8.52 billion (US$119.4m) and Rs9.38 billion (US$131.5m). DFM Foods is a pioneer in the Indian packaged snack food business. Established in 1983, the company’s flagship brand “CRAX” was the first successful packaged snack food in India. Partners Vikram Raghani and Anand Lakra led the firm’s team in the transaction. AZB & Partners, with a team led by partners Gautam Saha, Sachin Mehta and Dushyant Bagga, advised DFM Foods and its promoters.

Khaitan & Co has advised Gati Realtors and Future Retail Destination, and their shareholder Future Markets Network, a Future Group company, on the acquisition sale of 100 percent shareholding, in tranches, of Gati Realtors and Future Retail Destination to E-Shang Redwood, and the funding of the construction costs of the infra-logistics parks to be developed by the Gati Realtors and Future Retail Destination, for a total consideration of US$45 million. E-Shang Redwood is a leading international real estate and logistics platform. Partner Aashutosh Sampat led the firm’s team in the transaction.

Kirkland & Ellis is advising Hammer Capital, as a member of an investor consortium with Tencent Holdings, on a proposed going private transaction to acquire all of the outstanding ordinary shares of New York-listed Bitauto Holdings not already owned by the consortium or their affiliates for US$16 in cash per American depositary share, as well as advising the consortium on the consequential mandatory general offer for the shares of Hong Kong-listed Yixin Group, pursuant to the chain principle under the Hong Kong Takeovers Code. Bitauto is a leading provider of internet content and marketing services, and transaction services for China’s fast-growing automotive industry. Yixin, a subsidiary of Bitauto, is a leading online automobile finance transaction platform in China, which provides transaction platform services, as well as self-operated financing services. Tencent and JD.com are key shareholders of Bitauto and Yixin. Corporate partners Nicholas Norris, Daniel Dusek, Xiaoxi Lin and Carmen Lau and investment funds partners Justin Dolling and Jennifer Feng led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as Cayman Islands and BVI counsel to Powerlong Real Estate Holdings on its issuance of HK$1 billion (US$128m) six percent senior notes due 2022. The issuer is a property developer in China specialising in large-scale retail and residential complexes. Partner Richard Spooner led the firm’s team in the transaction, while Dorsey & Whitney advised as to US, English and Hong Kong laws and Commerce & Finance Law Offices advised as to Chinese laws.

Maples Group (Hong Kong) has also acted as Cayman Islands and BVI counsel to Powerlong Real Estate Holdings on its issuance of US$170 million 6.95 percent senior notes due 2023. The notes are listed in Singapore. The issuer is a property developer in China specialising in large-scale retail and residential complexes. Partner Richard Spooner also 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 and by Jun He Law Offices as to Chinese laws.

S&R Associates has represented Bertelsmann India Investments on a follow-on investment in leading Indian fintech company Lendingkart Technologies, as part of a Rs2.12 billion (US$29.7m) funding round, which also involves Fullerton Financial Holdings and India Quotient. The firm also represented the client in earlier investments in the company in 2016, 2017 and 2018. Partners Rachael Israel and Prachi Goel led the firm’s team in the transaction.

TT&A is advising Sanofi India on the sale of its Ankleshwar facility by way of slump sale to Zentiva. The transaction involves a divestment by Sanofi India of its manufacturing facility at Ankleshwar, Gujarat, and was impacted by a global transaction in 2018 between Sanofi Group and Advent International, under which Advent acquired Sanofi Group’s European generics business. Following the global transaction, Zentiva continued to source products from Sanofi India, through Sanofi group, for its generics business. Apart from manufacturing products which are exported to Zentiva, Sanofi India also manufactured products at the Ankleshwar site which are not part of the divestment. These products will be moved to Sanofi India’s Goa manufacturing facility and will continue to be part of Sanofi India’s product portfolio. The Zentiva export products manufactured at Sanofi India’s Goa facility will be transferred to the Ankleshwar site. Partner Kunal Thakore is leading the firm’s team in the transaction, which was signed on September 10, 2019 and was valued at Rs2.62 billion (US$36.7m). Zentiva was represented by Khaitan & Co, with a team led by partner Surbhi Kejriwal and assisted by partners Anshul Prakash and Atul Pandey, and by Freshfields Bruckhaus Deringer.

Weil, Gotshal & Manges is advising Shandong Weigao Group Medical Polymer Company (Weigao) and Argon Medical Devices Holdings on the refinancing of Argon’s existing debt. Argon is a US-based manufacturer of medical devices and was acquired by Weigao, a Chinese developer, manufacturer and seller of single-use medical devices, in 2018. The refinancing is comprised of a New York law senior secured US$375 million Tranche A Term and Revolver Facilities and an English law senior secured $75 million Tranche B Term Facility, which were marketed to lenders in the US and Europe, respectively. Hong Kong banking and finance partner Soo-Jin Shim led the firm’s team in the transaction.

Deals – September 11, 2019

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Allen & Gledhill has advised The Hongkong and Shanghai Banking Corporation Singapore Branch and Oversea-Chinese Banking Corporation, as arrangers of the programme and joint lead managers and joint book-runners for the issue, on the establishment by SPH Reit of a S$1 billion (US$724.8m) multicurrency debt issuance programme and issue of S$300 million 4.5 percent subordinated perpetual securities under the programme. The Bank of New York Mellon Singapore Branch was appointed trustee, CDP issuing and paying agent, CDP calculation agent, CDP registrar and CDP transfer agent. The Bank of New York Mellon London Branch was appointed non-CDP issuing and paying agent and non-CDP calculation agent. The Bank of New York Mellon Luxembourg Branch was appointed non-CDP registrar and non-CDP transfer agent. Partners Margaret Chin, Daselin Ang and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Singtel Group Treasury and Singapore Telecommunications (Singtel) on the issue of the US$750 million 2.375 percent notes due 2029, under the updated S$10 billion (US$7.25b) guaranteed euro medium term note programme established by Singtel Treasury. Singtel is the guarantor for the programme. Partners Yeo Wico, Bernie Lee, Sunit Chhabra, Tan Wee Meng and Yeo Boon Kiat led the firm’s team in the transaction.

AZB & Partners is advising Cisco Systems on its merger with 42hertz and the acquisition by Cisco India of the workforce of 42hertz Software India. Partners Gautam Shah, Dushyant Bagga and Sachin Mehta are leading the firm’s team in the transaction, which was signed on August 8, 2019 and is yet to be completed.

AZB & Partners is also advising Cisco Systems on the merger of its wholly-owned subsidiary, Cadmium Acquisition, with Customer Analytics Technologies, which has a subsidiary in India named Customer Insight 360 Technologies. After the merger, Customer Analytics Technologies will become a wholly-owned subsidiary of Cisco. Partners Gautam Shah, Dushyant Bagga and Sachin Mehta are also leading the firm’s team in the transaction, which was signed on August 23, 2019 and is yet to be completed.

Baker & McKenzie (Gaikokuho Joint Enterprise) has advised Sumitomo Mitsui Banking Corporation (SMBC) on the financing of the acquisition by Asahi Group Holdings of Carlton & United Breweries (CUB) from Anheuser-Busch (AB). Asahi agreed to purchase CUB and certain related Australian businesses from AB for A$16 billion (US$11b), on a cash-free, debt-free enterprise value basis on July 19, 2019, with closing expected to occur in the first quarter of 2020. Gavin Raftery and Shinichiro Kitamura led the firm’s team in the transaction.

J Sagar Associates has advised Investopad founders Rohan Malhotra and Arjun Malhotra on the structuring and incorporation of their Mauritius-based venture capital fund, Good Capital Fund I. The fund will focus on investing in startups, which are building solutions that address users who have come online in India for the first time in the last two years. Through the maiden fund of US$25 million, the founders plan to invest in about half a dozen startups in a year, and provide between US$100,000 to US$2 million in such startups’ seed and Series A financing rounds. Good Capital Fund I has completed its first close of US$12 million from Symphony International Holdings, multiple European family offices and a number of other Silicon Valley entrepreneurs. In addition to advice on the incorporation of the fund, the firm also advised on the incorporation of the investment manager entity and the carry vehicle for Good Capital Fund I. Partner Probir Roy Chowdhury led the firm’s team in the transaction.

