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Deals – September 28, 2016

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AZB & Partners has advised WestBridge Crossover Fund on its acquisition, together with India Financial Inclusion Fund, of an over 10 percent minority share of Aptus Value Housing Finance India. Partner Srinath Dasari led the transaction, which was valued at approximately Rs2.7 billion (US$40.6m) and was completed on September 9, 2016.

AZB & Partners is also advising Tata Power, its wholly-owned subsidiary Tata Power International, ICICI Bank and ICICI Venture, on Tata Power International’s acquisition of up to 26 percent share in Resurgent Power Ventures Singapore. Partners Sai Krishna Bharathan and Shameek Chaudhuri led the transaction, which is valued at approximately Rs55 billion (US$827m) and is yet to be completed.

Clyde & Co has advised Aster DM Healthcare on its acquisition of a majority interest in Harley Street Medical Centre and certain affiliated companies in Abu Dhabi. Aster DM Healthcare, which started in 1987 in Dubai as a single medical centre, has now become a US$6 billion healthcare conglomerate with more than 300 facilities in the Middle East, India and Far East Asia. The Harley Street Medical Centre is a day care surgery in Abu Dhabi that offers the highest standards of medical care in urology, plastic surgery, gynaecology, gastroenterology, orthopaedics, paediatrics, internal medicine and general surgery. Dubai partner Barton Hoggard led the transaction.

Conyers Dill & Pearman has provided Bermuda and BVI advice to RKI Overseas Finance 2016 (B) on its issue of US$500 million 4.7 percent senior notes due 2021. RKI Overseas Finance is the subsidiary of Hong Kong Main Board-listed Road King Infrastructure, a prominent property developer and a leading toll road investor and operator in China. Partner Christopher Bickley, working alongside Reed Smith Richards Butler, led the transaction.

Conyers Dill & Pearman has also provided BVI advice to Zhiyuan Group (BVI) on its issue of US$100 million 6.2 percent guaranteed bonds due 2019. Zhiyuan Group is an indirect wholly-owned subsidiary of Jiangsu Newheadline Development Group, the largest investment and financing platform of the Lianyungang Municipal Government that focuses on city construction and municipal development. Partner Anna Chong, working alongside King & Wood Mallesons, led the transaction.

Cyril Amarchand Mangaldas has acted as Indian counsel to Sindya Securities & Investments, the indirect minority shareholders of Aircel, on the combination of the wireless telecom business of Reliance Communications with Aircel. Sindya holds the minority stake in Aircel through Deccan Digital Networks. The transaction will be the largest-ever consolidation in the Indian telecom sector, with the consolidated entity having assets of Rs650 trillion (US$9.7t) with a net worth of Rs350 trillion. Mumbai managing partner Cyril Shroff and corporate partner Radhika Gaggar led the transaction, which was signed on September 14, 2016 and is subject to court approval.

ELP has advised existing investor Samara Capital Partners Fund I on the acquisition of a majority stake by the Taparia family in Guardian Lifecare, India’s third largest pharmacy chain. Partner Darshan Upadhyay and associate partner Bhavin Gada led the transaction which closed on July 19, 2016.

ELP has also represented Uttam Galva Steels on an anti-dumping and countervailing duty investigation initiated by the US Department of Commerce on imports of corrosion resistant steel from India. Uttam Galva Steels got the lowest margin of anti-dumping and countervailing duty amongst the cooperating exporters from all subject countries. Partner Sanjay Notani led the transaction, which closed on July 19, 2016.

Khaitan & Co has advised GlaxoSmithKline plc (GSK) on the India leg of the global transaction between GSK and Aspen Pharmacare for the sale of GSK’s anti-thrombosis products and anesthetics business, involving a potential asset transfer in India for £180 million (US$233.7m), plus milestones of up to £100 million (US$130m). Senior partner Haigreve Khaitan and associate partner Sameer Sah, assisted by partner Avaantika Kakkar, led the transaction.

Khaitan & Co has also advised Wand Partners on the approximately US$40 million sale of its 100 percent stake in SeedWorks International to India Value Fund. Wand Partners is an active private equity sponsor and investor focused on specialty financial services. Partner Ganesh Prasad, assisted by partner Bijal Ajinkya, led the transaction.

Luthra & Luthra has represented Eli group’s Eli Health Solutions on its acquisition of Lekhisoft Software Solutions. The acquisition was a strategic move by Eli for its debut in the healthcare sector in India, especially after the success of its ophthalmology hospital management software ‘Netram’ in the international market. The transaction also marks Eli Global’s first acquisition in India. Lekhisoft is a sole proprietorship engaged in providing software solutions in the healthcare sector. Partner Kanchan Sinha, supported by partners Nirupam Lodha and Lokesh Shah, led the transaction.

Maples and Calder acted as Cayman Islands counsel to Foxconn (Far East) on its issue of US$600 million 2.25 percent notes due 2021 and US$400 million 3 percent notes due 2026 under its US$3.5 billion MTN programme guaranteed by Hon Hai Precision Industry. The notes are listed on the SGX-ST. Partner Lorraine Pao led the transaction.

Minter Ellison is advising Baring Private Equity Asia on a scheme implementation deed for a A$1.2 billion (US$918m) buyout and take-private proposal of Australia-listed SAI Global. The transaction will be implemented by way of a members’ scheme of arrangement under Part 5 of the Corporations Act 2001 (Cth). SAI Global is a global risk management, compliance and information business. Baring Asia is a leading Asia-Pacific focused private equity business comprising funds with more than US$9 billion commitments under management. Corporate M&A partner Ricky Casali, supported by partners Bart Oude-Vrielink, David Moore, Michael Gajic and John Mosley, is leading the transaction. Gilbert & Tobin is advising SAI Global.

Norton Rose Fulbright has advised Caisse de Depot et Placement de Quebec, Kuwait Investment Authority and State General Reserve Fund of Oman on an US$850 million investment platform with Tata Power and ICICI Venture for investments into thermal and hydro power assets in India. This involved the creation of a bespoke platform to facilitate investment in power projects in India in the coming two to three years. It combines the expertise of two of India’s leading business groups along with internationally-reputed sovereign wealth funds and pension funds. The platform will enable the investors to establish a greater presence in India, the world’s fifth largest electricity producing country, and increase their investment footprint in the Indian infrastructure ecosystem. Singapore corporate partner Sheela Moorthy led the transaction whilst Khaitan & Co advised on Indian law. The counterparties were advised by Akin Gump and AZB & Partners.

Rajah & Tann Singapore has acted for Happyfresh Group (ICart Group) on its Series A extension and Series B rounds of fundraising involving Samena Capital as lead investor, Vertex Venture Holdings, Sinarmas Digital Ventures, Venturra Capital and Endeavour Capital. The deal involved instructing Indonesia, Malaysia, Thailand, Philippines and Taiwan lawyers. Partner Brian Ng led the transaction.

Rajah & Tann Asia has also advised Myanma Awba Group (Awba) on International Finance Corporation’s (IFC) US$10 million financing to Awba. The financing took the form of a convertible facility and is IFC’s first financing in the agriculture sector in Myanmar. Awba is a leading manufacturer and distributor of crop protection products in Myanmar. The financing is intended to support Awba’s sustainable expansion in the agriculture sector in Myanmar. Partners Chester Toh and Nicholas How from Rajah & Tann Singapore led the transaction, with Myanmar law support from its Yangon office Rajah & Tann NK Legal Myanmar.

Shearman & Sterling has advised Jacobson Pharma on its global offering and IPO on the Main Board of the HKSE. BOCI Asia acted as the sole sponsor, sole global coordinator, sole book-runner and sole lead manager. Jacobson Pharma is the largest generic drug company in Hong Kong with more than 30 percent share of the total generic drug market since 2012. Hong Kong capital markets partner Colin Law led the transaction whilst Commerce & Finance Law Office and Conyers Dill & Pearman advised on PRC law and Cayman Islands law, respectively. BOCI Asia was advised by Morrison & Foerster, led by Hong Kong capital markets head and managing partner Ven Tan, on Hong Kong and US laws. The underwriters were advised by Jingtian & Gongcheng on PRC law.

Skadden has represented Cogobuy Group (China) on the approximately HK$2 billion (US$258m) placement of 160 million new shares to at least six independent placees, including Da Cheng International Asset Management, Lindeman Asia Global Pioneer Private Equity Fund No. 11, The People’s Insurance Company (Group) of China and New China Asset Management (Hong Kong). The proceeds of the placement will be used as general working capital for the group. Partner Christopher Betts led the transaction.

WongPartnership has acted as lead counsel for the offshore lender group on the grant of S$200 million (US$147m) offshore term loan facilities to DBS Trustee, as trustee for EC World Reit) to part finance the redemption of the units of the private trust in relation to the IPO of the trust on the main board of the SGX. Partners Christy Lim and Felix Lee led the transaction.

WongPartnership is also acting as Singapore counsel to both First Reserve and PetroFirst Infrastructure 2 on PetroFirst’s acquisition of approximately 80 percent shares in PV Keez from EMAS Offshore Production Services (Vietnam) and Ezra Holdings. The acquisition is valued at approximately US$166.3 million. Partners Chan Sing Yee, Jason Chua, Christy Lim, Felix Lee, Chua Sui Tong and Tan Shao Tong are leading the transaction.

Deals – September 21, 2016

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Clifford Chance has advised DBS Bank, Citigroup Global Markets Singapore, Deutsche Bank, HSBC and Societe Generale as joint book-runners on DBS Group Holdings’ first US-denominated Basel III compliant Additional Tier 1 perpetual capital securities issuance. The offer was for US$750 million. Partners Matt Fairclough and Johannes Juette led the transaction.

Clifford Chance is also advising the underwriters, including China International Capital Corporation, Morgan Stanley, Bank of America Merrill Lynch, Goldman Sachs and JP Morgan, as the joint sponsors on the US$8 billion listing in Hong Kong of Postal Savings Bank of China (PSBC). This is the largest share offering globally thus far for 2016. PSBC is a leading retail bank in China with the largest distribution network and largest customer base. Partners Tim Wang, Amy Lo and Fang Liu, supported by partner Jean Thio, are leading the transaction.

Colin Ng & Partners has acted as lead counsel for the launch of Wavemaker Pacific 1 (WP1), a Singapore domiciled, Asia Pacific focused fund that seeks to realise long-term capital appreciation for its investors, primarily by making venture capital investments in the securities of private companies primarily engaged in high technology industries. Managed by Wavemaker Pacific Partners, WP1 is offered to high-net-worth individuals and corporations. Partners Bill Jamieson and Amit Ramkrishn Dhume led the transaction.

ELP has advised Stellar Value Chain Solutions and Anshuman Singh on an agreement with an affiliate of Walburg Pincus to invest US$125 million in Stellar Value. Partners Sujjain Talwar, Darshan Upadhyay and Aakanksha Joshi led the transaction, which was completed on August 5, 2016.

ELP has also advised Yes Bank on the provision of up to Rs840 million (US$12.5m) term loan to three limited liability partnerships under a co-borrower structure. The facility is for the repayment of contributions made by the promoters for the purchase via slump sale of 31.25MW wind energy assets in Dhule and Sangli, Maharashtra from Jaiprakash Associates. The transaction involved credit facilities on the security of project assets and charge over the receivables arising out of the project. In addition, the security for the facility included pledge of listed shares of Sun Pharmaceutical Industries held by Lakshdeep Finance and Investments, a promoter group company of the borrowers. IL&FS Trust Company acted as the security trustee. Partners Sujjain Talwar and Babu Sivaprakasam and associate partner Deep Roy led the transaction which was completed on July 15, 2016.

Khaitan & Co has advised NorthEdge Capital and Sumo Digital Holdings on the India leg of the sale of the entire 100 percent stake by NorthEdge Capital in Sumo Digital to Perwyn. NorthEdge Capital manages £525 million (US$611.9m) worth of private equity funds aimed at lower mid-market buy-out and development capital transactions. Partner Rabindra Jhunjhunwala and associate partner Sameer Sah led the transaction.

Khaitan & Co has also advised Aircel and its shareholder Maxis Communications on the merger, by way of slump sale, of the entire wireless telecommunications business of Reliance Communications and Reliance Telecom into Aircel and Dishnet Wireless. This deal is the largest ever consolidation in the Indian telecommunications sector. The merged company will be one of India’s largest private sector companies with an asset base of over Rs650 trillion (US$9.7t) and net worth of Rs350 trillion (US$5.2t). Aircel is one of India’s leading innovative mobile service providers and is credited with the fastest 3G roll out ever in the Indian telecom space. Senior partner Haigreve Khaitan and partners Niren Patel and Mehul Shah, assisted by associate director Vinita Krishnan, partners Avaantika Kakkar, Adheesh Nargolkar, Gaurav Juneja and Prateek Kumar and associate partners Manisha Shroff, Peshwan Jehangir and Harsh Walia, led the transaction.

Maples and Calder has acted as BVI counsel to Haikou Meilan International Airport Investment on its issue of Rmb525 million (US$78.7m) 7.25 percent guaranteed notes due 2018 to be consolidated and form a single series with the Rmb900 million (US$135m) 7.25 percent guaranteed notes due 2018 issued by the company on June 16, 2015 and July 3, 2015. The notes are guaranteed by Haikou Meilan International Airport Company which operates Meilan Airport, the main gateway to Hainan Island in China. The new notes will be listed on the SGX-ST. Partner Derrick Kan led the transaction while Latham & Watkins acted as Hong Kong counsel. Clifford Chance acted as Hong Kong counsel for Societe Generale, Bank of China, CCB International Capital and Shanghai Pudong Development Bank as the joint lead managers.

Maples and Calder has also acted as BVI counsel to Huarong Finance II on its issue of US$500 million 2.875 percent unsubordinated guaranteed perpetual securities under its US$11 billion medium term note programme guaranteed by China Huarong International Holdings, with the benefit of a keepwell deed and a deed of equity interest purchase, investment and liquidity support undertaking by China Huarong Asset Management, the largest financial asset management company in China in terms of total assets. The notes will be listed on the HKSE. Partner Stacey Overholt led the transaction while Linklaters acted as Hong Kong and English counsel to the issuer and China Huarong Asset Management. Clifford Chance acted as English counsel for the joint lead managers.

