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Latest Deals from Law Firms and Legal Services Providers: 10th August 2023

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Goodwin has advised New York-listed Catcha Investment, a publicly traded special purpose acquisition company, on its definitive agreement with Crown LNG Holdings, for a business combination that would result in Crown becoming a US publicly listed company. The combined company, which will have a pro forma implied enterprise value of approximately US$685 million, intends to apply to list its shares in New York. Crown LNG Holdings is a leading provider of offshore LNG liquefaction and regasification terminal technologies for harsh weather locations. Catcha Investment was formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. Catcha is sponsored by Catcha Group, one of the earliest and most established new economy-focused investment groups in Southeast Asia and Australia. Hong Kong private equity partners Daniel Dusek, Douglas Freeman and Victor Chen, Boston partner Jocelyn Arel and New York partner Jeffrey Letalien (capital markets / SPACs) and Boston partner Daniel Karelitz (tax) led the firm’s team in the transaction, which is expected to be completed in the fourth quarter of 2023.

JSA has advised the shareholders, including Mr Sanjeev Fadnavis, (as the sellers) and Nitor Infotech, on the acquisition of a 100 percent stake in Nitor by Ascendion Engineering (Ascendion India). A leading software product development company in India, Nitor provides software product development and platform development services to its clients that are independent software vendors, platforms and enterprises. Nitor’s services include UI/UX, architecting, design and development, quality engineering and test automation, data engineering, cloud engineering and DevOps services. Ascendion India is a part of the New Jersey-based Ascnedion group, a leading technology company in the US. Partner Archana Tewary led the firm’s team in the transaction.

Trilegal has advised Carlyle Group on its strategic acquisition of a significant minority stake in Quest Global, Singapore. Corporate partners Nishant Parikh and Sneha Vardhan, along with Atul Gupta (labour and employment), Jyotsna Jayaram (TMT) and Tine Abraham (dispute resolution), led the firm’s team in the transaction.

TT&A has advised Cisco Systems on its acquisition of Armorblox, along with its Indian subsidiary, a cybersecurity company with primary focus on email and cloud security solutions. This is a significant acquisition, as it involves cybersecurity startup that has pioneered the use of large language models and natural language understanding in cybersecurity. The deal will allow Cisco to leverage the Armorblox’s use of predictive and generative AI across its portfolio, and will allow enhanced attack prediction, rapid threat detection and efficient policy enforcement. Partners Dushyant Bagga and Harshit Chandra led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 9th August 2023

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Allen & Gledhill has acted as transaction counsel, together with its Malaysia associate firm Rahmat Lim & Partners, to Malayan Banking Singapore Branch (Maybank) on the S$200 million (US$149m) Islamic term facility extended by Maybank to Multi Wealth (Singapore), based on the Shariah concept of Murabahah (via a Tawarruq arrangement). Multi Wealth is a wholly-owned subsidiary of IOI Properties Group. The facility is to finance, among others, its equity investments in connection with a real estate development in Singapore. Partner Aloysius Ng, with partner Kelvin Loh of Rahmat Lim & Partners, led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to venture capital firm Wavemaker Pacific 4 on leading the Series Pre-A extension round investment in Tessaract.io, a Singapore-headquartered, cloud-based, business management software that automates work processes, and helps companies track and manage various workflows, such as project tasks, sales leads, customer relationships and accounting. Partner Nicholas Soh led the firm’s team in the transaction.

Moreover, Allen & Gledhill, has acted as transaction counsel to venture capital firm Wavemaker Group on leading a series seed round investment in Tiger Energy, which owns the first and largest battery swapping network in Bangladesh with end-to-end production and recycling capabilities, providing energy solutions for various industries, such as automotives and manufacturing. Partner Nicholas Soh also led the firm’s team in the transaction.

AZB & Partners is advising KKR & Co on the approximately Rs80 billion (US$966m) acquisition, via KKR fund North America Fund XIII, of the global Engineering Solutions business of S&P Global and the acquisition of the Indian Engineering Solution assets, through KKR Indian entity Allium Solutions India. Partners Darshika Kothari and Vasudha Asher are leading the firm’s team in the transaction, which was signed on January 17, 2023 and is yet to be completed.

AZB & Partners is also advising Kohlberg Kravis Roberts & Co and investment funds, vehicles and/or entities managed and/or advised by it or its affiliates on their more than US$50 million acquisition of majority stake in LEAP India. Partners Ashwath Rau and Atreya Bhattacharya are leading the firm’s team in the transaction, which was signed on August 2, 2023 and is yet to be completed.

Cyril Amarchand Mangaldas has advised Mr Pulkit Gupta, as the resolution professional and the Monitoring Committee of Sharon Bio-Medicine, a listed Indian pharmaceutical company, on the corporate insolvency resolution process (CIRP) of Sharon Bio-Medicine. During the CIRP under the Insolvency and Bankruptcy Code 2016, the Resolution Plan submitted by Innova Captab and approved by the National Company Law Tribunal Mumbai Bench was successfully implemented, resulting in the acquisition of 100 percent shareholding of Sharon Bio-Medicine, through its subsidiary Univentis Medicare. The Resolution Plan was approved by the NCLT on May 17, 2023, and the transaction closed on June 30, 2023. Partner Madhav Kanoria led the firm’s team in the matter.

Cyril Amarchand Mangaldas is also advising Ambuja Cement on its acquisition of a majority stake in Sanghi Industries, one of the leading cement manufacturers from western India, at an enterprise value of Rs50 billion (US$604m). Ambuja Cement, which is part of Adani Group, will buy up to 56.74 percent stake in Sanghi Industries from its existing promoter group Ravi Sanghi & family. The firm is also advising on the open offer triggered by the proposed acquisition. Partners Ruetveij Pandya and Jeeta Nayak, supported by partners Atman DesaiMudit Shah, Avaantika Kakkar (competition law head), Kirthi Srinivas and Vijay Pratap Singh Chauhan, are leading the firm’s team in the transaction, which was signed on August 3, 2023.

JSA has advised Samvardhana Motherson International (SMI) on its acquisition of a 100 percent stake in Rollon Hydraulics for an aggregate purchase consideration of approximately Rs1 billion (US$12m). Through its Precision Metals & Modules business division, SMI is a leading supplier to the automotive and non-automotive industry. Its manufacturing facilities across India and Mexico for precision machining are equipped with state-of-the-art CNC machines and highly customised special purpose machines, supported by surface treatment and metrological measuring facilities. SMI has specialised technology and expertise for precision machining parts with capabilities like turning, drilling, grinding, milling tools and machining, among others. Rollon manufactures, assembles and supplies high precision turned parts, spools and other machined components with critical engineering applications for the Agriculture and Off-Highway segment from its two facilities based out of Bengaluru (India). Joint managing partner Vivek K Chandy and partner Ajay G Prasad, supported by partners Saurya Bhattacharya and Preetha S, led the firm’s team in the transaction.

Khaitan & Co is advising Sanghi Industries and its promoters on the proposed sale of 56.74 percent controlling stake in Sanghi Industries to Ambuja Cements, a part of the Adani Group, at an enterprise value of Rs50 billion (US$604m). The proposed transaction triggers a mandatory tender offer for an additional 26 percent stake in Sanghi Industries. Partner Abhishek Dadoo, supported by senior partner Haigreve Khaitan, executive directors Sudhir Bassi and Bhavin Vora, and partners Anshuman Sakle, Shivanshu Thaplyal, Harsh Parikh, Smita Jha and Mehul Shah, are leading the firm’s team in the transaction.

Khaitan & Co has also advised KGK Realty (India) and Dhoot Infrastructure Projects, as the resolution applicants, on the implementation of their approved Resolution Plan for Sare Gurugram, which was undergoing corporate insolvency resolution process under the Insolvency and Bankruptcy Code 2016. The resolution plan involves payment of approximately Rs2.25 billion (US$27m) to the creditors of Sare Gurugram, along with settlement of claims of Homebuyers. The implementation of the Resolution Plan is likely to have a positive impact for a significant number of homebuyers. Banking & finance, restructuring & insolvency partner Siddharth Srivastava led the firm’s team in the transaction.

Shardul Amarchand Mangaldas & Co has advised Macquarie Asia Infrastructure Fund (MAIF) on the sale of its entire shareholding in Swarna Tollway and Gujarat Road and Infrastructure to Highway Infrastructure Trust (HIT), an infrastructure investment trust owned by global investment firm KKR. Partner Abhishek Parekh, supported by partners Jay Gandhi, Deepto Roy and Aparna Mehra, led the firm’s team in the transaction, which is valued at approximately Rs30 billion (US$362m) and is subject to receipt of relevant approvals and completion of contractual obligations. Allen & Overy advised on English law aspects. Trilegal and Simpson Thacher & Bartlett advised Highway Infrastructure Trust on the Indian law and English law aspects, respectively.