J Sagar Associates has also advised Sri Kauvery Medical Care (India) and its promoters on the Rs1.4 billion (US$19.5m) investment received from Lightstone Fund, by way of subscription to securities issued by the company. The company has been operating the “Kauvery Hospital” chain of multi-specialty hospitals for over two decades in Tamil Nadu. A key condition to the investment was that the company and its affiliates will be reorganised, pursuant to a scheme of amalgamation to be approved by the NCLT. Partners Aarthi Sivanandh and Bhavana Alexander led the firm’s team in the transaction.

Khaitan & Co has advised 5paisa Capital on its rights issue of up to approximately 12.74 million equity shares with a face value of Rs10 (US$0.139) each at Rs80 (US$1.113) per equity share, for an amount up to approximately Rs1.02 billion (US$14.2m). Keynote Financial Services acted as the book-running lead manager. Partner Madhur Kohli led the firm’s team in the transaction.

Khaitan & Co has also advised Advent International Corporation on the acquisition of a minority stake in Aditya Birla Capital for a total consideration of Rs21 billion (US$292m), which includes investment by Advent International, Premji Invest and certain promoters of Aditya Birla Capital. Partner Aakash Choubey, supported by partners Rahul Singh, Anisha Chand and Atul Pandey, led the firm’s team in the transaction.

Kirkland & Ellis has represented the founders of Topcast Aviation Supplies, the largest independent aircraft parts distributor in the Asia-Pacific region, on the sale of a majority of Topcast shares to investment funds advised and managed by Permira, a global investment firm. Headquartered in Hong Kong, Topcast has 19 offices across Asia, the Americas and the UK, and connects suppliers with customers in all segments of aviation, including airlines, maintenance, repair and overhaul service providers and original equipment manufacturers. Corporate partners Nicholas Norris and Derek Poon and debt finance partner David Irvine led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as BVI counsel to Haichuan International Investment on its issuance of US$180 million 7.5 percent bonds due 2021 guaranteed by Jiangsu Fang Yang Group. The issuer is an indirect wholly owned subsidiary of the guarantor, which is the second largest investment and financing platform of the Lianyungang Municipal Government. Juno Huang led the firm’s team in the transaction, which closed on June 29, 2019, while King & Wood Mallesons and Allbright Law Offices advised as to English law and Chinese law, respectively. The joint lead managers were advised by Linklaters and Jingtian & Gongcheng as to English law and Chinese law, respectively.

Maples Group (Hong Kong) has also advised Knowbox on a US$150 million series D round funding, led by Alibaba Group, followed by Yunfeng Capital, Bertelsmann Asia Investments and C Ventures and others. Established in 2014, Knowbox targets K-12 education to help students learn by providing personalised exercises through apps. At present, it has entered 100,000 schools across China. Partner Everton Robertson led the firm’s team in the transaction, which closed in May 2019.

RHTLaw Taylor Wessing is advising Singapore-listed food and beverage company BreadTalk Group on its proposed acquisition, through its wholly owned subsidiary Topwin Investment Holdings, of Food Junction Management (FJM). Signed on August 30, 2019, the deal is for S$80 million (US$58m), subject to adjustments. FJM and its wholly owned subsidiaries operate food courts and food and beverage (F&B) outlets in Singapore and Malaysia. Founded as a bakery brand in Singapore in 2000 and listed in Singapore in 2003, BreadTalk is an award-winning F&B group that, among other F&B businesses, operates food courts under the Food Republic and Food Opera brands in Singapore, Malaysia, China, Hong Kong, Taiwan, Cambodia and Thailand. The proposed acquisition will provide BreadTalk with access to FJM’s existing network of food courts and F&B outlets, allowing the group to both obtain additional revenue streams and benefit from synergies with the group’s existing food court and F&B outlet business. Partners Ch’ng Li-Ling and Yang Eu Jin are leading the firm’s team in the transaction.

Weil, Gotshal & Manges has represented Alibaba Group Holding on the US$2 billion acquisition of Kaola, a Chinese cross-border e-commerce platform, from Nasdaq-listed gaming giant NetEase. After the transaction, Kaola will be integrated into Alibaba’s Tmall. Hong Kong private equity partner Tim Gardner, supported by private equity partner Chris Welty, led the firm’s team in the transaction, which was announced on September 6, 2019.

Deals – September 4, 2019

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Allen & Gledhill has advised Frontline on its sale and purchase agreement with Trafigura Maritime Logistics (TML) and certain related entities to acquire 10 Suezmax tankers, through the acquisition of a TML special purpose vehicle. As part of the acquisition, Frontline has the option to acquire an additional four Suezmax tankers, through the acquisition of a second TML special purpose vehicle, in consideration for ordinary shares of Frontline issuable upon signing and a cash amount ranging from US$538 million to US$547 million, payable upon closing. Partners Sunit Chhabra, Lim Chong Ying, Peh Aik Hin and Soh Yin Chuin led the firm’s team in the transaction.

AZB & Partners has advised Canada Pension Plan Investment Board on its acquisition, with other Renew Power Ventures shareholders, of compulsorily convertible preference shares issued by Renew Power Ventures, pursuant to a rights issue to its shareholders, translating into an equity stake of more than 10 percent post conversion. Partner Roxanne Anderson led the firm’s team in the transaction, which was valued at approximately Rs21 billion (US$290.8m) and was completed on June 27, 2019.

AZB & Partners has also advised Mindbody on its acquisition, with its related affiliates, of 100 percent shareholding in Simplicity First Software from its promoters. Partners Ashwath Rau and Anu Tiwari led the firm’s team in the transaction, which was completed on August 9, 2019.

Clyde & Co has advised leading confectionery and food manufacturer Mars on the acquisition of all of the shares in its subsidiary ‘onshore’ in Dubai. Prior to this transaction, Mars owned 49 percent of the shares in the Dubai LLC, this being the maximum percentage of permitted foreign ownership in a company incorporated ‘onshore’ in the UAE. This transaction is one of the first of its kind, since the UAE’s Foreign Direct Investment (FDI) Law paved the way for an increase in foreign ownership in companies incorporated ‘onshore’ in the UAE. Dubai corporate partner Benjamin Smith led the firm’s team in the transaction.

J Sagar Associates has advised Hain Celestial Group on the Indian leg of the transaction which involved the global sale of the Tilda rice business by the Hain Group to Ebro Foods. The Tilda brand is a premium basmati and specialty rice brand owned by the Hain Group. The Indian subsidiary, Tilda Hain India, manufactures, processes and sells all varieties of rice and paddy. The Indian leg of the transaction involved the sale of the entire shareholding held by Hain Celestial Group and Hain Frozen Foods UK in Tilda Hain India to Ebro. The total deal value of the global transaction is approximately US$342 million. Partners Sidharrth Shankar and Prakriti Jaiswal, supported by partner Vaibhav Choukse, led the firm’s team in the transaction, while DLA Piper acted as overseas counsel. PwC was the counsel for Ebro.

J Sagar Associates has also advised Cinepolis India on the complaint filed by Unilazer Ventures before the Competition Commission of India (CCI), which alleged that multiplex operators, such as PVR, Inox Leisure, Cinepolis and Carnival Motion Pictures, formed a cartel for undue imposition of virtual print fee, imposing non-negotiable revenue sharing terms, delay in advances and payments made to content companies, and lack of transparency on advertising and promotion policy during the exhibition of a film. The CCI observed that the complainant failed to present any agreement, which proves meeting of minds among the opposite parties. The CCI also observed that the complainant must discharge the initial burden of proof to warrant an investigation. Accordingly, the CCI dismissed the complaint. Partners Amitabh Kumar and Vaibhav Choukse led the firm’s team representing the client.