Norton Rose Fulbright has advised ASX-listed Thorn Group on its sale of receivables management company National Credit Management (NCM) to Australian debt collector Credit Corp for A$22.6 million (US$17m). NCM operates in Australia and New Zealand as a diversified receivables management business with a focus on debt purchasing and agency collection. The sale to Credit Corp includes a purchased debt ledger book with a carrying value of more than A$20 million (US$15.1m), 90 staff and 120 client agency agreements. Partner Ben Smits led the transaction.

Rajah & Tann Singapore is acting for Marvellous Glory Holdings on the pre-conditional voluntary offer to acquire all the issued and paid-up ordinary shares in the capital of China Minzhong Food other than those already held by Marvelous Glory at the date of the offer. The pre-condition to the offer is the acceptance of the offer by the independent shareholders of Indonesia-listed Indofood Sukses Makmur (ISM), which holds approximately 82.88 percent of the issued shares in China Minzhong, and the independent shareholders of Hong Kong-listed First Pacific Company, which holds a 50.07 percent shareholding interest in ISM. The offer of S$1.20 (US$0.88) per China Minzhong share was announced on September 6, 2016. Marvellous Glory is an SPV incorporated in the BVI for purposes of the offer and is owned by Prosperous Investment Holdings, a company ultimately wholly-owned by Anthoni Salim and China Minzhong, which will be beneficially owned by Lin Guo Rong, Siek Wei Ting, Wang Da Zhang and Huang Bing Hui. Singapore Main Board-listed China Minzhong is a Singapore-incorporated company principally involved in the cultivation, production and sale of processed vegetables, fruit and vegetable beverages. Partner Lawrence Tan is leading the transaction which was valued at approximately S$786.5 million (US$577.7m) and is yet to be completed.

Skadden has represented Nasdaq-listed Ctrip.com International, a leading travel service provider of accommodation reservation, transportation ticketing, packaged tours and corporate travel management in China, on the pricing of the 28.5 million American depositary shares (ADSs) at US$45.96 each. Ctrip also priced the concurrent offering of US$900 million convertible senior notes due 2022. The pricing of the ADSs and the notes was announced on September 7, 2016. Concurrently with the closing of the ADS and the notes offerings, Ctrip will close private placements of its ordinary shares with Baidu and The Priceline Group, both of which are Ctrip’s existing shareholders, at US$100 million and US$25 million, respectively, and private placement of US$25 million convertible notes with Priceline. Partners Julie Gao, Haiping Li, Jonathan Stone (Hong Kong), Sean Shimamoto (Palo Alto) and Michael Hoffman (New York) led the transaction.

WongPartnership is acting for Temasek Holdings on the sale by its wholly-owned subsidiaries of a 21 percent stake in Thailand’s Intouch Holdings Public Company and a 7.39 percent stake in India’s Bharti Telecom to Singapore Telecommunications (Singtel) for S$2.47 billion (US$1.63b) and the placement of 385.6 million new Singtel shares to Temasek for S$1.61 billion (US$1b). The acquisitions and the placement are inter-conditional. Managing partner Ng Wai King and partners Mark Choy, Audrey Chng, Chan Jia Hui, Lam Chung Nian and Kylie Peh are leading the transaction.

WongPartnership has also acted for ICICI Venture Funds Management on its joint venture with Tata Power to create an investment platform, Resurgent Power Ventures, which has an initial capital of US$850 million to invest in power projects in India. Partners Ong Sin Wei and Felicia Marie Ng led the transaction.

Deals – September 14, 2016

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Allen & Gledhill has advised DBS Group Holdings on the issue of US$750 million 3.6 percent perpetual capital securities callable in 2021 under its US$30 billion global medium term note programme. Partner Glenn Foo led the transaction.

Allen & Gledhill has also advised The Land Transport Authority of Singapore (LTA) on agreements with SBST Transit and SMRT Buses for 11 bus packages under the bus contracting model. Of the 11 packages, SBST will operate eight while SMRT will operate three. The estimated total contract fees are S$5.32 billion (US$3.9b) for SBST and S$1.87 billion (US$1.4b) for SMRT. Partners Kelvin Wong, Tham Kok Leong and Aloysius Ng led the transaction.

AZB & Partners has advised FIH Mauritius Investments on its acquisition of approximately 51 percent of Privi Organics. Partners Ashwin Ramanathan and Bhavi Sanghvi led the transaction which was valued at approximately Rs3.7 billion (US$55.4m) and was completed on August 26, 2016.

AZB & Partners is also advising International Finance Corporation on the grant an approximately Rs67 million (US$1m) convertible loan to Myanma Awba Group. Partners Gautam Saha and Amrita Patnaik are leading the transaction, which was signed on September 6, 2016 and is yet to be completed.

Bird & Bird ATMD is acting as Singapore counsel to Anacle Systems on its proposed listing on the Growth Enterprise Market of the Hong Kong Stock Exchange (HKSE). The company provides enterprise application software and energy management system for commercial property and building owners to better manage their real estate assets and facilities and their energy consumption. Its investors include iGlobe Platinum Fund, OWW Investments III, Majuven Fund 1 and BAF Spectrum. Partner Marcus Chow is leading the transaction while Tay & Partners, led by partner Teo Wai Sum, is acting as Malaysian counsel.

Cyril Amarchand Mangaldas has advised Prime Focus Technologies and Prime Focus on the investment, through a combination of equity shares and compulsorily convertible debentures, by Ambit Pragma Fund II into Prime Focus Technologies, a part of the Prime Focus Group and one of the world’s largest independent integrated media service providers. Mumbai corporate partner Ravi Kumar led the transaction, which was signed on August 22, 2016 and closed on September 2, 2016. Nishit Desai Associates advised Ambit Pragma Fund II and KPMG as the financial adviser.

Cyril Amarchand Mangaldas has also represented ANI Technologies (Ola) before the Competition Commission of India (CCI) against a complaint filed by certain radio taxi and auto rickshaw drivers. A group of radio taxi and auto rickshaw drivers filed a complaint with the CCI alleging that Ola is abusing its dominant position in the market. Ola refuted the allegations, highlighting the CCI’s observations in its previous decisions where, even in the narrower market, the CCI had not found Ola to be in a dominant position. The CCI noted that there exists stiff competition between at least Ola and Uber in the market for radio taxi services in Delhi. In the market for auto rickshaws in Delhi, the CCI observed that there are approximately 81,100 auto rickshaws in Delhi and Ola’s market share is approximately 19.75 percent. Thus, the CCI held that Ola is not dominant in either of the relevant markets. Mumbai competition law partner Bharat Budholia led the transaction. The complainants were represented by JP Legal.

J Sagar Associates has advised Cinepolis India on the acquisition of two cinema theatres from DLF Utilities, a subsidiary of DLF. DFL Utilities operated the said cinemas under the brand DT Cinemas, comprising seven screens located at Saket and GK-II. The Competition Commission of India approved the proposed combination on August 10, 2016. Cinepolis is the first international movie exhibitor to enter India and started its operations in 2009. Pursuant to this acquisition, Cinepolis has established its presence in the niche south Delhi market and increased its Indian presence to 267 screens in 41 Indian cities. Partners Upendra Nath Sharma, Pallavi Puri and Amitabh Kumar led the transaction. DFL Utilities was represented by Luthra & Luthra.

Khaitan & Co has advised Adontec India on its overseas direct investment and an investment by Subramania Natarajan in Works Applications Japan by way of subscription to Works Application’s common equity shares. Adontec India is a limited liability partnership incorporated on July 12, 2016 and is based out of Chennai. Associate partner Vineet Shingal, assisted by partner Bijal Ajinkya, led the transaction.

Khaitan & Co has also advised Bessemer Venture Partners on an approximately US$15 million Series C financing round of Nephrocare Health Services by SeaLink Capital Partners and International Finance Corporation. Bessemer Venture Partners is a US-based private venture capital firm managing more than US$4 billion invested in over 130 companies around the world. Partner Sharad Moudgal led the transaction.

Maples and Calder has acted as Cayman Islands counsel to the special committee of iDreamSky Technology on its US$592 million take-private by a buyer consortium led by iDreamSky CEO and board chairman Michael Xiangyu Chen and chief technology officer and director Anfernee Song Guan, together with certain existing shareholders and new investors, including V Capital, Prometheus Capital, Legend Capital, We Capital and Star VC. The deal closed on September 7, 2016. iDreamSky is one of the largest independent mobile game publishing platforms in China and distributes well-known international mobile games through its proprietary distribution channels and third-party channels. Partner Richard Spooner led the transaction while Shearman & Sterling acted as US counsel. Kirkland & Ellis acted for the buyer consortium.

Norton Rose Fulbright has advised SRE Group on its Rmb1.31 billion (US$196m) acquisition of an asset package from China New Town Development. The package comprises a portfolio of property projects mainly located in Shanghai Luodian New Town, including Lake Malaren Hospital Project, Lake Malaren Convention Centre, Crowne Plaza Lake Malaren Shanghai Hotel and Golf Clubhouse, and Lake Malaren Silicon Valley Project. Hong Kong-listed SRE Group is an integrated real estate developer focusing on high-quality development projects and renewal projects in first-tier cities in China, particularly in Shanghai. China New Town Development is listed on both the Main Board of the HKSE and on Singapore Exchange (SGX). The acquisition constitutes a major transaction and a connected transaction under the HKSE Listing Rules. Hong Kong partners Psyche Tai and Winnie Chan led the transaction.

Paul Hastings has represented Samsung Electronics on its acquisition of Dacor, a leading American brand in the luxury home appliance category. Through the acquisition, Samsung Electronics will expand its portfolio to premium and innovative home appliances under the Dacor brand. The deal closed on September 7, 2016. Seoul corporate partners Woojae Kim and Daniel Kim, supported by partners Stephen Harris (employment), Douglas Schaaf (tax) and Scott Hataway (antitrust), led the transaction.

Rajah & Tann Singapore is acting for Li Heng Chemical Fibre Technologies on the voluntary unconditional general offer by Provenance Capital, for and on behalf of Precious Joy Management, for all the issued and paid-up ordinary shares in the capital of the company other than those already owned or controlled by the offeror and the parties acting in concert with it. Based on the offer price of S$1.00 (US$0.735) per share, the offer values Li Heng at approximately S$340 million (US$250m). SGX-listed Li Heng’s principal activity is investment holding while the group is principally engaged in the manufacturing and sale of high-end nylon fibres and polyamide chips in China. Partners Howard Cheam and Hoon Chi Tern are leading the transaction.

Shearman & Sterling and Jingtian & Gongcheng have advised BofA Merrill Lynch, Deutsche Bank, Barclays and CCB International as underwriters on the offering of US$300 million 8.125 percent senior notes due 2019 by Xinyuan Real Estate, a New York-listed real estate developer and property manager that primarily focuses in China and, recently, in other countries. Shearman & Sterling partner Alan Yeung (Hong Kong capital markets) led the transaction. Sidley Austin, DaHui Lawyers and Maples and Calder acted for Xinyuan Real Estate.

Simpson Thacher is representing Primavera Capital Group and Ant Financial Services Group on the US$460 million investment in Yum China Holdings, concurrent with the completion of Yum China’s spinoff from New York-listed Yum! Brands. The spinoff and concurrent completion of the investment are expected to occur on October 31, 2016, with Yum China to commence trading on the NYSE as an independent company on November 1, 2016. Partners Patrick Naughton (New York) and Shaolin Luo (Beijing) led the transaction.

Sullivan & Cromwell is representing State Grid International Development (China) on its share purchase agreement with Camargo Correa (Brazil) pursuant to which it is expected that State Grid will acquire an approximately 23.6 percent stake of CPFL Energia (Brazil). New York corporate partners Sergio Galvis and Werner Ahlers and tax partner David C Spitzer are leading the transaction, which was announced on September 2, 2016.

WongPartnership has acted as lead counsel for the lender group on the grant of S$350 million (US$275.4m) syndicated loan facilities to HSBC Institutional Trust Services (Singapore), as trustee of Lippo Malls Indonesia Retail Trust, to refinance existing debt obligations of the group and to fund the acquisition of properties in Indonesia. Partners Christy Lim and Felix Lee led the transaction.

WongPartnership has also acted for Olam International on its issue of US$500 million subordinated perpetual securities under its US$5 billion euro MTN programme. Partner Khoo Yuh Huey led the transaction.

Deals – September 7, 2016

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Allen & Gledhill advised Myanmar Citizens Bank on its listing on the Yangon Stock Exchange on August 26, 2016. The lender is one of the first three companies listed on the exchange and the first bank. Partners Minn Naing Oo and Leonard Ching led the transaction.

Allen & Overy has advised the Ministry of Finance of the Republic of Poland on its issue of Rmb3 billion (US$449.3m) panda bonds, the first European sovereign to issue renminbi-denominated bonds in China’s domestic capital markets and Poland’s first renminbi-denominated issuance. The bonds were underwritten by Bank of China and HSBC Bank. Warsaw international capital markets partner Piotr Lesinski led the transaction.

AZB & Partners is advising Sealink Capital Partners, through its investing entities, on its acquisition of a minority stake in Nephrocare Health Services. Partner Ashwin Ramanathan is leading the transaction, which was signed on August 29, 2016 and is yet to be completed.

AZB & Partners has also advised Voonik Technologies on its acquisition of a part of the assets and employees of Dekkoh Innovation Technologies. Partner Chetan Nagendra led the transaction, which was completed on August 24, 2016.

Bird & Bird is advising Shanghai-listed Beijing Xinwei Technology Group (Xinwei) on its acquisition of the full share capital of Space-Communication (Spacecom) for US$285 million. An Israeli global fixed satellites operator listed on the Tel Aviv Stock Exchange (TASE), Spacecom operates the Amos Satellites fleet, currently consisting of three satellites. Spacecom provides broadcasting and communications services through the marketing of space segments on its Satellite fleet. Xinwei, a Chinese conglomerate with global operations providing solutions to telecom providers, is active in the cellular communication field, equipment sales and communication satellites. Upon completion of the transaction, Spacecom’s shares will be delisted from the TASE and it becomes a private company fully owned by Xinwei. Beijing partners John Shi and Shan Lai, assisted by partners Joanne Wheeler (London) and Anne Federle (Brussels), are leading the transaction, which was signed on August 24, 2016 and is subject to approval from the Israeli government and non-objection from the US government.

