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Deals – September 30, 2015

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Akin Gump has acted as lead counsel for the Everstone Group in respect of the closing of its third private equity fund, Everstone Capital Partners III, with final total investor commitments of US$730 million. The fundraising comprises US$700 million of LP capital from leading institutional investors and an additional US$30 million commitment from Everstone and its affiliates. Institutional demand significantly exceeded capacity, resulting in the fund closing at its hard cap. Headquartered in Singapore, the Everstone Group is a premier India and Southeast Asia-focused private equity and real estate investment firm with US$3.3 billion worth of assets under management. London investment funds partner John Holton led the transaction.

Allen & Gledhill has acted as Singapore counsel for Sabre Corp group in respect of the US$411 million acquisition of the remaining 65 percent of Abacus International Pte Ltd, a leading global distribution system in the Asia Pacific region, from Abacus International Holdings. Partners Richard Young and Tan Wee Meng led the transaction.

Appleby has acted as Cayman Islands counsel for Kee Song Bio-Technology Holdings Ltd in respect of its issuance and listing of NTD250 million (US$7.56m) convertible bonds on the GreTai Securities Market in Taiwan. The bonds are convertible into Kee Song’s ordinary shares. Kee Song operates businesses primarily through the breeding of meat chickens, the distribution of fresh chicken meat, the trading of frozen meat, as well as the processing, production and distribution of seasoned chicken food in Singapore and Malaysia. Group chairman and managing partner Frances Woo led the transaction whilst Grand Trust International Law Offices advised on Taiwan law.

Baker & McKenzie and FenXun Partners has advised Osram in respect of its agreement to sell for more than €350 million (US$393.2m) its 13.5 percent stake in Shenzhen-listed Foshan Electrical and Lighting Co Ltd to a subsidiary of PRC state-owned Guangdong Rising Assets Management Co Ltd. Baker & McKenzie corporate partner Tracy Wut and FenXun corporate partners Wang Yingzhe and Wen Jianli led the transaction.

Baker & McKenzie.Wong & Leow and Baker & McKenzie, member firms of Baker & McKenzie in Singapore and Japan, respectively, are advising Tokyo Stock Exchange-listed Nitto Kogyo Corp in respect of its acquisition of Gathergates Group Pte Ltd from SGX Mainboard-listed Natural Cool Holdings Ltd. Nitto is a Japanese maker and supplier of switchboard-related products whilst Gathergates is in the business of switchgear design and manufacturing. Principal Lean Min-tze in Singapore and counsel Tetsuo Kurita in Tokyo are leading the transaction which is scheduled to complete in the fourth quarter of 2015.

Colin Ng & Partners has advised Catalist-listed Brooke Asia Ltd in respect of its S$168 million (US$117.65m) acquisition of China Star Food Holdings Pte Ltd (CSFH) and its subsidiaries in consideration of the issue of up to 840 million new Brooke Asia shares to shareholders of CSFH Group. Upon completion of the reverse take-over of Brooke Asia by CSFH Group stakeholders, Brooke Asia was renamed China Star Food Group Ltd. The CSFH Group cultivates, produces and distributes sweet potato food products in China. Partner Gregory Chan led the transaction which was completed on 22 September 2015.

Conyers Dill & Pearman has acted as Cayman Islands counsel for solar developer and investor Adenium Energy Capital Ltd in respect of its development and financing of four separate utility-scale solar photovoltaic power projects in Jordan. The four projects, comprising one of the largest IPP projects in the Middle East and situated in the Ma’an and Mafraq regions of Jordan, had a total value of US$160 million. Debt financing was provided by a consortium which includes the International Finance Corp as lead arranger, Arab Bank, Finnfund, FMO and the OPEC Fund for International Development. Adenium Energy Capital is incorporated in the Cayman Islands and headquartered in Dubai, United Arab Emirates. Dubai partner Fawaz Elmalki led the transaction whilst Chadbourne & Parke advised on English law.

Conyers Dill & Pearman has also advised QIA in respect of the establishment of a Bermuda structure and its £2.6 billion (US$3.94b) takeover offer, jointly with Brookfield, for Songbird Estates PLC and the Canary Wharf Group. The acquisition by QIA and Brookfield will facilitate development and expansion of Canary Wharf in London, where many major banks, firms and other businesses have their headquarters. Directors Kerri Lefebvre (Dubai), Martin Lane (London) and David Astwood (Bermuda), working alongside Shearman & Sterling, Linklaters and Appleby, led the transaction.

Cyril Amarchand Mangaldas acted as Indian counsel to IDFC Securities Ltd, Credit Suisse Securities (India) Private Ltd and ICICI Securities Ltd as the book-running lead managers in respect of TeamLease Services Ltd’s IPO comprising of a fresh issue of equity shares aggregating up to INR1.5 billion (US$22.8m) and an offer for sale of up to approximately 3.2 million by GPE (India) Ltd, Gaja Advisors Private Ltd, Gaja Capital India Fund I, India Advantage Fund S3 I and HR Offshoring Ventures Pte Ltd. Bangalore capital markets partner Arjun Lall led the transaction whilst DLA Piper Singapore acted as international counsel. AZB & Partners acted as domestic counsel for TeamLease Services.

Cyril Amarchand Mangaldas has also advised the Royal Bank of Scotland in respect of the sale, through a management buy-out, of its private wealth management business to Sanctum Private Wealth Management Ltd, a company set up by the local head of Royal Bank of Scotland’s private wealth management business in India, by way of a business transfer. Mumbai partners Vandana Shroff and Indranath Bishnu, supported by partners Nisha Uberoi and S R Patnaik, led the transaction which was signed on 24 September 2015 and is expected to close in January/February 2016. Sanctum Private Wealth Management was advised by Phoenix Legal.

HSA Advocates has advised PTC India Financial Services Ltd, a special purpose investment vehicle of PTC India Ltd, a Government of India initiated Public-Private Partnership, in respect of the INR1.65 billion (US$25m) financing of a 30 MW Solar Power Project being set up in Mahasamund, Chhattisgarh. Managing partner Hemant Sahai and associate partner Nilesh Chandra led the transaction which was concluded in August 2015.

J Sagar Associates has advised First Carlyle Ventures Mauritius, whose affiliate is advised by The Carlyle Group, and the promoters and management shareholders of Elitecore Technologies Ltd, in respect of their sale of 100 percent of Elitecore to Sterlite Technologies Ltd for an overall enterprise value of INR180 crores (US$27.3m). Majority owned by First Carlyle Ventures Mauritius, Elitecore is a leading provider of operations support services / business support services. Partner Vikram Raghani led the transaction. Sterlite was advised by Cyril Amarchand Mangaldas led by partner designate Himanshu Dodeja.

J Sagar Associates has also advised Rain Cements Ltd in respect of the sale of 49 percent stake in its wholly-owned solar power SPV Rain Coke Ltd to Netherlands-incorporated SunE Solar BV (SunEdison). SunEdison has been inducted as a joint venture partner in the solar SPV which has been set up for developing a 22 MW solar power plant in Dharmavaram, Anantapur District, Andhra Pradesh. Post-closing, Rain Cements will own 51 percent share of the solar SPV whilst SunEdison will own the remaining 49 percent. Rain Industries Ltd and its wholly-owned subsidiaries, which include Rain Cements, are engaged in the production of cement, calcined petroleum coke and power and high-quality basic and specialty chemicals. The SunEdison Group is a renewable energy developer with expertise in setting-up and operating solar power plants. Partners Aashit Shah and Pallavi Bedi led the transaction. The SunEdison Group was represented by Cyril Amarchand Mangaldas.

Khaitan & Co has advised Lindsay Goldberg Vogel in respect of the India leg of the global transaction involving transfer of its majority shareholding in Weener Plastic Packaging Group Germany to 3i Group PLC UK, a leading international investment manager focused on mid-market private equity, infrastructure and debt management across Europe, Asia and North America. Partner Rabindra Jhunjhunwala led the transaction.

Khaitan & Co has also advised Julius Baer Group Ltd (JBG) in respect of the Indian leg of the transaction in the acquisition of the wealth management business as well as related lending businesses and trust services of DSP Merrill Lynch Ltd in India in line with the global acquisition by JBG of the overseas non-US wealth-management operations of Bank of America Corp. JBG is a leading Swiss private banking group with a focus on servicing and advising sophisticated private clients. Partner Arindam Ghosh and associate partner Anuj Sah, supported by partners Avaantika Kakkar and Bijal Ajinkya and associate partner Anshul Prakash, led the transaction.

Kirkland & Ellis is advising the special committee of the board of directors of NYSE-listed Country Style Cooking Restaurant Chain Co Ltd, a leading fast-food restaurant chain in China, in respect of its evaluation of a ‘going private’ proposal from a buyer group which includes the company’s co-founders Hong Li and Xingqiang Zhang. The proposal was received by the Board of Directors on 14 August 2015. Hong Kong corporate partners David Zhang and Jesse Sheley are leading the transaction.

Luthra & Luthra Law Offices has advised Indiabulls Housing Finance Ltd, one of the largest housing finance companies in the country, in respect of its US$600 million qualified institutions placement of approximately 57 million equity shares. Partners Manan Lahoty and Geeta Dhania led the transaction.

Norton Rose Fulbright has acted as lead counsel for CSSC (Hong Kong) Shipping Company Ltd in respect of a US$1.2 billion conversion financing sale and leaseback facility for the floating liquefied natural gas production unit Golar Hilli which is under conversion at Keppel Shipyard in Singapore. The financing structure will fund up to 80 percent of the project cost and will be split into pre and post-delivery financing phases. Partner Gervais Green led the transaction.

Paul Hastings is advising a group of Chinese state-owned investors in respect of a deal to bring the first Universal Studios Hollywood theme park to China. The project, which will be located in Beijing, is slated for a 2019 launch and is being billed as Universal Studios’ largest-ever park at a total cost at CNY50 billion (US$7.86b). Universal Parks & Resorts, which is owned by Comcast Corp, is partnering with Beijing Shouhuan Cultural Tourism Investment Co Ltd, a consortium of four Chinese state-owned companies, to develop Universal Beijing, the third Universal Studios theme park in Asia, including in Japan and Singapore. The new park will comprise an eventual 1,000 acres, including a Universal CityWalk retail, dining and entertainment complex, a first-ever Universal-themed resort hotel and new attractions designed specifically for Chinese consumers. A second phase of the project would include another theme park, a water park and a five more resort hotels. Beijing partner David Wang and Shanghai partner Jia Yan is leading the transaction whilst Zhong Lun Law Firm, led by Beijing partner Scott Yu, is advising on Chinese law. Hong Kong partner Miranda So and New York partner Kirtee Kapoor are advising Comcast whilst Haiwen & Partners, led by Beijing partner Pei Wang, is serving as Chinese counsel. Paul, Weiss, Rifkind, Wharton & Garrison, led by Hong Kong partner Jeanette Chan, Beijing partner Greg Liu and New York partner Charles Googe, is acting for Universal.

Rodyk & Davidson has advised the Tolaram Group (TG) and its subsidiary Tolaram Africa (TA) in respect of a partnership agreement between TA and Kellogg Company to create a joint venture to develop snacks and breakfast foods for the West African market and to acquire 50 percent in the Multipro Group, a TG subsidiary which provides sales and distribution services in Nigeria and Ghana, for US$450 million. The partnership also provides Kellogg the right to acquire a stake in Tolaram Africa Foods at a later stage for an amount to be determined at the time of the exercise of the right. Corporate partner S Sivanesan, supported by intellectual property & technology partner Gilbert Leong and corporate partner Sunil Rai, led the transaction.

Sidley Austin has represented Aboitiz Equity Ventures Inc in respect of the joint venture with CRH Plc for the acquisition of the Lafarge Philippines cements and aggregates business, including its US$530 million investment and its US$400 million bridge financing with BTMU. Singapore partner Nick Grambas led the transaction which was completed on 15 September 2015.

WongPartnership has acted for Barclays Bank PLC Singapore Branch, Citigroup Global Markets Singapore Pte Ltd and DBS Bank Ltd as the joint placement agents and underwriters in respect of the private placement by Frasers Commercial Trust to raise gross proceeds of approximately S$142.1 million (US$99.5m). Partner Colin Ong led the transaction.

Veritas Legal has advised Pfizer Ltd in respect of its business transfer agreement for the sale of its Thane plant as a going concern to Vidhi Research and Development LLP for a lump sum of INR178 crores (US$27m). Senior partner Abhijit Joshi, supported by partner Nandish Vyas, led the transaction which was signed on 23 September 2015 and is expected to be completed by March 2017. Cyril Amarchand Mangaldas, led by Mumbai partner Tushar Mavani and supported by New Delhi partner S R Patnaik, advised Vidhi Research & Development.

Deals – September 23, 2015

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Allen & Gledhill has advised The Hongkong and Shanghai Banking Corp Ltd as arranger, dealer, non-CDP paying agent, non-CDP transfer agent and non-CDP registrar for the programme; Australia and New Zealand Banking Group Ltd, Oversea-Chinese Banking Corp Ltd and Standard Chartered Bank as dealers of the programme; The Hongkong and Shanghai Banking Corp Ltd Singapore Branch as issuing and paying agent, CDP transfer agent and CDP registrar for the programme; and HSBC Institutional Trust Services (Singapore) Ltd as trustee for the holder of the notes in respect of the establishment of a S$1 billion (US$702.3m) multicurrency medium term note programme by MC Finance & Consulting Asia Pte Ltd, a subsidiary of Mitsubishi Corp. The programme is unconditionally and irrevocably guaranteed by Mitsubishi. Partners Margaret Chin, Sunit Chhabra and Magdalene Leong led the transaction.

Allen & Gledhill has also advised LMIRT Capital Pte Ltd and HSBC Institutional Trust Services (Singapore) Ltd (HSBSIT), as trustee of Lippo Malls Indonesia Retail Trust (LMIR Trust), in respect of the establishment of a S$1 billion (US$702.3m) euro medium term securities programme by LMIRT Capital and HSBCIT. LMIRT Capital is a wholly-owned subsidiary of LMIR Trust. Under the programme, LMIRT Capital and HSBCIT may issue medium term notes which, in the case of notes issued by LMIRT Capital, is unconditionally and irrevocably guaranteed by HSBCIT. HSBCIT may issue perpetual securities. Partners Glenn Foo and Sunit Chhabra led the transaction.

AZB & Partners has advised Johnson Controls Inc and Johnson Controls (India) Private Ltd in respect of the Indian leg of their sale of The Global WorkPlace Solutions to CBRE South Asia Private Ltd. The global transaction was valued at INR98.28 billion (US$1.49b). Partners Percival Billimoria and Sachin Mehta led the transaction which was completed on 1 September 2015.

AZB & Partners has also advised International Finance Corp in respect of its acquisition on a private placement basis of YES Bank Ltd’s 3,150 senior rated listed unsecured redeemable non-convertible debentures. Partners Gautam Saha and Amrita Patnaik led the transaction which was valued at INR3.15 billion (US$47.7m) and was completed on 5 August 2015.

Clayton Utz, alongside Freshfields, has acted for HKSE-listed Biostime International Holdings Ltd, the Chinese infant formula producer, in respect of its agreement to take control of Australian health-supplement maker Swisse Wellness Group Pty for A$1.3 billion (US$914.5m). The company will pay A$1.34 billion (US$914.5m) in cash and issue 20.5 million new shares as payment for the 83 percent stake. Melbourne-based Swisse Wellness is controlled by the family of founder Kevin Ring and management. HSBC and ANZ Banking Group helped to fund the deal. Clayton Utz national corporate practice group head Rory Moriarty and partners Niro Ananda (private equity) and Alex Schlosser (banking), alongside Simon Weller and Daniel French, Partners at Freshfields led the transaction. HSF acted for Swisse.

Clifford Chance has advised BofA Merrill Lynch, CITIC CLSA Securities, SBI Capital Markets and Axis Capital as the lead managers in respect of the approximately US$600 million Regulation S / Rule 144A qualified institutions placement of approximately 56.9 million equity shares at INR702 (US$10.60) per share of Indiabulls Housing Finance Ltd (IHFL). Listed on the BSE and the National Stock Exchange of India, IHFL is one of the largest housing finance companies in India. Partner Rahul Guptan led the transaction whilst J Sagar Associates acted as Indian counsel. IHFL was advised by Luthra & Luthra on Indian law.

Herbert Smith Freehills has advised Energy Development Corp (EDC) in respect of contracts with South Korea’s Hyundai Engineering Co Inc and its Philippine affiliate Galing Power & Energy Construction Co Inc for the engineering, procurement and construction of EDC’s 31MW Bac-Man 3 geothermal power plant in Sorsogon Province in the Philippines. Based in Manila, EDC is the world’s second-largest producer of geothermal power. The company’s clean and renewable energy portfolio now comprises more than 1,169MW of integrated geothermal projects, as well as hydro, solar and wind power assets across the Philippines. The approximately PHP7.6 billion (US$162.3m) Bac-Man 3 project is expected to be operational by the end of 2017. Partner Toby Anderson led the transaction.

J Sagar Associates has advised Silver Spark Apparel Ltd, a wholly-owned subsidiary of Raymond Ltd, in respect of its acquisition of the entire shareholding in Robot Systems Private Ltd from Gokaldas Exports Ltd and Gautam Chakravarti for INR285 billion (US$4.3b). Partner Jamshed Bhumgara led the transaction. The sellers were represented by Khaitan & Co Bangalore.

Khaitan & Co has advised Metropolis Healthcare Ltd and the Shah family (promoters) in respect of the sale by GSK Velu of his 36.5 percent stake to Carlyle. Metropolis Healthcare runs a chain of diagnostic centres across the country and in Sri Lanka, United Arab Emirates, South Africa, Kenya, Mauritius and Ghana. Partner Haigreve Khaitan and associate partner Anuj Sah, supported by partners Sanjay Sanghvi and Kumar Saurabh Singh and executive director Dinesh Agrawal, led the transaction.