Simpson Thacher is advising KKR on definitive agreements between KKR and LEAP India, a leading pallet pooling platform in India. Under the agreements, funds managed by KKR will acquire a majority stake in LEAP. Partners Ian Ho (Hong Kong-M&A), Makiko Harunari (Hong Kong-credit), Sarah Lindley (London) and Étienne Renaudeau (London/Brussels-antitrust) are leading the firm’s team in the transaction.

Skadden has advised Tokyo-listed Japanese Real Estate Investment Trust Invincible Investment on its offering of 609,792 units for a total offer value of ¥33.8 billion (US$237m). The offering closed on July 31, 2023. Invincible Investment owns, manages and leases primarily hotels and residential properties in Japan. Tokyo partner Kenji Taneda led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 2nd August 2023

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Ashurst has acted as international counsel to CITIC Securities International, as the guarantor, on the successful issuance by its wholly-owned subsidiary, CSI MTN, of Rmb2.5 billion (US$348.3m) 3.1 percent guaranteed notes due 2026. This issuance was a drawdown under CSI MTN’s US$3 billion medium-term note programme, for which CITIC Securities International acted as guarantor. The notes were listed in Hong Kong. This transaction sets the record for the lowest interest rate for dim sum bond public offerings by Chinese non-bank financial institutions in 2023. This issuance follows the firm’s representation of CITIC Securities International, as guarantor, on the establishment of CSI MTN’s US$3 billion medium-term note programme and the first US dollar-denominated drawdown thereunder in 2022. Global finance, funds and restructuring co-head partner Jini Lee, supported by partner Jessica Li, led the firm’s team in the transaction.

AZB & Partners is advising Jayem Automotives on the approximately Rs2.06 billion (US$25m) acquisition of Jayem Automotives’ 50 percent equity stake by TI Clean Mobility from Mr Anand Jayachandran, Mr B Jayachandran, Mr K Ganesh and K&S Consulting Group. Partners Srinath Dasari and Nanditha Gopal are leading the firm’s team in the transaction, which was signed on July 03, 2023 and is yet to be completed.

AZB & Partners is also advising TA Associates on the acquisition of a majority stake by BPEA EQT entity Zonnebaars Netherlands in Indira IVF Hospital from TA Asia Pacific Acquisitions, a TA Associates entity. Partners Darshika Kothari and Vasudha Asher are leading the firm’s team in the transaction, which was signed on July 28, 2023 and is yet to be completed.

Moreover, AZB & Partners has advised Trintech, a leading global provider of cloud-based financial close solutions, on its acquisition of the Frontier Reconciliation and Accurate Reconciliation business from Fiserv and its Indian affiliate Fiserv India. New York-listed Fiserv is a leading global provider of fintech and payments solutions. Partners Ashwath Rau and John Adwet Raghav led the firm’s team in the transaction, which was completed on July 25, 2023.

Baker McKenzie FenXun (FTZ) Joint Operation has helped to secure a landmark win for International Fruit Genetics (IFG) in a plant variety right infringement case in Yunnan, China. The infringement involved IFG’s proprietary grape variety IFG Six, which is sold under the trademark Sweet Sapphire. The local Ministry of Agriculture and Rural Affairs acknowledged the infringement, and imposed significant administrative fines against the infringer, which had illegally produced and sold propagation and harvested material for IFG Six. IFG is the largest private breeder of table grapes in the world, and breeds some of the most popular grape varieties on the market. The company has obtained plant variety rights protection for 13 of its grape varieties in China, among them IFG Six (sold under the trademark Sweet Sapphire™), IFG Ten (sold under the trademark Sweet Globe™) and IFG Eleven (sold under the trademark Sugar Crisp™). IP partner Andrew Sim of Baker McKenzie led the firm’s team in the transaction.

Baker McKenzie Thailand has advised LINE MAN Wongnai, one of Thailand’s most valuable startups and the leading e-Commerce platform for local businesses and services in Thailand, on the acquisition of all the issued shares in Living Mobile, a prominent Thai software company that has revolutionized the Thai restaurant industry with its point-of-sale (POS) system software, among other industry leading software tailored for the food and beverage industry under the brand “FoodStory”. With over 50,000 restaurant operators in Thailand already utilizing Wongnai POS, the inevitable growth of the market coming out of COVID-19 is expected to generate demand for even more supply and innovation. The acquisition of Living Mobile will help LINE MAN Wongnai better capture the growing food and beverage market. Partners Preeda Meksrisuwan and Purachate Manussiripen led the firm’s team in the transaction.

Baker McKenzie Thailand has also advised Proud Real Estate, a listed Thai real estate developer with an impressive portfolio of residential projects, on its acquisition of Nue District R9 and Nue Cross Khu Khot Station, two condominium projects in the midst of construction, via shares acquisition of the two project companies worth approximately β8.6 billion (US$251m) from Noble Development and TNL Alliance. With a growing portfolio of impressive projects across the country, the inevitable growth of the real estate market coming out of COVID-19 is expected to generate even more demand for prime residential projects. The acquisition of Nue District R9 and Nue Cross Khu Khot Station will strengthen Proud Real Estate’s portfolios, and help it to better capture the rebounding Thai residential real estate market. Partners Wittaya Luengsukcharoen and Nuchaya Timrat, supported by partners Theppachol Kosol and Treetip Parksook, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas advised ICICI Securities and Axis Capital, as the book-running lead managers, on the Qualified Institutions Placement of equity shares by Happiest Minds Technologies. The transaction involved an issuance by Happiest Minds of approximately 5.4 million equity shares with face value of Rs2 (US$0.024) each, at a price of Rs924 (US$11.19) per equity share, including a premium of Rs922 (US$11.16) per equity share, aggregating to approximately Rs5 billion (US$60.5m). The equity shares are listed in India. The transaction was signed on August 30, 2022 and closed on July 14, 2023. Southern region markets practice co-head partner Vijay Parthasarathi led the firm’s team in the transaction, while Hogan Lovells Lee & Lee acted as international counsel.

Cyril Amarchand Mangaldas has also acted as Indian counsel to Wipro on its recent buyback via tender offer of equity shares aggregating to Rs120 billion (US$1.45b). The transaction involved the acquisition of up to approximately 269.7 million fully paid-up equity shares aggregating to Rs120 billion (US$1.45). The buyback was approved by the Wipro board of directors on April 27, 2023, and payment was made on July 5, 2023. Partner Aditya Prasad led the firm’s team in the transaction.

Moreover, Cyril Amarchand Mangaldas has advised Sheela Foam, owner of the ‘Sleepwell’ mattress brand, on its acquisition of 94.66 percent stake in Kurlon Enterprise, owner of the ‘Kurl-On’ mattress brand. Sheela Foam acquired share capital at an equity valuation of Rs21.5 billion (US$260.3m), subject to customary adjustments for net working capital, debt and surplus cash, if any. Established in 1962 as Karnataka Coir Products and part of South India-based Pai family business group currently headed by Ms Jyothi Pradhan, Kurlon manufactures and markets products across the “Sit and Sleep” solution categories, such as mattress, furniture cushions, pillows and coverings. Sheela Foam is a leader in Polyurethane (PU) Foam, and has a nationwide presence in manufacturing, marketing and distribution of PU foam and related products. The acquisition is expected to help Sheela Foam to consolidate the existing fragmented market of mattresses and foam-based products, diversify its customer base, and provide it with a robust distribution network. Partners Anand Jayachandran and Pranjita Barman, supported by partners Pranjita Barman, Kriti Bhatia, Arun Prabhu (TMT head), Anirban Mohapatra, Sudhindra Harsha and Ankita Ray, led the firm’s team in the transaction, which was signed on July 17, 2023 and is expected to be completed on or before November 30, 3023.

JSA has advised Inflexor Technology Fund on its investment in A5G Networks and its Indian subsidiary A5G Networks. Inflexor has acquired a four percent stake in the Indian entity. Inflexor Ventures is a technology-focused venture capital firm investing in next-generation tech-backed founding teams changing the way people live and work. A5G Networks is a leader in Distributed and Autonomous 5G Core Network Software for private and public networks. Partner Siddharth Mody led the firm’s team in the transaction.

Kudun and Partners has advised the founders of Living Mobile, a leading Thailand-based startup renowned for its exceptional point-of-sale (POS) and software solutions tailored for the food and beverage industry under the brand “FoodStory”. The company’s groundbreaking technology and innovative approach has reshaped the dining experience not only within Thailand but also across international borders. The founders of FoodStory, with other corporate venture capital investors participating in a Series B fundraising round, effectively executed their exit strategy by divesting the business to Line Man Line Man Singapore through its Thai subsidiary Wongnai Media. LINE MAN Wongnai is among Thailand’s esteemed trio of unicorn startups. Amounting to approximately β584 million (US$17m), the deal involved a combination of cash payment and share-swap with newly issued Line Man Singapore shares. Partner Ekachai Chotpitayasunon led the firm’s team in the transaction. Baker McKenzie represented the buyers.