Clayton Utz is advising SR Residential on its entry into a scheme implementation agreement with ASX-listed Simonds Group. Under the agreement, SR Residential, which is jointly controlled by associates of Roche Holdings and Simonds Family Office (SFO), will acquire all of the outstanding shares in Simonds Group that are not already held by SFO through a scheme of arrangement. Subject to shareholder approval, court approvals and other conditions, the scheme is expected to be implemented by mid-November 2016. If the scheme is approved, Simonds Group shareholders will receive A$0.40 (US$0.307) cash for each Simonds Group share, implying an enterprise value of approximately A$80 million (US$61.4m). Melbourne corporate partner John Brewster is leading the transaction, which was announced on August 31, 2016.

Clyde & Co has advised Direct Asia Insurance (Holdings), a Singaporean subsidiary of the Hiscox Group, on the sale of the Hong Kong division of its DirectAsia business to Well Link Group Holdings. Counsel Kevin Martin, supported by Singapore partner Ian Stewart, led the transaction, which has received regulatory approval from the Office of the Commissioner of Insurance in Hong Kong. The Well Link Group was advised by Jacqueline Lee of LLF.

Cyril Amarchand Mangaldas has acted as Indian counsel to Sony Pictures Networks India (SPN) and its affiliates in respect of entering into definitive agreements to acquire TEN Sports Network from Zee Entertainment Enterprises and its subsidiaries for US$385 million. TEN Sports Network, comprising of TEN 1, TEN 1 HD, TEN 2, TEN 3, TEN Golf HD, TEN Cricket and TEN Sports, operates in several countries, including the Indian sub-continent, Maldives, Singapore, Hong Kong, Middle East and the Caribbean. The acquisition will add South Asia’s leading sports network to SPN’s existing portfolio of channels and consolidate sports broadcasting rights in India between Star India and SPN. Mumbai corporate partner Jaya Singhania, assisted by competition law partner Bharat Budholia, led the transaction, which was signed on August 31, 2016 and expected to close in the next six months. Zee Entertainment and its wholly-owned subsidiaries were represented by Luthra & Luthra.

Cyril Amarchand Mangaldas has also acted as Indian counsel to Fuji Electric on its proposal to invest and carry on the business of engineering, design, procurement, assembling and selling of DC drives and control systems in partnership with the promoters of Gemco Controls, a public limited company in India engaged in the business prior to completion of the transaction. The transaction involved incorporating a new private limited company by the promoters, transferring the business into the new company thru a business transfer agreement and subsequent investment by Fuji into the new company in order for Fuji to hold 51 percent of the new company and the promoters to hold the remaining 49 percent thru a share subscription agreement and a joint venture agreement. The JV agreement was executed on March 14, 2016. The share subscription and JV agreements were executed on August 19, 2016 and the transaction closed on August 24, 2016. New Delhi corporate partner Harsh Kumar led the transaction while Anderson Mori and Tomotsune, led by partners Ryo Kotoura and Hideto Ishida, acted as international counsel. Tatva Legal, led by Avinash Modi, acted as Indian counsel to the promoters and Gemco Controls.

Davis Polk has advised the underwriters on the Regulation S only offering by Charming Light Investments of its US$650 million 2.375 percent notes due 2021 issued under China Orient’s US$4 billion medium-term note program. Charming Light is a wholly-owned subsidiary of China Orient Asset Management whose ultimate parent is the Chinese Ministry of Finance. China Orient is one of the leading asset management companies in China offering a broad range of financial services and products. Partner Paul Chow led the transaction.

Davis Polk has also advised the underwriters on a Rmb1 billion (US$149.8m) Regulation S offering by Fantasia Holdings Group of its 9.5 percent senior notes due 2019 to be consolidated and form a single class with the Rmb600 million (US$89.9m) 9.5 percent senior notes due 2019 issued by Fantasia Holdings on May 4, 2016. Fantasia Holdings is a leading property developer and property-related service provider in China. Partner William Barron led the transaction.

Dhir & Dhir Associates has acted as lender’s counsel for the consortium of lenders led by Indian Renewable Energy Development Agency on the approximately Rs3.8 billion (US$57.3m) financial assistance to Photon Surya Kiran to partly finance the setting up of the 70MW solar power grid-connected project at Solar Park at Varavukaval, Challakere, District Chitradurga in the state of Karnataka. Partner Girish Rawat led the transaction.

HSA Advocates has advised the Government of Goa on the structuring, documentation and bid process management for the development, operation and maintenance of the greenfield international airport at Mopa, North Goa, through a public private partnership. GMR Airports won the bid conducted on August 27, 2016 to develop the greenfield airport by offering the highest revenue share of 36.99 percent. The two other bidders, Airports Authority of India and Essel Infraprojects (with Incheon International Airport as consortium partner), quoted 32.31 percent and 27.1 percent revenue share, respectively. The other shortlisted bidders, GVK Group and Voluptas Developers (Hiranandani group), did not submit bids. Partner Anjan Dasgupta, assisted by partner Harsh Arora and associate partner Soumya Kanti De Mallik, led the transaction.

HSA Advocates has also represented Vizhinjam International Seaport (VIS) on defending the Environmental Clearance (EC) granted to VIS before the National Green Tribunal (NGT). The NGT passed an order on September 2, 2016 dismissing the petitions filed against the EC granted for Vizhinjam Port being developed by VIS under the public private partnership route in the State of Kerala. The present project is the first deep water trans-shipment port in India with multiple economic benefits promising to accrue to the local economy of Kerala as well as the country. Founding partner Hemant Sahai, supported by partner Sakya Singha Chaudhuri, led the transaction.

J Sagar Associates has advised Spring Healthcare India Trust, Kalaari Capital Partners II and Aarin Capital Partners on a Series C fund-raising by Vyome Biosciences. Vyome conducts research and development in the field of dermatology, bio-technology, infectious diseases and nanotechnology, and develops dermatology platforms and products for commercial exploitation. In its third round of fund-raising, Vyome raised approximately Rs870 million (US$13m) by issuing Series C preference shares to its existing investors Kalaari, Aarin, Spring and two new investors, namely privately owned hedge fund Perceptive Advisors and private equity fund Romulus Vyome Special Opportunity. Partner Aashit Shah led the transaction. Vyome was advised by ANB Legal while Perceptive was advised by Tannenbaum Helpern Syracuse & Hirschtritt and Advaya Legal.

J Sagar Associates has also advised Bertelsmann Nederland as the lead investor in the securities of Ruptub Solutions (Treebo) as part of a Series B funding round aggregating to about Rs1.12 billion (US$16.9m). Other investors in the Series B funding round included existing investors Matrix and SAIF Partners. Treebo is a Bengaluru-based technology-enabled chain of budget accommodation properties. Partner Raj Ramachandran led the transaction. The promoters were represented by Samvad Partners.

Khaitan & Co has advised Gauss Networks and its shareholders, including foreign investor Velo Partners, on Delta Corporation’s acquisition of 100 percent of Gauss by purchasing 25.99 percent shares from Gauss’s existing shareholders and amalgamating Gauss into Delta, resulting in the issuance of redeemable preference shares and optionally convertible preference shares to Gauss shareholders for approximately US$31.3 million. Delta is the largest and only listed company within the gaming and hospitality segment in India. It possesses three out of the six issued offshore gaming licenses in Goa. Partners Ganesh Prasad and Sharad Moudgal, supported by partner Bijal Ajinkya, led the transaction.

Khaitan & Co has also advised Hon Hai Precision Industry (Foxconn Group) on the India leg of a mandatory offer to buy a 25 percent stake in Sharp India, pursuant to indirect acquisition of substantial shares by the Foxconn Group and certain others for a total global deal value of US$5.8 billion. Foxconn Group is a Taiwanese multinational electronics contract manufacturing company. Partner Arindam Ghosh and associate partner Moin Ladha, assisted by partner Avaantika Kakkar, led the transaction.

Luthra & Luthra has advised Nutanix on the global acquisitions of Calm.io and PernixData. Nutanix is a global provider of enterprise compute and storage data center infrastructure. Calm provides DevOps automation platform for modern environments comprised of containers, clouds and microservices. PernixData makes a data storage accelerator and scale-out analytics engine for virtualized data centers. The acquisitions will help Nutanix to speed up the delivery of an enterprise cloud platform. Partner Shinoj Koshy led the transaction.

Luthra & Luthra has also represented ANI Technologies (Ola) in a petition filed by Magic Sewa and Anr before the High Court to direct the respondent to prosecute the unlicensed taxi and auto rickshaw aggregators who are violating the Motor Vehicle Act. Other allegations put to Ola include that it both overcharges and undercharges fares in violation of regulations, and that Ola also charges “peak time” or “surge prices”, which is not provided for under the law. The Court directed Ola not to charge beyond the rate fixed by the state government, but it allowed Ola to give discounts or charge a lower rate than what is fixed by the state government. Senior partner Vijay Sondhi led the transaction.

Maples and Calder has acted as Cayman Islands counsel to Xinyuan Real Estate on its issue of US$300 million 8.125 percent guaranteed notes due 2019 guaranteed by certain of its subsidiaries. The notes are listed on the SGX-ST. The issuer is a New York-listed real estate developer and property manager primarily doing business in China. Partner Derrick Kan led the transaction while Sidley Austin acted as Hong Kong and US counsel. Shearman & Sterling acted as US counsel to the initial purchasers, comprised of Merrill Lynch International, Deutsche Bank, Barclays and CCB International Capital.

MinterEllison and Russell Kennedy have advised Davies Collison Cave (DCC) and FPA Patent Attorneys (formerly Freehills Patent Attorneys), respectively, on the restructuring of their businesses in connection with QANTM Intellectual Property’s A$147 million (US$112.8m) IPO and ASX listing, which were completed on August 31, 2016. QANTM is the owner of DCC and FPA Patent Attorneys, two of Australia’s leading IP firms, which provide services in relation to the creation, protection, commercialisation, enforcement and management of IP rights to Australian and international clients. QANTM is expected to be Australia’s second-largest IP service provider in terms of patent filings. DCC is one of the largest patent and trade mark attorney firms in Australia, with a history that can be traced back to 1879. Partner Nick Broome (M&A), supported by partners James Hutton (M&A), Adrian Varrasso (tax), Karl Blake (human resources), Justin Fahey (corporate) and John Riley (tax), led the MinterEllison team. Principal Rohan Harris (M&A), supported by principal Libby Pallot (workplace relations & employment), led the Russell Kennedy team.

Norton Rose Fulbright has advised Hong Kong-listed Armada Holdings (formerly known as SCMP Group) on the HK$1.57 billion (US$202.4m) sale of approximately 74.19 percent of the issued shares in Armada by Kerry Media, Armada’s controlling shareholder, to Great Wall Pan Asia International Investment. The firm’s Hong Kong office also advised Armada on its HK$930 million (US$120m) sale of the entire equity interest of one of its subsidiaries, Coastline International, to Wealth Luck Holdings as one of the conditions precedent to the acquisition. Great Wall’s acquisition triggers the mandatory unconditional general offer for Armada under the Hong Kong Takeovers Code and the offer will be made by a subsidiary of Great Wall for all the issued shares, other than those already owned or agreed to be acquired by Great Wall and its concert parties. The offer is expected to resolve the three-year suspension of trading of shares in Armada, which was caused by a lack of public float. Wealth Luck is a wholly-owned subsidiary of Kerry Properties, an indirect non-wholly-owned subsidiary of the controlling shareholder of Kerry Media. The sole asset held by Coastline International is an investment property known as TV City. The disposal constitutes a major and connected transaction under the Hong Kong Listing Rules and a special deal under the Hong Kong Takeovers Code. Hong Kong partners Jon Perry and Emma de Ronde led the transaction.

Rajah & Tann Singapore has acted for Vertex Asia Fund (Singapore) as the lead investor on the Series B Plus round of fundraising for social dating app Paktor. Other investors include Majuven Fund 1, Convergence Capital 1 Holding, Media Nusantara Citra and YJ2 Investment Partnership. Partner Brian Ng led the transaction.

Rajah & Tann Singapore is also acting for SunEdison Semiconductor, a Singapore company listed on the Nasdaq, on its proposed acquisition by GlobalWafers. Subject to the necessary approvals, the proposed acquisition will be effected by way of a scheme of arrangement under which all of SunEdison’s issued shares will be transferred to Global Wafers for US$12 per share. Based on the share price and including its outstanding indebtedness, SunEdison is valued at approximately US$683 million. Upon completion of the scheme, SunEdison will be delisted from the Nasdaq. Partners Lawrence Tan, Low Poh Ling, Tan Su Yin and Hoon Chi Tern are leading the transaction. WongPartnership, led by partners Andrew Ang and Quak Fi Ling, is acting for Nomura Singapore as the Singapore financial advisers to GlobalWafers.

Shearman & Sterling and Shardul Amarchand Mangaldas have advised General Electric (GE) on the sale of its commercial lending and leasing businesses in India, namely GE Capital Services India and GE Money Financial Services, to a consortium of former GE Capital management backed by AION Capital Partners. Both GE Capital and GE Money offer services including corporate loans and equipment leasing, as well as financings for healthcare equipment, aircraft and auto lease in India. The buying consortium comprises former GE Capital executives Pramod Bhasin and Anil Chawla and AION Capital, a joint venture between ICICI and Apollo. The completion of the sale in India marks an important step for this strategic global divestment, allowing GE to focus on its core manufacturing business. Shearman & Sterling Singapore M&A partner Sidharth Bhasin, assisted by London partners Korey Fevzi (finance), Simon Letherman (tax) and Jeremy Kutner (M&A), led the transaction. Cyril Amarchand Mangaldas and Allen & Overy advised Pramod Bhasin and Anil Chawla’s fund Plutus Financials and Aion Capital.

Siam City Law has advised on a consortium agreement between utilities management services firm Global Utilities Services and Veolia Water (Thailand), a division of French company Veolia Environment, the world’s largest supplier of water services, for the purchase of bid documents on the hiring through e-auction system from the Provincial Waterworks Authority. Partner Nilobon Tangprasit led the transaction.