Khaitan & Co has also advised Metrod Malaysia and MetTube Malaysia in respect of the acquisition of The Leela Goa, a 206 key five star resort spread over 50 acres of land, by Ceres Hotels Private Ltd, a wholly-owned Indian subsidiary of MetTube, for US$115 million. The hotel will be transferred to Ceres by way of a slump sale under a business transfer agreement. Headquartered in Malaysia, Metrod is a leading manufacturer of oxygen-free copper rod, wire and strip. MetTube is part of the Lord Bagri-promoted Metdist Group, a diversified portfolio company which has built a global presence in both metals trading and fabrication industries, as well as other sectors such as apparel, real estate and insurance in more recent years. Partners Savita Singh and associate partner Kartick Maheshwari, assisted by partners Shishir Mehta and Avaantika Kakkar and associate partners Manisha Shroff and Anshul Prakash, led the transaction.

Kirkland & Ellis is advising the special committee of the board of directors of Nasdaq-listed Vimicro International Corp, a leading video surveillance technology and solution provider in China, in respect of its ‘going private’ acquisition by a buyer group which includes Dr. Zhonghan (John) Deng and Zhaowei (Kevin) Jin, Vimicro’s co-chief executive officers. The merger agreement was announced on 15 September 2015. Hong Kong corporate partners David Zhang and Jesse Sheley are leading the transaction whilst Kirkland & Ellis is serving as US advisor. Gunderson Dettmer Stough Villeneuve Franklin & Hachigian is serving as US advisor to the buyer group.

Norton Rose Fulbright has advised the Cognita group in respect the issuance of £280 million (US$429.6m) high yield bonds listed on the Euro-MTF market of the Luxembourg Stock Exchange and a £60 million (US$92m) super senior revolving credit facility. Cognita is a worldwide group of 66 schools in Europe, Latin America and South-East Asia. The funds raised will be used for the refinancing of existing group debt in the UK, Spain, Thailand, Vietnam and Singapore, through downstream capitalisations and shareholder loans. The initial purchasers are KKR Capital Markets Ltd, Morgan Stanley & Co International plc, Barclays Bank plc, HSBC Bank plc and Commerzbank Aktiengesellschaft. The arrangers to the RCF are Morgan Stanley Bank International Ltd, Barclays Bank plc, Commerzbank AG London Branch and HSBC Bank plc. The initial transaction closing and the bonds were listed on 7 August 2015. There are two further staggered closings occurring within the next 80 days. Singapore partner Sheela Moorthy, supported by Bangkok partner Tassanai Kiratisountorn and London partners Angela Savin and Matthew Hodkin, led the transaction.

Norton Rose Fulbright is also acting for a consortium comprised of funds managed by AMP Capital and Infrastructure Capital Group (ICG) in respect of its acquisition of Port Hedland International Airport. The transaction documents, signed on 15 September 2015, included an agreement to enter into a 50-year long-term lease pursuant to which the AMP and ICG consortium will acquire a 100 percent interest in the Port Hedland International Airport from the Town of Port Hedland. The airport is located between the towns of Port Hedland and South Hedland. Both general passenger and freight flights operate to and from the airport. Sydney corporate partner Nigel Deed, assisted by Brisbane partner Tom Young, led the transaction.

Rajah & Tann is acting as Singapore counsel to China Merchants Property Development Co Ltd, primary listed on the Shenzhen Stock Exchange and secondary listed on the Main Board of the SGX-ST, in respect of its RMB57.3 billion (US$8.97b) merger with its controlling shareholder China Merchants Shekou Industrial Zone Holdings Co Ltd, wholly-owned by China Merchants Group Ltd. As part of the PRC merger, China Merchants Property will make an exit offer to shareholders on the SGX-ST and delist from the SGX-ST consequently. The China Merchants Property group is principally engaged in property construction and development businesses in the PRC. Partners Danny Lim and Chia Lee Fong are leading the transaction.

Rodyk & Davidson has advised real estate investment advisor Pamfleet, on behalf of British Virgin Island-incorporated investment vehicle Tuckman Ltd, in respect of its S$127.1 million (US$89.36m) acquisition from Reef Lodge Pte Ltd and Ang MingChiang of the entire interest in JSCL Investments Pte Ltd. JSCL is the registered proprietor of Homestay Lodge, a workers’ dormitory development comprising 10 blocks of about 6,000 beds. The property is held by JSCL under a leasehold estate from the Housing and Development Board (HDB). The acquisition was subject to the approval of HDB. As part of the transaction, the firm also acted for JSCL in the secured term loan facilities of up to S$76.26 million (US$53.62m) granted to JSCL to refinance its existing loans and for on-lending to Tuckman to partially finance the acquisition. Moreover, the firm advised on the asset management agreement between JSCL and a third party asset manager for the management of the property and the dormitory business. Real estate partner Norman Ho and corporate partner Jacqueline Loke led the transaction.

Shook Lin & Bok is acting for Enviro-Hub Holdings Ltd in respect of its proposed acquisitions for approximately S$290.1 million (US$203.8m) of: (1) 20 percent of the total issued share capital of BS Bendemeer Pte Ltd and 20 percent of the total issued ordinary share capital of Kranji Development Pte Ltd from BS Investors Pte Ltd; (2) 87.5 percent of the total issued share capital of Carros Project Management Pte Ltd from BS Capital Pte Ltd; (3) 49 percent of the total issued share capital of EH Property & Investments Pte Ltd from BS Capital; (4) the entire issued share capital of Enviro Property Pte Ltd from Enviro-Power Pte Ltd; and, (5) the entire issued share capital of Marina Country Club Pte Ltd from Marina Investment Holding Pte Ltd and Quek Ngak Yeong. Partner Tan Wei Shyan is leading the transaction.

Skadden is advising The Carlyle Group Inc, Actis LLC and Sequoia Capital China in respect of the approximately US$1.3 billion sale of an 81 percent stake in Keystone Lodging Holdings Ltd, owner of Plateno Group, to Shanghai Jinjiang International Hotels Development Co. Plateno Group took 7 Days Group Holdings Ltd private in 2013 with funding from the private equity sponsors. Partners Gregory Miao, Peter Huang and Daniel Dusek are leading the transaction.

Skadden is also advising The Carlyle Group in respect of the investment by Safari Group Holdings Ltd and Safari Group CB Holdings Ltd (both beneficially owned by Carlyle Group), together with IDG Alternative Global Ltd (an affiliate of IDG Capital Partners) and SouFun’s management (mainly founder and CEO Vincent Mo) of between US$400 million and US$700 million (50 percent of which will be convertible notes) to purchase SouFun Holdings Ltd’s newly issued Class A ordinary shares and convertible notes. SouFun Holdings is the leading real estate internet portal in China. Partners Gregory Miao, Peter Huang, Daniel Dusek, Brian Breheny and Clive Rough are leading the transaction.

Weerawong, Chinnavat & Peangpanor.has advised Master Ad PLC (MACO) in respect of a joint venture with Malaysia-based EYE Ball Channel to manage outdoor media spaces at the Kuala Lumpur International Airport. The JV company, MACO Outdoor, will have the rights to manage large advertising spaces under a concession of a local business partner. The JV is part of MACO’s plan to expand throughout the ASEAN Economic Community. Partner Veeranuch Thammavaranucupt led the transaction.

WongPartnership has acted for The Hongkong and Shanghai Banking Corp Ltd (HSBC Bank) as sole arranger and dealer and DB International Trust (Singapore) Ltd as notes trustee in respect of the establishment of a S$150 million (US$105.4m) multicurrency medium term note programme by Keong Hong Holdings Ltd; and for HSBC Bank, as sole book-runner and lead manager in respect of the inaugural issuance of S$50 million (US$35.14m) 6 percent notes by Keong Hong Holdings Ltd under its S$150 million (US$105.4m) multicurrency medium term note programme. Partners Hui Choon Yuen, Goh Gin Nee and Trevor Chuan led the transaction.

WongPartnership has also advised Singapore Exchange Securities Trading Ltd in respect of its collaboration with Clearbridge Accelerator Pte Ltd to develop and grow a capital-raising platform for entrepreneurs and small and medium-sized enterprises through the provision of a grant to Capbridge Pte Ltd, the wholly-owned subsidiary of Clearbridge Accelerator established to carry out the project. Partner Chan Sing Yee led the transaction.

Deals – September 16, 2015

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Cyril Amarchand Mangaldas has acted as Indian counsel to Helion Venture Partners III LLC in respect of its INR50 million (US$753,475) investment, along with certain angel investors, into Zero Effort Technologies Private Ltd, operator of an online platform for the sale and purchase of pre-owned products, including furniture. Bangalore corporate partner G Nagavalli, assisted by Bangalore corporate and TMT partner Arun Prabhu, led the transaction which was signed on 27 July 2015 and completed on 4 August 2015.

Cyril Amarchand Mangaldas has also advised People Interactive (I) Private Ltd in respect of the issuance of further capital via compulsorily convertible preference shares to foreign venture capital investors, namely SVB India Capital 2006 Trust and Westbridge Ventures II Investment Holdings and People Interactive promoters. Mumbai corporate partner Alice George led the transaction which was signed on 31 August 2015 and is expected to be completed on or before 15 October 2015. Westbridge Ventures was advised by AZB & Partners.

DLA Piper has represented Quantium Solutions Holdings Pte Ltd, a wholly-owned subsidiary of Singapore Post Ltd (SingPost), in respect of its acquisition by way of subscription of 50 percent of E Link Station Ltd’s issued shares. The purchase represents 1 million new shares for HK$8 million (US$1m). E Link operates a parcel locker business where it acts as a collection point by receiving and storing parcels on behalf of its customers. The firm also advised on Quantium’s acquisition of a significant minority stake in Morning Express & Logistics Ltd, a logistics document and parcel delivery services in Hong Kong. The agreement covers the purchase of 33 percent of the issued share capital and is valued at HK$39.6 million (US$5.1m), with a further potential earn-out payment of another HK$39.6 million (US$5.1m). The deals signed after five months of negotiations and represent SingPost’s continuing strategy to strengthen its e-commerce logistics presence in Hong Kong and establish an integrated ecosystem for parcel deliveries across multiple channels. Corporate partner Heng Loong Cheong, supported by partners Julia Gorham, Scott Thiel, Satpal Gobindpuri and Susheela Rivers, led the transactions which were signed and closed on 28 August 2015.

HSA Advocates has advised the State Bank of India (SBI) in respect of the INR1.2 billion (US$18m) financing, with Punjab National Bank and HDFC Bank Ltd, for the modernisation and expansion of a project in Punjab. The project includes the laying of optic fiber cable and provision for set top boxes in the state. Managing partner Hemant Sahai and associate partner Nilesh Chandra led the transaction which was concluded in August 2015.

Khaitan & Co has advised Zomato Media Private Ltd in respect of its Series B investment for a minority stake in Grab a Grub Services Private Ltd. Zomato Media is an online restaurant search and discovery service providing information on home delivery, dining-out, cafés and nightlife in cities of India. Associate partner GT Thomas Phillippe led the transaction.

Khaitan & Co has also advised YourStory Media Private Ltd and its promoter Shradha Sharma in respect of the Series A primary investment by Kalaari Capital, Qualcomm Ventures, Mr Mohandas Pai and Mr Ratan Tata and secondary investment by certain investors. A media platform for entrepreneurs, YourStory was started in 2008. Since its inception, YourStory has profiled stories of more than 15,000 entrepreneurs and has provided business networking opportunities to more than 50,000 entrepreneurs via conferences and meetups. Associate partners Udayarkar Rangarajan and Sharad Moudgal led the transaction.

Luthra and Luthra Law Offices has advised global alternative asset manager The Carlyle Group in respect the buyout of Dr GSK Velu’s stake in multinational diagnostic chain Metropolis Healthcare Ltd. Promoted and led by Managing Director and CEO Ameera Shah, Metropolis Healthcare is a chain of pathology laboratories with presence in India, Sri Lanka, United Arab Emirates, South Africa, Kenya, Mauritius and Ghana. Senior partner Mohit Saraf and partner Bikash Jhawar, supported by partners Suyash Srivastava and Gayatri Roy, led the transaction.

Shardul Amarchand Mangaldas & Co has acted as Indian counsel to Navkar Corp Ltd in respect of its IPO which opened on 24 August 2015 and closed on 26 August 2015. Navkar is a Mumbai-based operator of container freight stations. Its IPO involved sale of approximately 38.7 million equity shares aggregating to INR600 crores (US$90.4m). The IPO comprised of a fresh issue of INR510 crores (US$76.86m) and an offer for sale INR90 crores (US$13.56m) by Sidhhartha Corp Private Ltd, a member of its promoter group. Axis Capital Ltd, Edelweiss Financial Services Ltd and SBI Capital Markets Ltd acted as the underwriters. Partner Prashant Gupta, supported by partner Sayantan Dutta, led the transaction which was completed on 4 September 2015. S&R Associates and Jones Day acted as the Indian and international legal counsel, respectively, to the underwriters.

Shook Lin & Bok has acted for Aspial Corp Ltd and its subsidiary Aspial Treasury Pte Ltd in respect of Aspial Treasury’s maiden retail bond issue of S$150 million (US$107m) 5-year 5.25 percent bonds due 2020. Guaranteed by Aspial Corp, the bonds comprise of a S$100 million (US$71.28m) public offer and a S$50 million (US$35.6m) placement to institutional and other investors. Partners Marilyn See and Lian Shueh Min led the transaction.

Simmons & Simmons has advised Hana Financial Group, one of the largest Korean banking and financial institutions holding companies, in respect of the Hong Kong aspects of the merger of two of its subsidiaries, Hana Bank and Korea Exchange Bank. The merger was the biggest banking merger transaction based on asset value in Korea. The surviving bank was renamed KEB Hana Bank upon the merger on 1 September 2015. KEB Hana Bank is now Korea’s largest lender, with assets of 298.8 trillion won (US$253.3b). Hong Kong partners Richard McKeown and Jay Lee led the transaction.

Skadden is advising Mitsui Sumitomo Insurance Co Ltd (MSI) in respect of its £3.468 billion (US$5.34b) proposed acquisition of Amlin plc. MSI is a major subsidiary of Japan-listed global insurance group MS&AD and is a leader in the non-life insurance market in Japan. MSI operates a portfolio of non-life insurance businesses, including in the marine, aviation, property and casualty categories. London-headquartered and LSE-listed Amlin is a leading global specialty insurer and reinsurer operating across twenty locations worldwide. London corporate partners Scott Hopkins and Robert Stirling, banking partner Mark Darley, tax partner Tim Sanders, Brussels competition partner Simon Baxter and Tokyo corporate partner Hiro Kamiya are leading the transaction which was announced on 8 September 2015. Linklaters advised Amlin whilst Sullivan & Cromwell and Clifford Chance advised Goldman Sachs as lead financial adviser and lender.

Squire Patton Boggs has acted as US and international law counsel for Macquarie Capital Securities, Edelweiss Capital and SBI Capital as the underwriters in respect of the US$56 million IPO of Prabhat Dairy Ltd, the first Indian dairy company to list publicly. Prabhat Dairy is one of the largest producers and consumers of dairy products in the world. The company is backed by private equity investors India Agribusiness Fund, Rabobank’s India-focused private equity firm, and Proparco, the private sector investment arm of Agence Française de Développement, both of whom sold some of their shares through the IPO. Singapore corporate partner Biswajit Chatterjee led the transaction. Cyril Amarchand Mangaldas advised Prabhat Dairy on Indian law issues. J Sagar Associates advised the selling shareholders.

Squire Patton Boggs has also acted as US and international law counsel for Kotak Mahindra Capital, India Infoline and Motilal Oswal Investment Advisors as the underwriters in respect of the US$42 million IPO of Power Mech Projects Ltd. Founded in 2009, Power Mech Projects is one of India’s leading integrated power infrastructure services companies providing engineering services to the power sector, including the construction, testing and commissioning of boilers, turbines and generators. The Power Mech offering was oversubscribed 37 times and received bids for 113.46 million shares compared with the total issue size of 2.99 million shares. Singapore corporate partner Biswajit Chatterjee also led the transaction which was the third most subscribed offering in India in 2015. Luthra and Luthra Law Offices advised on Indian law issues. Power Mech was advised by K Law.

Vaish Associates has advised Hindustan Unilever Ltd (HUL) in respect of its agreement with Nimman Foods Private Ltd for the sale to Nimman Foods of HUL’s bread and bakery products division under the brand name “Modern”, which has operations at six locations across India. Nimman Foods is an investee company of the Everstone Group. Partner Bomi F Daruwala led the transaction which was executed on 8 September 2015 and is subject to the statutory approvals, including from the Competition Commission of India.

WongPartnership is acting for Berkley International Ltd in respect of the approximately S$117.5 million (US$83.75m) voluntary conditional cash offer made by DBS Bank Ltd, for and on behalf of Berkley, to acquire all the issued and paid-up ordinary shares of Lizhong Wheel Group Ltd, other than those shares held, directly or indirectly, by Berkley as of the date of the offer. This is a privatisation by the target company’s major shareholder. Partners Andrew Ang and Quak Fi Ling are leading the transaction.

WongPartnership is also acting for Hareon Solar Singapore Private Ltd, a subsidiary of Shanghai Stock Exchange-listed Hareon Solar Technology Co Ltd, in respect of its up to US$35 million investment in Nereus Capital Investments (Singapore) Pte Ltd, which will invest in companies or other entities in India on a project-by-project basis. Partner Dawn Law is leading the transaction.

Deals – September 9, 2015

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Allen & Gledhill has advised DBS Bank Ltd, as sole arranger, issuing and paying agent, agent bank, registrar and transfer agent, and DBS Trustee Ltd, as trustee for holders of the securities, in respect of the establishment of a S$500 million (US$352.45m) multicurrency debt issuance programme by CW Group Holdings Ltd (CWGHL), CW Advanced Technologies Ltd (CWATL) and CW Advanced Technologies Pte Ltd (CWATPL). Under the programme, CWATPL issued S$75 million (US$52.87m) 7 percent notes due 2018, with DBS Bank as dealer for the issue. The securities issued by CWATL and CWATPL are unconditionally and irrevocably guaranteed by CWGHL. Partners Margaret Chin and Sunit Chhabra led the transaction.