Khaitan & Co has advised Bertelsmann Nederland on the US$22 million Series C round of investment in Rupeek Fintech, operator of an electronic platform for banks and other financial institutions to offer loans to retail customers against gold collateral, through subscription of 2,5Series 07 C cumulative convertible preference shares (CCPS) comprising 6.92 percent of the paid-up share capital of Rupeek Fintech. Accel India V (Mauritius) and SCI Investments V, existing investors in Rupeek Fintech, subscribed to 2,206 and 1,5Series 79 C CCPS, respectively. Partner Mayank Singh, assisted by partner Tanvi Kumar, led the firm’s team in the transaction.

Khaitan & Co has also advised Sterling and Wilson Solar and promoter selling shareholders Shapoorji Pallonji and Company and Khurshed Yazdi Daruvala on its IPO of approximately 36.5 million equity shares with face value of Rs1 (US$0.014) each for cash, aggregating to approximately Rs28.5 billion (US$394.7m), consisting of an offer for sale of approximately 24.35 million equity shares aggregating to approximately Rs19 billion (US$ 263.1m) by Shapoorji Pallonji and an offer for sale of approximately 12.18 million equity shares aggregating to approximately Rs9.5 billion (US$131.5m) by Khurshed. Partners Abhimanyu Bhattacharya and Aditya George Cheriyan led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as Cayman Islands counsel to Edvantage Group Holdings on its global offering of shares and listing in Hong Kong. Edvantage is a Chinese education provider that also operates a college in Melbourne, Australia. The offering raised approximately HK$712.5 million (US$90.85m). Partner Matt Roberts led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and Affiliates advised as to Hong Kong and US laws and Commerce & Finance Law Offices advised as to Chinese laws. The international underwriters were advised by Norton Rose Fulbright Hong Kong as to Hong Kong and US laws and by JunHe as to Chinese laws.

Maples Group (Hong Kong) has acted as Cayman Islands and BVI counsel to CIFI Holdings on its issuance of US$300 million 6.55 percent senior notes due 2024. The notes are listed in Hong Kong. CIFI is engaged in property development and property investment in China. Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Davis Polk & Wardwell acted as US counsel to Credit Suisse and HSBC, as the joint global coordinators and joint lead managers.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Landmark JV, a consortium comprising of ZACD Group, MCC Land and Sin Soon Lee Realty, on the S$286 million (US$205.6m) collective acquisition of all the strata lots and common property in the 139-unit leasehold residential development known as Landmark Tower situated at 173 Chin Swee Road, Singapore. The firm also acted for the syndicate of banks / financial institutions in the financing of the acquisition of Landmark Tower. Partners Norman Ho, Elsa Chai, Angela Lim, Gazalle Mok, Cindy Quek and Chou Ching led the firm’s team in the transaction.

R&T Sok & Heng Law Office, member firm of Rajah & Tann Asia, has acted for Advanced Bank of Asia (ABA Bank), the first commercial bank in Cambodia, on its US$21 million first corporate bond issuance in Cambodia. Partner Tiv Sophonnora led the firm’s team in the transaction.

Shook Lin & Bok is advising Insignia Venture on its subscription into smart access solutions company Igloohome for preference shares in Igloohome’s capital, as a co-lead investor in Igloohome’s most recent US$15 million financing round. In April 2018, Igloohome raised a US$4 million Series A funding round, and this latest round represents Igloohome’s biggest fundraising round to date. Partner Dayne Ho and Chua Shi Ying are leading the firm’s team in the transaction.

Deals – August 28, 2019

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Allen & Gledhill has acted as transaction counsel to Allianz Real Estate Asia Pacific Branch on its US$150 million subscription of interests in GBTC I, a closed-end office development platform managed by the Godrej Group, one of India’s leading business houses. The investment is part of Allianz’s strategy to invest in fast growing markets, such as China and India. The platform targets the development of premium Grade-A offices in tier one cities in India. Partners Richard Young and Ko Xiaozheng, Danny Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Ever Investment on its joint venture with China Lesso Group Holdings, a Hong Kong-listed building materials supplier, to build an US$87 million integrated commercial and logistics complex in Yangon. Myanmar directors Oh Hsiu-Hau and Jacqueline Cheong led the firm’s team in the transaction.

Assegaf Hamzah & Partners, member firm of Rajah & Tann Asia, has acted for a group of eight state-owned enterprises, namely Pertamina, Telkomsel, Asuransi Jiwasraya, Danareksa and four SOE banks, on their Rp1.826 trillion (US$128m) investment in Fintek Karya Nusantara, the operator of e-money company LinkAja. LinkAja is owned by Telekomunikasi Selular, a subsidiary of Telekomunikasi Indonesia. Partners Eko Basyuni and Indira Yustikania led the firm’s team in the transaction.

AZB & Partners is advising HCL Infosystems and its wholly-owned subsidiary HCL Learning on their sale of 100 percent share capital of HCL Insys to PCCW Solutions. The consideration for the proposed transaction is linked to PCCW Solutions’ enterprise value of approximately Rs2.2 billion (US$30.7m). Partner Vinati Kastia led the firm’s team in the transaction, which was signed on August 6, 2019 and is yet to be completed.

AZB & Partners has also advised Internet Fund V, an affiliate of Tiger Global Management, on the acquisition by Tiger Global Management, through Internet Fund V, and other entities of equity securities in UrbanClap Technologies India, operator of the web portal UrbanClap. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at approximately Rs5.3 billion (US$74m) and was completed on August 6, 2019.

Baker McKenzie has acted as lead counsel to CITIC Metal on its C$612 million (US$461.7m) acquisition of an additional 10 percent stake in Canadian mining company Ivanhoe Mines. The transaction marks CITIC Metal’s second investment in Ivanhoe, and will see its stake in Ivanhoe rise to 29 percent. The investment will enable Ivanhoe to move ahead with the construction of its US$1.1 billion Kamoa-Kakula Project’s initial six million-tonne-per-annum high-grade copper mine at the Kakula deposit in the Congo. M&A partners Bee Chun Boo (Beijing) and Greg McNab (Toronto) led the firm’s team in the transaction.

Baker McKenzie and its member firms have advised Gaw Capital on a joint venture with Allianz Real Estate to acquire the DUO Tower and DUO Galleria, a premium grade-A office asset with ancillary retail in Singapore, for approximately S$1.6 billion (US$1.15b). Located above the Bugis MRT Interchange station, the commercial asset comprises 557,972 square feet of international premium grade-A office space, with floor plates ranging between 26,000 and 31,000 square feet, as well as 59,873 square feet of retail space. The asset will be jointly managed by Gaw Capital and Allianz Real Estate, with Gaw Capital, which is representing a sovereign wealth fund in the transaction, owning a 40 percent interest in the property, and Allianz owning the remaining 60 percent. In addition to advising on the establishment of the joint venture, the firm also advised Gaw Capital on the formation of the separate account with the sovereign wealth fund in connection with the transaction. Edwin Wong from Hong Kong, partner Sue Wan Wong from Malaysian member firm Wong & Partners, and local principal Luyi Chan from Singapore member firm Baker McKenzie Wong & Leow led their respective firm’s team in the transaction.

Baker McKenzie Wong & Leow has advised Godrej Fund Management (GFM), the real estate private equity arm of the Godrej Group, on the successful final closing on August 12, 2019 of GBTC I, a US$450 million build-to-core office focused fund that will invest in developing world class, Grade-A office buildings in leading locations across India’s key office markets. GBTC I is the second series of commercial real estate focused funds sponsored by GFM, since its entry into India’s commercial real estate sector. In 2017, the firm advised GFM on the formation and closing of Godrej Office Fund I, a core and core-plus commercial properties focused fund. The two funds together can invest or develop office assets of over US$1 billion in value. Principal Derek Kwan led the firm’s team in the transaction, while AZB & Partners acted as Indian counsel.