Siam City Law has also advised Global Utilities Services in respect of a contract on hire of work for water system supervision, operation and management at Suvarnabhumi Airport with Airports of Thailand. The transaction deals with the provision of service on the supervision of the Wastewater Treatment Plant, Recycled Water Distribution and Production Plant, Aircraft Sewage Disposal Building and Soil Bed Plant, Wastewater Collection System, Water Supply Plant and Drain Culverts Plant at Suvarnabhumi Airport. The contract price for the project is over Bt80 million (US$2.3m).

Skadden is representing gumi, a leading Japanese mobile entertainment content publisher and developer, on its agreement to set up a joint venture with South Korea-based YJM Games. The new JV will be named Seoul VR Startups and will be established this September. The agreement was announced on August 22, 2016.

SR Legal has advised Rabo Equity-backed LT Foods on the acquisition of Unilever’s India-based rice export business. The deal involved the acquisition of brands and assets in India, the Middle East, Europe and the Americas. The firm also successfully represented LT Foods before the Competition Commission of India in filings mandated by India’s merger control regulations. Partner Praveen Raju led the transaction.

SR Legal has also advised the Kolkata-based Kanodia family on a minority investment into Voler Cars, a leading mobility solution company. Currently, Voler operates its car rental service in New Delhi and Bangalore, and claims to have more than 15,000 customers. Voler plans to use the raised funds to expand its fleet of cars to 1,000 across India during the next 12 months. Partner Praveen Raju also led the transaction.

WongPartnership is acting for Platinum Equity on the proposed acquisition of the foam plastics solutions and flow control device businesses of Broadway Industrial Group for S$150 million (US$111.3m). Partners Andrew Ang, Teo Hsiao-Huey and Jeffrey Lim are leading the transaction.

Deals – August 31, 2016

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Clifford Chance has also advised Cofco International in respect of the acquisition of the remaining minority interest that it does not own in Nidera Capital, a major international agribusiness and trading company headquartered in the Netherlands, bringing Cofco’s ownership in Nidera to 100 percent. The original controlling interest was acquired by Cofco in 2014, on which the firm also advised. Cofco International is the overseas investment and management platform for the agribusinesses of Cofco. Co-managing partner of China Terence Foo, assisted by partners David Griston, Dirk Jan Duynstee, Richard Blewett and Anthony Wang, led the transaction which is subject to regulatory approvals.

Conyers Dill & Pearman is advising Iluka Resources in respect of its proposed acquisition of Sierra Rutile, an AIM-listed BVI company with mineral sands mining operations in Sierra Leone. The takeover, which is to be implemented by way of a BVI statutory merger, is valued at approximately £215 million (US$281.7m) and is subject to approval by SRL’s shareholders and satisfaction of other customary conditions. Anton Goldstein led the transaction, working alongside Ashurst.

Conyers Dill & Pearman has also acted as Cayman Islands counsel to Greenland Hong Kong Holdings in respect of its issue of US$450 million 3.875 percent notes due 2019. Greenland Hong Kong Holdings is the subsidiary of Greenland Group, a company headquartered in Shanghai, China. Partner Lilian Woo led the transaction, working alongside Davis Polk & Wardwell and Allbright Law Offices.

Cyril Amarchand Mangaldas acted as sole counsel to Essar Ports in respect of the internal restructuring of its business operations by way of a composite scheme of arrangement involving Essar Ports, its wholly-owned subsidiary Vadinar Oil Terminal (VOT), Vadinar Ports & Terminals (an indirect wholly-owned subsidiary of Essar Ports and a subsidiary of VOT), Essar Ports affiliates Essar Power and Minerals, Hazira Coke and Yash Hotels, and their respective shareholders and creditors. Mumbai managing partner Cyril Shroff, assisted by corporate partners Ravi Kumar and Anchal Dhir, led the transaction, which was sanctioned by the Gujarat High Court on July 1, 2016.

Gibson, Dunn & Crutcher is representing Amber Shining Investment, Power Rich, Sky-mobi chairman and CEO Michael Tao Song, Xplane and Mobi Joy as the buyers in respect of Sky-mobi’s going-private transaction. Sky-mobi, a mobile application platform and game publisher in China, entered into a merger agreement with Amber Shining Investment and Power Rich, wherein Power Rich will merge with Ski-mobi, which will continue as the surviving corporation and a wholly-owned subsidiary of Amber Shining Investment. The consideration of the merger represents a premium of 25 percent over Sky-mobi’s closing price of US$1.76 per ADS on June 22, 2016, the last trading day prior to the announcement of its receipt of a going-private proposal. The buyers intend to fund the merger with the proceeds from the US$40 million committed loan facility arranged by China Merchants Bank. Bejing partner Fang Xue is leading the transaction, which was announced on August 22, 2016 and is subject to customary closing conditions. Walkers is serving as Cayman Islands adviser to the buyers. Cleary Gottlieb Steen & Hamilton is serving as US adviser to the Sky-mobi. Orrick, Herrington & Sutcliffe is serving as US adviser to the special committee of Sky-mobi’s board of directors while Conyers Dill & Pearman is serving as Cayman Islands adviser.

Khaitan & Co has advised Jawaharlal Nehru Port Trust (JNPT) in respect of a US$400 million external commercial borrowing from State Bank of India and DBS Bank for the implementation of a road project to the Jawaharlal Nehru Port by Mumbai-JNPT Port Road Company, a special purpose vehicle of JNPT, NHAI and CIDCO. Jawaharlal Nehru Port, also known as Nhava Sheva, is the largest container port in India. Partner Devidas Banerji led the transaction, which is the first of its kind for a major port in India and opens up an economical avenue for major and government ports to raise foreign currency funds by accessing international markets.

Khaitan & Co has also advised Ford Motor in respect of its US$15 million acquisition of a minority stake in ZoomCar through Ford Smart Mobility, the automobile investment arm of Ford. Ford Motor is an American multinational automaker headquartered in Dearborn, Michigan. ZoomCar India is the wholly-owned subsidiary of ZoomCar. Associate partner Vinay Joy led the transaction.

Luthra & Luthra Law Offices has advised Adani Transmission, one of the largest private transmission services providers in India, in respect of its near simultaneous bond issuances in the international market for approximately Rs38 billion (US$566.2m) by way of an issuance of US$500 million US dollar-denominated bonds through a broad global offering and Rs5 billion (US$74.5m) rupee-denominated masala bonds. Both sets of bonds have been listed on the SGX and are senior secured obligations of Adani Transmission. This was the first investment grade-rated regulated asset transaction in the energy sector with a comprehensive covenants and security package from India. Partners Bikash Jhawar and Rohit Raghavan, assisted by partners Manan Lahoty and Lokesh Shah, led the transaction while Linklaters acted as foreign counsel. The domestic and foreign counsels on the transaction were Cyril Amarchand Mangaldas and Latham & Watkins, respectively, with Norton Rose Fullbright acting for Standard Chartered Bank, the international note trustee.

Maples and Calder has acted as Cayman Islands counsel to Far East Consortium International in respect of its establishment of a US$1 billion medium term note programme. The issuer is a regional conglomerate with property development, hospitality and car parking ventures in China, Hong Kong, Malaysia, Singapore, Australia, New Zealand and the UK. The programme is listed on the HKSE. Partner Lorraine Pao led the transaction while Reed Smith Richards Butler advised on English and Hong Kong laws. Linklaters advised the dealers and the trustee on English law.

Norton Rose Fulbright has advised Conergy in respect of the development and project financing of Australia’s first solar and battery storage project. The Lakeland solar PV project is located at the fringe of Ergon’s grid in northern Queensland. It will have an installed capacity of 10.8MW combined with a 5.3MWh battery storage system. The project will receive both a funding grant from the Australian Renewable Energy Agency and debt financing from NordLB. Global head of energy Simon Currie, supported by partners Emanuel Confos and Noni Shannon, led the transaction. Clifford Chance advised NordLB in respect of the 15-year non-recourse financing facility, led by partner Philip Sealey.

Rajah & Tann Singapore is advising PPL Holdings and its wholly-owned subsidiary E-Interface Holdings in respect of the disposal of their entire interest in PPL Shipyard to SembCorp Marine for approximately US$115 million. PPL Holdings is 45 percent owned by Singapore-listed Yangzijiang Shipbuilding (Holdings). PPL Shipyard is engaged in the design, construction, repair and improvement of oil rigs, ships and other ocean going vessels. Partner Danny Lim is leading the transaction, which was announced on August 23, 2016 and is yet to be completed.

Shearman & Sterling is advising BW Group in respect of its agreement with Pakistan GasPort to provide LNG regasification services using a new-build floating storage and regasification unit for the second Pakistan LNG terminal. Due to be commissioned by June 30, 2017 at Port Qasim, Karachi, this landmark project will reduce Pakistan’s gas deficit by 30 percent, ensure fuel for 3,600MW of new power generation plants being constructed in Pakistan to reduce power outages by 80 percent, and translate to about US$1.5 billion in annual foreign-exchange savings. Partner Anthony Patten led the transaction. Pinsent Mason acted for Pakistan Gas Port consortium.

Shearman & Sterling has also advised Greenko Energy Holdings and Greenko Investment in respect of the offering of US$500 million 4.875 percent senior notes due 2023 by Greenko Investment, unconditionally guaranteed by Greenko Energy Holdings on a senior basis. The offering marked India’s first high-yield green bond issuance and addressed the financing needs of Greenko Energy Holdings’ Indian operating subsidiaries. The notes are listed on the SGX-ST. Deutsche Bank, Investec, JP Morgan, Morgan Stanley and UBS were the joint bookrunners and joint lead managers of the offering, with JP Morgan as the lead green structuring agent. Greenko Investment is an indirect subsidiary of Greenko Energy Holdings, one of the leading independent owners and operators of clean energy projects in India, with a portfolio of hydropower, wind and thermal projects having a combined installed capacity of more than one gigawatt. Partner Andrew Schleider led the transaction.

Skadden has acted as US counsel to Hangzhou Liaison Interactive Information Technology, a company engaged in the research, development and operation of mobile terminal operation systems, middleware platforms and related applications, in respect of its acquisition of a majority 64.18 percent equity stake in Nasdaq-listed Dehaier Medical Systems. Partners Peter Huang, Joseph Yaffe, Sean Shimamoto, Bradley Klein and Karen Corman led the transaction, which closed on August 19, 2016.

Stephenson Harwood has advised TNG (Asia) in respect of its successful application to the Hong Kong Monetary Authority for a licence to provide stored value facilities (SVF). The HKMA announced last week that TNG was one of the first five SVF providers to be granted such a licence under the new regulatory regime established by the Payment Systems and Stored Value Facilities Ordinance. TNG provides a mobile app based facility for making retail payments via the TNG e-wallet. Managing partner Voon Keat Lai and regulatory team head partner Mark Reed led the transaction.

WongPartnership is acting for SMRT Buses in respect of the master framework for bus services agreement and three negotiated bus services contracts with the Land Transport Authority of Singapore, under which 77 bus services operated by SMRT Buses will be brought under the government bus contracting model with effect from September 1, 2016 for periods ranging from four to seven years, subject to extension. The estimated total contract fee, excluding certain adjustments, service variation and incentive payment, for SMRT Buses is approximately S$1.9 billion (US$1.4b). Partners Annabelle Yip, Lam Chung Nian and Kylie Peh are leading the transaction.

WongPartnership is also acting for Mapletree Commercial Trust Management, as manager of Mapletree Commercial Trust (MCT), in respect of the S$1.78 billion (US$1.3b) acquisition of the office and business park components of Mapletree Business City (Phase 1) from its sponsor Mapletree Investments and the equity fund raising, comprising a private placement and a non-renounceable rights offering, undertaken by MCT to partially fund the cash portion of the acquisition. Partners Rachel Eng, Colin Ong, Andrew Ang, Tan Sue-Lynn and Angela Lim are leading the transaction.

Deals – Aug 24, 2016

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Allen & Gledhill has advised OUE Hospitality Reit Management, as manager of OUE Hospitality Real Estate Investment Trust (OUE H-Reit), in respect of OUE H-Reit’s S$205 million (US$151.9m) acquisition of the extension to Crown Plaza Changi Airport, through RBC Investor Services Trust Singapore, as trustee of OUE H-Reit. Partners Ho Kin San, Serena Choo and Chua Bor Jern led the transaction.

Allen & Gledhill has also advised DBS Bank, as the facility agent, and HSBC, OCBC, Bank of China, Sumitomo Mitsui Trust Bank and Sumitomo Mitsui Banking Corp, in respect of the S$800 million (US$592.6m) facilities to DBS Trustee, trustee of Mapletree Commercial Trust. The proceeds of the facilities were used to finance the acquisition of Mapletree Business City. Partner Lim Wei Ting led the transaction.

AZB & Partners is advising M3M India in respect of the acquisition of a majority stake of its subsidiary Mikado Realtors by Tata Realty and Infrastructure and Standard Chartered Real Estate Investment (Singapore) VII. Partner Hardeep Sachdeva is leading the transaction, which is valued at Rs5 billion (US$74.5m) and is yet to be completed.

AZB & Partners has also advised Health Care at Home India, as the selling shareholder, and Health Impetus in respect of the acquisition of a majority stake in Health Impetus by M3. Partner Gautam Saha led the transaction which was completed on August 1, 2016.

Baker & McKenzie has advised building materials company LafargeHolcim in respect of the divestment of its interest in Holcim Lanka to Siam City Cement, Thailand’s second largest cement producer, for an enterprise value of US$400 million. Holcim Lanka is a leading cement manufacturer in Sri Lanka and operates a fully integrated cement plant with an annual capacity of about 1.3 million tonnes in Puttalam. The company also operates a cement grinding facility in Galle with annual capacity of about one million tonnes and manages three terminals with packing capacities in three local ports with total annual import capacity of 1.6 million tonnes. Singapore principal Andrew Martin, support by London partners Tim Gee and Richard Blunt, led the transaction.