Allen & Gledhill has also advised United Overseas Bank Ltd (UOB) as the arranger in respect of the establishment of a S$500 million (US$352.45m) multicurrency debt issuance programme by Roxy-Pacific Holdings Ltd. Under the programme, Roxy-Pacific Holdings issued S$60 million (US$42.3m) 4.5 percent notes due 2018. UOB was appointed sole lead manager and book-runner for the issue. Partners Margaret Chin and Sunit Chhabra also led the transaction.

Allens has advised German-headquartered global technology company the Freudenberg Group in respect of its acquisition of Australian company Ludowici Sealing Solutions. The acquisition will see Freudenberg take over Australia’s market leader in the distribution of hydraulic and pneumatic seals as part of a plan to widen the company’s global distribution network for industrial and automotive sealing products. Partner Mark Malinas led the transaction.

Allens has also advised Australian integrated energy company AGL Energy Ltd in respect of the sale of its 50 percent participating interest in the 420 MW Macarthur Wind Farm in southwest Victoria. It the largest wind farm in the Southern Hemisphere. Under the deal, AGL Energy will continue to operate and maintain the wind farm for the new owners and will retain the rights to all Renewable Energy Certificates and electricity output until 2018. Partner Kate Axup, supported by partners Michael Ryan, Michael Graves, Wendy Rae and Martin Fry, led the transaction.

Appleby has acted as Cayman counsel for LEAP Holdings Group Ltd in respect of its listing on the Main Board of the HKSE on 2 September 2015, with gross proceeds of approximately HK$143 million (US$18.45m). LEAP Holdings is principally engaged in foundation works, ancillary services and construction waste handling at public fill reception facilities managed by the government in Hong Kong. LEAP Holdings will use majority of the net proceeds to acquire machinery and equipment, strengthen its workforce, and repay outstanding bank loans. Hong Kong corporate partner Judy Lee led the transaction whilst Loong & Yeung acted as Hong Kong counsel. DS Cheung & Co advised the sponsor and underwriters as to Hong Kong law.

Baker & McKenzie is advising Yuexiu Real Estate Investment Trust in respect of its approximately RMB2.63 billion (US$413m) acquisition of Hongjia Tower, a 25-storey Grade A office building with retail spaces and carparks in the Zhuyuan central business district of Pudong, Shanghai. Hong Kong corporate partner Dorothea Koo, supported by finance partner Simon Leung and tax partner Liu Jinghua, led the transaction.

Baker & McKenzie.Wong & Leow is advising Shaw Kwei & Partners Ltd in respect of the voluntary conditional cash offer by its vehicle, Southshore Pte Ltd, for SGX Mainboard-listed Chosen Holdings Ltd. The offer values Chosen at around S$67.6 million (US$47.65m). Shaw Kwei is a fund management firm which specialises in private equity investments in businesses operating in Asia with a focus on manufacturing and service industries. The Chosen Group is primarily engaged in plastic injection moulding and sub-assembly, as well as secondary processes and sale of plastic components, mainly for computer peripherals, consumer electronics, automotive, medical devices, communications, semiconductor and disk drive industries. Principal Lean Min-tze is leading the transaction.

Clayton Utz has acted for iconic Australian retailer Myer in respect of its A$221 million (US$155m) capital raising launched on 1 September 2015. The capital raising is part of the ‘New Myer’ strategy announced to the market last week, on which the firm is also advising. The raising comprises a fully underwritten entitlement offer to Myer shareholders which aims to raise around (US$155m). Proceeds will be used to pay down debt, providing balance sheet flexibility to implement the five-year, A$600 million (US$421m) New Myer strategy. Corporate partner Brendan Groves led the transaction.

Cyril Amarchand Mangaldas has acted as sole counsel to Vistaar Financial Services Private Ltd, a company which provides loans to micro, small and medium enterprises in rural and semi-urban areas, its investors, comprising of WestBridge Crossover Fund LLC, ICP Holdings I, Lok Capital II LLC, ON Mauritius and Elevar Equity Mauritius, and its promoters, comprising of Brahmanand Hegde and Ramakrishna Nishtala, in respect of the Series D round of funding by certain Vistaar Financial’s existing investors. The Series D funding was approximately INR250.03 crores (US$37.7m). Bangalore corporate partner Nivedita Rao led the transaction which closed on 28 August 2015.

Cyril Amarchand Mangaldas has also advised LeapFrog Investments Ltd in respect of the investment by Leapfrog Financial Inclusion India (II) Ltd in financial inclusion platform IFMR Holdings Private Ltd. Accion Africa-Asia Investment Company also invested simultaneously in this round of capital raising. Bangalore partner Arjun Lall led the transaction which closed on 4 August 2015. IFMR Holdings and Accion Africa-Asia Investment Company were advised by IndusLaw and Tatva Legal, respectively.

Davis Polk has advised the joint lead managers in respect of a US$450 million 2.875 percent Regulation S-only credit enhanced bonds offering by Double Charm Ltd. The bonds have the benefit of a keepwell deed provided by its parent company Everbright Securities Co Ltd and an irrevocable standby letter of credit from China Merchants Bank Co Ltd Shanghai Branch. The Everbright Group is one of largest and leading full-service securities firms in the PRC. Partner William F Barron led the transaction.

Davis Polk has also advised Bestgain Real Estate Lyra Ltd, a wholly-owned subsidiary of China Vanke Co Ltd, in respect of its renewal and update of a US$2 billion medium-term note program. The notes were guaranteed by China Vanke’s wholly-owned subsidiary Vanke Real Estate (Hong Kong) Company Ltd and supported by a keepwell deed and an equity purchase undertaking from China Vanke. HKSE and Shenzhen-listed China Vanke is a leading residential property developer in China. Partner Paul Chow led the transaction.

Deacons has advised Haitong International Securities Company Ltd as the underwriter in respect of the open offer of shares by Huili Resources (Group) Ltd. Partner Ronny Chow led the transaction which was announced on 12 August 2015 and was valued at up to HK$250 million (US$32.25m).

Dorsey & Whitney has represented the lead managers, comprising of Morgan Stanley India Company Private Ltd, JM Financial Institutional Securities Ltd, CLSA India Private Ltd, Citigroup Global Markets India Private Ltd, Credit Suisse Securities (India) Private Ltd, Goldman Sachs (India) Securities Private Ltd and JP Morgan India Private Ltd, in respect of IndusInd Bank Ltd’s qualified institutional placement in India and Regulation S private placement outside India. Hong Kong corporate partners John Chrisman and Kenny Kwok led the transaction which raised US$675 million.

Howse Williams Bowers has advised Univan Ship Management Group in respect of its merger with Anglo-Eastern Ship Management Group. The new entity, Anglo-Eastern Univan Group, is one of the world’s largest independent ship management service providers. Partners Chris Williams and Katherine Chuang led the transaction.

J Sagar Associates has advised the promoters of Astec LifeSciences Ltd in respect of the sale of 45 percent of Astec’s equity share capital to Godrej Agrovet Ltd. Pursuant to the transaction, Godrej Agrovet made an open offer under the Takeover Regulations to Astec public shareholders. BSE and NSE-listed Astec researches, develops, manufactures, distributes and sells agrochemicals. Partner Vikram Raghani led the transaction. Godrej Agrovet was advised by Trilegal.

Khaitan & Co has advised Konica Minolta Business Solutions India Private Ltd in respect of the acquisition by way of slump sale of all rights, title and interest of Monotech Systems Ltd in its business of supplying and distributing “Konica Minolta” branded printing products as provided by Konica Minolta Inc Japan. Gurgaon, Haryana-based Konica Minolta is a subsidiary of the Konica Minolta Business Technologies Inc Japan, a core company of the Konica Minolta Group. As the world leader in print technology, the company is acknowledged in the market for pioneering several technologies and for the environment friendly approach that it implies in its works. Partner Joyjyoti Misra led the transaction.

Khaitan & Co has also acted for SBICAP Securities Ltd and IDBI Capital Market Services Ltd as the brokers in respect of the approximately US$7.9 million offer for sale through the stock exchange of 1.4 million equity shares representing 5 percent of paid up equity capital of Dredging Corp of India Ltd by the President of India, acting through Ministry of Shipping. Executive Director Sudhir Bassi, partner Sharad Vaid and associate partner Madhur Kohli led the transaction.

Luthra & Luthra Law Offices has advised DLF in respect of its approximately INR1,990 crores (US$299.56m) joint venture project with Singapore’s sovereign wealth fund GIC for DFL’s two upcoming projects in central Delhi. The JV between DLF Home Developers Ltd (DHDL), a wholly-owned subsidiary of DLF, and GIC has been communicated to the stock exchange. Both the projects will be developed under DHDL.

Maples and Calder has acted as Cayman Islands and BVI counsel to The Link Real Estate Investment Trust in respect of the acquisition of Corporate Avenue 1 and Corporate Avenue 2, two premium grade-A office buildings in Shanghai, for approximately RMB6.6 billion (US$1b). The consideration for the property is paid through acquiring the entire issued share capital of a BVI target company from Shui On Land. The BVI target company indirectly owns the entire registered capital of the project company, which is the sole registered owner of the property. HKSE-listed The Link REIT is the largest real estate investment trust in Asia. Partner Jenny Nip led the transaction whilst Baker & McKenzie acted as Hong Kong counsel.

Norton Rose Fulbright has advised Renhe Commercial Holdings Company Ltd in respect of its HK$6.5 billion (US$838.6m) acquisition of an agricultural produce markets business in the PRC. HKSE main board-listed Renhe Commercial is a major developer and operator of underground malls in large and mid-sized cities across China. The acquired business includes eight agricultural produce markets engaging in wholesaling and retailing of vegetables and other food produce in six cities of the PRC. Part of the consideration for the acquisition was settled by HK$5.02 billion (US$647.7m) allotment and issuance of approximately 12.24 million new shares by Renhe Commercial to the vendor. Hong Kong partner Psyche Tai led the transaction which constitutes a very substantial acquisition and connected transaction under the HKSE Listing Rules.

Rajah & Tann is advising SGX-ST Catalist board-listed Medtecs International Corp Ltd in respect of its proposed private placement of approximately 81.86 million new ordinary shares in the capital of Medtecs amounting to approximately S$5.73 million (US$4m). The Medtecs Group is an integrated healthcare products and services provider in the Asia Pacific region and a manufacturer and distributor of medical consumables for the global healthcare industry. The group has established a strong presence in the US, Europe and Asia Pacific and has offices and facilities across Asia. Partners Danny Lim and Chia Lee Fong are leading the transaction which was announced on 2 September 2015 and is yet to be completed.

Rodyk & Davidson has acted as Singapore counsel for NYSE-listed Archer Daniels Midland Co (ADM), one of the world’s leading agricultural processors, in respect of the sale of its global chocolate business to Cargill Inc. The multi-jurisdictional sale involved the transfer of ADM’s North American, European, Brazilian and Asian plants, ADM’s brands such as Ambrosia, Merckens and Schokinag and the transfer of approximately 670 employees from ADM to Cargill. The deal was valued at US$400 million, subject to post-completion adjustments. Corporate partner Gerald Singham, supported by corporate partners Sarah Choong, Ray Chiang and Seow Jia Xian and intellectual property and technology partner Elaine Lew, led the transaction.

Shardul Amarchand Mangaldas & Co is representing Brookfield Asset Management Inc in respect of the acquisition of nine project companies of the Gammon group by BIF India Holdings Pte Ltd, a company jointly held by Brookfield Infrastructure Partners LP and Core Infrastructure India Fund Pte Ltd, from Gammon Infrastructure Projects Ltd and its affiliates. The transaction is one of the largest buy-outs in the infrastructure sectors with a deal size of INR57 billion (US$858m), comprising of equity payments and taking over of existing debt. Additionally, this is the first transaction in the roads sector after the government eased exit rules for developers. Managing partner Akshay Chudasama, supported by partner Deepto Roy, is leading the transaction which was signed on 27 August 2015 and is expected to close within this year.

WongPartnership is advising EXOR SpA, one of Europe’s leading investment companies listed on the Borsa Italiana, in respect of its regulatory obligations arising under Singapore law as a result of its competitive US$6.9 billion bid to merge with PartnerRe Ltd, the ultimate holding company of Partner Reinsurance Asia Pte Ltd, a Singapore incorporated reinsurance company. NYSE-listed PartnerRe is the ultimate holding company of a leading group of international companies which provide multi-line reinsurance to insurance companies on a worldwide basis. Joint managing partner Ng Wai King and partner Elaine Chan are leading the transaction.

WongPartnership is also acting for Singapore Post Ltd (SingPost) in respect of the acquisition by Alibaba Investment Ltd, a wholly-owned subsidiary of Alibaba Group Holding Ltd, of a 34 percent stake in SingPost’s subsidiary Quantium Solutions International Pte Ltd (QSI) for up to S$92 million (US$64.86m) and the acquisition of approximately 107.5 million new shares in SingPost for S$187.1 million (US$131.9m). On completion of the transaction, Alibaba’s deemed interest in SingPost will rise to 14.51 percent from 10.23 percent. Joint managing partner Rachel Eng and partners Andrew Ang, Tan Sue-Lynn and James Choo are leading the transaction.

Deals – September 2, 2015

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Allen & Gledhill has advised Australia and New Zealand Banking Group Ltd and Standard Chartered Bank as joint arrangers and dealers; The Bank of New York Mellon Singapore Branch as issuing and paying agent, CDP transfer agent, CDP registrar and trustee for holders of the securities; The Bank of New York Mellon London Branch as calculation agent and non-CDP paying agent; and The Bank of New York Mellon (Luxembourg) SA as non-CDP transfer agent and non-CDP registrar, in respect of the establishment of a S$1.5 billion (US$1b) multicurrency medium term note programme by OUE CT Treasury Pte Ltd. The programme is unconditionally and irrevocably guaranteed by DBS Trustee Ltd, as trustee of OUE Commercial REIT. Partners Margaret Chin, Sunit Chhabra and Daselin Ang led the transaction.

Appleby has acted as Bermuda counsel to Nasdaq-listed Global Sources Ltd in respect of its approximately US$50 million cash tender offer to purchase up to approximately 6.67 million common shares. Approximately 12.77 million shares were properly tendered at US$7.50 per share between 26 June 2015 and 12:00 midnight EDT on 27 July 2015. Global Sources is a leading business-to-business media company and a primary facilitator of trade with Greater China. The core business facilitates trade between Asia and the world using English-language media, such as online marketplaces (GlobalSources.com), print and digital magazines, private sourcing events and trade shows. Group Chairman and Hong Kong Managing Partner Frances Woo led the transaction.

AZB & Partners has advised FIH Mauritius Investments Ltd, a wholly-owned subsidiary of Fairfax India Holdings Corp, in respect of Fairfax’s acquisition of approximately 74 percent of the equity shares of National Collateral Management Services Ltd. Partner Ashwin Ramanathan led the transaction which was valued at INR8 billion (US$120.6m) and was completed on 19 August 2015.

AZB & Partners is also advising Lafarge India Private Ltd in respect of its arrangement with Birla Corp Ltd to acquire the cement business of Sonadih and Jojobera for approximately INR50 billion (US$753.7m). Partners Alka Nalavadi and Anind Thomas are leading the transaction which was announced on 17 August 2015 and is yet to be completed.

Baker & McKenzie has advised Australian biotechnology company Benitec Biopharma Ltd in respect of its US$13.8 million IPO in the US with a listing on the NASDAQ Capital Market. ASX-listed Benitec completed its US IPO on 21 August 2015. Benitec is commercialising a CSIRO-developed and patented gene silencing technology called DNA directed RNA interference (ddRNAi) which has the potential to cure a wide range of life-threatening human conditions. Benitec is developing treatments for hepatitis C and B, drug resistant lung cancer and wet age-related macular degeneration. Sydney-based US corporate partner Andrew Reilly led the transaction.

Cadwalader, Wickersham & Taft has advised HNA Capital Group Co Ltd in respect of the offering of US$200 million 4.5 percent guaranteed bonds due 2018 by BL Capital Holdings Ltd, an offshore company that operates as an SPV for HNA Capital. The offering was underwritten by Barclays Bank PLC, Bank of China Ltd, China Everbright Securities (HK) Ltd and Guotai Junan Securities (Hong Kong) Ltd. Completed on 17 August 2015, this is the first third-party guaranteed US dollar bond deal in China. The bonds are guaranteed by China United SME Guarantee Corp, with a “keepwell deed” provided by HNA Capital. Under the keepwell deed, HNA Capital will undertake to ensure that the issuer has sufficient liquidity to make timely payments under the bonds in accordance with their terms of payment. HNA Capital is an integrated financial services provider that operates under the HNA Group, which also owns China’s fourth largest airline, Hainan Airlines. China United SME Guarantee, headquartered in Beijing, provides credit enhancement on financial products, such as bonds and loans. Beijing corporate and capital markets partner Rose Zhu and Hong Kong capital markets partner Jeffrey Maddox led the transaction.

Clifford Chance has advised Mitsubishi Corp in respect of its acquisition of a strategic stake in SGX-listed Olam International Ltd for approximately US$1.1billion. Mitsubishi is one of Japan’s biggest trading houses whilst Olam is one of the world’s leading traders in commodities. Mitsubishi and Olam have entered into a subscription agreement under which Olam will issue to Mitsubishi approximately 12 percent of its enlarged issued share capital for S$2.75 (US$1.95) for each new share. Simultaneously, Mitsubishi is acquiring a number of existing Olam shares from one of the current shareholders of Olam, Kewalram Singapore Ltd. Following completion of the subscription and acquisition, this will give Mitsubishi, in aggregate, 20 percent of Olam’s enlarged issued share capital. Partners Lee Taylor and Kathy Honeywood, supported by partners Raymond Tong and Nish Shetty, led the transaction.

Conyers Dill & Pearman has advised Panda Re Ltd in respect of the issuance of US$50 million Series 2015-1 Class A Principal At-Risk Variable Rate Notes due 9 July 2018 pursuant to its note program. Charles Collis and Alexandra Macdonald led the transaction which represents the introduction of the first cat bond covering Chinese perils.

Conyers Dill & Pearman has also acted as BVI counsel to Full Alliance International Ltd in respect of the US$339 million privatization of Yongye International Inc. Hong Kong partner and firm co-chairman David Lamb led the transaction, working alongside Skadden, Arps, Slate, Meagher & Flom.