Shardul Amarchand Mangaldas & Co has advised Utkarsh Small Finance Bank on the IPO of fresh issue of 200 million equity in India to augment its Tier-1 capital base to meet its future capital requirements. The deal is valued at Rs5 billion (US$60.5m), and the equity shares were listed on July 21, 2023. Partner Nikhil Naredi, supported by partner Manjari Tyagi, led the firm’s team in the transaction, while Hogan Lovells Lee & Lee acted as international counsel to ICICI Securities and Kotak Mahindra Capital, as the book-running lead managers.

Shardul Amarchand Mangaldas has also advised UBS Group and Credit Suisse Group on obtaining antitrust clearance and related advisory in India on their merger, which is valued at approximately CHF3 billion (US$3.4b). Credit Suisse has merged with UBS, and the combined entity will operate as a consolidated banking group. The Competition Commission of India clearance was obtained within 22 calendar days from the date of filing. Partners Naval Satarawala Chopra, Harman Singh Sandhu and Manika Brar led the firm’s team in the transaction. Freshfields Bruckhaus Deringer acted as global transaction counsel for UBS, while Sullivan & Cromwell acted for Credit Suisse.

Trilegal has advised Auxilo Finserve on its Rs4.7 billion (US$57m) equity fundraise from Tata Capital Growth Fund II, Trifecta Leaders Fund-I, Xponentia Opportunities Fund-II and existing shareholder ICICI Bank. Corporate partners Kabeer Mathur and Kunal Chandra and TMT partner Jyotsna Jayaram led the firm’s team in the transaction.

TT&A has advised IFC on its co-investment, along with Quadria III (a wholly-owned subsidiary of the Fund), in a Singapore based SPV, which has further invested into Maxivision Eye Hospitals, an India-based eye-care hospital network. Partners Gautam Saha and Amrita Patnaik led the firm’s team in the transaction.

WongPartnership is acting for Wavemaker Partners, as lead investor, on the US$2.5 million seed funding round of Zuno Carbon, a Singapore-based climate technology startup. Partner Kyle Lee is leading the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 27th July 2023

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AZB & Partners has advised Mumbai City FC and its founder shareholders on the acquisition of 65 percent majority stake by City Football Group in Mumbai City FC. Partners Ashwath Rau, Kashish Bhatia and John Adwet Raghav led the firm’s team in the transaction, which was completed on March 31, 2023.

AZB & Partners is also advising Aegon India Holding on the acquisition of 56 percent equity stake by Bandhan Financial Holdings of Aegon Life Insurance from Aegon India Holding. Partners Darshika Kothari, Nandish Vyas and Kritika Agarwal, supported by partner Aditya Singh Chandel, are leading the firm’s team in the transaction, which was signed on July 20, 2023 and is yet to be completed.

Moreover, AZB & Partners is advising Internet Fund III, a fund managed by Tiger Global Management, as one of the sellers, on the Rs900 million (US$11m) acquisition of 100 percent shareholding of Nestaway Technologies by Aurum PropTech. Partners Ashwath Rau, Srinath Dasari, Nanditha Gopal and Aditya Singh Chandel are leading the firm’s team in the transaction, which was signed on June 28, 2023 and is yet to be completed.

Further, AZB & Partners is advising Krosaki Harima Corporation on the approximately Rs1.1 billion acquisition of stake by Bajoria Financial Services in IFGL Refractories from Krosaki Harima. Partners Rajendra Barot and Prerak Ved are leading the firm’s team in the transaction, which was signed on July 11, 2023 and is yet to be completed.

Cyril Amarchand Mangaldas has acted as Indian regulatory change of control counsel for UBS Group on the indirect acquisition of Credit Suisse entities in India, pursuant to the merger of Credit Suisse Group into UBS Group. As a part of the merger transaction, shares equivalent to CHF3 billion (US$3.5b) were issued. The transaction involved UBS and Credit Suisse entities in India obtaining prior approval from the RBI, SEBI, stock exchanges and other regulatory agencies for change in control, pursuant to the global merger. The other parties in the transaction included Credit Suisse Mumbai Branch, Credit Suisse Finance (India) and Credit Suisse Securities (India). Managing partner Cyril Shroff and partners Nivedita Rao, Ramgovind Kuruppath, Rutu Gandhi and Gazal Rawal led the firm’s team in the transaction, which was signed on March 19, 2023 and closed on June 12, 2023. Freshfields Bruckhaus Deringer acted as global transaction advisor for UBS Group.

JSA has advised Pismo Holdings on the India leg of its acquisition by Visa. Pismo Holdings provides a cloud-based payment processing platform to banks and financial institutions, and has operations in Latin America, Asia Pacific and Europe. The all-cash acquisition is subject to regulatory approvals and certain other conditions, and is expected to close by the end of the year. Partner Rupinder Malik, supported by partner Gaurav Wahie, led the firm’s team in the transaction, which was valued at US$1 billion, and is one of the biggest deals in the fintech sector this year. Wilson Sonsini Goodrich & Rosati were Pismo’s international counsel on the transaction.

Khaitan & Co has advised Maxivision Eye Hospitals and its controlling shareholders on an approximately US$3 million investment of up to Rs13 billion (US$158.5m) by Quadria Capital Investment Advisors in the company. Partner Vivek Sriram led the firm’s team in the transaction.

Khaitan & Co has also advised E-Con Systems India and its promoters on an approximately US$3 million investment, via primary issuance of securities and secondary stake sale, by GR 2022 Holdings. Partners Vivek Sriram and Prithwijit Gangopadhyay, supported by partners Anshul Prakash and Shailendra Bhandare, led the firm’s team in the transaction.

Shardul Amarchand Mangaldas has advised Udaipur Cement Works on the rights issue of approximately 249 million equity shares. The deal was valued at Rs4.5 billion (US$55m), and the rights equity shares were listed in India on July 17, 2023. Udaipur Cement Works is a part of the JK Organisation, a business conglomerate with presence in the fields of cement, tyre, paper, agriculture genetics, dairy products and education, among others. Capital markets national practice head partner Prashant Gupta and partner Sayantan Dutta led the firm’s team in the transaction, while Khaitan & Co (Delhi) advised JM Financial, as the lead manager.

Skadden has advised Nomura International, Daiwa Capital Markets Europe and Morgan Stanley & Co International, as the international managers, on the follow-on offering of common stock by Socionext in Tokyo. The offering consisted of approximately 12.6 million shares offered at ¥14,668 (US$104.38) per share for a total offer value of approximately ¥185.18 billion (US$1.3 billion). Socionext designs, develops and delivers custom System-on-Chip products, with clients in the consumer, automotive and industrial sectors. The offering closed on July 13, 2023. Tokyo partner Kenji Taneda led the firm’s team in the transaction. The firm previously advised the international joint lead managers in Socionext’s US$459 million IPO in Tokyo in October 2022.

WongPartnership is acting for ESR Group, the sponsor of Sabana Industrial Real Estate Investment Trust (Sabana Reit), on the requisition by activist investor Quarz Capital to convene an extraordinary general meeting for the internalisation of the management of Sabana Reit. Partners Tan Chee Meng, Senior Counsel, Joy Tan, Andrew Ang, Melanie Ho, Audrey Chng, Ong Pei Chin, Tian Sion Yoong, Chang Man Phing and Nicolette Lye are leading the firm’s team in the matter.

WongPartnership has also acted as lead counsel to the syndicate of offshore lenders on the refinancing of loan facilities granted to the EC World REIT Group. Partners Susan Wong, Felix Lee and Clarence Kang led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 19th July 2023

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Allen & Gledhill has advised Harmony Convention Holding on the facility agreement entered into with a group of lenders for the S$388 million (US$292.6m) loan facilities to be made available to Harmony Convention Holding. The proceeds of the facilities will be used, among other purposes, for the refinancing of Harmony Convention Holding’s existing loan facility. Partners Jafe Ng and Ong Kangxin led the firm’s team in the transaction.

AZB & Partners is advising IDFC FIRST Bank on its Rs196.91 billion (US$2.4b) acquisition of IDFC. Partners Zia Mody, Ashwath Rau, Vipul Jain and Aditya Alok are leading the firm’s team in the transaction, which was signed on July 3, 2023 and is yet to be completed.

AZB & Partners is also advising Air India on its approximately Rs5.8 trillion (US$70.6b) acquisition and purchase of 470 widebody and narrowbody aircraft from Airbus SAS and The Boeing Company. Partner Anand Shah is leading the firm’s team in the transaction, which was signed on June 20, 2023 and is yet to be completed.

Moreover, AZB & Partners has advised FIH Mauritius Investments (Fairfax) on its more than US$50 million sale of stake in 360 One WAM (erstwhile known as IIFL Wealth Management). Partners Darshika Kothari and Divya Mundra led the firm’s team in the transaction, which was completed on May 18, 2023.