Cyril Amarchand Mangaldas has acted as Indian counsel to Softbank in respect of a restructuring and financing exercise of Bharti Softbank Holdings (BSH), its Singapore-based joint venture with Bharti Enterprises, and its impact on the existing investment in Hike, an Indian subsidiary of BSH. Hike operates the messaging platform Hike Messenger and raised US$175 million on August 16, 2016 in a new round of funding led by Chinese internet giant Tencent Holdings and Foxconn Technology Group of Taiwan, valuing the company at about US$1.4 billion. Existing investors Tiger Global, Bharti Global and SoftBank also participated in this round. The recent round of funding is one of the biggest fund raisers in the Indian internet sector. Mumbai corporate and private clients partner Rishabh Shroff led the transaction while Herbert Smith Freehills Singapore acted as transaction counsel.

Cyril Amarchand Mangaldas has also acted as Indian counsel to State Bank of India and DBS Bank in respect of the US$400 million external commercial borrowing financing of Jawaharlal Nehru Port Trust (JNPT) under RBI Approval Route to enhance roadways for connectivity to the port. This is the first dollar-denominated loan for JNPT and the first such loan by a major port in India. Mumbai project financing partner Amey Pathak led the transaction while Norton Rose Fulbright, led by Gregory Xu, was the English law counsel.

Corrs Chambers Westgarth has advised Japanese firm Rakuten Securities in respect of its acquisition of 100 percent of the shares in FXAsia, an Australian foreign currency broker. Rakuten Securities is a member of the Rakuten Group, a major Japanese e-commerce and financial services provider. The FXAsia acquisition marks the Rakuten Group’s first investment in Australia. Corporate partners Michael Chaaya and Jeremy Horwood led the transaction.

Davis Polk is advising Joy City Property in respect of its disposal of a 49 percent shareholding in six mixed-use complex property projects in the PRC to subsidiaries of China Life Insurance and GIC (Realty). The disposal is effected by transferring a 49 percent interest in these projects to Joy City Commercial Property Fund LP, in which subsidiaries of China Life and GIC are limited partners. The total consideration of the disposal amounts to approximately RMB9.3 billion (US$1.4b), subject to adjustment. Hong Kong-listed Joy City is principally engaged in development, operation, sales, leasing and management of mixed-use complexes and commercial properties in the PRC. China Life is a leading Chinese life insurer. GIC is a Singapore sovereign wealth fund. Hong Kong corporate partner Paul Chow led the transaction.

J Sagar Associates is advising BSE and NSE-listed ICRA in respect of the sale of the entire stake in its wholly-owned subsidiary, ICRA Techno Analytics (ICTEAS), to Nihilent Technologies for Rs687.5 million (US$10.25m). ICTEAS is engaged in the business of software development, its implementation and post implementation support services in the area of business intelligence, business analytics, enterprise, web content and management, including enterprise resource planning implementation. Partner Lalit Kumar, supported by partner Divyanshu Pandey, is leading the transaction. Nihilent is represented by Khaitan & Co (Mumbai).

J Sagar Associates has also advised US fund Creation Investments Fusion and Spanish fund Global Financial Inclusion Fund (Gawa) in respect of the recent fund raising by Fusion Microfinance, a company that provides loan facilities to underprivileged women in India. Creation invested around Rs990 million (US$14.76m) through both primary investment in Fusion Microfinance and secondary sale to Incofin, a fund based in Belgium that made a partial exit, along with a few other existing domestic investors, in Fusion Microfinance while Gawa made a primary investment of around Rs333 million (US$5m). The existing investors, Belgium Investment Company and Oikocredit, also invested around Rs148 million (US$2.2m) and Rs140 million (US$2m), respectively. Partner Lalit Kumar also led the transaction. Fusion Microfinance was represented by Universal Legal.

Khaitan & Co has advised X10 Financial Services in respect of the 100 percent acquisition of the shares of Bibby Financial Services (India) from its resident shareholder Vikas Nanda and non-resident shareholder Bibby FS (Holdings). X10 is a non-banking financial services company which finances the short-term working capital requirements of small and medium enterprises. It is a part of Inflexionpoint Asia, a Singapore-based investment and acquisitions firm focused on IT supply chain and telecom businesses with presence in South-East Asia and India. Partner Ashwin Bishnoi, supported by executive director Daksha Baxi, led the transaction.

Khaitan & Co has also advised Dewan Housing Finance in respect of the maiden public issue of non-convertible debentures aggregating to Rs40 billion (US$ 596m). Dewan Housing Finance is India’s second largest private housing finance company. Executive Director Sudhir Bassi and associate partners Manisha Shroff and Aditya Cheriyan led the transaction.

Latham & Watkins has advised Everbright Securities in respect of its Hong Kong IPO, making it the second Chinese securities firm to list in Hong Kong this year. Based on the offer price of HK$12.68 (US$1.63) per H-share, the net proceeds from the global offering, after deduction of the underwriting commissions and other estimated expenses and assuming no exercise of the over-allotment option, is estimated to be approximately HK$8.3 billion (US$1.07b). The global offering comprises a total of 680 million H-shares, subject to the over-allotment option. The final number of offer shares allocated to the placees under the international offering is 612 million offer shares, representing 90 percent of the total number of the offer shares under the global offering (before the exercise of the over-allotment option), while the remaining 10 percent, or 68 million offer shares, will be allotted and issued to the applicants under the Hong Kong public offering. Hong Kong partners Cathy Yeung, Eugene Lee and William Woo led the transaction.

Shearman & Sterling has advised Citigroup, Deutsche Bank, UBS, Bank of America Merrill Lynch and Credit Suisse as the underwriters in respect of the issuance of US$260 million 7 percent senior notes due 2022 by Indonesia-listed Lippo Karawaci. The notes were issued under Regulation S and are traded on the SGX-ST. Lippo Karawaci is one of the leading broad-based property companies in Indonesia by market capitalisation, assets and revenue. Its key business areas include urban development, large scale integrated development, retail malls, healthcare, hospitality and infrastructure, as well as property and portfolio management. Partners Alan Yeung (Hong Kong, capital markets), Kyungwon Lee (New York/Hong Kong, capital markets) and Mei Lian (London, finance) led the transaction.

Shook Lin & Bok is acting for EUN (UK), EUN Holdings (UK) and EUN Holdings in respect of their proposed acquisition of all the issued and paid-up ordinary shares in the capital of euNetworks Group, other than those already held by the group, at S$1.16 (US$0.86) per share or, in lieu thereof, partnership interests in EUN Holdings per share, to be effected by way of a scheme of arrangement. The transaction values the acquisition at approximately S$175 million (US$129.6m). Partners David Chong, Michelle Phang and Dayne Ho are leading the transaction.

Sidley Austin has represented Foxconn Technology Group in respect of its investment in Hike Messenger, India’s only homegrown messaging platform and the largest Indian internet company by users. Hike Messenger raised a Series D financing of more than US$175 million in a new funding round led by Tencent Holdings and Foxconn, valuing the company at close to US$1.4 billion. Existing investors Tiger, Bharti and the SoftBank Group also participated in this round. This is the fourth venture capital round and the biggest to date for Hike Messenger, taking the total investment to over US$250 million so far. Vivek Baid led the transaction, which was announced on August 16, 2016.

Simpson Thacher has represented China National Chemical, known as ChemChina, in respect of obtaining clearance from the Committee on Foreign Investment in the US for ChemChina’s proposed US$43 billion acquisition of Swiss agrochemical firm Syngenta. Washington DC managing partner Peter Thomas led the transaction.

SSEK Legal Consultants has acted as Indonesian counsel to Shinhan Investment, one of South Korea’s leading securities brokers and investment banks, in respect of its acquisition of Indonesian securities company Makinta Securities. Partner Fahrul Yusuf led the transaction while Kim & Chang acted as South Korean counsel.

WongPartnership is acting for Global Grand Leisure as one of the investors in respect of a fundraising round for social dating app Paktor, which raised US$10 million in venture investment. Partner Ong Sin Wei is leading the transaction.

Deals – August 17, 2016

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AZB & Partners is advising the Max Group, consisting of Max Life Insurance Company Ltd, Max Financial Services Ltd and Max India Ltd, in respect of the merger of the life insurance businesses of Max Group into HDFC. Partners Ajay Bahl, Anil Kasturi and Niladri Maulik are leading the transaction which is valued at approximately INR650 billion (US$9.7m) and is yet to be completed.

AZB & Partners is also advising Tata Chemicals Ltd in respect of the acquisition of its Urea business by Yara Fertilisers India Private Ltd, a wholly-owned subsidiary of Yara International ASA. Partners Darshika Kothari, Rishi Gautam and Anand Shah are leading the transaction which is valued at approximately INR26.7 billion (US$399.3m) and is yet to be completed.

Clyde & Co has advised Younata in respect of the sale of a majority stake in the Kalium group of companies, a well-established medical solutions provider in the Middle East and North Africa, to AVIVO Group, a unit of the private equity firm Al Masah Capital. Established 10 years ago, Kalium is one of the leading medical aesthetics solutions providers in the MENA region. It owns and operates clinics and education institutions and distributes advanced medical equipment, skin care products and aesthetic devices. AVIVO is a leading healthcare services provider in the GCC and has more than 40 healthcare facilities in MENA with plans to expand to South-East Asia. Corporate partner Naji Hawayek led the transaction.

Cyril Amarchand Mangaldas is advising Yara Fertilisers India Private Ltd and Yara International ASA in respect of the proposed acquisition by Yara of Tata Chemicals Ltd’s (TCL) business of sale and distribution of urea and customised fertilizers manufactured through TCL’s urea plant in Babrala, Uttar Pradesh for approximately INR26.7 billion (US$399.3m), subject to adjustment as per agreed terms, through a scheme of arrangement by way of a slump sale. Mumbai corporate partners Tushar Mavani and Smruti Shah, supported by partners Sharad Mathkar (dispute resolution), Bharat Budholia (competition law), S R Patnaik (tax), Mekhala Anand (tax) and Gyanendra Kumar (real estate), are leading the transaction which was signed on 10 August 2016 and is expected to close around May 2017.

J Sagar Associates has acted as sole Indian counsel to Oil and Natural Gas Corp Ltd (ONGC) in respect of the issue of US$1 billion guaranteed senior notes, comprising of US$400 million 2.875 percent guaranteed senior notes due 2022 and US$600 million 3.75 percent guaranteed senior notes due 2026, by ONGC Videsh Vankorneft Pte Ltd and guaranteed by ONGC. Joint book-runners and joint lead managers to the issue were Citigroup Global Markets Singapore Pte Ltd, Standard Chartered Bank, DBS Bank Ltd, Mizuho Securities Asia Ltd, MUFG Securities Asia (Singapore) Ltd and SMBC Nikko Capital Markets Ltd. Partners Dina Wadia and Uttara Kolhatkar led the transaction.

J Sagar Associates has also advised the Australia and New Zealand Banking Group Ltd, Barclays Bank PLC, Citigroup Global Markets Ltd, DBS Bank Ltd and The Hongkong and Shanghai Banking Corp Ltd as the joint lead managers in respect of Glenmark Pharmaceuticals Ltd’s issue of US$200 million 4.5 percent senior notes due 2021. Partners Dina Wadia and Uttara Kolhatkar also led the transaction.

Khaitan & Co has advised Nihilent Technologies Ltd in respect of the acquisition of 100 percent of the shareholding of ICRA Ltd in ICRA Techno Analytics Ltd. Nihilent is a global consulting and solutions integration company using a holistic and systems approach to problem solving. Headquartered in Pune, India, Nihilent has extensive experience in international consulting, IT outsourcing and IT services. Associate partner Pooja Patel, supported by partner Abhimanyu Bhattacharya and associate partner Aditya Cheriyan, led the transaction.

Khaitan & Co has also advised Grasim Industries Ltd, Aditya Birla Nuvo Ltd and Aditya Birla Financial Services Ltd in respect of the proposed merger of Adita Birla Nuvo into Grasim Industries and the subsequent demerger and listing of its financial services business through a composite scheme of arrangement. Grasim Industries is a US$5.6 billion conglomerate comprising of businesses in cement, chemicals and viscose staple fibre. It is a leading global player in viscose staple fibre and is the largest manufacturer of chlor-alkali and epoxy resins in India. Its subsidiary UltraTech is the largest manufacturer of cement in India. Aditya Birla Nuvo is a US$3.6 billion conglomerate with leadership position across its businesses. Its financial services business ranks among the top five fund managers in India whilst its telecom venture, Idea Cellular, ranks among the top three cellular operators in India. It has recently ventured into the solar power businesses and has also received an in-principle approval from RBI to set up a payments bank in joint venture with Idea Cellular. Senior partner Haigreve Khaitan, partner Mehul Shah and associate partner Sameer Sah led the transaction.

King & Wood Mallesons has acted as US and PRC counsel to Fenghui Leasing Co Ltd in respect of its offering of US$150 million 7.875 percent guaranteed notes due 2019. It is the first high yield bond issued by a PRC financial leasing company and a landmark transaction for both the issuer, as its debut international bond offering, and for the firm, as the first ever international law firm to act as both US and PRC counsel in a bond issuance. Fenghui Leasing is one of China’s leading financial leasing companies providing financing solutions for high-end smart equipment, medical equipment, transportation equipment, environmental protection equipment, public utility construction equipment, as well as operating lease solutions. Hong Kong partner Hao Zhou, supported by Beijing partners Yanyan Song and Han Jie, led the transaction.

Latham & Watkins has represented Warburg Pincus, as co-lead investor in a consortium of global investment firms, in respect of the signing of definitive agreements, to make a substantial investment in GO-JEK, Indonesia’s leading on-demand mobile platform. This equity capital raise of over US$550 million is comprised of leading investors, including Warburg Pincus, KKR, Farallon Capital and Capital Group Private Markets, as well as existing shareholders and other international investors. Previous investors include Sequoia India, Northstar Group, DST Global, NSI Ventures, Rakuten Ventures and Formation Group. Hong Kong corporate partner Amy Beckingham led the transaction which is considered as the largest single-round fundraise by financial investors for a Southeast Asian technology company.