Davis Polk is advising Advanced Semiconductor Engineering Inc (ASE) in respect of its tender offers in the PRC and the US for common shares and American depositary shares of Siliconware Precision Industries Co Ltd at TW$45 (US$1.38) per common share and TW$$225 (US$6.93) per ADS, payable in the equivalent amount of US dollars. ASE plans to acquire an estimated maximum of 779 million Siliconware common shares, including common shares represented by ADSs, equivalent to approximately 25 percent of the common shares issued by Siliconware. ASE is the world’s largest provider of independent semiconductor manufacturing services in assembly, test, materials and design manufacturing. Nasdaq and Taiwan-listed Siliconware is a leading provider of comprehensive semiconductor assembly and test services. Partners George R Bason Jr and James C Lin led the transaction.

Eversheds is advising Singapore-based and SGX-listed real estate company Rowsley Ltd in respect of its investment in a £200 million (US$308.6m) landmark project in central Manchester with former Manchester United football stars Gary Neville and Ryan Giggs. Rowsley will pay approximately £40 million (US$61.7m) to acquire a 75 percent stake in St Michael Investments Pte Ltd, a company set to develop the hotel, office, residential and retail project in the heart of Manchester city centre. Beijing Construction Engineering Group (BCEG) will own 21 percent of St Michael Investments whilst Neville and Giggs will own two percent each. Corporate partner Alistair Cree and real estate partner Michael Buchanan are leading the transaction.

Khaitan & Co has advised Department of Disinvestment, Ministry of Finance, Government of India and Ministry of Petroleum and Natural Gas in respect of the approximately US$1.4 billion offer for sale (OFS) through the stock exchange by the President of India, acting through the Ministry of Petroleum and Natural Gas, of approximately 242.8 million equity shares representing 10 percent of the paid up equity capital of Indian Oil Corp Ltd by. This is the largest equity fund raise and largest OFS for FY 2015-16 to date. Indian Oil Corp is an Indian state-owned oil and gas corporation with headquartered in New Delhi, India. It is the world’s 119th largest corporation and the largest public corporation in India when ranked by revenue. Executive director Sudhir Bassi, partner Sharad Vaid and associate partner Madhur Kohli led the transaction.

Khaitan & Co has also advised Gleneagles Development Private Ltd, an indirect wholly-owned subsidiary of IHH Healthcare Berhad, in respect of the acquisition of 73.4 percent of Ravindranath GE Medical Associates Private Ltd (Global Hospitals) through a combination of secondary purchases from existing investors in Global Hospitals and subscription to a primary tranche for approximately US$194 million. IHH is a leading international provider of premium healthcare services in markets, such as Asia and Central & Eastern Europe, the Middle East and North Africa region. Dually-listed on the main markets of Bursa Malaysia Securities Berhad and the SGX-ST, IHH is the world’s second largest listed healthcare operator by market capitalisation. Partners Haigreve Khaitan and Anand Mehta, assisted by associate partner Rashmi Deshpande, led the transaction.

Kirkland & Ellis has represented Moelis & Company LLC as financial advisor to Nasdaq-listed Sucampo Pharmaceuticals Inc, in respect of the launch of an all-cash tender offer in Japan by Sucampo’s Japanese subsidiary and the execution of a separate share purchase agreement with certain shareholders of Tokyo-listed R-Tech Ueno to acquire all outstanding shares of R-Tech Ueno for approximately US$278 million. R-Tech Ueno is a Japanese pharmaceutical company that manufactures AMITIZA® (lubiprostone) for Sucampo and Sucampo’s commercialization partners, Takeda Pharmaceuticals, Mylan NV and Harbin Gloria Pharmaceuticals. R-Tech Ueno also receives revenue from sales of RESCULA® (unoprostone isopropyl) in Japan. Sucampo intends to finance the acquisition through a term loan of US$250 million committed by Jefferies Finance LLC as well as cash on hand. Jefferies Finance is acting as sole lead book-runner and sole lead arranger of the financing. Nomura Securities International Inc is acting as tender offer agent. Corporate partners Sarkis Jebejian and David Feirstein led the transaction which is expected to close by the fourth quarter of 2015. Cooley served as US advisor whilst Mori, Hamada & Matsumoto served as Japanese advisor to Sucampo.

Majmudar & Partners is acting as Indian counsel for NYSE-listed Cigna Corp Inc, one of the largest healthcare insurance and ancillary services providers in the US, in respect of its sale to NYSE-listed Anthem Inc. The transaction is valued at approximately US$54.2 billion. Cigna is a global health service company dedicated to helping people improve their health, well-being and sense of security. Anthem is one of the leading health benefits companies in the US with nearly 71 million people served by its affiliated companies. Managing partner Akil Hirani and partner Rukshad Davar are leading the transaction. Sidley Austin is serving as insurance and healthcare regulatory counsel for Cigna whilst Cravath, Swaine & Moore is advising on the M&A aspects of the transaction. White & Case is advising Anthem.

Maples and Calder has acted as British Virgin Islands counsel to Double Charm Ltd in respect of its issue of US$450 million 2.875 percent credit enhanced bonds due 2018, with the benefit of an irrevocable standby letter of credit issued by the China Merchants Bank Co Ltd Shanghai Branch and a keepwell deed by Everbright Securities Co Ltd. The bonds are listed on the SGX-ST. Everbright, Double Charm and its subsidiaries are one of the leading and largest full-service securities firms in the PRC with an integrated business platform, extensive branch network and substantial customer base. Partner Jenny Nip led the transaction whilst Linklaters acted as English and Hong Kong counsel to Double Charm and Everbright. Davis Polk & Wardwell acted as English counsel to the joint lead managers, comprising of BOCI Asia Ltd, China Everbright Securities (HK) Ltd, Standard Chartered Bank, Wing Lung Bank Ltd, CMB International Securities Ltd, ICBC International Securities Ltd and Oversea-Chinese Banking Corp Ltd.

Norton Rose Fulbright has advised Axis Bank Ltd and a syndicate of lenders based in Singapore, United Arab Emirates and London in respect of a US$202 million limited recourse project refinancing of the floating, production, storage and offloading vessel mv “ARMADA STERLING”. The FPSO is owned by a joint venture formed by Bumi Armada Berhad, Shapoorji Pallonji & Co Ltd and Clean Environment Investments Co Ltd. It is currently working for Oil and Natural Gas Corp Ltd (ONGC) in the D1 field, 200km offshore from Mumbai, India. Bumi Armada Berhad is a Malaysia-listed international offshore oil and gas services provider. Mumbai-based Shapoorji Pallonji is one of the leading Indian construction companies. The syndicate of lenders comprised State Bank of India London Branch, Emirates NBD Bank PJSC and First Gulf Bank PJSC in the UAE. Singapore partner Ben Rose led the transaction whilst Oxton Law advised on Marshall Islands law, Madun Gujadhur Chambers advised on Mauritian law, Cyril Armachand Mangaldas and Co advised on Indian law and Albar & Partners advised on Malaysian law.

Shardul Amarchand Mangaldas & Co has advised the BMT Group in respect of its INR170 crores (US$25.6m) acquisition of a controlling stake in Involute Technologies Private Ltd from Anil Somalwar, Manasi Auto Parts LLP and Auto Components Private Ltd. The transaction involved the acquisition of a 60 percent stake in Involute by affiliates of IGW International NV, part of the BMT group. IGW is a leading Belgian conglomerate that has been manufacturing premium customized gears and gearboxes for over 65 years, with presence in multiple locations, including Belgium, Romania, the Czech Republic, China and the US. The acquisition provides BMT group a readymade platform in India and Asia, with an opportunity to participate in India’s growth plans, especially for the railway sector. Partners Mithun V Thanks and Ashoo Gupta led the transaction which closed on 2 July 2015. Anil Somalwar, Manasi Auto Parts, Auto Components and Involute were represented by LegaLogic Consulting led by partner Vivek Sadhale.

Shardul Amarchand Mangaldas & Co has also advised in respect of INR375 crores (US$56.5m) private placement of NCDs of DLF Ltd. A previous tranche of INR1,000 crores (US$150.7m) had been allotted on 11 August 2015, bringing the total fund raising through this NCD offering to INR1,375 crores (US$207.2m). To be listed on the BSE, the NCDs are proposed to be secured by certain immovable assets of a DFL wholly-owned subsidiary. Executive chairman Shardul S Shroff and partners Shilpa Mankar Ahluwalia and Monal Mukherjee led the transaction which closed on 24 August 2015.

Shearman & Sterling is advising a consortium comprising of GDF Suez, POSCO Energy, Sojitz Corp and Newcom in respect of all aspects of the development of the CHP5 IPP, a greenfield coal-fired combined heat and power plant in Ulaanbaatar in Mongolia with an electrical capacity of up to 450MWe and heat capacity up to 587MWt. The four banks mandated by the sponsors for the financing are Credit Agricole, HSBC, Sumitomo Mitsui Banking Corp and Bank of Tokyo Mitsubishi-UFJ. The first IPP project in Mongolia being developed under the PPP program, the project will be internationally financed on a limited-recourse basis. The project has been designated as a key project to be “fast-tracked” due to the increasingly severe shortage of heat and power in Ulaanbaatar. Singapore Project Development & Finance partner Bill McCormack led the transaction.

Shook Lin & Bok is acting for HSBC Institutional Trust Services (Singapore) Ltd, the trustee of CapitaLand Mall Trust, in respect of the proposed acquisition of Bedok Mall from the wholly-owned subsidiaries of CapitaLand Ltd, CMA Singapore Investments (3) Pte Ltd and Brilliance Residential Pte Ltd, by way of acquiring all the units in Brilliance Mall Trust for a total consideration of approximately S$783.1 million (US$554m). Partners Tan Woon Hum and Andrea Ng are leading the transaction.

Stephenson Harwood (Singapore) Alliance has advised United Overseas Bank Ltd as the sponsor, issue manager, underwriter and placement agent in respect of the IPO of Soo Kee Group Ltd, raising gross proceeds of approximately S$33.7 million (US$23.8m). Soo Kee Group, an established jeweller headquartered in Singapore with one of the largest networks of over 60 retail stores in Singapore and Malaysia, plans to use the proceeds for the expansion of its network of retail stores and introduction of new product lines, capital expenditure for its new Changi Business Park headquarters, repayment in part of loans, and for working capital and general corporate purposes. Based on an offer price of S$0.30 (US$0.21) per share and a post-IPO share capital of 562.5 million shares, the company’s market capitalisation stands at approximately S$168.8 million (US$119.4m). The shares began trading on the Catalist board of the SGX on 20 August 2015. Corporate finance partners Elaine Beh and Douglas Koh led the transaction.

WongPartnership has acted for Oversea-Chinese Banking Corp Ltd as the sponsor and LionGlobal Capital Partners Pte Ltd as the general partner in respect of the launch of Lion-OCBC Capital Asia Fund I LP, a private equity fund investing into companies with businesses generally in the agriculture, oil and gas, natural resources and consumer-related industries and which are generally located in Singapore, Malaysia, Indonesia and China. The fund ended almost 40 percent higher at S$550 million (US$389.2m) from its initial target of S$400 million (US$283m). Partners Low Kah Keong and Felicia Marie Ng led the transaction.

WongPartnership is also acting for Toll Logistics (Asia) Ltd in respect of the drafting of a contract for the construction of a new S$228 million (US$161.3m) high-tech logistics facility near Tuas port. Partners Christopher Chuah and Lesley Tan are leading the transaction.

Deals – August 26, 2015

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Akin Gump has advised PJSC LUKOIL in respect of the sale of its 50 percent stake in Caspian Investments Resources Ltd to China-based Sinopec for approximately US$1.1 billion. The permits to make the transfer were signed and approved by the authorities in Kazakhstan in July 2015. The deal closed on 20 August 2015. Caspian Investments has been participating in the development of five hydrocarbon fields in Kazakhstan, with LUKOIL having joined these projects in December 2005. After the sale, LUKOIL will remain the largest Russian investor in Kazakhstan. The closing of the deal also marks the termination of London Court of International Arbitration proceedings between the parties launched during the transaction on which the firm also advised. PJSC LUKOIL is Russia’s second-largest oil & gas company in terms of reserves and the largest Russian oil business group with annual sales of over US$140 billion. It was the first Russian company to receive full listing on the LSE. Moscow corporate partner Natalia Baratiants, supported by Beijing corporate partner Li Chen and London litigation partner Justin Williams, led the transaction.

Allen & Gledhill has advised Oversea-Chinese Banking Corp Ltd (OCBC) as the sole book-runner in respect of the issue of S$500 million (US$354.77m) 3.8 percent non-cumulative non-convertible perpetual capital securities. The capital securities are expected to qualify as additional Tier 1 capital of OCBC under the Basel III framework of the Monetary Authority of Singapore. The capital securities is OCBC’s first Basel III additional Tier 1 capital instrument. Partners Glenn Foo and Sunit Chhabra led the transaction.

Allen & Gledhill has also advised YTL Starhill Global REIT Management Ltd, as manager of Starhill Global Real Estate Investment Trust, in respect of the S$250 million (US$177.4m) three-year unsecured term loan facility to HSBC Institutional Trust Services (Singapore) Ltd, as trustee of Starhill Global REIT. The facility was used to fund the purchase of Myer Centre Adelaide in Australia and refinance an existing loan facility. Partner Ong Kangxin led the transaction.

Appleby has acted as Cayman counsel in respect of the IPO of Wan Kei Group Holdings Ltd and Pak Wing Group (Holdings) Ltd. Both foundation companies listed on the HKSE this month. Wan Kei Group focuses on foundation work, especially the construction of socketed H-piles, mini piles, soldier piles, pipe piles and king posts, as well as ground investigation field work in Hong Kong. Wan Kei Group raised approximately HK$170 million (US$22m). On the other hand, Pak Wing principally engages in the foundation business in Hong Kong and operates the business on a project-by-project basis. Its primary customers comprise main contractors and subcontractors. Net proceeds of the Pak Wing listing was approximately HK$70 million (US$9m). Hong Kong corporate partner Judy Lee led both transactions. Loong & Yeung and DS Cheung & Co acted for Wan Kei Group and its sponsor Kingsway Capital Ltd as to Hong Kong law. CFN Lawyers, in association with Broad & Bright, and Francis & Co, in association with Addleshaw Goddard, were the Hong Kong advisers to Pak Wing and its sponsor Shenwan Hongyuan Capital (HK) Ltd.

Cadwalader, Wickersham & Taft has advised New Century Asset Management Ltd, manager of HKSE-listed New Century Real Estate Investment Trust (New Century REIT), in respect of an approximately RMB380 million (US$59.35m) acquisition of New Century Grand Hotel Kaifeng in China. The five-star hotel, located in Henan Province, China, was sold by Hangzhou New Century Real Estate Group Ltd, a company in a conglomerate which integrates real estate investment, development, design and property management in China. New Century REIT is the first China-based hotel REIT in the world that also owns a group of five-star hotels. Partner Stephen Chan led the transaction.

Clifford Chance has advised The Carlyle Group in respect of its joint acquisition with Huo’s Group of Shell’s 75 percent stake in Tongyi Lubricants, a joint venture between Shell and Huo’s Group. The deal is subject to regulatory approvals and is expected to be completed by the end of 2015 or in early 2016. Tongyi Lubricants is a prominent Chinese lubricants supplier with blending plants in Beijing, Xianyang in Shaanxi province and Wuxi in Jiangsu province. Shell acquired its 75 percent stake from Huo’s Group in 2006 and Tongyi has become the number one domestic private brand in China’s lubricants sector. Carlyle’s equity investment for the transaction will come from Carlyle Asia Partners IV. Partner Simon Cooke, supported by partners Anthony Wang, Matthew Truman and Richard Blewett, led the transaction whilst PRC firm Han Yi Law Offices also advised Carlyle.

Clyde & Co has advised Anglo-Eastern Ship Management Group in respect its global merger with Univan Ship Management Group in what is considered as the largest ever merger of independent, third party ship management companies. The merged entity is to be known as the Anglo-Eastern Univan Group. With Anglo-Eastern having already placed in the top three global ship management companies, the merger has created an industry leader with over 1,700 shore-based staff, 24,000 seafarers, 600 ships under full management and 100 ships under crew management only. Hong Kong shipping and finance partner Conor Warde, supported by Singapore partner Ian Stewart and partner Vineet Aneja of India associated firm Clasis Law, led the transaction.

Cyril Amarchand Mangaldas has advised Piramal Realty Private Ltd and PRL Developers Private Ltd in respect of the investment by Goldman Sachs & Co affiliates Broad Street Investments (Singapore) Pte Ltd and MBD Bridge Street 2015 Investments (Singapore) Pte Ltd in PRL Developers, an entity promoted by Piramal Realty, the real estate development arm of the Piramal Group. PRL Developers will initially focus on the development of real estate projects in Mumbai, both residential and commercial. The investment is in addition to funding received by PRL Developers from the Warburg Pincus Group earlier this month. Mumbai corporate partners Vandana Sekhri and Ravi Kumar led the transaction which was signed on 14 August 2015 and is expected to close by 31 August 2015.

Cyril Amarchand Mangaldas has also advised Adani Ports & Special Economic Zone Ltd in respect of its bid for the development of Vizhinjam International Multi-Purpose Seaport project in Kerala. The project is being developed under the PPP model with viability gap funding from the Governments of India and Kerala. The project will be implemented in four phases with a total project cost of INR4,089 crores (US$$610.5m). The port’s combined capacity after phase four will be 3 million TEU (twenty-foot equivalent unit). This is the first PPP port project which has received viability gap funding from the Governments of India and Kerala. Mumbai corporate partner Alice George led the transaction. The Government of Kerala and Vizhinjam Seaport International Ltd were advised by Hemant Sahai Associates in respect of the project’s concession agreement which was signed on 17 August 2015.

Davis Polk has advised Merrill Lynch International as solicitation agent in respect of a solicitation of consents by Fantasia Holdings Group Co Ltd from the holders of its 13.75 percent senior notes due 2017, 10.625 percent senior notes due 2019, 10.75 percent senior notes due 2020 (cleared through Euroclear and Clearstream) and 7.875 percent senior notes due 2016 (cleared through CMU) to certain amendments under the indentures governing such notes. The amendments were made to conform with the indentures to the terms of Fantasia Holdings Group’s 11.5 percent senior notes due 2018 issued on 1 June 2015. Fantasia Holdings Group is a leading property developer and property-related service provider in China. Partner William F Barron led the transaction.