Baker McKenzie has advised Gaw Capital Partners on the structuring, formation and successful closing of its seventh Asia Pacific real estate fund, Gateway Real Estate Fund VII, which raised US$3 billion in total equity (including sidecar co-investments). Gateway Real Estate Fund VII focuses on real estate opportunities, including office, retail, hospitality, industrial, IDC and life science properties, as well as private credit and thematic platforms across the Asia Pacific region. Funds partner Jason Ng, supported by partner Grace Fung (Hong Kong), Baker McKenzie Wong & Leow principals Derek Kwan, Jens Carle and Eunice Tan in Singapore, and Chicago partners Addison Braendel and Maura Ann McBreen, led the firm’s team in the transaction.

Baker McKenzie has also advised Japan Bank for International Cooperation (JBIC) on credit support, together with Export Finance Australia (EFA) and United States International Development Finance Corporation (DFC), for Telstra’s acquisition of Digicel Pacific. JBIC and DFC will each provide US$50 million in credit guarantees for EFA’s US$1.33 billion financing package, which was provided to support the acquisition of Digicel Pacific by Telstra. Telstra’s acquisition of Digicel Pacific is supporting the delivery of high-quality telecommunication services in the region. Digicel Pacific is the leading telecommunications service provider in the Pacific, holding more than 60 percent market share with over 2.5 million subscribers in Papua New Guinea, Fiji, Vanuatu, Samoa, Tonga and Nauru. The agreements deliver on a commitment made by Australian Prime Minister Anthony Albanese, Japanese Prime Minister Fumio Kishida and US President Joe Biden at a Partnership for Global Infrastructure and Investment (PGII) event at the G20 Summit on November 15, 2022 to work together with Indo-Pacific partners to meet their needs for high-quality, sustainable infrastructure. Since 2018, EFA, JBIC and DFC have worked closely together under the Trilateral Infrastructure Partnership (TIP) to deliver on their countries’ commitment to help build a stronger Pacific region through investment in sustainable infrastructure, which is critical to economic development and improving business environments. These agreements build on that strong history of cooperation. Tokyo partner Kosuke Suzuki and Sydney partner Alastair Gourlay, assisted by New York partner Mark Tibberts, led the firm’s teams in the transaction.

Baker & McKenzie (Gaikokuho Joint Enterprise) has advised Denkosha on its participation in a cooperative power generation project involving the installation of an additional wind power generation facility at its existing solar power plant in Aomori prefecture, Ene One Solar Park Rokkashomura (solar panel output: 2,293 kW; grid output: 1,920 kW), which has been in operation since 2013. The Rokkashomura Wind-Solar Co-Generation Power Plant has been in operation since March of this year, and is a joint venture by Denkosha, Saisan and Shinwa Energy. The project makes effective use of a previously unused portion of the power grid at Ene One by installing a German Enercon wind turbine (rated output of 1,920kW). The additional wind power plant transmits wind-generated power to grid-connected slots underutilized by solar power generation during cloudy weather and at night. This hybrid system developed by Hitachi Power Solutions enables the expansion of renewable energy generation capacity, without costly and time-consuming power grid expansion, and has increased the utilization rate of the grid system from 14 percent to 43 percent. With limited land available for solar and wind power generation, the project is expected to serve as a model for maximizing the use of interconnection slots in the future. The existing solar and new wind power facility generates sufficient power for approximately 2,000 average households, and is expected to reduce CO2 emissions by approximately 3,500 tons. The electricity generated will be sold to Tohoku Electric Power Network. Tokyo partner Naoaki “Nick” Eguchi led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Nomura Capital India and Nomura Investment Singapore on their subscription to non-convertible debentures issued by P R Enerrgy Holding, a group company of Penna Cement Industries. P R Enerrgy issued unlisted, secured, redeemable non-convertible debentures in first tranche on a private placement basis to Nomura Capital India and Nomura Investment Singapore. Partner Ramanuj Kumar, supported by partner Abhilash Pillai, led the firm’s team in the transaction.

Skadden has advised Keep on its listing and IPO in Hong Kong. Keep offered approximately 10.84 million shares at an offer price of HK$28.92 (US$3.70) per share for a total offer value of approximately HK$313 million (US$401m), exclusive of the over-allotment option. Trading commenced on July 12, 2023. Keep offers extensive and professional fitness content with AI-assisted personalized curriculums. It is the largest fitness platform in China, in terms of monthly active users and number of workout sessions completed by users in 2022. Partners Yuting Wu and Paloma Wang led the firm’s team in the transaction.

Shardul Amarchand Mangaldas & Co has advised Monsanto before the Delhi High Court, which resulted in the quashing of proceedings initiated by the Competition Commission of India (CCI) against Monsanto for an alleged abuse of dominant position. A Division Bench of the High Court of Delhi has ruled that disputes relating to alleged anti-competitive conduct in the licensing of intellectual property rights, specifically patent rights, will be examined under the Patents Act 1970 and not under the Competition Act 2002. This has effectively barred the jurisdiction of the CCI in examining patent-related disputes. A few licensee seed companies and some other parties had filed complaints before the CCI, alleging that Monsanto (which was subsequently acquired by Bayer) was engaging in anticompetitive conduct in the licensing of its Bt cotton technology. These seed companies were separately in contractual and patent related disputes with Monsanto. Monsanto challenged the CCI’s jurisdiction in examining its commercial disputes and licensing practices before the High Court. A single judge of the High Court ruled in favour of the CCI exercising jurisdiction over such matters. Monsanto appealed the decision of the single judge before the Division Bench of the High Court. The Division Bench has set aside the orders of the single judge, as well as quashed the proceedings initiated by the CCI against Monsanto, for lack of jurisdiction. Partners Naval Satarawala Chopra, Harman Singh Sandhu, Aman Singh Sethi and Nitika Dwivedi led the firm’s team on the matter.

TT&A has advised DFC on its loan facility, via an external commercial borrowing, of up to US$50 million to IIFL Home Finance. The loan will be used for funding of loans to low-income borrowers in India to finance affordable housing projects and to micro, small and medium enterprises to finance the expansion of their businesses, and is expected to have a highly developmental impact on India’s economy by expanding access to housing and MSME finance. Partners Gautam Saha and Pallavi Meena led the firm’s team in the transaction.

WongPartnership is acting for Tower Capital Asia on its purchase of a 77.8 percent stake in electronic payment services provider AXS from DBS Bank. The bank will retain a minority stake of 9.9 percent in AXS. Partner Low Kah Keong is leading the firm’s team in the transaction, together with partner Lam Chung Nian.

WongPartnership has also acted as Singapore counsel to Omnicom Media Group, the media services division of New York-listed Omnicom, on its acquisition of Ptarmigan Media, a specialist agency that provides end-to-end media and marketing solutions to financial services brands. The combined capabilities from this acquisition will enable accelerated growth in the financial services industry and media buying scale, translating to better outcomes for their clients, and increased professional opportunities for their employees. Partner Kyle Lee led the firm’s team in the transaction, together with partners Kylie PehTan Shao Tong and Chan Jia Hui.

Latest Deals from Law Firms and Legal Services Providers: 12th July 2023

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Allen & Gledhill has advised DBS Bank, Malayan Banking Singapore Branch, Oversea-Chinese Banking Corporation, Sumitomo Mitsui Banking Corporation Singapore Branch and United Overseas Bank, as mandated lead arrangers and book-runners and green loan coordinators, on the approximately S$2.185 billion (US$1.64b) term loan facilities to Boulevard Development and Boulevard Midtown, companies sponsored by IOI Properties Group, to finance the acquisition and construction of a mixed use development comprising residential and hotel components at Marina View Singapore. Partners Lim Wei Ting and Ernest Teo led the firm’s team in the transaction.

Allen & Gledhill has also advised EC World Real Estate Investment Trust and its trustee DBS Trustee on the S$348.9 million (US$261m) offshore facility agreement and Rmb745.5 million (US$104m) onshore facility agreement on obtaining secured term loan facilities. Partner Ong Kangxin led the firm’s team in the transaction.

Moreover, Allen & Gledhill has advised DBS Bank and United Overseas Bank, as arrangers and green loan coordinators, on the S$270 million (US$202m) term loan and revolving credit facilities to STT Loyang, a company sponsored by STT GDC, to refinance existing borrowings relating to its data centre located at 1 Loyang Close. Partners Lim Wei Ting and Ernest Teo led the firm’s team in the transaction.

Allen & Overy has advised Hub71, Abu Dhabi’s unique global tech ecosystem, on the development of its incubator investment framework for the intake of the latest cohort of start-ups joining its company-building programme. Hub71 welcomed 15 new ventures to their community, operating in priority sectors aligned with Abu Dhabi’s strategic ambitions, such as fintech, healthtech, proptech, e-commerce, data science, edtech and cyber security. The addition of the latest cohort has increased the size of Hub71’s community to over 240 startups. Backed by the Government of Abu Dhabi and Mubadala Investment Company, Hub71 enables founders to build globally enduring homegrown tech companies by providing access to global markets, a capital ecosystem, a global network of partners, and a vibrant community filled with highly skilled talent, governed by forward-thinking regulation. Middle East TMT head partner Tom Butcher led the firm’s team in the transaction.