Majmudar & Partners has represented Axis Bank Ltd, the third largest private sector bank in India, in respect of the proposed merger of Max Life Insurance Company Ltd with HDFC Standard Life Insurance Company Ltd. Axis Bank is currently a minority shareholder of Max Life. Under a composite scheme of arrangement, Max Life is proposed to be merged into Max Financial Services and, subsequently, the insurance undertaking from the combined Max Financial Services entity will be demerged to HDFC Life. HDFC Life will, thereafter, be listed on Indian stock exchanges and Axis Bank will own shares in HDFC Life. The merger of Max Life and HDFC Life will create the largest private life insurer in India and the combined entity will be valued at approximately US$9.73 billion. Managing partner Akil Hirani led the transaction.

Paul Hastings has represented China Everbright Ltd in respect of its US$120 million disposal of 49 percent of the share capital of Everbright Securities (International) Ltd to Everbright Securities Financial Holdings Ltd. China Everbright, a member of state-owned enterprise China Everbright Group, is an HKSE-listed conglomerate focusing on cross-border asset management and investment. Corporate partner Vivian Lam led the transaction which was announced on 11 August 2016.

Rajah & Tann Singapore is advising Courage Marine Group Ltd, which is dual primary listed on the Main Board of the SGX-ST and the HKSE, in respect of a proposed conversion of its listing status on the SGX-ST to a secondary listing. The Courage Marine group owns and operates bulk carriers which are deployed around the PRC, Japan, Russia, Vietnam, Indonesia, Bangladesh and elsewhere in Asia. These vessels transport dry bulk commodities, such as coal, sea sand, gravel, cement, clinker, iron ore, minerals and wood chips. Partner Danny C Lim is leading the transaction which was announced on 8 August 2016 and is yet to be completed.

Rajah & Tann Singapore is also advising Sinochem International (Overseas) Pte Ltd, a wholly-owned subsidiary of Sinochem International Corp, in respect of the issuance of US$90 million exchangeable bonds to China-Africa Development Fund, which are exchangeable into shares of SGX-listed Halcyon Agri Corp Ltd, during an ongoing mandatory cash offer for Halcyon by Sinochem. Halcyon is a global natural rubber supply chain manager with business activities spanning the entire natural rubber supply chain with an extensive distribution network across South East Asia, the PRC, South Africa, the USA and Europe. It is one of the top five natural rubber companies globally. Partner Danny C Lim is leading the transaction which is valued at approximately US$90 million and is yet to be completed. Clifford Chance is advising China-Africa Development Fund.

Shook Lin & Bok is acting for KPMG Corporate Finance Pte Ltd as the independent financial adviser in respect of the proposed scheme takeover and privatisation of SGX-listed HTL International Holdings Ltd by Ideal Homes International Ltd, a wholly-owned subsidiary of PRC-incorporated and Shanghai Stock Exchange-listed Yihua Lifestyle Technology Co Ltd, for approximately S$400 million (US$298.7m). Partner Dayne Ho is leading the transaction.

Stephenson Harwood has advised Steed Oriental (Holdings) Company Ltd, listed on the GEM Board of the HKSE, in respect of its disposal of 56.98 percent equity interest for approximately HK$190.6 million (US$24.6m). Mr Huang Dong Sheng, Ms Wong Sut Keng and Ms Wong Hang Kuen, the controlling shareholders of Steed Oriental, entered into a sale and purchase agreement with Ms Sun Xue Song and Mr Xue Zhao Qiang, the joint offerors, pursuant to which the joint offerors agreed to acquire shares representing approximately 56.98 percent equity interest in Steed Oriental from the controlling shareholders. As a result of the transaction, the joint offerors collectively incurred an obligation to make an unconditional mandatory offer under the Codes on Takeovers and Mergers for all the issued shares of Steed Oriental. Corporate partner Eugene Lai led the transaction.

SyCipLaw has acted as Philippine counsel to DBS Bank Ltd, Mizuho Bank Ltd and Standard Chartered Bank as the structuring banks in respect of the US$400 million project financing of SMC Consolidated Power Corp’s new 300 MW coal-fired power plant in Limay, Bataan. In addition to the structuring banks, the lenders to the project financing were Bank of Commerce, Bank of Tokyo-Mitsubishi UFJ, CTBC Bank Co Ltd, Maybank International (Labuan Branch), Maybank Philippines Inc, Siemens Bank GMBH (London Branch) and INTESA San Paolo Spa (Hong Kong Branch). SMC Consolidated Power Corp is a wholly-owned subsidiary of San Miguel Corp through SMC Global Power Holdings Corp. The San Miguel group is currently expanding its power generation portfolio with several projects being advanced into construction phases across grids. This project is the first of three 300 MW power plants which will share certain facilities and be operated by a single O&M contractor. Partners Simeon Ken R Ferrer, Hector M de Leon Jr and Angel M Salita Jr led the transaction.

WongPartnership is acting for Deloitte Southeast Asia in respect of the acquisition of I-Analysis Pte Ltd, a highly regarded digital forensic and electronic discovery service provider. Partner Mark Choy is leading the transaction.

WongPartnership has also acted for TPG Growth II SF Pte Ltd in respect of its US$18 million investment in Singapore-incorporated Apollo Towers which provides construction, management and leasing of telecommunications tower infrastructure to mobile operators in Myanmar. Partners Low Kah Keong, Hui Choon Yuen, Dawn Law and Khoo Yuh Huey led the transaction.

Deals – August 10, 2016

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Allen & Gledhill has advised Noble Group Ltd in respect of the approximately S$718.9 million (US$533.2m) renounceable underwritten rights issue. Partners Leonard Ching and Alvin Zhuang led the transaction.

Allen & Gledhill has also advised Oversea-Chinese Banking Corp Ltd as the sole lead manager and book-runner in respect of the issue of US$200 million 2.5 percent notes due 2021 under the S$3 billion (US$2.2b) multicurrency debt issuance programme by FCL Treasury Pte Ltd. Partners Ong Kangxin and Sunit Chhabra led the transaction.

AZB & Partners is advising Onex Corp in respect of the India leg of its acquisition of the intellectual property and life sciences business of Thomson Reuters. Partners Ashwath Rau and Anu Tiwari are leading the transaction which was valued at approximately INR238 billion (US$3.56b) and is yet to be completed.

AZB & Partners has also advised International Finance Corp (IFC) in respect of the issuance on a private placement basis to IFC of secured, rated, listed, redeemable, non-convertible debentures by Aptus Value Housing Finance India Ltd. Partners Gautam Saha and Amrita Patnaik led the transaction which was completed on 27 July 2016.

Corrs Chambers Westgarth has advised Aurizon Holdings in respect of the sale of its 33 percent equity stake in the proposed Moorebank Intermodal Terminal. Aurizon sold its holding to Qube Holdings, which currently has a 67 percent stake, for A$98.9 million (US$75.3m). Aurizon and Qube had initially formed the Sydney Intermodal Terminal Alliance to develop the Moorebank terminal in south western Sydney, Australia. The firm also advised the company on its joint venture arrangements with Qube for the Moorebank project in 2015. The sale of Aurizon’s investment in the Moorebank project follows Aurizon’s securing of a 10-year lease at the nearby Enfield Intermodal Logistics Centre owned by NSW Ports, which fulfils Aurizon’s current customer, capacity and operational needs. Corporate partner Stephanie Daveson led the transaction.

Howse Williams Bowers has advised HKSE-listed ZH International in respect of the listing of its subsidiary Global Medical REIT (GMR) on the NYSE. GMR is a Maryland corporation engaged primarily in the acquisition of licensed, state-of-the-art, purpose-built healthcare facilities and the leasing of these facilities to leading clinical operators. The company’s management team has significant healthcare, real estate and public real estate investment trust (REIT) experience and has long-established relationships with a wide range of healthcare providers. This is the first time a PRC real estate company successfully listed an REIT specialized in the healthcare sector on the NYSE. The offering was implemented through an offering of new GMR shares for a maximum offering price of US$150 million, including over allocations. Corporate partner Christopher Yu led the transaction.

J Sagar Associates has advised Ankur Capital, an early stage venture capital fund, in respect of its INR6 million (US$89,766) investment in Suma Agro India Private Ltd. Founded in 2011, Suma Agro develops humic acid-based soil nutrient solutions which help bridge the demand-supply gap by improving soil content and boosting production. Suma Agro currently operates a manufacturing plant near Chennai with a production capacity of 24 lakh litres, with a market value of over INR1 billion (US$15m). Partners Dina Wadia and Manav Raheja led the transaction.

J Sagar Associates has also advised iValue Infosolutions Private Ltd and its promoters in respect of the sale of their shares in iValue to Auroile Technologies Private Ltd, a 100 percent subsidiary of IRIS Computers Ltd. iValue provides value added distributor and consultancy services in the digital asset protection and data, network and application management areas. Partner Probir Roy Chowdhury led the transaction.

Kanga & Co has advised Advanced Enzyme Technologies Ltd in respect of its IPO of approximately 4.6 million equity shares of INR10 (US$0.15) for cash at a price of INR896 (US$13.40) per equity share, including a share premium of INR886 (US$13.25) per equity share, aggregating to approximately INR4.1 billion (US$61.34m). Advanced Enzyme Technologies is the largest Indian enzyme company engaged in the research and development, manufacturing and marketing of more than 400 proprietary products developed from 60 indigenous enzymes. Partner Chetan Thakkar led the transaction.

Khaitan & Co has advised Kotak India Venture (Offshore) Fund, Kotak India Venture Fund I and Kotak Employees Investment Trust as the investor selling shareholders in respect of the approximately INR4.1 billion (US$61.3m) IPO of Advanced Enzyme Technologies Ltd. Executive Director Sudhir Bassi and partner Abhimanyu Bhattacharya led the transaction.

Khaitan & Co has also advised Trusted Source Pte Ltd, a member of Temasek Management Services Group, in respect of the India leg of the acquisition of stake in Singapore-based Deep Identity Pte Ltd by way of subscription to ordinary shares and acquisition of shares from the founder and other stakeholders, followed by Deep Identity’s acquisition of 100 percent stake in Deep Identity India Private Ltd from its promoters. Partner Rabindra Jhunjhunwala, assisted by partner Kumar Saurabh Singh, led the transaction.

Kirkland & Ellis is advising the Special Committee of NYSE-listed Trina Solar Ltd, a global leader in photovoltaic modules, solutions and services, in respect of its agreement and plan of merger with Fortune Solar Holdings Ltd and Red Viburnum Company Ltd, a wholly-owned subsidiary of Fortune Solar, pursuant to which Trina Solar will be acquired by a consortium of investors in an all-cash transaction implying an equity value of the company of approximately US$1.1 billion. Hong Kong corporate partners David Zhang, Jesse Sheley, Benjamin Su and Xiaoxi Lin are leading the transaction which was announced on 1 August 2016.

K&L Gates has advised Stockholm-based SEB Private Equity in respect of its cross-border acquisition of pioneering video tech company Accedo Broadband. A global market leader in TV application solutions, Accedo has a customer base of over 350 of the world’s leading premium media companies, operators, broadcasters and other video services providers and reaches hundreds of millions of video consumers worldwide. The acquisition of Accedo is expected to accelerate growth and continued innovation of the tech company and is just one of many recent investments by SEB in the expanding tech and media industry. Sydney corporate partner Glenn Hughes, supported by Sydney labour, employment and workplace safety partner Christa Lenard and Sydney intellectual property partner Simone Mitchell, led the transaction.

Luthra & Luthra has represented Mahindra Life Spaces and its officers in respect of a criminal complaint under Section 420 & 406 of the Indian Penal Code 1860 instituted by a real estate broker against the company and its officers. The complainant claimed that he was cheated of the brokerage amount of INR56 million (US$837,822) in a land deal transacted by the company for about INR5 billion (US$74.8m). The complainant contended that the company fraudulently transacted the land proposed by him through some other broker to cause wrongful loss to the complainant and corresponding gain to company. The Court found no prima facie evidence and dismissed the complaint. Senior partner Vijay K Sondhi and partner Sanjay Kumar led the transaction.

Luthra & Luthra has also advised Fidelity, an American multinational financial services corporation and the fourth largest mutual fund and financial services group in the world, in respect of its investment in PC Jeweller Ltd, an Indian listed jewellery company. The transaction involves a total investment of INR257 crores (US$38.4m) by Fidelity by way of subscription to compulsorily convertible preference shares. With the closing of the transaction, PC Jeweller will have raised the funds it requires for expanding its operations and meeting working capital requirements. Partner Dipti Lavya Swain led the transaction.

Maples and Calder has acted as Cayman Islands counsel to Cayman Islands company Royal Catering Group Holdings Company Ltd in respect of its listing by way of placing 500 million shares on the Growth Enterprise Market of the HKSE. The placing shares were offered at HK$0.15 (US$0.02) per share, with gross proceeds of approximately HK$75 million (US$9.7m). Royal Catering Group is a food and beverage group in Hong Kong operating casual dining restaurants under a portfolio of brands. Maples Fund Services (Cayman) Ltd acted as principal share registrar and transfer office in the Cayman Islands. RaffAello Capital Ltd acted as the sole sponsor. Partner Lorraine Pao led the transaction whilst CFN Lawyers, in association with Broad and Bright, acted as Hong Kong counsel. ONC Lawyers acted for the sponsor and underwriters.

Rajah & Tann Singapore has acted for China Jinjiang Environment Holding Company Ltd (Jinjiang Environment) in respect of its IPO and listing on the Main Board of the SGX-ST. Headquartered in Hangzhou, Jinjiang Environment is the first private and the leading waste-to-energy (WTE) operator in the PRC with the largest waste treatment capacity in operation. It currently has 16 operating WTE facilities and a further 18 pipeline projects. Its business functions both as a sustainable waste management solution that is an environmentally sound alternative to the more traditional waste management practices of landfill disposal and as a source of clean energy that reduces greenhouse gas emissions. Jinjiang Environment raised approximately S$185 million (US$137.4m) and its market capitalisation at the time of its listing on the SGX-ST was approximately S$1.08 billion (US$802m). Partners Chia Kim Huat and Hoon Chi Tern led the transaction which is the largest non-REIT/Business Trust IPO on the Main Board of the SGX-ST in approximately two years.