J Sagar Associates has advised Naspers Ventures on the Indian leg of its investment, along with other investors, in the Series D funding round of Meesho, an operator of an online market place, through its website and mobile application, carried out primarily out of India by its subsidiary, Fashnear Technologies. The total deal value, including investment by other investors, is approximately US$125 million. Partners Sidharrth Shankar and Prakriti Jaiswal led the firm’s team in the transaction, while Goodwin acted as overseas counsel.

J Sagar Associates is also advising IDBI Capital Markets & Securities, SBI Capital Markets and YES Securities (India), as book-running lead managers, on the proposed IPO of Indian Railway Catering and Tourism Corporation (IRCTC). IRCTC filed a draft red herring prospectus on August 21, 2019 with the SEBI. The IPO is by way of an offer for sale by the President of India, through the Ministry of Railways, of 20 million equity shares, and a reservation of additional equity shares in favour of IRCTC employees. IRCTC the only entity authorised by Indian Railways to provide catering services to railways, online railway tickets and packaged drinking water at railway stations and trains in India. Partners Rohitashwa Prasad and Arka Mookerjee are leading the firm’s team in the transaction.

Khaitan & Co has advised Reliance Industrial Investments and Holdings, a wholly-owned subsidiary of Reliance Industries, on the acquisition of approximately 87.6 percent equity share capital in Shopsense Retail Technologies, on a fully diluted and converted basis for a cash consideration not exceeding Rs2.95 billion (US$41.2m). RIIH has an option to further invest up to Rs1 billion (US$14m) in Shopsense Retail Technologies, which is likely to be completed by December 2021. Partners Supratim Chakraborty and Suhana Islam Murshedd, supported by partners Shailendra Bhandare and Anshul Prakash, led the firm’s team in the transaction.

Khaitan & Co has also advised Össur Hf on the India leg of the acquisition of College Park Industries, including its Indian subsidiary College Park Healthcare India. Össur is a global leader in non-invasive orthopaedics. It focuses on improving people’s mobility through the delivery of innovative technologies within the fields of braces, supports and prosthetic limbs. Headquartered in Iceland, Össur has major operations in the Americas, Europe and Asia, with additional distributors worldwide. Partner Rabindra Jhunjhunwala led the firm’s team in the transaction.

K&L Gates Straits Law has advised molecular diagnostics and life sciences company Nova Satra DX on its recently concluded merger with INEX Innovations Exchange. Valued at US$72 million, the transaction will result in the restructuring of the INEX group, in which NSDX now becomes a part of INEX Innovate, one of Southeast Asia’s largest med-tech specialist companies in cancer research and development. Having won the Start-up Excellence award at the Singapore British Chamber of Commerce’s 18th Annual Business Awards, Singapore-based NSDX works in collaboration with global centres of scientific excellence to research, develop and commercialise blood-based tests for cancer. INEX Innovate shareholders include several institutional investors, now among them Genting Bio Cellular, a wholly-owned subsidiary of Genting, and SEEDS Capital, the investment arm of Enterprise Singapore. Singapore partners Nicholas Hanna and Mark Tan led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as BVI counsel to Tahoe Group Global on its issuance of US$400 million 15 percent senior notes due 2022, unconditionally and irrevocably guaranteed by Tahoe Group. The notes are listed in Singapore, while the transaction closed on July 20, 2019. Tahoe Group is a property developer that focuses on the development of residential and commercial properties in the economically developed areas in China. Partner Derrick Kan led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Davis Polk & Wardwell acted as US counsel to Haitong International Securities, as the initial purchaser of the notes.

Mayer Brown has represented Vietnam Prosperity Joint Stock Commercial Bank (VPBank) on the establishment of its US$1 billion euro medium term note program and its subsequent drawdown of US$300 million 6.25 percent notes due 2022. The offering is the first of its kind in Vietnam, and the first corporate US dollar-denominated bond out of Vietnam in the last seven years. A commercial bank headquartered in Hanoi, VPBank will use the proceeds to improve its financial capacity, enhance operational safety and supplement its funding to meet its medium- and long-term loans. Hong Kong corporate and securities partner Thomas Kollar and Hanoi banking and finance partner Hoang Anh Nguyen, supported by banking and finance partner James Taylor, led the firm’s team in the transaction.

R&T Sok & Heng Law, member firm of Rajah & Tann Asia, is acting as local counsel for Electricite Du Cambodge on the US$3.5 billion coal-fired power plant project in Xekong, Lao PDR. Partner Heng Chhay is leading the transaction.

Shardul Amarchand Mangaldas & Co has advised US-based Kora Management on its proposed investment of up to US$125 million in the Edelweiss Group. Of the total investment, Kora will infuse up to US$75 million in the Edelweiss group’s advisory business, Edelweiss Global Investment Advisers (EGIA), subject to completion of certain identified milestones. The balance of US$50 million will be invested subsequently in the Edelweiss Group. Partner Jay Gandhi led the firm’s team in the transaction, while Lowenstein Sandler advised on other transactional aspects. The Edelweiss Group was represented by Trilegal Mumbai.

Shook Lin & Bok is acting for Singapore fund management company Helicap Investments on the establishment of the Helicap Fund I, a Singapore corporate fund with a target fund size of up to US$150 million. Using a fintech-driven investment identification and scoring process, the fund will invest across a diversified portfolio of private loans across sectors and geographies, comprising direct loans to corporate borrowers, as well as loan opportunities originated from lending marketplaces, platforms and institutions. Partner Tan Woon Hum led the firm’s team in the transaction.

Weil, Gotshal & Manges is advising TPG Capital Asia, TPG Growth and Ontario Teachers’ Pension Plan Board on their acquisition of up to 35 percent of Dream Cruises, a leading cruise brand based in Asia and owned by Genting Hong Kong. The consideration for the 35 percent equity interest is US$489 million, valuing Dream Cruises’ total equity at approximately US$1.4 billion. With assumption of net debt of US$1.87 billion, the enterprise value of the transaction is approximately US$3.3 billion. The transaction includes options for two additional global class ships to be constructed by MV Werften, Genting Hong Kong’s German shipyard. The transaction will be executed in two tranches, and is subject to Chinese and EU antitrust clearances, as well as other customary closing conditions. Hong Kong private equity partner Tim Gardner, supported by partners Henry Ong (corporate), Soo-Jin Shim (finance ), Kimberly Blanchard (tax), Robert Frastai (tax) Amy Rubin (executive compensation and benefits), Jonathon Soler (private funds) and Cassie Kimmelman (private funds), led the firm’s team in the transaction.

WongPartnership is acting for Temasek Holdings on the acquisition of D’Crypt from Starhub and D’Crypt’s founding shareholders. As part of the transaction, Ensign InfoSecurity, StarHub’s joint venture with Temasek, will be issued preference shares and be fully entitled to the economic rights of D’Crypt. Following the transaction, StarHub will hold 60 percent of the economic interest in D’Crypt, through its shareholding and interest in Ensign. Partners Ng Wai King, Dorothy Marie Ng, Lam Chung Nian, Milton Toon, Kevin Ho, Bonnie Wong and Chan Jia Hui led the firm’s team in the transaction.

Deals – August 21, 2019

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Akin Gump has advised Energy Capital Vietnam (ECV) on its memorandum of understanding with Korea Gas Corporation (KOGAS), which provides the framework for the development of a privately funded liquefied natural gas regasification terminal, storage, gas supply system and 3,200MW gas-fired power project in Mui Ke Ga, Binh Thuan Province, Vietnam. ECV is a leading Vietnam-focused project development and asset management company that has been in discussions with the Vietnamese government on energy sector privatisation since 2015. The MOU contemplates KOGAS and ECV working together to meet the significant LNG demand growth forecasted for Vietnam. Houston energy partner Gabe Procaccini, assisted by tax partners Ron Nardini (New York) and Alison Chen (Houston) and energy partner Paul Greening (Singapore), led the firm’s team in the transaction.