AZB & Partners is advising ICICI Bank and ICICI Securities on the more than US$50 million acquisition of 25.15 percent of ICICI Securities by ICICI Bank, pursuant to the delisting of ICICI Securities. Partners Ashwath Rau and Kashish Bhatia are leading the firm’s team in the transaction, which was signed on June 29, 2023 and is yet to be completed.

AZB & Partners has also advised TPG India Investments II on its Rs13.89 billion (US$169m) sale of equity stake of Shriram Finance. Partner Lionel D’Almeida led the firm’s team in the transaction, which was completed on June 20, 2023.

Moreover, AZB & Partners has advised HDFC on its acquisition of stake in HDFC ERGO General Insurance from ERGO. Partners Ashwath Rau, Kashish Bhatia and John Raghav led the firm’s team in the transaction, which was completed on June 30, 2023.

Further, AZB & Partners is advising Visa on its US$1 billion acquisition of 100 percent shareholding of Pismo Holdings. Partners Ashwath Rau, Vipul Jain and Aditya Alok are leading the firm’s team in the transaction, which was signed on June 28, 2023 and is yet to be completed.

Cyril Amarchand Mangaldas has represented JSW Steel Coated Products on the submission and implementation of a resolution plan for National Steel & Agro Industries, a company undergoing corporate insolvency resolution process under the provisions of the Insolvency and Bankruptcy Code 2016. In an order dated May 19, 2023, the Mumbai Bench of the NCLT approved the resolution plan, which was successfully implemented on May 24, 2023. Pursuant to the implementation of the resolution plan, JSW Steel Coated Products acquired 100 percent equity shares of National Steel & Agro Industries. Finance, projects & insolvency chair partner L Viswanathan, supported by partners Madhav Kanoria, Spandan Biswal, Smruti Shah, Soumya Srivastava, Animesh Bisht, Saloni Kapadia, Gautam Gandotra and Dhruv Rajain, led the firm’s team on the matter. Lex Aeterna Law Firm advised the resolution professional and JM Financial Asset Reconstruction Company, a member of the Committee of Creditors.

Cyril Amarchand Mangaldas has also acted as Indian law and tax counsel to abrdn Investment Management (formerly Standard Life Investments) on the approximately Rs40 billion (US$486m) sale, via the Indian stock exchange, of approximately 21.8 million equity shares with face value of Rs5 (US$0.06) each of HDFC Asset Management. abrdn Investment Management is one of the promoters of HDFC Asset Management. abrdn sold equity shares representing approximately 10.2 percent of the total issued and paid-up equity share capital of HDFC. abrdn has undertaken multiple share sale after the IPO of HDFC. With this sale, abrdn has sold its entire stake in HDFC. Western region markets head partner Abhinav Kumar, supported by partner Kunal Savani, led the firm’s team in the transaction, which closed on June 21, 2023. S&R Associates acted as Indian counsel, while Linklaters acted as international counsel to BofA Securities India, as the broker.

JSA has advised Aether Industries, one of the fastest-growing specialty chemical companies in India, on its qualified institutions placement. Aether filed a placement document on June 22, 2023 for the issue of approximately eight million equity shares aggregating to Rs7.5 billion (US$91m) to qualified institutional buyers. The book-running lead managers to this QIP were HDFC Bank and SBI Capital Markets. The firm had also advised Aether on its IPO of equity shares in May 2022. Partner Arka Mookerjee, supported by partner Siddhartha Desai, led the firm’s team in the transaction.

Rajah & Tann Singapore has advised on Worldwide Hotels Group’s S$525 million (US$392m) acquisition, via share sale, of the PARKROYAL on Kitchener Road. Partners Loh Chun KiatNorman Ho and Benjamin Tay led the firm’s team in the transaction, which marks the largest single hotel asset transaction in Singapore, as well as the second largest in Asia Pacific in 2023.

Shardul Amarchand Mangaldas has advised ideaForge Technology on the IPO of approximately 8.44 million equity shares on the Indian stock exchange. The offering includes issuance of fresh approximately 3.6 million equity shares aggregating to Rs2.4 billion (US$29m) and an offer for sale of approximately 4.9 million equity shares aggregating to approximately Rs3.3 billion (US$40m) by one of the promoters, individual shareholders and the corporate shareholders. The deal was valued at approximately Rs5.7 billion (US$69m). The equity shares were listed on the Indian stock exchanges on July 7, 2023. ideaForge is the first Indian drone manufacturing company to be listed on the mainboard, with the IPO being subscribed over 106 times overall, making it the highest subscription in an IPO in India since 2021. Capital markets national practice head partner Prashant Gupta and partner Sayantan Dutta, supported by partners Anirban Bhattacharya and Divi Dutta, led the firm’s team in the transaction. Hogan Lovells Lee & Lee advised the book-running lead managers on special purpose international law.

Shardul Amarchand Mangaldas has also advised Kansai Nerolac Paints on its sale of land to Shoden Developers. Kansai has sold its ownership land rights at Kavesar, Thane measuring approximately 97,090 sq mts with the transfer of rights in land measuring 6,300 sq mts. The deal was valued at approximately Rs671 million (US$8m). Partner Bhoumick Vaidya led the firm’s team in the transaction.

Trilegal has advised on the block trade of equity shares by certain shareholders in Adani Enterprises and Adani Green Energy. The equity share sales were undertaken in the secondary market on the stock exchanges, and aggregated to a total of approximately Rs83.72 billion (US$ 1.02b), comprising 46 million equity shares of Adani Green Energy and 18 million equity shares of Adani Enterprises. Partner Richa Choudhary led the firm’s team in the transaction.

Trilegal has also advised Serentica Renewables on a first of its kind agreement for use of 1500 MWh energy storage capacity at Greenko’s upcoming pumped storage projects in Andhra Pradesh and Madhya Pradesh. Partner Nayantara Nag led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 5th July 2023

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AZB & Partners has advised Accenture Solutions on its acquisition of 100 percent equity share capital of Flutura Business Solutions. Partners Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was completed on June 21, 2023.

AZB & Partners has also advised WWD Ruby on its Rs4.17 billion (US$51m) sale of equity shares of Sapphire Foods India. Partners Varoon Chandra and Lionel D’Almeida led the firm’s team in the transaction, which was completed on June 28, 2023.

Moreover, AZB & Partners has advised Bain Capital entities BC Asia Investments III, BC Asia Investments III and Integral Investments South Asia IV on their Rs21.78 billion (US$265.6m) sale of equity stake of Axis Bank. Partners Anil Kasturi and Nandita Govind led the firm’s team in the transaction, which was completed on June 15, 2023.

Further, AZB & Partners has advised Alpine Investors on the acquisition by Medusind Solutions (as the US acquirer) and Medusind Solutions India (as the India acquirer) of Bright Drive HCS LLC (as the US seller) and Bright Drive HCS Private Limited (as the India seller), respectively. Partners Ashwath Rao and John Adwet Raghav led the firm’s team in the transaction, which was completed on May 12, 2023.

Baker McKenzie is advising Prenetics Global, a leading genomics-driven health sciences company listed on Nasdaq, on the creation of a US$200 million joint venture named “Insighta” with globally renowned scientist Professor Dennis Lo to offer multi-cancer early detection screening. Insighta is expected to begin a multi-country 5,000-patient clinical trial of its breakthrough test, Presight, in early 2024. The initial Presight tests, which focus on liver and lung cancer, are set to be made commercially available in Mainland China and Hong Kong in 2025. The company plans to launch Presight One, a multi-cancer early detection test capable of detecting more than ten different types of cancer in 2027. The market demand for early detection cancer screenings is estimated to reach 30 million tests in Asia annually, and a market value of US$6 billion by 2030. Insighta’s Presight and Presight One are poised to save lives through the pioneering multi-cancer early detection technologies, and bolster Hong Kong’s standing as a global hub for life sciences innovation. Hong Kong private equity/M&A partners Derek Poon and Tracy Wut, and IP and technology partner Isabella Liu, supported by partners Abe Sun (IP & technology-Bangkok), Cecile Baumé (capital markets-Sydney) and Steven Canner (capital markets-New York, are leading the firm’s team in the transaction. Mourant acted as Cayman counsel to Prenetics.

Clifford Chance has advised Health and Happiness (H&H) International Holdings on the issuance of its Regulation S US$200 million 13.5 percent senior notes due 2026. The US$200 million notes comprise US$141.793 million of notes issued in exchange for H&H’s existing senior notes due 2024, and US$58.207 million of new money notes. The notes are listed in Hong Kong. The firm acted as H&H’s international counsel in the concurrent tender and exchange offers, consent solicitation and new money issuance, together with related security and intercreditor aspects. H&H Group is a Hong Kong-listed global health and nutrition company headquartered in Hong Kong and London. Proceeds from the notes will be used for refinancing. Partners Matthew Truman, Alan Yeung and Charlotte Leung led the firm’s team in the transaction.