Dorsey & Whitney has represented ASX-listed Galaxy Resources Ltd, a lithium-focused resources company with assets spanning Australia, China, Canada and Argentina, in respect of an interim financing by Tianqi HK Co Ltd to Galaxy and in the sale by Galaxy of the shares of Galaxy Lithium International Ltd, which owned the Jiangsu Lithium Carbonate Plant, to Tianqi HK. The Jiangsu Plant in China is the first fully-automated process plant in the Asia Pacific region and produces battery grade lithium carbonate. Completion of the sale was subject to Australian and Chinese regulatory approvals, as well as Galaxy and Sichuan Tianqi shareholder approvals, which were obtained by Galaxy’s Australian and Chinese counsels. The enterprise value of the sale was US$173.2 million comprising of a cash consideration of US$71.7 million and assumption of Chinese bank debt. Partners David Richardson and Eden McMahon led the transaction.

Hogan Lovells has advised UBS AG Hong Kong Branch as financial adviser to China Hi-Tech Group Corp (CHTC) subsidiary China Hi-Tech Holding Company Ltd, in respect of a US$280 million voluntary conditional cash offer to acquire all the issued H shares of Jingwei Textile Machinery Company Ltd. The unique feature of the deal is that no comparable offer is required to be made to the holders of A shares listed on Shenzhen Stock Exchange under the Code on Takeovers and Mergers after confirmation from the China Securities Regulatory Commission and Shenzhen Stock Exchange is obtained. CHTC is one of the leading textile machinery manufacturers in China and is supervised by the State-owned Assets Supervision and Administration Commission of the State Council. Jingwei Textile, a subsidiary of CHTC, is the biggest spinning manufacturer in China and is listed on the HKSE and Shenzhen Stock Exchange. Hong Kong partner Nelson Tang led the transaction.

J Sagar Associates has advised Dewan Housing Finance Corp Ltd (DHFL) in respect of Pramerica Asset Managers Private Ltd’s (PAM) acquisition of Deutsche Mutual Fund’s India asset management business for approximately INR600 crores (US$89.6m). DHFL is a joint venture partner in PAM with Prudential Financial. Partners Somasekhar Sundaresan, Jay Gandhi and Gautam Gandotra led the transaction. PAM was advised by Cyril Amarchand Mangaldas led by partners Ashwath Rau and Shishir Vayttaden. Deutsche Asset Management was advised by Phoenix Legal Mumbai led by partner Sawant Singh.

J Sagar Associates has also advised The Carlyle Group in respect of its acquisition of a significant minority stake in Faridabad-based DEE Piping Systems (incorporated as DEE Development Engineers Ltd), a company that provides design, detailed engineering and fabrication of high-quality pressure piping systems to clients across diversified industries, such as power, process and oil & gas. Equity for the transaction came from First Carlyle Ventures III, whose affiliate is advised by The Carlyle Group. Carlyle’s investment has been made through a mix of primary infusion in the company and purchase of secondary stake from other investors. Partner Vikram Raghani led the transaction. DEE and its selling shareholders were advised by CAM led by Vandana Sekhri and Aditi Manchanda.

Khaitan & Co has advised Redknee Solutions Inc in respect of the India leg of the global transaction which involved acquisition of certain assets of Orga Systems GmbH & Co KG and Orga Systems Holding GmbH. The India leg involved the acquisition of shares of Orga Systems India Private Ltd from its shareholders Orga Systems GmbH & Co KG and Orga Systems Holding GmbH. Redknee is a leading global provider of innovative software products, solutions and services. Partner Niren Patel, supported by partner Bijal Ajinkya and associate partner Arindam Sarkar, led the transaction.

Khaitan & Co has also advised TA Associates in respect of the acquisition, along with Argan (Mauritius) Ltd, of 37.33 percent stake of Atria Convergence Technologies Private Ltd for approximately US$500 million. TA Associates is one of the most experienced global private equity investment firms with over 450 investments and has raised over US$18 billion of capital. Partners Haigreve Khaitan and Aakash Choubey, supported by associate partners Kartick Maheshwari and Harsh Walia, led the transaction.

Kirkland & Ellis is advising the special committee of the board of directors of Nasdaq-listed eLong Inc, a leading mobile and online travel service provider in China, in respect of its evaluation of a ‘going private’ proposal from Tencent Holdings Ltd. The eLong Board of Directors received the proposal on 3 August 2015. Hong Kong corporate partners David Zhang, Jesse Sheley and Amie Tang are leading the transaction.

Majmudar & Partners has represented leading US-based consulting company Agora Group LLC in respect of the sale of its Indian captive to Virtusa Corp as a part of a global asset purchase agreement. The deal was valued at US$11 million. Partner Rukshad Davar, assisted by tax principal Ravishankar Raghavan, led the transaction whilst Smith, Gambrell and Russell advised on US law. Virtusa was advised by ALMT Legal on Indian law.

Norton Rose Fulbright has advised IRC Ltd in respect of its fully underwritten open offer. IRC is an iron ore mining company operating in the Russian Far East and is the HKSE-listed subsidiary of Petropavlovsk plc. The open offer raised approximately US$50 million for IRC to finance the completion of the final stage of construction at its K&S Project and for general working purposes. Approximately 1.3 billion new shares were issued by IRC under the open offer on a ratio which entitled existing shareholders to subscribe for four new IRC shares for every 15 existing shares held at HK$0.315 (US$0.04) per new share. The offer was underwritten by a consortium of hedge funds comprising Pine River Lux Investments Sarl, Sothic Capital European Opportunities Master Fund Ltd and JABCAP Multi Strategy Master Fund Ltd. Partner Jon Perry led the transaction whilst IRC’s controlling shareholder Petropavlovsk was advised by London partner Simon FT Cox.

Shardul Amarchand Mangaldas & Co has advised IDFC in respect of its demerger. IDFC received an in principle approval from the Reserve Bank of India (RBI) to operate as a bank. Under RBI guidelines for licensing of new banks, IDFC had to revise its organisation structure for IDFC Bank and for its other businesses under a non-operating financial holding company. Accordingly, IDFC decided to demerge its financial undertaking to IDFC Bank through a scheme of arrangement and separately transfer the shares of its subsidiaries which undertake other regulated financial services business to its non-operating financial holding company. Upon effectivity of the scheme of arrangement, IDFC Bank will commence operations as an RBI-licensed bank after having received the financial undertaking from IDFC and shall be listed on the NSE and the BSE. The demerger was sanctioned by the Madras High Court on 25 July 2015 and the scheme is expected to be effective in October 2015. IDFC Bank’s net worth on the effective date, subsequent to vesting of financial undertaking and capitalization, will be approximately INR13,825 crores (US$2b) whilst the net worth of residual IDFC will be approximately INR10,514 crores (US$1.58b). Executive Chairman Shardul Shroff, assisted by partners Raghubir Menon and Anirudh Das, led the transaction.

Shardul Amarchand Mangaldas & Co has also advised Warburg Pincus in respect of its acquisition, through its affiliate, of a strategic stake in PRL Developers Private Ltd, a leading real estate developer with key projects in Mumbai and the suburban region. PRL Developers is a member of the Ajay Piramal Group of Companies. Valued at INR1,800 crores (US$268.67m), the deal is the second largest PE investment in the Indian real estate sector. Managing partner Akshay Chudasama, assisted by partners Ashoo Gupta and Mithun V Thanks, led the transaction which closed in the first week of August 2015.

Stephenson Harwood (Singapore) Alliance has advised SGX Catalist Board-listed SBI Offshore Ltd in respect of its acquisition of a 51 percent stake in four revenue-generating solar photovoltaic power plants and systems in Europe and two operating companies from its German partner, the Gräss Group, for S$13.97 million (US$9.9m). The assets will be injected into Graess Energy Pte Ltd, a joint venture between SBI Offshore and the Gräss Group. The firm also advised SBI Offshore on the joint venture agreement. Partner Douglas Koh led the transaction.

WongPartnership is acting as Singapore counsel for Samsung C&T Corps in respect of the approximately US$7.7 billion proposed all-stock takeover offer by Samsung’s de facto holding company Cheil Industries Inc by way of a merger under Korean law. Joint managing partner Ng Wai King and partner Audrey Chng are leading the transaction.

WongPartnership is also acting as Singapore counsel for KKR Credit Advisors (US) LLC in respect of the proposed investment of US$150 million by KKR Jupiter Investors Pte Ltd in JBF Industries Ltd and its Singapore subsidiary JBF Global Pte Ltd by way of subscription of equity shares in JBF Industries and compulsorily convertible preference shares in JBF Global. Partners Low Kah Keong and Quak Fi Ling are leading the transaction.

Deals – August 19, 2015

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Akin Gump has advised PJSC LUKOIL in respect of an up to US$1 billion project financing for the further development of the Shah Deniz gas field (Phase 2) in the South Caspian Sea, Azerbaijan. The transaction was signed on 7 August 2015 in Baku. PJSC LUKOIL is Russia’s second largest oil and gas company in terms of reserves and the largest Russian oil business group with over US$140 billion annual sales. It was the first Russian company to receive full listing on the London Stock Exchange. The deal is being financed by the European Bank of Reconstruction & Development (EBRD) and the Asian Development Bank (ADB), which are providing direct financing of up to US$250 million each, whilst Black Sea Trade and Development Bank is providing up to US$60 million. In addition, up to US$440 million financing will be provided by commercial lenders, including Bank of China London Branch, ING Bank NV, Société Générale and Unicredit Bank Austria AG, through a B loan facility with EBRD and ADB. The loan will be provided to LUKOIL Overseas Shah Deniz Ltd, which owns a 10 percent interest in the Shah Deniz project. London finance partner Robert Aulsebrook and Moscow corporate partner Natalia Baratiants led the transaction.

Berwin Leighton Paisner has advised FMI in respect of the purchase and subsequent financing by a Japanese financier of four CRJ aircraft. The deal is the first secured aircraft financing undertaken in Myanmar.

Clayton Utz has advised UK-based international carpet business Victoria PLC in respect of its strategic acquisition of the Quest Carpet businesses in Australia. The transaction was announced on 7 August 2015 and is valued at approximately A$35 million (US$25.85m). Victoria manufactures, supplies and distributes design-led carpets and floor coverings. With a history dating back to 1895, it has extensive operations across the UK and in Australia. Based in Dandenong, Melbourne, Quest designs, sells and distributes premium quality carpets across Australia and New Zealand. Under the transaction, Victoria will acquire all of the issued share capital in Quest Carpet Manufacturers Pty Ltd and all of the issued units in the Quest Carpet Manufacturers Unit Trust. Melbourne corporate partner Michael Linehan led the transaction.

Conyers Dill & Pearman has acted as Cayman and BVI counsel to Harmonicare Medical Holdings Ltd in respect of its HK$1.59 billion (US$205m) IPO on the Main Board of the HKSE. Harmonicare is the largest private obstetrics and gynecology specialty hospital group in China and is ranked first in terms of group revenue in 2013. Wynne Lau (Hong Kong) led the transaction alongside Shearman & Sterling.

Conyers Dill & Pearman has also acted as Bermuda and Cayman Islands counsel to Abu Dhabi Financial Group subsidiary Integrated Alternative Finance (IAF) in respect of its AED700 million (US$190.6m) structured equity and mezzanine debt financing to develop the Taj Dubai, a luxury hotel to be situated in Downtown Dubai. Debt financing was provided by five regional lenders whilst equity funding was provided by Taj Dubai’s owner through Downtown Investments Ltd. Fawaz Elmalki (Dubai), Dennis Ryan (Dubai), Oliver Simpson (Dubai) and Chiara Nannini (Bermuda) led the transaction.

Cyril Amarchand Mangaldas is advising LyondellBasell Group (USA) in respect of its intended acquisition of the chemical business of SJS Plastiblends Private Ltd in India. The acquisition includes the transfer of the whole business of manufacturing, distribution and sales of polypropylene compounds conducted by SJS Plastiblends. NYSE-listed LyondellBasell is one of the world’s largest plastics, chemicals and refining companies and has an existing India presence. Mumbai corporate partners Vandana Shroff and Anshuman Jaiswal, New Delhi tax partner S R Patnaik and Mumbai competition law partner Nisha Kaur Uberoi led the transaction which was signed on 7 August 2015 and is expected to close late in 2015, subject to relevant regulatory approvals and clearances. SJS Plastiblends was advised by Economic Laws Practice led by associate partner Amit Manubarwala.

Cyril Amarchand Mangaldas has also advised Standard Life in respect of its acquisition of a 9 percent stake in HDFC Standard Life Insurance Company Ltd from Housing Development Finance Corp Ltd, subject to receipt of regulatory approvals. Post the acquisition, Standard Life will hold a 35 percent stake in HDFC Standard Life Insurance. The deal was signed on 14 August 2015 and is expected to close by 31 March 2016. Mumbai corporate partner Ashwath Rau, supported by partner Nisha Kaur Uberoi, led the transaction which was valued at approximately INR1,705 crores (US$261m). Housing Development Finance Corp was advised by AZB & Partners.

Davis Polk has advised CAR Inc in respect of its Regulation S offering of US$300 million 6 percent senior notes due 2021. The notes are guaranteed by certain CAR offshore subsidiaries. Proceeds from the offering will be used for capital expenditure and other general corporate purposes, including refinancing outstanding indebtedness to enhance CAR’s capital structure. CAR is the largest car rental company in China offering comprehensive car rental services, including short-term rentals, long-term rentals and leasing. It is the market leader in terms of fleet size, revenue, network coverage and brand awareness. Partners William F Barron and Li He led the transaction.

Davis Polk has also advised the initial purchasers in respect of the US$70.302 million Regulation S offering by Greentown China Holdings Ltd of its 5.875 percent senior notes due 2020. China Communications Construction Group (Ltd), which indirectly holds approximately 28.9 percent of the issuer’s equity interest, provided credit support for the offering by way of a keepwell deed and a deed of equity interest purchase, investment and liquidity support undertaking. The firm also advised the dealer managers in respect of (i) an offer to exchange the issuer’s outstanding US$500 million 8 percent senior notes due 2019 and US$700 million 8.5 percent senior notes due 2018 for US$429.698 million principal amount of its 5.875 percent senior notes due 2020; and (ii) soliciting consents from holders of the 2019 notes, the 2018 notes and RMB2.5 trillion (US$390.86b) 5.625 percent senior notes due 2016. The notes offered in the exchange offer have the same terms as the 5.875 percent senior notes due 2020. Greentown China Holdings is a leading property developer in China with a nationwide footprint and market leadership in Zhejiang province, one of the most economically vibrant provinces in China. Partner William F Barron led the transaction.

Gibson, Dunn & Crutcher is representing Nasdaq-listed financial information services provider Markit in respect of its acquisition of CoreOne Technologies, a global leading provider of regulatory reporting, index management, data management and prime brokerage services to financial institutions. Following closing, CoreOne’s four core products, comprising of RegOne, DeltaOne, VistaOne and PrimeOne, will be integrated into Markit’s information and solutions divisions. CoreOne has more than 500 customers, including global banks, asset managers, wealth managers, sovereign wealth funds, investor services firms, custodians and exchanges. The company is supported by a team of 200, with headquarters in New York and additional presence in Bangalore, Hong Kong and London. The total consideration payable is approximately US$200 million and will be funded using cash and Markit’s credit facility. London partner Jonathan Earle and New York partner Rashida La Lande are leading the transaction which is expected to close in the fourth quarter of 2015, subject to regulatory approval. CoreOne is represented by Shearman & Sterling.

Khaitan & Co has advised Aranda Investments (Mauritius) Pte Ltd, an indirect wholly-owned subsidiary of Temasek Holdings Pte Ltd, in respect of the subscription to 3.34 percent of the post-issue paid-up share capital of Oberoi Realty Ltd for approximately US$51 million. Partner Aakash Choubey, supported by partner Avaantika Kakkar, led the transaction.

Khaitan & Co has also advised Zodius Technology Fund in relation to its US$100 million Series D investment, together with Goldman Sachs and existing investors Bertelsmann India Investments and Norwest Venture Partners, in Pepperfry.com. Partner Siddharth Shah and associate partner Surbhi Kejriwal, supported by partner Bijal Ajinkya, led the transaction.

King & Wood Mallesons has advised Chinese travel group HK CTS Metropark Hotels Co Ltd (CTS) in respect of the acquisition of the entire issued share capital of UK-based Kew Green Hotels from previous owners Goldman Sachs and TPG Special Situations Partners. Founded in 2001, Kew Green has 54 hotels in the UK, more than 40 of which are operated under the Holiday or Holiday Inn Express brands, making it the brand’s largest franchisee in Europe. Kew Green is one of the most respected hotel owner operators in the market. CTS, a wholly-owned subsidiary of China National Travel Service (HK) Group Corp, operates hotels throughout China, Hong Kong and Macau and features a portfolio of five-star luxury Grand Metropark hotels to Traveller Inn Express budget sites. The current portfolio provides CTS with a spread of franchised hotels across the UK. The relationship with the existing franchise partners will remain unchanged and the senior management of Kew Green will be retained to ensure the continued stewardship and growth of the business across the UK and into Europe. Funds and Indirect Real Estate partner Steven Cowins (London) and M&A and Private Equity partner Helena Huang (Hong Kong) led the transaction.

Kirkland & Ellis is advising China Hi-Tech Holding Company Ltd in respect of its approximately HK$2.17 billion (US$279.8m) proposed voluntary conditional offer for the H shares of Jingwei Textile Machinery Company Ltd, a company listed on the HKSE and the Shenzhen Stock Exchange. This is the first takeover of a company listed on both the HKSE and the Shenzhen Stock Exchange. Upon successful closing of the offer, the company will withdraw its listing of H shares on the HKSE but its A shares will remain listed on the Shenzhen Stock Exchange. Hong Kong corporate partners Nicholas Norris and Jamii Quoc, assisted by Hong Kong corporate partner Soo Yien Khor, led the transaction.