Allen & Gledhill is advising Allianz Finance VII Luxembourg on the S$1.58 billion (US$1.14b) joint acquisition, with Gaw Capital Partners, of DUO Tower and DUO Galleria, a mixed-use development in Singapore, via the purchase of all the shares in Ophir-Rochor Commercial, the owner of DUO Tower and DUO Galleria, from Ophir-Rochor Investments. Allianz shall hold 60 percent of the shares in Ophir-Rochor, while Gaw Capital will hold the remaining 40 percent. On completion of the transaction, Allianz and Gaw Capital will also enter into a shareholders agreement to govern their relationship as shareholders of Ophir-Rochor. Partners Richard Young, Lauren Chung, Ko Xiaozheng, Ho Kin San, Lim Mei Ann and Aloysius Ng are leading the firm’s team in the transaction.

AZB & Partners has advised Arun Sarin and Sarin Family India on the acquisition by Sarin Family India and other entities, including SAIF Partners and Sequioia Capital India, of certain equity shares of Meesho. The transaction was signed on March 21, 2019 and was completed on March 26, 2019. The firm has also advised the family on the acquisition of certain compulsorily convertible preference shares of Rainshine Entertainment Partners, which was signed on May 13, 2019 and was completed on June 21, 2019. Anil Kasturi, Jaishree Tolani and Siddharth Khanna led the firm’s team in the transactions.

Clifford Chance has advised global private markets investment manager Partners Group on its investment into the A$500 million (US$339m) Bango Wind Farm project in New South Wales, Australia. The Bango Wind Farm is a 244MW construction-ready wind energy project, which is projected to generate enough renewable energy to power more than 100,000 households. Bango is the third renewable wind farm investment in Australia under the landmark Grassroots Renewable Energy entity, a large-scale renewable energy platform formed in 2018 by Partners Group and CWP Renewables. Partner Andrew Crook, supported by partner Nadia Kalic, led the firm’s team in the transaction.

J Sagar Associates has advised Avalara on the India leg of a global transaction involving the acquisition of the business of Portway International. Avalara is a leading global provider of tax compliance automation software for businesses, while Portway provides customers with harmonised system classifications and outsourced customs brokerage services. Partners Probir Roy Chowdhury and Vishnu Nair led the firm’s team in the transaction, while Perkins Coie acted as global counsel. Portway International was represented in India by Khaitan & Co, while Fasken Martineau DuMoulin acted as global counsel.

J Sagar Associates has also advised Tata Sponge Iron (TSI) on its rights issue. TSI filed a letter of offer on June 14, 2019 for the issue of up to 33 million equity shares on rights basis, aggregating up to Rs16.5 billion (US$230m). Tata Steel, the promoter of TSI, was granted a case specific exemption by SEBI for subscription in the rights issue to exceed the maximum permissible promoter shareholding threshold of 75 percent to meet minimum subscription criterion under the rights issue. TSI is one of India’s largest merchant sponge iron manufacturers. It manufactures and sells sponge iron using TDR technology, and generates and sells power utilising the waste heat emanating from the sponge iron production process. Recently, TSI acquired the steel business of Usha Martin, along with certain captive power plants and iron and coal mines. TSI proposes to utilise the proceeds from the rights issue to repay a part of its outstanding debt. Partners Vikram Raghani and Arka Mookerjee led the firm’s team in the transaction.

Khaitan & Co has advised CDE Asia on the US$14.5 million investment, which included primary investment and secondary investment by IIFL Special Opportunities Fund, in CDE Asia. Partners Arindam Sarkar and Suhana Islam Murshedd led the firm’s team in the transaction.

Khaitan & Co has also advised Vista Processed Foods on its acquisition of the manufacturing facilities of Global NutriFood at Madanapalle, Andhra Pradesh, together with land, building and plant and machinery, for a total consideration of Rs350 million (US$4.9m). Partners Rajiv Khaitan and Rashmi Deshpande led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as BVI counsel to China Great Wall International Holdings IV on its issuance of US$200 million 3.125 percent guaranteed bonds due 2024 and US$400 million 3.95 percent unsubordinated guaranteed perpetual securities. The securities are listed in Hong Kong and are unconditionally and irrevocably guaranteed by China Great Wall AMC (International) Holdings, a direct wholly-owned subsidiary of China Great Wall Asset Management, one of the four leading asset management companies and a leading provider of comprehensive financial services and innovative products in China. The transaction closed on July 31, 2019. Partner Derrick Kan led the firm’s team in the transaction, while Clifford Chance acted as English counsel to the issuer and the guarantor. Linklaters acted as English counsel to the joint lead managers and the trustee.

Paul Hastings has represented Hong Kong-listed Yuzhou Properties, a leading Chinese property developer on the issuance of US$200 million 5.5 percent senior notes due 2020, where Credit Suisse acted as the sole global coordinator, sole book-runner, and sole lead manager, and the further issuance of US$400 million six percent senior notes due 2023, with BOC International, HSBC, JP Morgan and Yuzhou Financial as the joint global coordinators, and BOC International, HSBC, JP Morgan, Barclays, Guotai Junan International, Haitong International and Yuzhou Financial as the joint book-runners and joint lead managers. Corporate partner Vivian Lam led the firm’s team in the transaction.

Paul Hastings has also represented Sino-Ocean Group Holding, one of the largest real estate companies in China, as the guarantor on the issuance by its wholly-owned subsidiary, Sino-Ocean Land Treasure IV, of US$600 million in 4.75 percent guaranteed notes due 2029. The transaction closed on August 5, 2019. Corporate partner Vivian Lam also led the firm’s team in the transaction. Linklaters acted as English counsel to the trustee and to HSBC, Goldman Sachs (Asia), UBS, China CITIC Bank International, BOCI Asia, Barclays, DBS and Haitong International, as the joint lead managers. Maples Group (Hong Kong) acted as BVI counsel to Sino-Ocean Land Treasure IV, led by partner Lorraine Pao.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Arch Capital Management, a Hong Kong-based fund manager, on the approximately S$210 million (US$151.5m) acquisition, on behalf of a German fund, of the entire issued and paid-up share capital in Yongjin Holdings, the registered proprietor of Anson House, the property situated at 72 Anson Road, Singapore. The team also assisted in the financing of the transaction. Partners Norman Ho, Benjamin Tay, Loh Chun Kiat and Cindy Quek led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also advised CITIC Environment (International) on the acquisition of shares in CITIC Envirotech from its other consortium partners. The CITIC Envirotech group is a leading membrane-based integrated environmental solutions provider specialising in water and wastewater treatment, water supply and recycling. Partner Danny Lim led the firm’s team in the transaction.

Shook Lin & Bok is acting for CapitaLand on the second tranche of sustainability-linked loans amounting to S$300 million (US$216.5m) secured from Credit Agricole Corporate & Investment Bank, Natixis Bank and Societe Generale. The announcement of these five-year multicurrency loans follows CapitaLand’s collaboration with Sembcorp Industries to install solar panels atop six of its properties. CapitaLand states that it is the first company in Asia to partner Societe Generale for a sustainability-linked loan, and also the first real-estate company in Asia to partner Credit Agricole Corporate & Investment Bank and Natixis Bank for a loan of this nature.

Skadden has advised 9F, a leading digital financial accounting platform in China, on its US$85 million IPO of ADSs on Nasdaq. The underwriters have been granted an option to purchase an aggregate of up to 1.335 million additional ADSs. If this option is exercised, the offering is expected to raise US$97.23 million. Trading commenced on August 15, 2019. Hong Kong partner Julie Gao and Shanghai partner Haiping Li led the firm’s team in the transaction. Davis Polk, led by corporate partners James Lin and Li He, advised the underwriters.