Khaitan & Co has advised Lightspeed Venture Partners and Kalaari Capital Partners III on their acquisition of a minority stake in the share capital of Healthplix, pursuant to a primary investment in Healthplix’s approximately US$18.29 million funding round led by Avataar Venture Partners and SAI Global India Fund I, which was split across a bridge round and a Series C round. Partners Bharat Anand and Nidhi Killawala led the firm’s team in the transaction.

Khaitan & Co has also advised Ramkrishna Forgings on its acquisition of up to 33 percent stake, on a fully diluted basis, in Tsuyo Manufacturing. The acquisition was accomplished in three separate tranches, via subscription to optionally convertible debentures, with an option to acquire an additional 18 percent stake subsequently, to increase their shareholding to 51 percent. Partners Ashwin Bishnoi and Pashupati Nath led the firm’s team in the transaction.

Shardul Amarchand Mangaldas has advised JC Flowers Asset Reconstruction before the NCLT (Mumbai bench) for admission of a petition seeking the initiation of Corporate Insolvency Resolution Proceedings against Reliance Innoventures, one of the ultimate holding companies of the Reliance ADA Group. This application was filed on July 18, 2020 by the original lender Yes Bank, through SAM & Co, under Section 7 of the Insolvency and Bankruptcy Code 2016 (IBC). The default amount was approximately Rs1 billion (US$12.2m), while the cumulative debt due was Rs10 billion (US$122m), consisting of term loans and non-convertible debentures. In December 2022, Yes Bank assigned the debt to JC Flowers. Reliance Innoventures denied the fact of existence of default basis, inter alia, wrongful adjustment by Yes Bank of the sale proceeds of certain pledged shares invoked and sold by Yes Bank, and of such sale being conducted at alleged ‘undervalue’ in the manner of a ‘fire sale’. It was further contended that the action was barred under Section 10A of the IBC (in relation to Covid era defaults). The NCLT rejected the contentions of Reliance Innoventures, and the petition was admitted on June 15, 2023. Partners Veena Sivaramakrishnan, Ameya Gokhale and Parth Gokhale led the firm’s team on the matter. Crawford Bayley & Co advised Reliance Innoventures.

Shardul Amarchand Mangaldas has also advised Warburg Pincus on its acquisition of a majority stake in Watertec (India) from the existing shareholders of the company. Managing partner Akshay Chudasama and partner Ashni Roy, supported by partners Ashni Roy, Pooja Ramchandani, Bhoumick Vaidya, Meghna Rajadhyaksha, Gauri Chhabra, Mukul Baveja and Zubin Mehta, led the firm’s team in the transaction, which closed on June 22, 2023.

Skadden has advised YSB, China’s largest and fast-growing digital pharmaceutical platform serving businesses outside of hospitals, on its listing and IPO in Hong Kong. YSB offered approximately 15.8 million shares at an offer price of HK$20 (US$2.55) per share for a total offer value of approximately HK$316 million (US$40.35m), exclusive of the over-allotment option. The company intends to use the net proceeds of the offering to further develop its pharmaceutical circulation business and its other businesses, for research and development, and for general corporate purposes. Trading commenced on June 28, 2023. Partners Shu Du, Paloma Wang and Kai Sun led the firm’s team in the transaction.

Trilegal has advised Edelweiss Alternative Asset Advisors and ESOF III Investment Fund (sponsored and managed by Edelweiss Alternatives) on their investment in (i) non-convertible debentures issued by listed fully integrated biopharmaceutical company Biocon aggregating up to Rs5 billion (US$61m); and (ii) compulsorily convertible debentures to be issued by Biocon Biologics, a Biocon subsidiary which develops biosimilars, aggregating up to Rs3 billion (US$36.6m). Corporate partners Kabeer Mathur and Kunal Chandra and banking and finance partners Aniruddha Sen and Prasan Dhar led the firm’s team in the transaction.

TT&A has advised Deutsche Bank and Standard Chartered Bank, as the structuring banks, on the US$1.7 billion financing via listed high yield debentures for Goswami Infratech, a promoter group entity of the Shapoorji Pallonji (SP) group, for refinancing of existing debt of the issuer and other SP group entities, and to fund group entities for their capital requirements. The debentures were secured by, among others, the SP groups’ shareholding in the ports vertical, compulsorily convertible preference shares held by the issuer in Afcons Infrastructure, and 50 percent of SP group’s shareholding in Tata Sons. Partners Sonali Mahapatra, Rahul Gulati and Nidhi Rani led the firm’s team in the transaction, which is the largest private placement of debentures by a non-investment grade issuer.

WongPartnership is acting for 65 Equity Partners and Seatown Private Capital Master Fund on their investment via purchase of callable convertible notes issued by Carsome Group, a car e-commerce platform. Carsome’s liquidity position stood at about US$200 million after its latest fundraising round. Partner Quak Fi Ling is leading the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 28th June 2023

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AZB & Partners is advising Housing Development Finance Corporation (HDFC) on the Rs110.64 billion (US$1.35b) acquisition by Kopvoorn, a part of the BPEA EQT group, and ChrysCapital group entities Moss Investments, Defati Investments Holding and Infinity Partners of HDFC Credila Financial Services from HDFC and HDFC Bank. Partners Nandish Vyas, Varoon Chandra, Ajay Solanki and Nishanth Ravindran are leading the firm’s team in the transaction, which was signed on June 19, 2023 and is yet to be completed.

AZB & Partners has also advised FIH Mauritius Investments on its US$250 million acquisition of 10 percent equity stake in Bangalore International Airport from Siemens Project Ventures. Partners Darshika Kothari, Divya Mundra and Shivanand Nayak led the firm’s team in the transaction, which was completed on June 21, 2023.

Moreover, AZB & Partners has advised Tata Motors Finance and Tata Motors Finance Solutions on the demerger of the non-banking finance-related business of Tata Motors Finance to Tata Motors Finance Solutions. In its order dated May 12, 2023, the NCLT sanctioned the scheme of arrangement. Partners Gautam Ganjawala and Karthik Mudaliar led the firm’s team in the transaction, which was valued at more than US$50 million.

Further, AZB & Partners has advised FIH Mauritius Investments on its Rs2.5 billion (US$30.5m) sale of shares of IIFL Finance. Partners Darshika Kothari and Divya Mundra led the firm’s team in the transaction, which was completed on June 16, 2023.

Clifford Chance has advised Mitsui & Co on its ¥20 billion (US$139m) acquisition of a partial stake in Italian food business Euricom, one of Europe’s biggest producers and suppliers of rice, processed rice products, pulses and other products. In 2022, Mitsui invested in Rol-Ryż, a Polish subsidiary of Euricom, a transaction which the firm also advised on. Partner Natsuko Sugihara, supported by partners Umberto Penco Salvi (Italy), Luciano Di Via (Italy) and Wojciech Polz (Warsaw), led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Alfanar Global Development, a part of Alfanar Projects, on engineering procurement and construction (EPC) contracts for five large projects awarded by NEOM to design, build, finance, operate and maintain the residential communities for NEOM, KSA. Alfanar Projects is the biggest main contractor for this project. Partner Ajay Sawhney, supported by partner Bhupendra Verma, led the firm’s team in the transaction, which closed in June 2023. Linklaters advised NEOM, Gowling WLG advised the DBFOM Contractor, and Pinsent Masons advised the lender.

Skadden is advising NIO, a pioneer in China’s premium smart electric vehicle market, on an equity investment transaction with CYVN Holdings, an investment vehicle majority-owned by the government of Abu Dhabi and strategically focused on advanced and smart mobility. CYVN Holdings will invest an aggregate of US$738.5 million in cash to subscribe, through private placement, NIO’s newly issued Class A ordinary shares. After closing of the transaction, NIO and CYVN Holdings agreed to cooperate to jointly pursue opportunities in NIO’s international business. Shanghai partner Yuting Wu, supported by partners Michael Leiter (Washington DC) and Steve Kwok (Hong Kong), is leading the firm’s team in the transaction, which, upon successful closing, is expected to be the single largest strategic investment from a Middle Eastern investor in a Chinese EV company.

Trilegal has represented HDFC Bank and SBI Capital Markets, as the book-running lead managers, on the qualified institutions placement of equity shares by Aether Industries. The offer included a fresh issue of equity shares worth Rs7.5 billion (US$91.5m), at Rs936 (US$11.42) per equity share, including a premium of Rs926 (US$11.29) per equity share. Partners Bhakta Patnaik (capital markets head) and partner Brajendu Bhaskar led the firm’s team in the transaction.