Rajah & Tann Singapore has also acted for Japfa Ltd and PT Japfa Comfeed Indonesia Tbk in respect of the investment by KKR Jade Investments Pte Ltd into PT Japfa. KKR’s investment is a combination of a subscription of new shares in PT Japfa and the purchase of existing PT Japfa shares from Japfa Ltd for an aggregate of IDR1.07 trillion (US$81.5m). This innovative deal incorporates a mixture of new and old shares in the investment structure. R&T Singapore partners Evelyn Wee and Hoon Chi Tern and partners Ahmad Fikri Assegaf and Putu Suryastuti of R&T Asia network member Assegaf Hamzah & Partners led the transaction which was completed on 4 August 2016.

Shardul Amarchand Mangaldas & Co is advising HDFC Standard Life Insurance Company Ltd in respect of its definitive agreements for amalgamation of businesses with Max Life Insurance Company Ltd, Max Financial Services Ltd and Max India Ltd through a composite scheme of arrangement. As a part of the proposed transaction, Max Life will be merged with Max Financial, the insurance undertaking in the resultant Max Financial would be demerged to HDFC Life, and Max Financial will be merged into Max India. As a result of the transaction, HDFC Life would be listed on the NSE and BSE, subject to receipt of requisite regulatory approvals. The merger is the first of its kind in the life insurance business in India. Executive Chairman Shardul S Shroff, corporate partners Kalpataru Tripathy, Shailaja Lall, Promode Murugavelu and Yogesh Chande, competition law partners Shweta Shroff Chopra and Aparna Mehra, tax partners Amit Singhania and Sandeep Chilana, and intellectual property partner Charu Mehta led the transaction. Max Life, Max Financial and Max India are represented by AZB & Partners led by co-founder and managing partner Ajay Bahl, corporate partners Anil Kasturi and Niladri Maulik, competition law partner Samir Gandhi, tax partner Ravi Prakash and intellectual Property partner Akhilesh. Standard Life (Mauritius Holdings) 2006 Ltd, a promoter shareholder in HDFC Life, is represented by Cyril Amarchand Mangaldas led by partner Shishir Vayttaden. HDFC Ltd, a promoter shareholder in HDFC Life, is represented by AZB & Partners led by partner Varoon Chandra.

Skadden is representing Didi Chuxing, China’s leading ride-hailing service, in respect of the completion of its merger with Uber China. As a result of the merger, Uber China has become a wholly-owned subsidiary of Didi Chuxing while Uber Technologies Inc and other former shareholders of Uber China have become minority shareholders of Didi Chuxing. The combined company would be valued reportedly at US$35 billion. Corporate partners Julie Gao and Will Cai, tax partners David Rievman (New York) and Nathan Giesselman, anti-trust partners Steven Sunshine (Washington DC) and Matthew Hendrickson (New York) and enforcement partner Rory McAlpine led the transaction.

Skadden has also represented the investor consortium, including Trina Solar Ltd’s chairman and CEO Mr Gao Jifan, Shanghai Xingsheng Equity Investment & Management Co Ltd, Shanghai Xingjing Investment Management Co Ltd, Great Zhongou Asset Management (Shanghai) Co Ltd, Liuan Xinshi Asset Management Co Ltd and/or their respective affiliates, in respect of Trina Solar’s definitive agreement and plan of merger with Fortune Solar Holdings Ltd and Red Viburnum Company Ltd, pursuant to which Trina Solar will be acquired by the investor consortium in an all-cash transaction which values Trina Solar at approximately US$1.1 billion. NYSE-listed Trina Solar is a global leader in photovoltaic modules, solutions and services. Partner Peter Huang led the transaction which was announced on 1 August 2016.

SSEK has acted as Indonesian counsel to Alibaba Group Holding in respect of its US$1 billion purchase of a controlling stake in Southeast Asian online retailer Lazada Group. Alibaba will buy US$500 million of newly issued shares from the online retailer and a further US$500 million from existing shareholders. Lazada was founded by Germany’s Rocket Internet in 2012 and is headquartered in Singapore. It also operates in Indonesia, Malaysia, the Philippines, Thailand and Vietnam. Founding partner Ira A Eddymurthy and partner Fahrul S Yusuf led the transaction whilst Sullivan & Cromwell acted as international counsel.

SSEK has also represented Credit Guarantee and Investment Facility as guarantor in respect of the issuance by a joint venture multi-finance company of two tranches of medium-term notes in the amount of IDR140 billion (US$10.6m). Founding partner Ira A Eddymurthy, assisted by partner Denny Rahmansyah, led the transaction.

Troutman Sanders is acting as foreign counsel for Shanghai Fosun Pharmaceutical, a leading Chinese health care provider, in respect of the acquisition of an 86 percent stake in the Hyderabad-based Gland Pharma, an Indian generic injectable pharmaceutical products company backed by global private equity giant KKR & Co LP, for US$1.26 billion. This is the largest takeover of an Indian company by a Chinese firm and the biggest inbound M&A so far this year. Gland Pharma is valued at US$1.46 billion after the transaction. Shanghai partner Chengfei Ding is leading the transaction.

Walkers has acted as Cayman Islands counsel to Uber China in respect of its merger with Didi Chuxing. Upon completion of the merger, Uber China will become a wholly-owned subsidiary of Didi Chuxing whilst Uber Technologies and other former shareholders of Uber China will become minority shareholders of Didi Chuxing. The combined company is valued reportedly at US$35 billion. Partners Amelia Hall, Denise Wong and Joanne Collett led the transaction which is subject to government approval.

Walkers has also acted as British Virgin Islands counsel to China Railway XunJie Co Ltd in respect of its issuance of US$500 million 3.25 percent guaranteed notes due 2026 unconditionally and irrevocably guaranteed by China Railway Group Ltd. Partner Kristen Kwok led the transaction.

WongPartnership is acting for SMRT Corp Ltd in respect of the proposed S$1.2 billion (US$890m) acquisition by Belford Investments Pte Ltd, a wholly-owned subsidiary of Temasek Holdings (Private) Ltd, of all the issued ordinary shares in SMRT, other than those already held by Temasek, via a scheme of arrangement. Listed since 2000, SMRT is the largest rail operator in Singapore. The proposed privatisation comes on the heels of the announcement by SMRT of its proposed transition to the new rail financing framework announced by SMRT and the Land Transport Authority of Singapore on 15 July 2016, and values SMRT at S$2.56 billion (US$1.9b). Managing partner Ng Wai King and partners Annabelle Yip and Audrey Chng are leading the transaction.

WongPartnership is also acting for SMRT Corp Ltd, SMRT Trains Ltd and SMRT Light Rail Pte Ltd (SLRT) in respect of the proposed transition of SMRT Trains to a new licence to be granted by the Land Transport Authority of Singapore (LTA) to operate the North-South, East-West line and Circle line mass rapid transit systems and the Bukit Panjang light rail transit system under the new rail financing framework, and the proposed transfer of ownership of the rail operating assets of SMRT Trains and SLRT, including trains and signalling systems estimated at approximately S$991 million (US$735m), to the LTA in connection therewith, including seeking the approval of shareholders of SMRT Corp for the proposed transfer. Managing partner Ng Wai King and partners Tan Chee Meng, Dorothy Marie Ng, Annabelle Yip, Lam Chung Nian, Audrey Chng, Joyce Ang, Benjamin Tay and Tan Shao Tong are leading the transaction.
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Deals – August 3, 2016

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Allen & Gledhill has advised Oil and Natural Gas Corp Ltd, through its wholly-owned Singapore-incorporated subsidiary Videsh Vankorneft Pte Ltd, in respect of the issue of US$400 million 2.875 percent senior notes due 2022 and US$600 million 3.75 percent senior notes due 2026. Partner Glenn Foo led the transaction.

AZB & Partners has advised Jaydev Mody in respect of its acquisition of 65 percent shares in Goan Football Club Pvt Ltd. Partners Zia Mody and Anand Shah led the transaction which was completed on 22 July 2016.

AZB & Partners has also advised Max Ventures and Industries Ltd in respect of its acquisition of approximately 11 percent equity share capital of Azure Hospitality Private Ltd. Partners Anil Kasturi and Aparna Mittal led the transaction which was valued at approximately INR335 million (US$5m) and was completed on 19 July 2016.

Colin Ng & Partners has advised United Overseas Bank Ltd as the sponsor, issue manager and placement agent in respect of the IPO of Wong Fong Industries Ltd on the Catalist Board of the SGX-ST. The IPO, by way of placement of 43 million shares in the capital of Wong Fong Industries at S$0.23 (US$0.17) per share, raised approximately S$8 million (US$6m) in net proceeds. Following the IPO, Wong Fong Industries’ market capitalisation is approximately S$54.1 million (US$40.4m), based on the issue price and post-placement share capital of 235 million shares. With origins which can be traced back to 1964, Wong Fong Industries is one of Singapore’s leading providers of land transport engineering solutions and systems and has a presence in Singapore, Malaysia and China. Joint managing partner Tan Min-Li and partner Stephen Son led the transaction. Dentons Rodyk & Davidson acted for Wong Fong Industries.

Cyril Amarchand Mangaldas has acted as Indian counsel to Larsen & Toubro Infotech Ltd in respect of its IPO of 17.5 million equity shares with face value of INR1 (US$0.015) each, aggregating to approximately INR12.4 billion (US$185.8m), through an offer for sale by its promoter, Larsen & Toubro Ltd. The prospectus was filed on 14 July 2016, with allotment on 19 July 2016. The listing took place on 21 July 2016. Mumbai capital markets partner Yash Ashar led the transaction. Citigroup Global Markets India Private Ltd, Kotak Mahindra Capital Company Ltd and ICICI Securities Ltd, the book-running lead managers to the offer, were advised by S&R Associates and Clifford Chance as domestic and international counsels, respectively.

Cyril Amarchand Mangaldas is also advising Gland Pharma Ltd, its promoters and the exiting private equity investor KKR Floorline Investments Pte Ltd in respect of the proposal by Fosun Pharma Industrial Pte Ltd and a few of its affiliates to acquire approximately 86 percent of the outstanding share capital of Gland Pharma for a deal value of US$1.3 billion. Mumbai managing partner Cyril Shroff and Bangalore partner Reeba Chacko, supported by Mumbai partner Bharat Budholia and New Delhi partner SR Patnaik, are leading the transaction which was signed on 28 July 2016 and is subject to regulatory approvals. Simpson Thacher & Bartlett was the offshore counsel for Gland Pharma, its promoters and KKR. The international legal counsel to Fosun Pharma Industrial was Troutman Sanders.

J Sagar Associates has advised Amazon in respect of its investment in compulsorily convertible preference shares of Qwikcilver Solutions Private Ltd as part of a third round financing into Qwikcilver. The other investors that participated in this round included existing investors Accel India Venture II (Mauritius) Ltd and Helion Venture Partners India LLC and new investors Sistema Asia Fund Pte Ltd and Helion Advisors Private Ltd. Qwikcilver provides end-to-end gift card solutions for retailers and corporate customers and also provides a B2B backend technology to transactions for the use of plastic gift cards, loyalty cards, etc. Partner Vivek K Chandy led the transaction. MD&T Partners, led by partner Mahesh Devaiah, advised Qwikcilver and the promoters. The other investors were advised by Cyril Amarchand Mangaldas New Delhi led by partners Gyanendra Kumar and Ritika Rathi.

J Sagar Associates has acted as domestic counsel to Axis Capital Ltd, ICICI Securities Ltd, IIFL Holdings Ltd and YES Securities (India) Ltd as the underwriters in respect of Quess Corp Ltd’s IPO consisting of a fresh issue of equity shares aggregating to INR4 billion (US$60m). The shares were listed on 12 July 2016. Partners Nosh Modi and Arka Mookerjee led the transaction whilst Squire Patton Boggs Singapore acted as international counsel. Cyril Amarchand Mangaldas advised Quess Corp.

Khaitan & Co has advised RPG Life Sciences Ltd India in respect of the acquisition of seven brands (across different therapeutic sectors) from Sun Pharma Ltd for approximately US$6.1 million. A part of the RPG Enterprises, RPG Life Sciences is an integrated pharmaceutical company operating in the domestic and international markets in the branded formulations, global generics, synthetic and fermentation APIS space. Associate partner Surbhi Kejriwal, supported by partners Adheesh Nargolkar and Avaantika Kakkar, led the transaction.

Khaitan & Co has also advised Fosun International Ltd, Shanghai Fosun Pharmaceutical (Group) Co Ltd and various subsidiaries in respect of the acquisition of 86 percent stake in Gland Pharma Ltd for approximately US$1.26 billion. The proposed transaction is the largest acquisition of an Indian company by a Chinese firm. Fosun International is a Chinese international conglomerate and investment company. Shanghai Fosun Pharmaceutical was established in 1994 to have a leading position in China’s medical and health industry groups. Partner Niren Patel led the transaction.

Luthra & Luthra has acted as Indian counsel to HT Global IT Solutions Holdings Ltd, the promoter of Hexaware Technologies, in respect of its issue of US$300 million high yield bonds which are listed on the SGX-ST. The issuer is a single purpose investment holding company of Baring Asia V Fund. Deutsche Bank, ING, Standard Chartered and UBS were the joint book-runners on the transaction. The high yield bonds are listed on SGX-ST. Partners Manan Lahoty and Sundeep Dudeja led the transaction whilst Davis Polk & Wardwell (Britain) acted as international counsel as to US federal and New York state laws and Conyers Dill & Pearman (Mauritius) advised on Mauritius law. The initial purchasers were advised by Shearman & Sterling as international counsel on US federal and New York state laws, Appleby on Mauritius law and Khaitan & Co on Indian law.

Paul Hastings has represented China Everbright Ltd in respect of its issuance of US$600 million panda bonds denominated in RMB, with Everbright Securities Company Ltd acting as the lead underwriter. This issuance is the first tranche of panda bonds issued by China Everbright in a proposed series with an aggregate principal amount of not more than US$1.92 billion. China Everbright, a member of state-owned enterprise China Everbright Group, is an HKSE-listed conglomerate focusing on cross-border asset management and investment. Partner Vivian Lam led the transaction.