Skadden has also advised AMTD International, a subsidiary of AMTD Group, Asia’s largest independent investment banking firm, on its US$200 million IPO in New York. Trading commenced on August 5, 2019. Hong Kong partner Julie Gao also led the firm’s team in the transaction.

SSEK has advised MNC Land, a leading Indonesian property company, on its collaboration with Trump Organisation on the “Trump Residences Indonesia”, two ultra-luxury integrated developments in Bali and Lido, Bogor. The firm also assisted the Trump Organisation by providing project-related Indonesian legal and regulatory advice. Trump Residences Bali will be part of MNC Bali Resort, covering an area of 102 hectares. It will feature 144 ultra-luxurious residences integrated into the six-star Trump International Resort, Golf Club & Residences Bali. Trump Residences Lido will be located in MNC Lido City, an integrated entertainment and lifestyle destination in Lido, West Java, covering an area of 350 hectares. Managing partner and a supervising partner of the land and property practice Denny Rahmansyah and senior partner Ira Eddymurthy led the firm’s team in the transaction.

Deals – August 14, 2019

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Assegaf Hamzah & Partners, member firm of Rajah & Tann Asia, has successfully defended state-owned mining company Aneka Tambang (Antam) against a compensation claim brought by Perusahaan Toradja, in relation to a transfer of a nickel mine site in 1961. The Indonesian Supreme Court ruled in Antam’s favour and dismissed the US$7.3 billion compensation claim. Partner Asep Ridwan led the firm’s team representing the client.

Assegaf Hamzah & Partners, member firm of Rajah & Tann Asia, is also representing Tirta Investama, the Indonesian bottled water subsidiary of Danone, on an appeal against a Rp13.8 billion (almost US$1m) fine imposed by the Indonesian Competition Commission (KPPU) for alleged abuse of its dominant position against another bottled water producer. The South Jakarta District Court overturned KPPU’s decision and dismissed the fine. KPPU lodged an appeal to the Supreme Court, while Tirta filed a counter appeal against KPPU’s objection. Partners Chandra Hamzah, Asep Ridwan and Farid Fauzi Nasution are leading the firm’s team representing the client.

AZB & Partners has advised Larsen & Toubro on its Rs107 billion (US$1.5b) acquisition of approximately 66 percent of Mindtree. Managing partner Zia Mody, senior partner Ashwath Rau, head of competition practice partner Samir Gandhi and partners Dhruv Singhal and Medha Marathe led the firm’s team in the transaction, which was completed on July 2, 2019.

AZB & Partners has also advised the International Finance Corporation on an up to US$150 million foreign currency term loan it extended to RBL Bank. The loan proceeds are proposed to be utilised by RBL to make loans or credit investments to or in MSMEs, joint lender groups, individual businesses across India and eligible sub-projects. Partners Gautam Saha and Dushyant Bagga led the firm’s team in the transaction, which was completed on July 9, 2019.

Baker McKenzie has advised Mitsubishi UFJ Trust and Banking Corporation (MUTB) on its A$4 billion (US$2.7b) acquisition of the global asset management division (CFSGAM) of the Commonwealth Bank of Australia. CFSGAM manages A$218.4 billion (US$148.5b) in funds investments for clients around the world, including many substantial investments in infrastructure assets. M&A partners Ben McLaughlin (Australia) and Tetsuo Tsujimoto (Japan) led the firm’s team in the transaction, which closed on August 2, 2019, subject to many regulatory approvals around the world.

Baker McKenzie has also assisted Wyndham Vacation Clubs Asia Pacific on its recent acquisition of privately held Resort Frontier, the management company for Sundance Resort Club, a point-based vacation club with over 11,000 members and 16 resort destinations in Japan. The acquisition also sees Wyndham purchase the balance of Sundance’s unsold inventory. The deal marks the groundbreaking entry into the vacation club market in Japan of Wyndham Vacation Clubs, the vacation ownership division of the world’s largest vacation ownership and exchange company, New York-listed Wyndham Destinations, and expands Wyndham Vacation Clubs Asia Pacific’s managed resort portfolio to 69 properties across Australia, New Zealand, Fiji, Indonesia, Thailand, Hawaii, Europe and now Japan. Tokyo real estate partner Chris Hodgens, supported by real estate partner Seishi Ikeda, led the firm’s team in the transaction.

J Sagar Associates has advised State Bank of India Tokyo Branch (SBI Tokyo) on the restructuring of its existing finance package, in relation to Chambal Fertilisers and Chemicals’ 1.34 million mt of urea per annum capacity expansion project, which is the first of its kind under India’s new urea investment policy 2012, as amended in 2014. SBI Tokyo provided US$55 million fund-based foreign currency financing, in simultaneous cancellation of the rupee commitments amounting to approximately Rs3.7 billion (US$52m). SBI Tokyo also acted as the facility agent for the new facilities. The firm has acted for the consortium of lenders in 2016, when the facilities were originally availed by Chambal, and for subsequent restructuring in 2017. Partner Anish Mashruwala led the firm’s team in the transaction.

J Sagar Associates has also advised ICICI Securities and Nomura Financial Advisory and Securities (India), as book-running lead managers, on Affle’s (India) IPO, which comprised of a fresh issue of equity shares aggregating to Rs900 million (US$12.7m) and an offer for sale by its promoter Affle Holdings aggregating to Rs3.7 billion (US$52m). Affle is a global technology company with a proprietary consumer intelligence platform that delivers consumer acquisitions, engagements and transactions through relevant mobile advertising. It also has an enterprise platform which primarily provides end-to-end solutions for enterprises to enhance their engagement with mobile users. Partners Rohitashwa Prasad and Lalit Kumar led the firm’s team in the transaction.

Kirkland & Ellis is representing Hong Kong and Singapore-listed TPV Technology on its proposed privatisation by China Electronics, by way of a scheme of arrangement and the withdrawal of listing of its shares in Hong Kong and Singapore. Hong Kong corporate partners Nicholas Norris and Joey Chau are leading the firm’s team in the transaction.

LNT & Partners has advised Taisho Pharmaceutical, one of the five largest pharmaceutical companies in Japan, on its US$107.4 million acquisition of a controlling stake in Duoc Hau Giang (Hau Giang Pharmaceutical-DHG), Vietnam’s leading pharmaceutical manufacturer. The deal is expected to strengthen Taisho’s foothold in Vietnam’s highly regulated pharmaceutical market, and will enable Taisho to contribute more to DHG’s growth. Partners Nguyen Xuan Thuy and Bui Ngoc Hong led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as Cayman Islands counsel to YY on its issuance of US$500 million 0.75 percent convertible senior notes due 2025 and US$500 million 1.375 percent convertible senior notes due 2026, which are convertible into American depositary shares. YY is one of the leading global social media platforms, offering users around the world various video-based products and services, such as live streaming, short-form videos and video communication. Partner Greg Knowles led the firm’s team in the transaction, which closed on June 26, 2019. Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Davis Polk & Wardwell acted as US counsel to the initial purchasers, including Goldman Sachs (Asia) and Credit Suisse Securities (USA).

Maples Group (Hong Kong) has also acted as Cayman Islands counsel to Cayman Islands companies China Index Holdings (CIH) and New York-listed Fang Holdings, a leading real estate internet portal in China, on Fang’s spin-off of CIH, to create two independent, public traded companies. The spin-off was effected by Fang distributing all of CIH’s issued shares, at par value US$0.001 each owned by Fang, to Fang’s own shareholders by way of dividend, while American depositary shares representing CIH shares were distributed to holders of ADSs representing Fang’s shares. The ADSs representing CIH shares were listed on the Nasdaq. Following the spin-off, CIH will focus on serving the commercial property sector in China, while Fang will retain its business operating a real estate internet portal focusing primarily on serving the residential property sector. The spin-off was completed on June 11, 2019. Partner Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati acted as US counsel and Jingtian and Gongcheng acted as China counsel.