TT&A has advised L Catterton Asia Advisors (LCAT) on its approximately US$60 million proposed investment in Drools Pet Food, the top local pet food company in India. Drools Pet Food will leverage LCAT’s expertise in the pet food sector to further strengthen its position as the largest domestic player in India’s burgeoning pet food market. Partners Sachin Mehta and Swati Chauhan led the firm’s team in the transaction.

WongPartnership has acted for Wavemaker Partners and Sequoia Capital, the existing shareholders and noteholders of Singapore-based generative artificial intelligence platform start-up Pencil, on Pencil’s business and asset acquisition by The Brandtech Group, an enterprise-level marketing technology group and the largest global digital partner for some of the world’s biggest brands. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership has also acted for Cercano Management and Alpha JWC Ventures, as co-lead investors, on the US$3.45 million pre-seed funding round of Vantient, a Singapore-based Web3 customer relationship management solutions company. Partner Kyle Lee also led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 21st June 2023

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AZB & Partners has advised Alter Domus on the acquisition by Alter Domus Data Solutions of Solvas from Deloitte & Touche. Partner Vasudha Asher led the firm’s team in the transaction, which was completed on May 10, 2023.

AZB & Partners has also advised JMAN Digital Services and JMAN Group on the acquisition of 100 percent shareholding of JMAN Digital Services by JMAN Group. Partners Srinath Dasari and Bhuvana Veeraragavan led the firm’s team in the transaction, which was completed on May 26, 2023.

Moreover, AZB & Partner has advised LAI Investment Manager, a joint venture of Logos and Ivanhoe Cambridge, on the acquisition by Asia Pacific logistics real estate major Logos and its venture partner Ivanhoe Cambridge from Foton Motors Manufacturing India of a 77-acre industrial land parcel in Pune’s Chakan industrial area to develop a large-scale logistics park. Partner Ananya Sharma led the firm’s team in the transaction, which was completed on May 23, 2023.

Further, AZB & Partner has advised JM Financial Institutional Securities, as the broker, on Sequoia’s sale via India’s stock exchanges of Go Fashion India’s equity shares. Sequoia sold its shareholding in the company, aggregating to approximately 5.5 million equity shares, representing 10.18 percent of Go Fashion’s total issued and paid-up capital, with face value of Rs10 (US$0.122) each, at a sale price of Rs1,136.10 (US$13.84) per equity share. Partners Varoon Chandra and Lionel D’Almeida led the firm’s team in the transaction, which settled on June 13, 2023.

Baker McKenzie has advised Subway, one of the world’s largest restaurant brands, on its new master franchise agreement with Shanghai Fu-Rui-Shi Corporate Development (FRS) to significantly expand its presence in Mainland China. Funded by a consortium of private investors, including Asia Investment Capital, FRS will open nearly 4,000 restaurants in Mainland China over the next 20 years, growing Subway’s current footprint in the market by more than seven times. FRS will also acquire the exclusive rights to manage and develop all Subway locations in Mainland China. Partners Tracy Wut (Hong Kong) and Mohammad Alturk (Dallas), supported by partner Nancy Lai and FenXun Shanghai partner Wenxin Zhou, led the firm’s team in the transaction, which is the largest master franchise agreement in Subway history, and reportedly one of the largest across the entire QSR industry.

Baker McKenzie has also represented Cambium Grove Capital (CGC), an Asia-based asset management platform that invests in real estate, alternative credit, private equity and special situation opportunities, on the structuring, formation and successful closing of an investment vehicle relating to the acquisition of a sizable hotel in Japan. This builds on an earlier purchase in the region, and reaffirms CGC’s commitment to strategic, value-add opportunities in the region. Capitalizing on a unique situation, CGC secured the hotel with several hundred rooms, at an attractive valuation, negotiated an advantageous agreement with a prominent local operator, and secured compelling local financing. This attests to CGC’s strong onshore market reputation, operational efficiency and proven execution capabilities. Hong Kong private capital specialist Edwin Wong led the firm’s team in the transaction.

Bird & Bird ATMD has acted for Singapore-headquartered private equity firm ABC Impact, as the lead investor, on the £20 million (US$25.5m) Series B fundraising round of Polymateria. British biotechnology company Polymateria has developed biotransformation technology to address plastic pollution, and its technology can fully biodegrade plastic items into water, carbon dioxide and biomass without leaving microplastic or toxic residue. Polymateria’s customers include Twickenham Rugby Stadium, the Chicago Marathon and 7-Eleven Taiwan. The proceeds of this fundraising round will be used to accelerate Polymateria’s commercialisation of technology worldwide, increase market penetration and expand into new markets. Partners Marcus Chow and Anan Sivananthan led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Vayana (IFSC), owner and operator of Vayana Tradexchange platform, on various aspects of setting up one-of its kind International Trade Finance Service (ITFS) platform. A first of a kind digital platform, the ITFS platform provides cross-border trade finance service at a global level, making working capital available seamlessly across geographies. Partner Ketaki Mehta, supported by partners Arun Prabhu (technology & telecommunications head) and Leena Chacko (banking & finance), led the firm’s team in the transaction, which was approved on May 24, 2023.

Cyril Amarchand Mangaldas has also acted as Indian and tax counsel to abrdn (Mauritius Holdings) 2006 on the sale in the BSE of HDFC Life Insurance’s equity shares. abrdn is one of the promoters of HDFC Life, and has undertaken multiple share sale after HDFC Life’s IPO. abrdn group was formerly known as the Standard Life Aberdeen Group. abrdn sold approximately 35.7 million equity shares, representing its entire stake, at face value of Rs10 (US$0.122), representing approximately 1.66 percent of the total issued and paid-up equity share capital of HDFC Life, for approximately Rs20.47 billion (US$249.4m)). Western region regional markets practice head partner Abhinav Kumar, supported by partner Kunal Savani, led the firm’s team in the transaction, which closed on May 31, 2023. S&R Associates and Linklaters acted as Indian counsel and international counsel, respectively, for the broker.

Moreover, Cyril Amarchand Mangaldas has advised PNB Housing Finance on its rights issue undertaken in compliance with Part B-1 of Schedule VI of the SEBI Regulations 2018. PNB Housing issued approximately 90.7 million fully paid equity shares with face value of Rs10 (US$0.122) for cash at Rs275 (US$3.35) per rights equity share, including a premium of Rs265 (US$3.23) per rights equity share, aggregating to approximately Rs24.93 billion (US$303.7m)) on a rights basis, to the eligible equity shareholders of PNB Housing in the ratio of 29 rights equity shares for every 54 equity shares held by the eligible equity shareholders on the record date, i.e. April 5, 2023. Axis Capital, BNP Paribas, BofA Securities India and JP Morgan India acted as the lead managers to the issue. The draft letter of offer for the issue was dated November 29, 2022, and the letter of offer for the issue was dated March 29, 2023. Northern region regional markets practice head partner Gokul Rajan led the firm’s team in the transaction. Sidley Austin acted as international counsel for the lead managers.

Khaitan & Co has successfully represented Wipro Enterprises on a disparagement suit filed by Reckitt Benckiser (India) and Reckitt & Colman (Overseas) Health. Reckitt alleged infringement of registered trade mark, piracy of registered design, disparagement and unfair trade practices against an advertisement launched by Wipro promoting its handwash “Santoor Classic Handwash” with Sandalwood. The Delhi High Court did not grant an injunction against Wipro’s television commercial, as it was established that the commercial did not contain any element of denigration and was a permissible comparative advertisement. Thus, Reckitt’s application for an injunction against Wipro’s advertisement was dismissed. Partner Ankur Sangal led the firm’s team on the matter.

Khaitan & Co has also advised Innova Captab, as the resolution applicant, on the corporate insolvency resolution process of Sharon Bio-Medicine, an Indian pharmaceutical company catering to both the domestic and foreign markets. Innova Captab has emerged as the successful resolution applicant in the CIRP, with its resolution plan approved by the National Company Law Tribunal Mumbai on May 17, 2023. The firm is also advising Innova Captab on the timely implementation of the approved resolution plan. With Sharon Bio-Medicine’s insolvency resolution having been attempted multiple times in the past, the implementation of Innova Captab’s approved resolution plan shall have a substantial impact on the Indian pharmaceutical industry, and contribute to its exponential growth. Restructuring & insolvency / banking & finance partner Siddharth Srivastava led the firm’s team on the matter.

Shardul Amarchand Mangaldas has advised Aviom India Housing Finance on its Series D funding, led by global investment management firm Nuveen. In a combination of primary and secondary investments, Nuveen is investing US$30 million. Partners Amit Khansaheb and Pratyush Singh led the firm’s team in the transaction. Capital 4 Development Asia Fund Cooperatief UA, Gojo & Company and Sabre Partners AIF Trust were represented by Khaitan & Co, Vertices Partners and Jyoti Sagar and Associates, respectively.