Paul Hastings has also represented GS Engineering & Construction Corp (GS E&C) in respect of its issuance of US$150 million convertible bonds due 2021 which closed on 21 July 2016. The bonds were listed on the SGX. HSBC acted as the sole underwriter. One of the largest construction companies in Korea, GS E&C is primarily engaged in the construction of residential, architectural and civil works, as well as industrial plants and power generation facilities globally. Its common stock is listed on the Korea Exchange. Capital markets partner Dong Chul Kim led the transaction which was the first international securities offering by a Korean construction company this year.

Shardul Amarchand Mangaldas & Co has advised PC Jeweller Ltd in respect of the INR257 crores (US$38.5m) investment by funds managed by Fidelity. Listed on the National Stock Exchange of India and BSE, PC Jeweller is one of the established players in the organized jewellery retail sector in India with 63 showrooms across 52 cities and 18 states. As a part of the transaction, funds managed by Fidelity are proposing to invest approximately INR257 crores (US$38.5m) in PC Jeweller by subscribing to compulsorily convertible preference shares. Prashant Gupta, national practice head – capital markets, led the transaction which was signed on 27 July 2016 and is expected to close by the end of August 2016. Dechert and Luthra & Luthra advised Fidelity.

Shook Lin & Bok has acted for DBS Trustee Ltd, the trustee of EC World REIT, in respect of the listing and IPO of EC World REIT on the SGX to raise approximately S$630 million (US$470m). EC World REIT is established with the investment strategy of investing principally, directly or indirectly, in a diversified portfolio of income-producing real estate which is used primarily for e-commerce, supply-chain management and logistics purposes, as well as real estate-related assets, with an initial geographical focus on the PRC. Partners Tan Woon Hum and Andrea Ng led the transaction which is the first Chinese specialised logistics and e-commerce logistics REIT to be listed on the SGX.

Siam City Law Offices has advised a terminal equipment and facility company in respect of a major share purchase transaction worth over US$18 million. The firm provided comprehensive tax advice, offshore incorporation and transaction planning between Thailand and Singapore, as well as on various commercial contracts. Partner Chinapat Visuttipat led the transaction.

Siam City Law Offices has also advised Casino Group France in respect of a €3 billion (US$3.35b) share purchase transaction. The firm provided tax advice and transaction planning, which was completed in the first quarter of 2016. Partner Chinapat Visuttipat also led the transaction which involved dealings in Thailand, the Netherlands and France.

Simpson Thacher has represented KKR, Dr Ravi Penmetsa, certain of his affiliates and Gland Pharma Ltd in respect of the acquisition by Shanghai Fosun Pharmaceutical (Group) Co Ltd (Fosun Pharma) of an approximately 86 percent stake in Gland Pharma for up to US$1.26 billion. Dr Penmetsa will continue as CEO of, and he and his family will retain a stake in, Gland Pharma. The transaction represents a full exit for KKR. The firm also represented KKR in its investment in Gland Pharma in 2014. Established in 1978 and based in Hyderabad, India, Gland Pharma develops and manufactures generic injectables for use in nearly 90 countries on five continents, with a focus on the Indian and US markets. It was the first company in India to get US Food and Drug Administration approval for pharmaceutical liquid injectable products. Gland’s world-class manufacturing facilities have also received approvals from a number of key medical regulatory agencies around the globe. PRC-based Fosun Pharma is a leading researcher, developer, producer and retailer of biopharmaceutical products worldwide. Partners Katie Sudol (M&A) and Chris Bell (Credit) led the transaction which is subject to customary regulatory approvals.

Skadden is representing LeEco Holdings Ltd, a rising global internet ecosystem company, in respect of its US$2 billion cash acquisition of Vizio Inc, a leading consumer electronics company in the US. Partners Julie Gao, Michael Gisser, Michael Mies, Will Cai, Stuart Levi, Karen Corman, David Kitchen, Sean Shimamoto, Ivan Schlager and Ken Schwartz are leading the transaction.

WongPartnership is acting for KKR Asia Ltd in respect of the proposed investment by KKR Jade Investments Pte Ltd, an affiliate of Kohlberg Kravis Roberts & Co LP, for an approximately 10.44 percent shareholding interest in PT Japfa Comfeed Indonesia Tbk which was carried out by way of the subscription of newly issued shares in PT Japfa and the purchase of existing shares in PT Japfa from Japfa Ltd, the majority shareholder of PT Japfa, for approximately US$81.2 million. Partners Mark Choy and Jason Chua are leading the transaction.

WongPartnership is also acting for Keppel Telecommunications & Transportation Ltd in respect of the sale by its wholly-owned subsidiary, Keppel Data Centres Pte Ltd, of a 50 percent interest in Keppel DC REIT Management Pte Ltd to Keppel Capital Holdings Pte Ltd. Partner Tan Sue-Lynn is leading the transaction.

Deals – July 27, 2016

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Appleby has advised on 10 IPO listings in Hong Kong in a half-month period between 30 June and 15 July 2016, representing an aggregate amount of more than HK$1.1 billion (US$141.8m). The firm acted as Cayman counsel in these listings on both the Main Board and the Growth Enterprise Market of the HKSE. Hong Kong corporate partner Judy Lee led all the transactions.

AZB & Partners has advised Au Financiers (India) Ltd and International Finance Corp in respect their sale, together with other shareholders of 15.7 percent shares of AU Financiers to various buyers. Partners Gautam Saha and Shuchi Sinha led the transaction valued at INR751 crores (US$111.5m) and completed on 27 June 2016.

AZB & Partners is advising FIH Mauritius Investments Ltd (Fairfax) in respect of its acquisition of approximately 51 percent equity stake of Privi Organics Ltd. Partners Ashwin Ramanathan and Bhavi Sanghvi are leading the transaction which is valued at approximately INR3.7 billion (US$55m) and is yet to be completed.
[In last week’s Briefing, the above deal was incorrectly attributed to Rajah & Tann. We apologise for any inconvenience.]

AZB & Partners has also advised LafargeHolcim Ltd in respect of an agreement entered into by its wholly-owned subsidiaries, Financiere Lafarge SAS and Holderind Investments Ltd, with Nirma Ltd to sell their 100 percent interest in Lafarge India for an enterprise value of approximately US$1.4 billion. The sale is subject to Competition Commission of India approval. Senior partner Ashwath Rau and partner Dhruv Singhal are leading the transaction which was signed on 11 July 2016 and is yet to be completed.

Cyril Amarchand Mangaldas is advising JSW Energy Ltd in respect of Jaiprakash Power Ventures Ltd’s (JPVL) transfer / hive-off of its operational 500 MW coal-fired thermal power plant at Bina, Madhya Pradesh as a going concern through a scheme of arrangement under Sections 391-394 of the Companies Act 1956 to its subsidiary Bina Power Supply Ltd (BPSL). Subsequent to the scheme of arrangement being made effective and subject to other terms and conditions agreed between JSW Energy and JPVL, JSW Energy will acquire 100 percent of BPSL securities and will thus acquire ownership of the 500 MW power plant and associated facilities. The base enterprise value for the power plant is INR2,700 crores (US$401m) as on 1 September 2015. Mumbai infrastructure & project finance partner L Viswanathan and corporate partner Tushar Mavani, assisted by New Delhi infrastructure & project finance partner Ramanuj Kumar and Mumbai competition law partner Bharat Budholia, are leading the transaction which was signed on 18 July 2016 and is expected to close by 31 May 2017. Jaiprakash Power Ventures Ltd is represented by Vaish Associates.

Cyril Amarchand Mangaldas has also advised the Department of Investment and Public Asset Management, Ministry of Finance, Government of India in respect of the offer of shares to eligible employees of NTPC Ltd by the President of India, acting through the Ministry of Power. Through the offer, the President of India has divested 0.21 percent of its stake in NTPC, comprising of approximately 17.6 million equity shares at face value INR10 (US$0.148) each. The government raised approximately INR203.78 crores (US$30.25m) from this employee offer. Pursuant to this sale, the President of India’s share in NTPC has reduced to 69.74 percent. Managing partner Cyril Shroff, along with New Delhi corporate partner Aarti Joshi and capital markets partner Gokul Rajan, led the transaction.

Drew & Napier is acting for Temasek Holdings in respect of its offer to take SMRT private. Temasek’s wholly-owned Belford Investments proposed to acquire the 46 percent of SMRT not owned by Temasek at S$1.68 (US$1.24) per share for 702 million shares under a scheme of arrangement. The offer values SMRT at S$2.57 billion (US$1.9b). The scheme is subject to shareholders approval at a scheme meeting to be convened and at which Temasek cannot vote and to court sanction. If the scheme is successful, SMRT will become a wholly-owned subsidiary of Temasek and will be delisted from the SGX, 16 years after it went public. Directors Sandy Foo, Farhana Siddiqui and Maryam Menon from the Corporate/M&A team are advising on the transaction.

Howse Williams Bowers has acted as Hong Kong counsel for UOB Kay Hian (Hong Kong) as the underwriter in respect of the HK$361 million (US$46.5m) 1 for 5 rights issue of China Singyes Solar Technologies Holdings Ltd. China Singyes Solar is a professional renewable energy solution provider and building contractor with its main business focused on design, fabrication and installation of convention curtain walls and solar projects, including building integrated photovoltaic system, roof top solar system and ground mounted solar system. Corporate partner Brian Ho led the transaction.

Khaitan & Co has advised Quadria Capital Investment Advisors Pvt Ltd in respect of the approximately US$70 million investment by Helix Investment Holdings Pte Ltd Singapore in Concord Biotech Ltd through a combination of subscription to primary shares and purchase of shares from existing shareholders. Quadria Capital is an Asian private equity firm focused on growth capital investments in small cap and middle-market companies within the healthcare sector of South and Southeast Asia. Partner Joyjyoti Misra led the transaction.

Khaitan & Co has also advised India Infoline Finance Ltd (IIFL) in respect of the approximately US$148 million investment by CDC Group PLC in IIFL by subscription to compulsorily convertible preference shares. IIFL is one of the leading financial services companies in India. Partner Haigreve Khaitan and associate partner Abhishek Sinha led the transaction.

Kirkland & Ellis has represented HKSE-listed Shenzhen Expressway Company Ltd in respect of its issuance of US$300 million 2.875 percent bonds due 2021. BOC InternationalH acted as the sole global coordinator and sole book-runner. Hong Kong corporate partners Dominic Tsun, Benjamin Su and Henry Cheng led the transaction which closed on 18 July 2016.

Shearman & Sterling has advised Deutsche Bank, Standard Chartered Bank, ING, and UBS as initial purchasers in respect of the offering of US$300 million 7 percent senior notes due 2021 by HT Global IT Solutions Holdings Ltd. The notes will be listed on the SGX-ST. A holding company incorporated in Mauritius by Baring Private Equity Asia V Mauritius Holdings (4) Ltd, HT Global owns a 71.25 percent controlling interest in Hexaware Technologies, a global provider of information technology and business process management services. Partners Andrew Schleider (Singapore-Capital Markets), Kyungwon Lee (Hong Kong-Capital Markets) and Nathan Greene (New York-Asset Management), working closely with Khaitan & Co and Appleby, led the transaction. HT Global was advised by Davis Polk & Wardwell, Luthra & Luthra Law Offices and Conyers Dill & Pearman (Mauritius).The trustee, DB Trustees (Hong Kong) Ltd, was represented by Hogan Lovells Lee & Lee and Appleby.

Shook Lin & Bok is acting for DBS Trustee Ltd, the trustee of Mapletree Commercial Trust (MCT), in respect of the approximately S$1.78 billion (US$1.3b) proposed acquisition of the office and business park components of Mapletree Business City (Phase 1) from Mapletree Business City Pte Ltd, a wholly-owned subsidiary of Mapletree Investments Pte Ltd. The acquisition constituted an interested person transaction under Chapter 9 of the Listing Manual and an interested party transaction under the Property Funds Appendix. Partners Tan Woon Hum and Andrea Ng are leading the transaction which is the second largest property deal in Singapore this year.

Simpson Thacher is representing Taiwan Stock Exchange (TSE)-listed Siliconware Precision Industrial Ltd (SPIL) in respect of its announced sale to TSE and NYSE-listed Advanced Semiconductor Engineering Inc (ASE). The transaction is valued at TW$184.32 billion (US$5.75b) and is subject to customary closing conditions. Both SPIL and ASE are headquartered in Taiwan and engaged in provision of independent semiconductor assembly and test services, with SPIL and ASE being the third and first largest, respectively, player in the industry. Partners Chris Lin and Katie Sudol (M&A) and Peter Thomas (antitrust) are leading the transaction.

Vaish Associates Advocates is advising Jaiprakash Power Ventures Ltd (JPVL) and its subsidiary Bina Power Supply Ltd (BPSL) in respect of JPVL’s hive-off and transfer of the 500 MW Bina Thermal Power Plant as a going concern basis to BPSL through the scheme of arrangement which is to be sanctioned by High Court/ NCLT on a slump exchange basis, i.e. in exchange for equity shares and non-convertible debentures of BPSL, which translates to an enterprise value of approximately INR2,700 crores (US$401m). Further, a securities purchase agreement has been executed on 18 July 2016 with JSW Energy Ltd regarding the sale of entire securities (equity and non-convertible debentures) held by JPVL of BPSL to JSW. Partner Bomi Daruwala is leading the transaction. Cyril Amarchand Mangaldas, led by partners Ramanuj Kumar and L Viswanathan, is also advising on the deal.

WongPartnership is acting for Righteous Crane Holdings Pte Ltd, a consortium led by Tower Capital, Blanca Investments and certain family shareholders of Eu Yan Sang International Ltd, in respect of the voluntary conditional cash offer for all the issued and paid-up ordinary shares in the capital of the company. The offer values the company at about S$269 million (US$198m). Partner Low Kah Keong is leading the transaction.

WongPartnership is also advising Standard Chartered Private Equity (Singapore) Pte Ltd in respect of its acquisition of the business and selected assets of Phoon Huat and Company (Private) Ltd. Best known for its Red Man brand of products, Phoon Huat is a leading producer of baking supplies in Singapore and has been in operation since 1947. Partners Andrew Ang, Jason Chua, Tan Teck Howe, Joyce Ang and Kylie Peh are leading the transaction.