Shardul Amarchand Mangaldas has advised Tata Global Beverages on the acquisition of the branded tea business of Dhunseri Tea and Industries. Partners Raghubir Menon, Abhishek Guha and Ankit Kejriwal, supported by partners Mukul Baveja and Rajat Bose, led the firm’s team in the transaction, which was valued at approximately Rs1.01 billion (US$14.2m) and is subject to customary closing conditions. Khaitan and Co advised Dhunseri Tea and Industries.

S&R Associates is representing IRB Infrastructure Developers, one of India’s largest private roads and highways infrastructure developers, on up to Rs440 billion (US$6.2b) investments in its roads platform by affiliates of GIC, Singapore’s sovereign wealth fund. As part of the transaction, IRB will transfer nine of its road assets to a newly-created private Infrastructure Investment Trust (InvIT) under SEBI regulations, in which IRB will hold 51 percent, while GIC affiliates will hold 49 percent of its units. GIC will also hold 49 percent in the InvIT’s investment manager, while IRB will be its project manager. Partners Sandip Bhagat and Sudip Mahapatra are leading the firm’s team in the transaction, which is subject to regulatory approvals, lender consents and other applicable approvals.

WongPartnership has acted for Openspace Ventures on the Series A funding round for Nutrition Technologies, which was also led by SEEDS Capital, the investment arm of Enterprise Singapore. The funding will be used to establish the largest high-tech commercial-scale insect protein production facility in Southeast Asia. Partner Kyle Lee led the firm’s team in the transaction.

Deals – August 7, 2019

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Allen & Gledhill has advised DBS Bank, as arranger and dealer, on the establishment of a S$500 million (US$361.5m) multicurrency debt issuance programme by Thomson Medical Group. The firm also advised DBS, Credit Suisse (Singapore) and Maybank Kim Eng Securities, as joint lead managers and joint book-runners, on the issue of S$225 million (US$162.7m) 4.8 percent notes due 2022 under the programme. Deutsche Bank Singapore Branch was appointed principal paying agent and CDP registrar, while Deutsche Bank Hong Kong Branch was appointed non-CDP paying agent and non-CDP registrar. DB International Trust (Singapore) was appointed trustee of the holders of securities issued under the programme and security trustee for the holders of the relevant notes issued under the programme. Partners Margaret Chin, Fabian Tan, Daselin Ang and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised Frontiir, the leading internet service provider in Myanmar, on a direct equity investment by CDC, the UK’s development finance institution, in Frontiir, under which CDC has taken a minority stake in Frontiir. The first direct equity investment in Myanmar by CDC, the investment will help fund Frontiir’s expansion throughout Myanmar, connecting over two million people to the internet. Myanmar director Oh Hsiu-Hau led the firm’s team in the transaction.

AZB & Partners is advising Excel Industries on its Rs950 million (US$13.4m) acquisition, by way of a business transfer, of the chemical manufacturing unit of NetMatrix Crop Care at the Andhra Pradesh SEZ, Visakhapatnam. Partner Vaidhyanadhan Iyer is leading the firm’s team in the transaction, which was signed on July 4, 2019 and is yet to be completed.

AZB & Partners is also advising Visa International Service Association on its acquisition, with other entities, of approximately five percent equity stake in PayMate India. Partners Ashwath Rau and Anu Tiwari are leading the firm’s team in the transaction, which was signed on July 18, 2019 and is yet to be completed.

Baker McKenzie has advised Hong Kong-listed Evergrande Health Industry Group on the establishment of a joint venture with Hofer. The joint venture will be devoted to developing world-leading integrated electric axles for Evergrande, and establishing advanced research and development in Germany with a production base in China. hofer powertrain, a world leader in the development and application of new energy vehicle electric drive systems, is widely recognised for its leading capability to design, develop and manufacture integrated electric drive units. Corporate partners Andreas Lohner and Jon Marcus Meese, supported by IP partner Michael Fammler, corporate partners Lawrence Lee and Christina Lee, as well as Scott Silverman and Chunyuan Dou from FenXun Partners, led the firm’s team in the transaction.

Baker McKenzie has also advised Swedish investment firm EQT Partners on the acquisition by its Asia-focused mid-market fund of a majority stake in Nexon Asia Pacific, which provides unified communications, cloud, managed security, business solutions and digital workspace services to clients across various sectors in Australia. Australian head of private equity Simon De Young, supported by partner Lawrence Mendes, led the firm’s team in the transaction.

CNPLaw has acted as Singapore counsel to Malaysia-listed Kumpulan Perangsang Selangor on its acquisition, through its wholly owned subsidiary Perangsang Dinamik, of 100 percent equity interest in Toyoplas Manufacturing (Malaysia), a plastic injection moulding firm. Partner Ken Chia led the firm’s team in the transaction, which was signed on May 17, 2019 for a cash consideration of M$311.25 million (US$74.2m)..

CNPLaw has also acted as Singapore counsel to CBMM Supply Services and Solutions, a Singapore-headquartered mining and quarrying supply services and solutions provider, on its seed fundraising involving equity injections of US$1 million by UAE and US institutional investors. Partner Ken Chia also led the firm’s team in the transaction, which was completed in April 2019.

Cyril Amarchand Mangaldas has advised Essel Group companies Cyquator Media Services and Essel Corporate on the sale of 11 percent stake in Zee Entertainment Enterprises to OFI Global China Fund. The deal was signed on July 31, 2019 and is expected to close by August 31, 2019. Managing partner Cyril Shroff and partner Akila Agrawal, supported by partners Mukul Sharma and Ramanuj Kumar, led the firm’s team in the transaction, which was valued up to Rs42.44 billion (US$598.2m). KPMG also advised the sellers.

J Sagar Associates has advised YES Securities (India), Elara Capital (India), IDBI Capital Markets & Securities and SBI Capital Markets, as the book-running lead managers, on the proposed IPO of Indian Renewable Energy Development Agency (IREDA). IREDA has filed a draft red herring prospectus with the SEBI for a fresh issue of up to 139 million equity shares, including a reservation of up to 695,000 equity shares for IREDA employees. IREDA is a domestic financial institution with more than 30 years of experience in the Indian renewable energy sector. Partners Vikram Raghani and Arka Mookerjee led the firm’s team in the transaction.

J Sagar Associates has also advised Affirma Capital (earlier known as Standard Chartered) on the acquisition by its affiliate, TBO Korea Holdings, of a significant minority stake in the share capital of Tirupati Medicare, which is engaged in contract manufacturing pharmaceuticals, nutraceuticals, sports nutrition and ayurvedic products for some of the major pharma companies. The deal was structured such that TBO acquired shares as a combination of primary infusion of capital and secondary purchase of shares from Tirupati Medicare promoters. The transaction is valued at approximately US$50 million, while the investment is spread over two tranches, with the second tranche scheduled to close in September 2019. Partners Sidharrth Shankar, Rupinder Malik, Shantanu Jindel and Rajul Bohra led the firm’s team in the transaction.

Khaitan & Co has advised Mitsui & Co on the US$14 million investment in Smart E — Treasure Vase Ventures, an all-electric vehicle platform focusing on first and last mile connectivity / mobility services in urban areas. The company provides environmentally sustainable solutions and is also engaged in establishing charging stations, electric vehicle hubs and other related infrastructure in furtherance of its business operations. Partner Zakir Merchant, supported by partner Shailendra Bhandare, led the firm’s team in the transaction.