Latham & Watkins is advising Hong Kong-based Johnson Electric Holdings Ltd, a global leader in electric motors and motion subsystems, in respect of an agreement to acquire the Stackpole International group of companies in an all cash transaction that values Stackpole at C$800 million (US$611m) on an enterprise value basis. Stackpole is headquartered in Ontario, Canada and is a leading supplier of engine and transmission pumps and powder metal components, primarily for automotive applications. It has a 109-year history as a supplier of highly-engineered components to the automotive industry. Stackpole is currently owned by funds managed by New-York-based private equity firm Crestview Partners and CITIC Capital Partners, a private equity firm based in Beijing and Shanghai, along with members of management. In conjunction with the transaction, Stackpole’s existing high-yield debt will be retired. In addition to working capital and other customary adjustments, Johnson Electric has agreed to make a contingent payment of up to C$12.75 million (US$9.74m), subject to the period elapsed between signing and closing. Subject to these additions and adjustments, the total estimated consideration payable by Johnson Electric, including costs associated with the planned early retirement of Stackpole’s high-yield debt, could be up to C$867 million (US$662m). The transaction is expected to close in the fourth quarter of 2015, subject to customary closing conditions including obtaining applicable regulatory approvals. Chicago corporate partner Ted Keim, supported by partners Julie Marion (Chicago), Karen Silverman (San Francisco) and Jason Cruise (Washington DC), Peter Rosen (Los Angeles), Robin Struve (Chicago), Jeffrey Tochner (New York) and Karl Karg (Chicago), is leading the transaction which was announced on 11 August 2015. Blake, Cassels & Graydon is also advising Johnson Electric. Kirkland & Ellis, led by partners Alexander Fine and George Stamas, is advising Crestview Partners and Stackpole International whilst Stikeman Elliott is also advising Stackpole and the selling shareholders.

Maples and Calder has acted as Cayman Islands counsel to China Mobile Games & Entertainment Group (CMGE) in respect of its US$690 million take-private offer from Orient Hongtai Investment management. Nasdaq-listed CMGE is reported to be the largest publisher and a leading development of mobile games in China with integrated capabilities across the mobile game value chain. Partner Greg Knowles led the transaction whilst Kirkland & Ellis also advised CMGE. Orient Hongtai was advised by Wilson Sonsini Goodrich & Rasati.

Maples and Calder has also acted as BVI counsel to HNA Tourism Finance Ltd in respect of its issue of CNY450 million (US$70.4m) 9.25 percent guaranteed notes due 2017. The notes are unconditionally and irrevocably guaranteed by HNA Tourism Group Co Ltd, a leading travel group in the PRC. The notes are listed on the HKSE. Partner Jenny Nip led the transaction whilst Linklaters acted as Hong Kong counsel to the issuer and the guarantor. Clifford Chance acted as Hong Kong counsel for the joint lead managers, comprising of ABCI Capital Ltd, Orient Securities (Hong Kong) Ltd, Southwest Securities (HK) Brokerage Ltd, Haitong International Securities Company Ltd, BOCI Asia Ltd, China Securities (International) Corporate Finance Company Ltd and VTB Capital plc.

Milbank, Tweed, Hadley & McCloy has advised DBS Bank Ltd as sole mandated lead arranger, book-runner, underwriter and lender in respect of a US$890 million senior secured bridge financing provided to publicly listed STATS ChipPAC Ltd, a leading provider of advanced semiconductor and test services. The complex financing included a perpetual securities offering and required taking security across seven jurisdictions globally. Singapore-based STATS ChipPAC is the world’s fourth-largest semiconductor-manufacturing support company. Its services include packaging, testing and distribution. It was controlled by a subsidiary of Singapore sovereign wealth fund Temasek Holdings (Private) Ltd prior to its acquisition by a consortium led by Jiangsu Changjiang Electronics Technology Co Ltd, a Shanghai Stock Exchange-listed company. The consortium also included the China Integrated Circuit Industry Investment Fund Co Ltd and Semiconductor Manufacturing International Corp. Singapore managing partner David Zemans and partner Jacqueline Chan led the transaction which is one of the largest announced this year involving a Singapore company.

Norton Rose Fulbright has advised Beijing Capital Land Ltd in respect of its issuance of one billion domestic shares to its controlling shareholder, Beijing Capital Group Co Ltd. Beijing Capital Land is an investment holding company engaged in real estate development and investment, hotel operation and property consulting services and investment holding. It is an H-share listed issuer on the HKSE. The issuance is valued at RMB3.08 per share (US$0.48), raising gross proceeds of approximately HK$3.9 billion (US$503m). As a result of the share subscription, the shareholding of Capital Group and its concert parties will increase from approximately 46 percent to 64 percent and therefore, a whitewash waiver will be sought from the Securities and Futures Commission. The share subscription also constituted a connected transaction under the listing rules. Completion of the share subscription is conditional upon, among other things, independent shareholders’ approval at the extraordinary general meeting and class meetings to be convened. Hong Kong partner Psyche Tai led the transaction.

Shardul Amarchand Mangaldas & Co has advised in respect of the INR1,000 crores (US$153m) private placement of NCDs by DLF Ltd which closed on 11 August 2015. The NCDs are proposed to be secured by certain immovable assets of a DFL wholly-owned subsidiary and are proposed to be listed on the BSE. Executive Chairman Shardul S Shroff and partners Shilpa Mankar Ahluwalia and Monal Mukherjee led the transaction.

Simpson Thacher is representing Alibaba Group Holding Ltd in respect of its investment in Suning Commerce Group Ltd and Suning’s investment in Alibaba. Alibaba Group is the largest online and mobile commerce company in the world in terms of gross merchandise volume. Under the agreement, Alibaba will invest approximately RMB28.3 billion (US$4.42b) for a 19.99 percent stake in Suning, one of the largest consumer electronics retail chains in China. Upon completion of Alibaba’s investment, Alibaba will be the second-largest shareholder in Suning. Concurrent with Alibaba’s investment, Suning will invest up to RMB14 billion (US$2.2b) to subscribe for up to 27.8 million newly issued Alibaba ordinary shares. Upon completion of Suning’s investment, it will hold approximately a 1.1 percent interest in Alibaba’s enlarged issued and outstanding share capital. As part of these investments, Alibaba and Suning have entered into a strategic collaboration agreement to build on synergies in e-commerce, logistics and incremental business through joint omni-channel initiatives. Consummation of the transaction is subject to customary closing conditions, including regulatory approvals and, in the case of the investment by Alibaba in Suning, the approval of Suning shareholders. Partners Katie Sudol and Leiming Chen are leading the transaction which was announced on 10 August 2015. Sullivan & Cromwell, led by partners Kay Ian Ng (Hong Kong) and Jay Clayton (New York), is representing Suning Commerce Group.

WongPartnership is acting for Apollo Management VIII LP, a fund managed under Apollo Global Management LLC, in respect of the proposed acquisition of OM Group Inc in a deal which values OM Group at approximately US$1 billion. Joint managing partner Ng Wai King and partners Dawn Law, Lam Chung Nian, Kylie Peh and Tan Shao Tong are leading the transaction.

WongPartnership has also acted for DB International Trust (Singapore) Ltd and various Deutsche Bank entities in respect of the establishment by Roxy-Pacific Holdings Ltd of its S$500 million (US$355.32m) multicurrency debt issuance programme. Partner Trevor Chuan led the transaction.

Deals – August 12, 2015

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Allen & Gledhill has advised Jardine Cycle & Carriage (JC&C) in respect of the one-for-nine renounceable underwritten rights issue of new ordinary shares in the capital of JC&C. The gross proceeds raised were approximately US$772 million. The proceeds were primarily used to fund its US$615 million acquisition of a 24.9 percent interest in Siam City Cement Public Company Ltd. Partners Lim Mei, Sharon Wee and Hilary Low led the transaction.

Allen & Gledhill has also advised SingHaiyi Group Ltd in respect of the joint venture between Phoenix 99 Pte Ltd, a wholly-owned subsidiary of SingHaiyi, Haiyi Holdings Pte Ltd and Suntec (PM) Pte Ltd to form Park Mall Investment Ltd, the JV company. The JV was established to acquire a retail mall known as Park Mall in Singapore for redevelopment. The JV partners, through Park Mall Pte Ltd, a wholly-owned subsidiary of Park Mall Investment, acquired Park Mall for S$411.8 million (US$294.5m). Partners Margaret Soh and Lee Kee Yeng led the transaction.

AZB & Partners has advised Axis Capital Ltd, Credit Suisse Securities (India) Private Ltd and Jefferies India Private Ltd as the underwriters in respect of Syngene International Ltd’s IPO. The offering was structured as an offer for sale of equity shares of Syngene by its promoter, Biocon Ltd. The issue will constitute 10 percent of the fully diluted post issue paid-up equity share capital of Syngene. Partner Srinath Dasari led the transaction which was valued at approximately INR5.5 billion (US$85.6m).

AZB & Partners is also advising Asian Development Bank, Standard Chartered Real Estate Investment (Singapore) III Private Ltd, Standard Chartered Real Estate Investment (Singapore) II Private Ltd and International Finance Corp in respect of an agreement to acquire equity shares and compulsorily convertible debentures of Drashti Developers Private Ltd, a subsidiary of Shapoorji Data Processing Private Ltd (SDPPL) which is in turn a wholly-owned subsidiary of Shpoorji Pallonji and Company Private Ltd. Drashti Developers will be Shapoorji Pallonji Group’s sole and exclusive urban affordable housing development entity. Partner Sai Krishna Bharathan is leading the transaction which is valued at approximately INR12.8 billion (US$199m) and is yet to be completed.

Baker & McKenzie has advised Sephora in respect of its acquisition of beauty e-commerce site Luxola Pte Ltd, a deal which further expands the former’s presence in Southeast Asia and beyond. Sephora is a subsidiary of French luxury group LVMH-Moët Hennessy Louis Vuitton. Singapore-based Luxola is an online beauty retailer that offers a wide range of cosmetics and skincare products across Southeast Asia. Gerald Heng, working with member firms in Southeast Asia, led the transaction which is believed to be one of Singapore’s biggest internet startup acquisitions this year.

Cadwalader, Wickersham & Taft has advised specialized Greater China TMT-focused investment fund All-Stars Investment Ltd as the lead investor in respect of the US$300 million Series D financing of Tujia.com International, with other co-investors in the transaction, including Ctrip.com and The Ascott Ltd. This deal makes Tujia one of the latest additions to a list of “unicorn” tech start-ups from China that are valued at over US$1 billion. Unicorn companies were so-named a few years ago because it was very rare for tech startups in private hands to be worth as much as US$1 billion. Partner Rocky T Lee led the transaction.

Clayton Utz is advising sovereign wealth fund China Investment Corp in respect of its landmark $A2.45 billion (US$1.8b) acquisition of the Investa Property Trust premium office tower portfolio. Corporate partners David Wilkie and Kylie de Oliveira are leading the transaction which is considered as the largest ever direct investment in Australian commercial real estate.

Clifford Chance has advised Metro Group, a Düsseldorf-based global retailing company, in respect of its acquisition of the Classic Fine Foods Group from private equity firm EQT. The transaction covers the operations and all fixed assets of Classic Fine Foods for an enterprise value of US$290 million plus an earn-out of up to US$38 million, depending on the company’s financial performance in 2015 to 2017. Classic Fine Foods is a leading premium food service distribution player headquartered in Singapore, serving high-end hotels and restaurants in Asian mega cities and the Middle East. Its geographical footprint covers 25 cities across 14 countries. Singapore partner Lee Taylor, assisted by Singapore partner Andrew Brereton, led the transaction.

Clifford Chance has also advised the underwriters in respect of China Railway Signal & Communication Corp Ltd’s US$1.4 billion IPO, the fourth largest IPO in Hong Kong this year. The underwriters were Citigroup, Morgan Stanley, UBS Securities, Macquarie Capital, BOC International, Goldman Sachs, China Merchants Securities, CMB International and Haitong Securities. Partners Tim Wang, Virginia Lee and US securities partner Jean Thio led the transaction.

Colin Ng & Partners has advised TA Activity Pte Ltd (TAA) in respect of the sale of its equity and debt investments in Luxola Pte Ltd to Sephora. Luxola is the holding company for a group operating an on-line beauty products store in markets in SE Asia. Sephora is a subsidiary of the French luxury group LVMH-Moët Hennessy Louis Vuitton headquartered in Paris. TAA is a Singapore investment vehicle belonging to Toivo Annus, a founder of Skype, that invests in b2c retailers and drone ecosystem companies. Funds and financial services partner Bill Jamieson led the transaction.

Cyril Amarchand Mangaldas has advised KKR Jupiter Investors Pte Ltd, a part of the KKR Special Situations Fund II, in respect of its US$150 million investment in JBF Group. This is KKR’s first investment in India from their new Special Situations Fund. JBF Group manufactures polyester value-chain products ranging from polyester chips, polyester yarn and films which are used in the fast-moving consumer goods, textile and packaging industries. A leading global player in the polyester segment, JBF Group has six manufacturing facilities across India, Bahrain, Belgium and the UAE. Mumbai managing partner Cyril Shroff, Mumbai corporate partner Ravi Kumar and Bangalore corporate partner Nivedita Rao, assisted by former SEBI executive director and of counsel Usha Narayan and partner Nisha Kaur Uberoi, led the transaction whilst the international counsels were Davis Polk & Wardwell and Wong Partnership. The deal was signed last month and should close by 30 September 2015.

Cyril Amarchand Mangaldas has also advised Prudential Financial Inc and its affiliates (Pramerica Asset Managers Private Ltd-India, Pramerica Trustees Private Ltd-India and PGLH of Delaware Inc-USA) in respect of their acquisition of Deutsche Bank’s asset management business in India (mutual fund and portfolio management). The transaction involves transfer of all the schemes of Deutsche Mutual Fund, various portfolio management accounts managed by Deutsche AMC and employees of the Deutsche AMC, subject to approval of SEBI and CCI. The deal was signed on 7 August 2015. Mumbai corporate partners Ashwath Rau and Shishir Vayttaden, supported by Mumbai competition law partner Nisha Kaur Uberoi, Bangalore partner Rashmi Pradeep and New Delhi partners SR Patnaik and Ranjan Negi, led the transaction whilst Debevoise & Plimpton London acted as international counsel.

Deacons has advised Ausnutria Dairy Corp Ltd in respect of the mandatory conditional general cash offer for the shares of Ausnutria Dairy Corp at a total value of approximately HK$765 million (US$98.6m). The offer announcement was published on 10 June 2015 whilst the composite document was issued on 2 July 2015. Partner Ronny Chow led the transaction.

Herbert Smith Freehills has advised Japanese automotive group Gulliver International Co Ltd in respect of its A$120 million (US$88.5m) acquisition of a majority shareholding in the DVG Automotive Group, Western Australia’s second largest automotive dealership group. Partners Damien Roberts (Tokyo) and Ian Williams (Australia), assisted by partner Simon Reed (Perth), led the transaction.

J Sagar Associates has advised Atos India Private Ltd in respect of its approximately US$1.05 billion acquisition, subject to closing adjustments, of the entire issued capital of XBS IT Services Private Ltd. The acquisition was part of a large global transaction whereby Atos acquired Xerox’s ITO business involving approximately 9,800 ITO employees in 45 countries, with 4,500 in the US and more than 3,800 in global delivery countries, including India. Partner Vivek K Chandy led the transaction whilst Baker & Mckenzie, led by partner Alain Sauty de Chalon, also advised on the deal.

J Sagar Associates has also advised Viacom Inc in respect of the INR9.4 billion (US$147.4m) purchase of 50 percent equity shares of Prism TV Private Ltd by its subsidiary Nickelodeon Asia Holdings Pte Ltd. The shares of Prism TV were purchased from Shinano Retail Private Ltd, wholly-owned by Reliance Industrial Investments and Holdings Ltd, a wholly-owned subsidiary of Reliance Industries Ltd. Prism TV owns and operates regional entertainment channels in India, including ETV Marathi, ETV Kannada, ETV Bangla, ETV Oriya and ETV Gujarati, all of which were recently rebranded under the ‘COLORS’ umbrella. With the acquisition, Viacom will hold 50 percent of Prism TV whilst the remaining 50 percent interest will continue to be owned by the Network18 Group. Viacom and the Network18 Group already have an existing joint venture formed in 2007, Viacom 18 Media Private Ltd, which operates leading channels, including MTV, Nickelodeon, Comedy Central and COLORS. The firm also advised Viacom in the formation of the JV. Partner Akshay Nagpal, supported by partners Dhirendra Negi and Amitabh Kumar and Chairman & Founder Jyoti Sagar, led the transaction. AZB Partners, led by partner Shuva Mandal, represented Shinano and Reliance Industries.

Khaitan & Co has advised Shinano Retail Private Ltd in respect of the approximately US$28.6 million offer for sale of approximately 32.4 million equity shares representing 3.1 percent of paid up equity capital of Network 18 Media & Investment Ltd by Shinano Retail Private Ltd. Shinano Retail is part of the promoter and promoter group of Network 18. Executive Director Sudhir Bassi and associate partner Madhur Kohli led the transaction.

Khaitan & Co has also advised TATRAVAGÓNKA a.s. in respect of its acquisition of up to 50 percent of Jupiter Wagons Ltd and up to 50 percent of Jupiter Alloys and Steel (India) Ltd through a combination of subscription to equity shares and purchase from their respective existing shareholders. Tatravagónka is focused on the manufacture of railway wagons. Associate partner Kartick Maheshwari, assisted by associate partner Yigal Gabriel, led the transaction.

Kirkland & Ellis has represented China Railway Signal & Communications Corp Ltd, the world’s largest provider of rail transportation control systems, in respect of its US$1.42 billion IPO, before the exercise of the over-allotment option, on the HKSE. The listing, which took place on 7 August 2015, is one of the largest IPOs on the HKSE this year. Citigroup, Morgan Stanley and UBS Securities are joint sponsors and joint book-runners on the IPO, with Macquarie Capital, BOC International, Goldman Sachs, China Merchants Securities, CMB International and Haitong Securities as the other joint book-runners. This is the largest HKSE listing by a Chinese state-owned enterprise since Sinopec Engineering Group’s US$1.78 billion IPO and listing on the HKSE in 2013, in which the firm advised the joint global coordinators and joint book-runners. Hong Kong corporate partners Dominic Tsun, David Zhang, Li-Chien Wong, Stephanie Lau and Shawn Tai and Beijing corporate partner Steve Lin led the transaction.