Trilegal has represented JM Financial, Axis Capital, ICICI Securities and IIFL Securities, as the book-running lead managers, on ASK Automotive’s proposed IPO, comprising an offer for sale of up to approximately 29.6 million equity shares by ASK’s promoters, Kuldip Singh Rathee and Vijay Rathee. The draft red herring prospectus was filed on June 12, 2023. ASK Automotive manufactures and supplies automotive components, with a key focus on advanced braking systems, aluminum lightweight precision solutions and safety control cables products for two-wheelers, three-wheelers, passenger and commercial vehicle sectors. It has a comprehensive portfolio of electronic vehicle and powertrain-agnostic products and, as of March 31, 2023, it was supplying safety systems and critical engineering solutions to nine two-wheeler EV original equipment manufacturers in India. It is the largest manufacturer of brake-shoe and advanced braking systems for two-wheelers in India, with a market share of approximately 50 percent in Fiscal 2022, in terms of production volume for original equipment manufacturers and the branded independent aftermarket, on a combined basis. Partner Richa Choudhary led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 14th June 2023

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Allen & Gledhill has advised Bayfront Infrastructure Management on the issue of US$500 million 4.257 percent notes due 2026, guaranteed by the Government of Singapore. The Hongkong and Shanghai Banking Corporation Singapore Branch and Standard Chartered Bank (Singapore) were appointed joint lead managers of the notes. Partners Yeo Wico, Jeanne Ong and Sunit Chhabra led the firm’s team in the transaction.

AZB & Partners has advised Olive Vine Investment, an affiliate of Warburg Pincus, and Avanse Financial Services on the Rs8 billion (US$97m) acquisition by Kedaara Capital Growth Fund III of 15.3 percent stake in Avanse Financial Services. The first tranche of the acquisition was completed on January 19, 2023, while the second tranche was completed on May 24, 2023. Partner Vaidhyanadhan Iyer led the firm’s team in the transaction.

AZB & Partners has also advised Clean Max Enviro Energy Solutions and its founder, Mr Kuldeep Jain on the Rs28 billion (US$340m) acquisition of 51 percent of equity stake by BGTF One Holdings (DIFC) in Clean Max Enviro Energy from Augment India I Holdings, DSDG Holding APS, UK Climate Investments Apollo, Founder and Mrs Nidhi Jain. Partners Niladri Maulik, Harsh Kabra, Anuja Tiwari, Mallika Anand and Hemangini Dadwal led the firm’s team in the transaction, the first closing of which was completed on May 25, 2023.

Moreover, AZB & Partners has advised Trelleborg Holding AB on the acquisition by Trelleborg Group, through Trelleborg Holding AB & Trelleborg AB, of 100 percent shareholding of Moldura Tech. Partners Bhuvana Veeraragavan, Aditya Singh Chandel and Gautam Rego led the firm’s team in the transaction, which was completed on May 25, 2023.

Further, AZB & Partners has advised Air India Express and AIX Connect on the subleasing of two Boeing 737 aircrafts by Vistara to Air India Express. Partners Anand Shah, Gaurav Bansal and Siddharth Paranjpe led the firm’s team in the transaction, which was completed on February 10, 2023.

Clifford Chance has advised ING, MUFG and Standard Chartered Bank, as joint global coordinators, joint book-runners and joint lead managers, on Bauhinia ILBS 1’s US$404.8 million pilot project finance and corporate infrastructure collateralised loan obligation (CLO) cash flow securitisation, sponsored by The Hong Kong Mortgage Corporation (HKMC). HKMC is a company wholly-owned by The Government of the Hong Kong Special Administrative Region of China, through the Exchange Fund. The transaction marks the first infrastructure loan-backed CLO sponsored by HKMC, the first issued out of Hong Kong by a Hong Kong-incorporated orphan special purpose vehicle, and the first such transaction listed in Hong Kong. The transaction also includes a sustainability tranche backed by eligible loans under HKMC’s Social, Green and Sustainability Financing Framework. Hong Kong partners Francis Edwards and Dauwood Malik led the firm’s team in the transaction. A separate team led by London partner Bruce Kahl advised DB Trustees (Hong Kong) as the trustee.

Cyril Amarchand Mangaldas has advised on the IPO and listing of ordinary units of the Cube Highways Trust (Cube Trust, acting through its Investment Manager, Cube Highways Fund Advisors), a privately placed infrastructure investment trust (InvIT), aggregating to Rs52.26 billion (US$634m). The firm also advised on the formation of the Cube Trust, involving the transfer of 18 special purpose vehicles to the Cube Trust. Pursuant to such formation, the Cube Trust issued ordinary units and subordinate units to its sponsors, Cube Highways and Infrastructure (CH-I) and Cube Highways and Infrastructure III (CH-III). Citigroup Global Markets India and JP Morgan India acted as placement agents for the offer, while Axis Bank acted as escrow agent for the issuer. Partners Yash Ashar (capital markets head), Kranti Mohan (REITs and InvITs head) and Janhavi Seksaria, supported by partners L Viswanathan (finance, projects and insolvency chair), Uday Khare, Yash Jain, Ruetveij Pandya, Avaantika Kakkar (competition law head) and Dhruv Rajain, led the firm’s team in the transaction, which closed on April 19, 2023. Linklaters Singapore acted as international counsel for the placement agents.

JSA has advised Prism Johnson (formerly Prism Cements) on its investment in Renew Green (MPR Two), a special purpose vehicle promoted by ReNew Green Energy Solutions (ReNew) for supply of power from a 23 MW wind power project to be developed by Renew in Madhya Pradesh. This is among the various renewable energy assets, and the first wind power project, in which Prism has invested for meeting the electricity requirements for its cement production facility at Satna, Madhya Pradesh, with a waste heat recovery system and various solar power projects previously installed and commissioned at this facility. Prism Johnson’s procurement of renewable power is in line with its long-term strategy of reducing its carbon footprint, and transitioning to meeting its power consumption requirements from sustainable energy sources. Partners Vishnu Sudarsan and Shashank Singh led the firm’s team in the transaction.

JSA has also advised HDFC BankBOB Capital MarketsIDBI Capital Markets & SecuritiesMotilal Oswal Investment Advisors and Systematix Corporate Services on the qualified institutions placement by Bank of Maharashtra (BOM). BOM filed a placement document on June 6, 2023 for an issue of approximately 351 million equity shares aggregating to approximately Rs10 billion (US$121.4m) to qualified institutional buyers. As one of the prominent public sector banks in Maharashtra, BOM offers a diversified portfolio of banking products and services to corporate, retail, agriculture and micro, small and medium enterprise customers. BOM’s operations are internally aligned into distinct business lines pertaining to wholesale banking operations, retail banking operations, treasury operations and other banking operations. Partner Arka Mookerjee, supported by partner Siddhartha Desai, led the firm’s team in the transaction, which is the largest QIP by a bank in the last 18 months.

Shardul Amarchand Mangaldas & Co has advised Oben Ventures on establishing Go Digit Life Insurance as a life insurance company, and on structuring its investment in Go Digit Life. Go Digit Life has been granted a certificate of registration by the Insurance Regulatory and Development Authority of India at its meeting held on June 2, 2023 to conduct life insurance business in India. Go Digit Life’s registration takes the number of life insurance companies in India to 26. Backed by Kamesh Goyal, Oben Ventures is a promoter of Go Digit Life, which is among the first few companies to have obtained registration as an insurer under the recently issued IRDAI (Registration of Indian Insurance Companies) Regulations 2022. Go Digit Life marks the foray of Kamesh Goyal, the founder of Go Digit General Insurance, in the life insurance space. Partners Shailaja Lall, Anu Susan Abraham and Ashish Teni led the firm’s team in the transaction.

Trilegal has advised Velotio Technologies and its existing shareholders on the acquisition of Velotio Technologies’ entire equity share capital by listed Blackstone portfolio company R Systems International for an upfront consideration of approximately Rs2.8 billion (US$34m). Velotio Technologies is a leading product engineering and digital solutions company based in Pune, India. Partner Gautam Singh led the firm’s team in the transaction, which is subject to customary closing conditions.

WongPartnership is acting for DigiTech Holding on its voluntary unconditional cash offer of 56 cents per share for Challenger Technologies. The offer is being made with a view to delist the company from Singapore. Partners Andrew Ang and Anna Tan are leading the firm’s team in the transaction

WongPartnership has also successfully acted for Japanese logistics company SBS Holdings, one of the respondents, on an SIAC Arbitration commenced against it and another Singapore entity pertaining to claims for breaches of certain clauses in a Memorandum of Understanding, Share Purchase Agreement and Shareholders Agreement. The alleged breaches, among others, are that the Respondents failed to assist the JV company in obtaining opportunities to integrate in the Japan market, to make best efforts to procure an IPO for the JV company, and to provide corporate guarantees to secure credit facilities entered into by the JV company. The SIAC tribunal dismissed the Claimants’ claims for damages in excess of S$48 million (US$36m), and awarded substantial costs to the Respondents. Currently, steps are being taken to enforce the costs award before various jurisdictions. Partner Koh Swee Yen, Senior Counsel, is leading the firm’s team in the matter.