Khaitan & Co has also advised Usha Martin on the closing of the sale of its producing iron ore mine and a coal mine under development to Tata Sponge Iron, through a slump sale on a going-concern basis, as a part of its steel business transfer. Partners Haigreve Khaitan, Anuj Shah and Supratim Chakraborty, supported by partner Shivanshu Thaplyal, led the firm’s team in the transaction, which involved complex structuring issues, including advice on various regulatory issues and transfer of mines.

Maples Group (Hong Kong) has acted as Cayman Islands and BVI counsel to CIFI Holdings on its issuance of Rmb1.6 billion (US$227m) 6.7 percent senior notes due 2022. The notes are listed in Hong Kong, and the transaction closed on July 23, 2019. CIFI is a property developer and property investor in China. Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Davis Polk & Wardwell acted as US counsel to Standard Chartered Bank, as the sole global coordinator and lead manager.

Maples Group (Hong Kong) has also acted as BVI counsel to Tongfang Aqua on its issuance of US$300 million 6.8 percent guaranteed bonds due 2022, unconditionally and irrevocably guaranteed by Tsinghua Tongfang. The bonds are listed in Hong Kong, and the transaction closed on July 20, 2019. Tsinghua is a renowned technology company in China founded by Tsinghua University to commercialise its technological expertise and research outputs. Partner Derrick Kan led the firm’s team in the transaction, while King & Wood Mallesons acted as English counsel. Linklaters acted as English counsel to DBS Bank, UBS AG Hong Kong Branch, CMB International Capital, Guotai Junan Securities (Hong Kong), Orient Securities (Hong Kong) and BOCOM International Securities, as the joint lead managers.

Paul Hastings and Simpson Thacher advised on the definitive agreement by Shanghai Fosun Pharmaceutical (Fosun Pharma) to sell its stake in United Family Healthcare (UFH), valued at US$523.15 million, to New Frontier Corporation (NFC). Upon closing of the transaction, Fosun Pharma will subscribe to approximately 6.6 percent equity stake in NFC for approximately US$94 million. The entire transaction, which also involves the global alternative asset firm TPG selling its stake in UFH to NFC, values UFH at approximately US$1.3 billion. UFH is one of the largest and most recognised private healthcare providers offering comprehensive premium healthcare services in China. New York-listed NFC is a special purpose acquisition company sponsored by New Frontier Group, a China-focused investment group that invests in, builds and operates diversified businesses in the new economy sectors of China. The new company will operate under the name of New Frontier Health Corporation, with the mission to deliver high quality and comprehensive healthcare services across China, and to continue to grow through organic expansion and strategic acquisitions. Shanghai corporate partners Jia Yan and David Wang led the firm’s team in the transaction. Simpson Thacher advised New Frontier, with partners Patrick Naughton, Yang Wang, Robert Holo and Larry Moss leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for Gaw Capital Partners on the approximately S$1.6 billion (US$1.16b) acquisition by a consortium, comprising of Gaw Capital Partners and Allianz Real Estate, of the entire issued and paid-up share capital of Ophir-Rochor Commercial, a wholly-owned subsidiary of M+S, which owns the property situated at 3 and 7 Fraser Street, Singapore and known as Duo Tower and Duo Galleria, respectively. Partners Norman Ho, Sandy Foo, Benjamin Tay and Favian Tan are leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also acted for Oneberry Technologies, a leading provider in remote surveillance solutions, on its Series A fundraising round with CMIA Capital Partners. Partner Terence Quek led the firm’s team in the transaction.

Simpson Thacher is advising KKR on the signing of a stock and asset purchase agreement with Campbell Soup, under which KKR will acquire certain international operations from Campbell International for an enterprise value of approximately US$2.2 billion. Hong Kong M&A partners Katie Sudol and Ian Ho, and New York partners (intellectual property), Katharine Moir (tax) and Tristan Brown (executive compensation and employee benefits) led the firm’s team in the transaction. Allens also advised KKR.

TT&A has advised on Indian renewable energy company Greenko Energy Holdings’ US$950 million international bond offering, which was three times oversubscribed. GIC Holdings, part of Singaporean sovereign wealth fund GIC, and the Abu Dhabi Investment Authority (AIDA) supported Greenko in what was the largest green bond placement in Asia. The fundraising came a week after the two funds agreed to make an additional US$329 million equity investment in Greenko to fund its business plan. The Hyderabad-based firm, which focuses on building integrated renewable energy plants with storage, currently has more than 4.2 GW of operational wind, solar and hydropower assets in its portfolio, and has over seven GW under construction. At present, GIC is the largest shareholder in Greenko with a 61 percent interest, while AIDA holds 15 percent. The remaining 24 percent are owned by major shareholders Mahesh Kolli and Anil Kumar Chalamalasetty. Partner Rahul Gulati led the firm’s team in the transaction.

Deals – July 31, 2019

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Allen & Gledhill has advised DBS Bank, United Overseas Bank, Oversea-Chinese Banking Corporation, Sumitomo Mitsui Banking Corporation Singapore Branch and MUFG Bank on the S$1.02 billion (US$744m) facilities to Jewel Changi Airport Trustee, as trustee-manager of the Jewel Changi Airport Trust. Jewel is an iconic mix-use development in Singapore, comprising entertainment, retail and aviation facilities and attractions. Its key features include the world’s tallest indoor waterfall and a distinctive dome-shaped facade designed by world-renowned architect Moshe Safdie. Partner Lim Wei Ting led the firm’s team in the transaction.

Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted for Indonesia Asahan Aluminium (Inalum) on its issuance of five series of global bonds worth US$4 billion in November 2018. The series consisted of US$1 billion notes at 5.23 percent due 2021, US$1.25 billion notes at 5.71 percent due 2023, US$1 billion notes at 6.53 percent due 2028, and US$750 million notes at 6.757 percent due 2048. Proceeds from the bonds were used to fund the acquisition of a majority stake in Freeport Indonesia, the operator of the largest gold mine and the second largest copper mine in the world, by the Republic of Indonesia, through Inalum. Partners Ahmad Fikri Assegaf and Bono Daru Adji led the firm’s team in the transaction.

Baker McKenzie Wong & Leow has advised StashAway, a robo-adviser for both retail and accredited investors, on the completion of a US$12 million Series B funding round led by Eight Roads Ventures, the proprietary investment arm of Fidelity International, and participated by Asia Capital & Advisors. Since StashAway first launched in Singapore in July 2017, tens of thousands of people of 125 nationalities from 77 countries have used the platform. Since its Series A fundraising round in March 2018, StashAway entered its second country, Malaysia, and became the first and only robo-adviser in Singapore to accept the country’s Supplementary Retirement Scheme Fund for investments. Singapore-based principal and Asia Pacific head of financial institutions Stephanie Magnus, supported by local principal Selwyn Lim, led the firm’s team in the transaction.

Davis Polk has advised Nasdaq-listed DouYu International Holdings on its SEC-registered IPO of approximately 67.4 million American depositary shares, consisting of approximately 45 million ADSs sold by DouYu and 22.5 million ADSs sold by the selling shareholders, for total proceeds of approximately US$775 million, if the underwriters do not exercise their over-allotment option. DouYu will not receive any of the proceeds from the sale of the ADSs by the selling shareholders. Each 10 ADSs represent one ordinary share of DouYu. The underwriters have an option to purchase up to an approximately additional 6.74 million ADSs from DouYu and 3.37 million ADSs from the selling shareholders. The firm also advised the selling shareholders as to US law. Headquartered in Wuhan, China, DouYu is a leading game-centric live streaming platform in China and a pioneer in the eSports value chain. Partner Li He led the firm’s team in the transaction.

Maples Group (Hong Kong) has acted as Cayman Islands counsel to Weibo, a leading social media platform in China, on its issuance of US$800 million 3.5 percent senior notes due 2024. The securities are listed in Singapore, while the transaction closed on July 4, 2019. Partner Richard Spooner led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Simpson Thacher & Bartlett acted as US counsel to Goldman Sachs, as the representative of the underwriters.