Luthra & Luthra Law Offices has acted as Indian counsel to the joint lead managers, i.e. Barclays Bank Plc, Citigroup Global Markets Inc, Emirates NBD PJSC, Merrill Lynch International and SBICAP (Singapore) Ltd, in respect of the issuance of unsecured senior notes by Adani Ports and Special Economic Zone Ltd (APSEZ) and listing of notes on the SGX-ST. The issuance of unsecured senior notes aggregating US$650 million by APSEZ was its inaugural US$ bond offering and was the first investment grade issuance and the largest US$ bond offering by an infrastructure company in India. Partners Manan Lahoty and Bikash Jhawar led the transaction.

Maples and Calder has acted as British Virgin Islands counsel to China Merchants Finance Company Ltd in respect of its issue of US$200 million 3.5 percent guaranteed notes due 2020 and US$500 million 4.75 percent guaranteed notes due 2025. The notes are unconditionally and irrevocably guaranteed by China Merchants Holdings (International) Company Ltd, a leading ports operator with growing international presence and a geographically diversified portfolio with considerable market share in major ports in the PRC. The notes are listed on the HKSE. Partner Jenny Nip led the transaction whilst Linklaters acted as English and Hong Kong counsel to the issuer and the guarantor. Clifford Chance acted as English counsel to the joint lead managers, comprised of Merrill Lynch International, China Merchants Securities (HK) Co Ltd, Deutsche Bank AG Singapore Branch, DBS Bank Ltd Mizuho Securities Asia Ltd, United Overseas Bank Ltd, Industrial and Commercial Bank of China (Asia) Ltd, ING Bank NV Singapore Branch, Mitsubishi UFJ Securities International plc and Natixis.

Maples and Calder has also acted as Cayman Islands counsel to Tingyi (Cayman Islands) Holding Corp in respect of its issue of CNY1 billion 4.375 percent notes due 2018. The notes are listed on the SGX-ST. Tingyi is a leading producer and distributor in the food and beverage sector in the PRC and is best known for the “Master Kong” instant noodle brand. Its main products are beverages and instant foods, such as egg rolls, sandwich crackers and muffins. Deutsche Bank AG Singapore Branch and Nomura International plc were the joint lead managers whilst DB Trustees (Hong Kong) Ltd acted as trustee. Partner Jenny Nip led the transaction whilst Sidley Austin acted as English and Hong Kong counsel and King & Wood Mallesons acted as PRC counsel. Linklaters acted as English counsel to the managers and the trustee whilst Jingtian & Gongcheng acted as PRC counsel.

Morgan Lewis Stamford has acted as Singapore counsel to Global Mobility Holding, a joint venture of Volkswagen and Fleet Investments, in respect of its proposed €3.7 billion (US$4b) sale of LeasePlan Corp, the global leader in fleet management and driver mobility, to a consortium comprising of Dutch pension fund service provider PGGM, Denmark’s largest pension fund ATP, Singapore sovereign wealth fund GIC, a wholly-owned subsidiary of the Abu Dhabi Investment Authority, the Merchant Banking Division of Goldman Sachs and investment funds managed by TDR Capital. Global Mobility reached an agreement with the consortium on 23 July 2015 for the sale of 100 percent of LeasePlan, subject to approval by relevant regulatory and anti-trust authorities, including the European Central Bank in consultation with the Dutch Central Bank. Closing is expected to take place by the end of 2015, subject to obtaining necessary approvals. The consortium brings financial services sector experience, additional strategic experience as well as a strong track record of successful long-term investing. LeasePlan will continue its drive for the delivery of high quality fleet management and driver mobility services for its clients. Singapore partner Elizabeth Kong led the transaction.

Norton Rose Fulbright has advised the Sydney branch of Royal Bank of Canada (RBC) in respect of its five-year A$1.1 billion (US$805m) fixed and floating notes under its Australian Debt Issuance Programme. The notes form part of RBC’s US$40 billion global programme for the issuance of securities. They are settled in Australia’s domestic clearing system, Austraclear, and indirectly in Euroclear and Clearstream. RBC has now issued a total of A$2.3 billion (US$1.7b) fixed and floating notes this year, making it the biggest issuer in the Kangaroo market so far this year. Sydney partner Tessa Hoser and London partner Peter Noble led the transaction.

Shearman & Sterling is serving as US counsel to the special committee of the board of directors of China Nepstar Chain Drugstore Ltd (Nepstar) in respect of the review and evaluation of the previously announced preliminary non-binding “going private” proposal letter that its board of directors received on 6 July 2015. NYSE-listed Nepstar is a leading retail drugstore chain in China based on the number of directly operated stores. Hong Kong partner Stephanie Tang is leading the transaction.

Weerawong C&P has represented Bangkok Ranch Public Co Ltd in respect of its offering of 228 million new shares valued at β2 billion (US$56.5m) on the Stock Exchange of Thailand (SET). The firm also advised Bangkok Ranch shareholders on the sale of their shares to private placement, institutional and major retail investors in relation to corporate approval and compliance with securities and exchange regulations. The Siam Commercial Bank Public Co Ltd was the financial advisor whilst SCB Securities and Bualuang Securities were the lead underwriters. The first day of trading on the SET was on 15 July 2015. Bangkok Ranch is the largest fully integrated duck meat producer in Thailand and the Netherlands, holding the majority of market-share. Proceeds of the IPO will fund the expansion of its slaughterhouse, processing plant and commercial farm capacity in Thailand as well as plans for business expansion in the region. Partner Pakdee Paknara led the transaction.

Weil, Gotshal & Manges is acting as US counsel for the Special Committee of the Board of Directors of Xueda Education Group in respect of its going private transaction. Xueda, a leading national provider of personalized tutoring services for primary and secondary school students in China, announced on 27 July 2015 that it has entered into a definitive agreement and plan of merger with Shenzhen-listed Xiamen Insight Investment Co Ltd pursuant to which Xiamen Insight will acquire Xueda for US$2.75 in cash per ordinary share or US$5.50 in cash per American Depositary Share (ADS) of the company. Immediately following completion of the transaction, Xiamen Insight will own all of the shares of the company. Certain founders of the company, consisting of CEO Xin Jin, the CEO, chairman of the board of directors Rubin Li and Jinbo Yao, affiliated entities through which the founders beneficially own their shares. Xiamen Insight has entered into a support agreement pursuant to which each founder has agreed, among other things, to vote all of their beneficially owned shares in favor of the authorization and approval of the merger agreement and the transaction. The founders currently beneficially own approximately 58.4 percent of Xueda’s outstanding shares, excluding options and restricted share units. The Board approved the merger agreement and the transaction and recommended that the company’s shareholders vote to authorize and approve the same. The Independent Committee, composed solely of independent and disinterested directors, negotiated the terms of the agreement. If completed, the transaction will result in Xueda becoming a privately-held company and its ADSs will no longer be listed on the NYSE. The transaction, which is currently expected to close in the fourth quarter of 2015, is subject to various closing conditions. Asia private equity partner Tim Gardner is leading the transaction whilst Maples & Calder is serving as Cayman Islands advisor. Simpson Thacher & Bartlett is serving as US advisor to Xueda whilst Walkers and Commerce & Finance Law Offices are serving as Cayman Islands and PRC counsels, respectively. Kirkland & Ellis is serving as US advisor to the founders whilst Han Kun Law Firm is serving as PRC advisor. Morrison & Foerster is serving as US advisor to Xiamen Insight whilst Zhong Lun Law Firm and Travers Thorp Alberga are serving as PRC and Cayman Islands advisors, respectively.

WongPartnership is acting for Broadcom Corp in respect of its proposed acquisition by Avago Technologies Ltd for US$37 billion. Joint managing partner Ng Wai King and partners Quak Fi Ling, Jason Chua, Bonnie Wong and Tan Shao Tong are leading the transaction.

WongPartnership has also acted for Standard Chartered Bank, as mandated lead arranger, and the syndicate of lenders in respect of the offshore syndicated financing exercise of S$80 million (US$57.7m) relating to the onshore financing secured against retail units of Yingli International Plaza and the office units of Yingli International Financial Centre. Partners Christy Lim and Tan Li Wen led the transaction.

Deals – August 5, 2015

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Allen & Gledhill has advised Temasek Holdings (Private) Ltd in respect of the merger of Singbridge Pte Ltd and Surbana International Consultants Holdings Pte Ltd, which were owned by Temasek and Ascendas Pte Ltd and Jurong International Holdings Pte Ltd (JIH), which were owned by JTC Corp. Following completion of the merger, Singbridge, Surbana, Ascendas and JIH are now subsidiaries of TJ Holdings (III) Pte Ltd. TJ Holdings is in turn held by Temasek and JTC in the proportion of 51 percent and 49 percent, respectively. The merger creates a single platform to be one of the region’s largest integrated urban solutions providers to pursue large-scale and complex projects. Ascendas-Singbridge is the asset investment and holding arm whilst Surbana-JIH is the technical unit offering construction and engineering services. Partners Andrew M Lim, Richard Young, Lim Chong Ying, Lee Kee Yeng, Lauren Chung, Penny Goh, Tan Boon Wah, Eudora Tan, Jerry Koh, Chua Bor Jern, Francis Mok, Bernie Lee, Lim Pek Bur, Ho Chien Mien and Daren Shiau advised on the transaction.

Allen & Gledhill has also advised BNP Paribas, Citicorp International Ltd, Citicorp Investment Bank (Singapore) Ltd and Citibank NA London Branch in respect of the establishment of a S$500 million (US$361m) multicurrency medium term note programme issued by Precious Projects Pte Ltd. BNP Paribas was appointed arranger and dealer. Citicorp International was appointed trustee for holders of the notes, CDP transfer agent and CDP Registrar. Citicorp Investment was appointed CDP paying agent and Singapore agent bank. Citibank was appointed non-CDP paying agent, London agent bank, non-CDP transfer agent and non-CDP registrar. Partners Glenn Foo, Sunit Chhabra and Magdalene Leong led the transaction.

AZB & Partners is advising Leeu Collection, owned by Mr. Analjit Singh, promoters of Max group, in respect of the acquisition by way of a business transfer of “Le Quartier Francais” Hotel owned by Le Quartier Francais Proprietary Ltd in Franschoek, South Africa. Partner Anil Kasturi is leading the transaction which was announced on 20 July 2015 and is yet to be completed.

Baker & McKenzie is advising The Link Real Estate Investment Trust (The Link REIT) in respect of its acquisition of Corporate Avenue 1 & 2 in Shanghai, PRC for approximately RMB6.6 billion (US$1.73b) from Shui On Land Ltd. Comprising two Premium Grade A office towers and a connecting retail podium and pavilion with street shops and carparks, this is The Link REIT’s first acquisition of a mixed-use property in Mainland China. Completion of the acquisition is expected to take place on 24 August 2015. The Link REIT currently has a portfolio of properties with an internal floor area of approximately 11 million square feet of retail space and approximately 77,000 car parking spaces. The majority of its properties are in Hong Kong. Edmond Chan, head of the real estate practice in Hong Kong/China, and Milton Cheng, head of the REIT practice in Hong Kong/China, assisted by real estate partner May Lau, are leading the transaction.

Baker & McKenzie has also advised Meiji Yasuda Life Insurance Company in respect of its acquisition of 100 percent of the outstanding shares of NYSE-listed US insurance group StanCorp Financial Group Inc. The transaction, valued at approximately US$5 billion, is one of the biggest acquisitions of an overseas corporation by a Japanese insurance company. Meiji Yasuda Life, founded in 1881 and headquartered in Tokyo, is ranked the 21st largest life insurance company in the world and operates in Japan, the US, China, Indonesia, Thailand and Poland. Since it became the first Japanese life insurer to enter the US market in 1976, it has accumulated almost 40 years of experience there. StanCorp, founded in 1906 and headquartered in Portland, Oregon, is one of the top US life insurance companies, particularly in the area of group insurance. Principal Jiro Toyokawa (Tokyo) and partner Craig Roeder (Chicago), supported by partners Kiyoshi Endo (Tokyo), Toshio Ibaraki (Tokyo), Jakub Teply (Chicago), Maura Ann McBreen (Chicago) and Thomas May (New York), led the transaction.

Bird & Bird has advised Oxley Holdings Ltd in respect of its investment to acquire a 20 percent stake in the enlarged share capital of Galliard (Group) Ltd, a leading UK property developer, for a total subscription price of £50 million (US$78m). The partnership with Galliard Group will see Oxley capitalising and leveraging on Galliard Group’s construction and property development expertise and network in UK in its business going forward. Oxley is a Singapore-listed lifestyle property developer specialising in the development of quality residential, commercial and industrial projects. Partners Helen Gavin-Brown (UK) and Marcus Chow (Singapore) led the transaction.

Christopher & Lee Ong, Rajah & Tann’s Malaysia office, supported by Rajah & Tann (Singapore), is acting as Malaysian counsel to Zhiyuan International Investment & Holding Group (Hong Kong) Co Ltd in respect of its investment in Perwaja Holdings Berhad for the restructuring and regularisation of the Perwaja group. The conditional master framework agreement was signed with Perwaja on 15 July 2015. Under the proposed regularisation scheme are inter-conditional components which comprises proposed balance sheet restructuring, proposed debt restructuring, proposed recapitalisation and proposed exemption. Pursuant to the proposed recapitalisation and upon the master framework agreement becoming unconditional, Zhiyuan will subscribe to Perwaja’s shares by way of rights issue and a special issue, in which the cash proceeds will be injected into Perwaja in four tranches. Zhiyuan intends to revamp Perwaja’s business from traditional steel-making to the production of stainless steel and steel alloy products by transferring innovative, energy efficient and green technology to the production and product lines of the Perwaja plant at Kemaman, Terengganu, Malaysia. Partners Yon See Ting and Danny Lim are leading the transaction which was announced on 15 July 2015 and is valued at RM1.8 billion (US$471m).

Cyril Amarchand Mangaldas is advising BNP Paribas SA in respect of its acquisition of Sharekhan Ltd, a stock-broking company with business interests in over eight other regulated businesses in the financial services space. Mumbai corporate partners Ashwath Rau and Shishir Vayttaden, supported by Bangalore employment law partner Rashmi Pradeep, New Delhi tax partner SR Patnaik and Mumbai competition law partner Nisha Kaur Uberoi, are leading the transaction which was signed on 30 July 2015, with closing expected by 31 January 2016.

Davis Polk has advised Delta Air Lines Inc in respect of its strategic investment in China Eastern Airlines Corp Ltd. Pursuant to the terms of the investment, Delta has conditionally agreed to subscribe for approximately 466 million H Shares of China Eastern for an aggregate subscription price of approximately HK$3.5 billion (US$451m). The investment is subject to a number of conditions precedent, including obtaining governmental and regulatory approvals and entering into a marketing agreement between the parties. Upon completion of the investment, Delta will hold approximately 3.55 percent of the issued shares and 10 percent of the H shares in China Eastern, assuming no placing shares are issued by China Eastern under its proposed A share placing. Headquartered in Atlanta, USA, Delta is principally engaged in civil aviation, serving more than 170 million customers each year. Headquartered in Shanghai, China Eastern’s aviation business includes the provision of passenger, cargo, mail delivery, tour operations and other extended transportation services. Its H shares are listed on the HKSE, its A shares are listed on the Shanghai Stock Exchange and its ADRs are listed on the NYSE. Partner Paul Chow led the transaction.

Dhir & Dhir Associates has advised Charismatic Infratech Private Ltd, wholly-owned by Ansal Infrastructure & Properties Ltd, in respect of the issue of secured, rated, listed, redeemable, non-convertible debentures aggregating to INR1 billion (US$15.7m) on private placement basis. The said NCDs were subscribed by domestic as well as FII investors and were listed on the WDM segment of the BSE. Associate partner Girish Rawat led the transaction.

Dhir & Dhir Associates has also advised L&T Infrastructure Finance Company Ltd in respect of the financial assistance of INR1.18 billion (US$18.5m) for re-financing part of the existing loan availed by ReNew Wind Energy (Rajkot) Private Ltd for its 45 MW (30 x 1.5 MW) wind-based power project in Vaspeth, Sangli District, Maharashtra. Associate partner Girish Rawat also led the transaction.

Herbert Smith Freehills has advised RHB Investment Bank Berhad, Maybank Investment Bank Berhad and The Hongkong and Shanghai Banking Corp Ltd as joint global coordinators, joint book-runners and joint underwriters in respect of the IPO of Sunway Construction Group Berhad, an arm of the Sunway conglomerate, one of Malaysia’s largest business groups. The IPO raised MYR478.4 million (US$125m), making it the second largest IPO in Malaysia this year, with Sunway Construction listing on the Bursa Malaysia Securities Berhad on 28 July 2015. Sunway Construction is a major regional construction company completing transport infrastructure, civil engineering projects and public, commercial and residential buildings across Malaysia, India and the Caribbean. Partner Siddhartha Sivaramakrishnan led the transaction.

J Sagar Associates has advised BVI company Inclusive Ventures Ltd (IVL) in respect of its investment into Rural Shores Business Services Private Ltd (RSBS). IVL acquired 13.5 percent of RSBS’s share capital. RSBS provides business enablement and business process outsourcing services and presently employs more than 2,000 employees in BPO and KPO centres set up in various rural locations in India. Existing investors in RSBS include Housing Development and Finance Corp Ltd, Tata Consultancy Services Ltd, Lok Capital II LLC and Hober Mallow Trust. Partners Sajai Singh and Probir Roy Chowdhury led the transaction.

J Sagar Associates has also advised Mann & Hummel Filter Private Ltd (MHIN), an Indian company which is an affiliate of the Germany-based Mann & Hummel group of companies, in respect of its divestment through a sale of shares in MHB Filter India Private Ltd, a joint venture of MHIN with Robert Bosch Investment Nederland BV and Bosch Ltd. Consequent to the transaction, MHB Filter is now wholly-owned by the Bosch entities. MHB Filter manufactures and sells filters and filter elements in automotive and industrial applications in India. Partners Sajai Singh and Seema Sukumar led the transaction.

Kirkland & Ellis is advising Mr. Xin Jin, Mr. Rubin Li and Mr. Jinbo Yao, the founders of NYSE-listed Xueda Education Group, a leading national provider of personalized tutoring services for primary and secondary school students in China, in respect of its definitive agreement and plan of merger with Shenzhen-listed Xiamen Insight Investment Co Ltd, a joint stock company established under the laws of the PRC, pursuant to which Insight will acquire Xueda for US$2.75 in cash per ordinary share or US$5.50 in cash per American Depositary Share of Xueda. Hong Kong corporate partners David Zhang and Jesse Sheley, assisted by corporate partners Benjamin Su and Amie Tang, are leading the transaction which was announced on 27 July 2015.

Kirkland & Ellis has also represented The Carlyle Group in respect of the RMB530 million (US$85.35m) investment by its RMB fund Carlyle Beijing Partners Fund LP and affiliates in Beijing Ubox Technology & Trade Co Ltd, a leading vending machine operator in China. Hong Kong corporate partner Frank Sun, supported by Shanghai litigation partner Tiana Zhang, led the transaction which was announced on 30 July 2015.

Latham & Watkins has advised IDG Technology Venture Investments LP in respect of Nasdaq-listed Tarena International Inc’s investment from KKR. Tarena, a leading provider of professional education services in China, closed in mid-July the previously-announced agreements with global investment firm KKR and Tarena founder, chairman and CEO Mr. Shaoyun Han to purchase US$90.5 million of ordinary shares in Tarena from existing pre-IPO shareholders, which are funds managed by affiliates of Goldman Sachs and IDG Technology Venture Investments LLC. The transaction was structured as an exempt block trade, with KKR agreeing to purchase approximately 6.8 million ordinary shares representing approximately 13 percent stake in Tarena from the selling shareholders for US$70 million and Mr. Han agreed to purchase 2 million ordinary shares representing approximately 3.8 percent stake in Tarena from the selling shareholders for US$20.5 million in private transactions. Mr. Han funded the purchase through the issuance by an entity wholly-owned by Mr. Han of a convertible bond to KKR. Hong Kong counsel Guiping Lu led the transaction.

Latham & Watkins has also represented Adani Ports and Special Economic Zone Ltd (APSEZ) in respect of the offering of its US$650 million (US$469.3m) 3.5 percent senior notes due 2020. APSEZ is India’s largest private developer and operator of ports and related infrastructure. Singapore partners Rajiv Gupta and Timothy Hia, supported by partner William Lu in New York and partner Lene Malthasen in London, led the transaction.

Maples and Calder has acted as Cayman Islands counsel to CCBL (Cayman) Corp Ltd in respect of its issue of US$500 million 3.25 percent guaranteed senior notes due 2020. The notes, which are listed on the HKSE, are irrevocably guaranteed by CCB Leasing (International) Corp Ltd, which is under the management control of CCB Financial Leasing Corp Ltd (CCB Leasing). A wholly-owned subsidiary of China Construction Bank Corp, CCB Leasing is one of the leading financial leasing companies in the PRC. Partner Jenny Nip led the transaction whilst Linklaters acted as English counsel. Clifford Chance acted as the English counsel for the joint lead managers comprising of CCB International Capital Ltd, The Hongkong and Shanghai Banking Corp Ltd, Morgan Stanley & Co International plc, Standard Chartered Bank, Australia and New Zealand Banking Group Ltd, Citigroup Global Markets Ltd, DBS Bank Ltd and UBS AG Hong Kong Branch.

Maples and Calder has also acted as British Virgin Islands and Cayman Islands counsel to Rosy Capital Global Ltd in respect of its issue of CNY1.3 billion (US$209.35m) 5.25 percent guaranteed notes due 2018. The notes, which are listed on the HKSE, are unconditionally and irrevocably guaranteed by Beijing Capital Juda Ltd, which is under the management control of Beijing Capital Group Co Ltd, a leading conglomerate in the PRC primarily engaged in the businesses of water and environmental protection, infrastructure, real estate and financial services within the PRC. Partner Jenny Nip led the transaction whilst Linklaters acted as Hong Kong counsel to the issuer, the guarantor and Beijing Capital Group. Clifford Chance acted as Hong Kong counsel to the joint lead managers, which comprised of The Hongkong and Shanghai Banking Corp Ltd, DBS Bank Ltd, ABCI Capital Ltd, Bank of China (Hong Kong) Ltd and China Construction Bank Corp Singapore Branch.

Morrison & Foerster is representing Global Logistic Properties (GLP) in respect of the acquisition of a US$4.55 billion US logistics portfolio from Industrial Income Trust. The portfolio comprises 58 million square feet of state-of-the-art, in-fill logistics assets spread across 20 major markets. The largest markets include Los Angeles, Metro DC and Pennsylvania. GLP, the leading provider of modern logistics facilities in China, Japan and Brazil, intends to inject the portfolio into its fund management platform. A definitive agreement was entered into in July 2015 with GLP expecting to own 100 percent of the portfolio upon closing by 16 November 2015, and paring down its stake to 10 percent by April 2016. The transaction will enlarge GLP’s US footprint by 50 percent to 173 million square feet (16.1 million sq mts), with GLP becoming the second largest logistics property owner and operator in the US within a year of market entry. Subsequent to this transaction, GLP’s global portfolio will encompass more than 500 million square feet (47 million sq mts) and approximately US$33 billion of assets under management worldwide. Washington DC partner David Slotkin, Singapore partner Eric Piesner and New York partner Jeff Bell, supported by partners Michelle Jewett, Bernie Pistillo, Tom Fileti, Marc Young, Tom McGovern, Nicholas Spiliotes and Bill Tarantino, are leading the transaction.

Norton Rose Fulbright has acted for financial institution ME (formerly ME Bank) in respect of its biggest issue of residential mortgage-backed securities (RMBS) since the global financial crisis. ME recently launched SMHL Series Securitisation Fund 2015-1 and in the process raised A$1.5 billion (US$1.1b). The transaction structure provided for six classes of bonds with the two most senior tranches, Class A1 Bonds and Class A2 Bonds, to be listed on the Irish Stock Exchange. The deal comes at a time of heightened regulatory scrutiny in Australia of major financial institutions’ capital reserves being driven by the Australian Prudential Regulation Authority (APRA). Partner Scott Millar led the transaction supported by a team in Melbourne and Sydney including Adele Gray, Clare Samson, Claire Falkner, Vittoria Casamento and Aaron Mundy, David Shearer and Vishal Mawkin in London and David Johnson in Hong Kong.

Norton Rose Fulbright has also advised The Bank of New York Mellon as trustee in respect of Adani Ports and Special Economic Zone Ltd (APSEZ)’s US$650 million 3.5 percent senior unsecured offering. APSEZ is part of the Adani Group, an integrated infrastructure corporation. The issue was the Indian private ports operator’s inaugural bond offering. The bonds are listed and quoted on the official list of the SGX-ST. The five-year 144A and Regulation S bond offering was settled through the New York clearing system, the Depository Trust Company (DTC). Barclays Bank Plc, Citigroup Global Markets Inc, Emirates NBD PJSC, Merrill Lynch International and SBICap (Singapore) Ltd acted as joint book-runners and joint lead managers on the transaction. Singapore partner Vicky Münzer-Jones led the transaction.

Rajah & Tann is advising SAC Capital Private Ltd as the sponsor, issue manager, underwriter and placement agent in respect of the invitation and listing of CMC Infocomm Ltd on the Catalist Board of the SGX-ST. The company offered a total of 24 million shares under a public offer and a placement. The market capitalisation of the company immediately post-invitation will be S$38 million (US$27.4m). The CMC Infocomm Group is a regional integrated and innovative communications solutions and services provider with operations in Singapore, Thailand and the Philippines. With over 20 years of experience in the telecommunications industry, CMC Infocomm has completed numerous projects in Singapore, Thailand, the Philippines and Malaysia since 2011. Partner Danny Lim is leading the transaction.

Shardul Amarchand Mangaldas & Co has advised SAIF India V FII Holdings Ltd in respect of the preferential allotment of equity shares by KDDL Ltd to SAIF India. KDDL, which manufactures and services watches and watch components, has approved the issuance of approximately one million equity shares to SAIF India, registered as a foreign portfolio investor, on a preferential allotment basis, subject to shareholders’ approval. As a result of the preferential allotment, SAIF India will hold approximately 10 percent of the paid up equity share capital of KDDL. Partner Puja Sondhi led the transaction which is expected to close on August 2015 and is valued at approximately INR300 million (US$4.7m). Crawford Bayley & Co advised KDDL.

Shardul Amarchand Mangaldas & Co has also acted as Indian counsel to Newmont Mineral Holdings BV, the controlling shareholder of European Gold Refineries SA (EGR), in respect of the acquisition of 100 percent of EGR’s shareholding by Indian-listed Rajesh Exports Ltd (REL), through its indirect overseas subsidiary. EGR is the holding company of Valcambi SA, one of the leading precious metal refiners in the world. REL acquired the shares of EGR from Newmont, which holds approximately 60.64 percent of the shareholding of EGR, and from other minority shareholders. The deal closed on 27 July 2015 and was valued at up to US$400 million. Partner Akila Agrawal led the transaction whilst Vischer Ltd acted as Swiss counsel.

Shearman & Sterling has advised the lenders in respect of the engineering, procurement, construction, operation, development, financing and design of the 200 MW (260MWp) Saih al Dahal independent power generation plant in Dubai using solar photovoltaic (PV) technology. The PV plant, the first private sector solar project in Dubai, is based on the Independent Power Producer model, and is scheduled to be operational in the first half of 2017. A consortium consisting of Saudi Arabia’s energy developer ACWA Power and Spanish engineering and construction company TSK Electrónica y Electricidad SA, selected by the Dubai Electricity and Water Authority (DEWA), are international sponsors of the project. DEWA itself owns 51 percent of the project. The project lenders – Abu Dhabi’s First Gulf Bank and two Saudi Arabian banks, The Saudi National Commercial Bank and Samba Financial Group – have funded the project with loans structured on a limited recourse basis. Total project costs are in the region of US$350 million. Singapore Project Development & Finance partner Ben Shorten led the transaction.

Shearman Sterling is also acting as US counsel to the special committee of Momo Inc’s board of directors in respect of the review and evaluation of the previously announced preliminary non-binding “going private” proposal letter that the board of directors received on 23 June 2015. Nasdaq-listed Momo is a leading mobile social networking platform in China. Conyers Dill & Pearman is acting as Cayman Islands counsel.

Weerawong C&P has represented Ananda MF Asia Chitlom Co Ltd as the borrower in respect of the credit facilities with Kasikornbank Public Company Ltd in the acquisition of land and the construction of a condominium project in the heart of Bangkok. The financing is structured to ensure the equivalence of liabilities among the shareholders. The deal was valued at β1.19 billion (US$33.9m) and closed on 29 June 2015. This residential project is another joint venture between Ananda Development Public Company Ltd and Mitsui Fudosan Co Ltd, a major real estate developer in Japan. Partner Passawan Navanithikul led the transaction.

Weerawong C&P has also represented Bangkok Bank Public Company Ltd in respect of the β879 million (US$25m) loan agreement with Globex Corp Ltd for the financing of the subscription offering of shares in Precious Shipping Public Company Ltd, one of the biggest shipping companies in Thailand. The financing document is structured to address the risk associated with the non-requirement of certain security and the on lending to other shareholders for financing that subscription. The shares are listed in the Stock Exchange of Thailand. Partner Passawan Navanithikul also led the transaction.

Weil, Gotshal & Manges has advised Fortune 500 company HNA Group Co Ltd, a leader in global aviation and tourism, in respect of its CHF2.73 billion (US$2.8m) acquisition of Swissport, the world’s largest ground and cargo handling company, from PAI Partners. Under the terms of the transaction, Swissport will remain a stand-alone business within HNA Group, complementing HNA’s existing activities including aviation, airport management, logistics and tourism, and further expanding both companies’ global footprint. The transaction is subject to customary regulatory and anti-trust approvals by the relevant authorities. Headquartered in Hainan Province, China, HNA Group was founded in 1993 and has over the past two decades grown from a local aviation transportation operator to a multinational conglomerate encompassing aviation, airport management, financial services, real estate, retail, tourism and logistics. London corporate partner Peter King, assisted by Beijing corporate partner Li Li, led the transaction.

WongPartnership has acted for the lenders in respect of the grant of a S$200 million (US$144.4m) term loan facility to LMIRT Capital Pte Ltd, a wholly-owned subsidiary of Lippo Malls Indonesia Retail Trust. Partners Christy Lim and Tan Beng Lee led the transaction.

WongPartnership has also acted for DBS Bank Ltd, Deutsche Bank AG Singapore Branch, Standard Chartered Bank and Religare Capital Markets (Singapore) Pte Ltd as the joint lead managers in respect of the S$60 million (US$43.3m) 4.5 percent notes due 2018 issued by Religare Health Trust Trustee Manager Pte Ltd under its S$500 million (US$360.8m) multicurrency medium term note programme. Partners Hui Choon Yuen and Trevor Chuan led the transaction.

Deals – July 29, 2015

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Allen & Gledhill has advised East Coast (Cecil) Investment Pte Ltd in respect of its divestment of an office building located at 158 Cecil Street, Singapore by way of an asset sale to a Singapore private family wealth company. Partners Tan Boon Wah and Shalene Jin led the transaction which is valued at S$240 million (US$175.4m).

Allens has advised leading global satellite telecommunications service provider SpeedCast International Ltd in respect of its acquisition of the assets of NewSat from receivers McGrathNicol. Under the deal, SpeedCast purchased NewSat’s teleport and satellite services business. The transaction followed the appointment of receivers and managers to NewSat on 17 April 2015. Partners Gavin Smith and Victoria Holthouse led the transaction which required simultaneous settlement actions in Sydney, Hong Kong and Brisbane.

AZB & Partners is advising Fairfax India Holdings Corp in respect of FIH Mauritius Investments Ltd’s open offer, together with HWIC Asia Fund (Class A Shares) (PAC 1), I Investments Ltd (PAC 2) and FIH Private Investments Ltd (PAC 3), to IIFL Holdings Ltd shareholders to acquire up to 26 percent equity shares of IIFL Holdings. Partners Ashwin Ramanathan, Bhavi Sanghvi and Rushabh Maniar are leading the transaction which is valued at approximately INR16.2 billion (US$252.2m) and is yet to be completed.

AZB & Partners has also advised CLSA India Private Ltd and JP Morgan India Private Ltd as joint global coordinators and book-running lead managers in respect of The Phoenix Mills Ltd’s qualified institutions placement of equity shares. Partner Varoon Chandra led the transaction which was valued at approximately INR2.83 billion (US$44m) and was completed on 17 July 2015.

Cyril Amarchand Mangaldas has advised Oberoi Realty Ltd in respect of the allotment on a preferential basis of 11 million equity shares of INR10 (US$0.156) each of Oberoi Realty at INR295 (US$4.60) per equity share, including a premium of INR285 (US$4.44) per share, aggregating to approximately INR3.24 billion (US$50.46m) to Aranda Investments (Mauritius) Pte Ltd, a wholly-owned indirect subsidiary of Temasek Holdings (Private) Ltd. The allotment of equity shares was on 20 July 2015. Mumbai capital markets partner Yash Ashar led the transaction.

Cyril Amarchand Mangaldas is also advising Piramal Realty Private Ltd, the real estate development arm of the Piramal Group, and PRL Developers Private Ltd, an entity promoted by Piramal Realty, in respect of the private equity investment made by Foglight Investment Ltd, an entity of the Warburg Pincus Group, for a minority stake in PRL Developers. PRL Developers will initially focus on the development of real estate projects, both residential and commercial, in Mumbai. The deal is one of the largest investments in the real estate sector in India in recent times. Mumbai corporate partners Vandana Sekhri and Ravi Kumar are leading the transaction which was signed on 15 June 2015 and is expected to close on 31 July 2015.

Davis Polk has advised the joint global coordinators in respect of a US$300 million Regulation S-only credit enhanced bonds offering by Boom Up Investments Ltd, a wholly-owned subsidiary of China Minsheng Investment Corp Ltd. The bonds have the benefit of a keepwell deed provided by China Minsheng Investment and an irrevocable Standby Letter of Credit from China Construction Bank Corp Hong Kong Branch. China Minsheng Investment is a leading private investment company with the support of 59 well-known PRC private enterprises as shareholders. It operates primarily through its subsidiaries whose businesses include but not limited to financial investment, property investment, modern property management, new energy, general aviation and cross-border investment and financing. Partner Paul Chow led the transaction.

DLA Piper has represented Ping An of China in respect of the sale of its remaining shares in Yihaodian to Wal-Mart Stores Inc of the USA. Wal-Mart acquired the outstanding shares in Yihaodian, the fast-growing e-commerce business, taking full ownership, further to previously holding 51 percent of shares in the company. Wal-Mart plans to invest in accelerating its e-commerce capabilities and create a seamless experience across online, mobile and stores. Shanghai partners Kit Kwok and Roy Chan led the transaction. Morrison & Foerster represented Wal-Mart.

Herbert Smith Freehills has advised HORIBA Ltd, a leading Japanese global analytical and life sciences instrumentation company, in respect of its largest acquisition in the UK. HORIBA has acquired the entire business operations of MIRA Ltd, the UK-registered vehicle engineering consultancy and testing services provider. HORIBA’s acquisition of MIRA is designed to expand its vehicle development and testing business and contribute to its development of next-generation vehicles. Founded in 1945 and based in Kyoto, Japan, TSE-listed HORIBA is a leading supplier in automotive test systems including for engines, drivelines, brakes, emissions and wind tunnel balances. MIRA is a world-renowned independent vehicle engineering consultancy based in Nuneaton, near Birmingham, the heart of the UK’s historic car and motor racing engineering region. Corporate partners Graeme Preston in Tokyo and Gavin Davies in London led the transaction.

Herbert Smith Freehills has also advised Yahoo! JAPAN in respect of its joint venture with global travel search engine Skyscanner Ltd to expand both companies’ penetration of the lucrative Japanese travel search market. Skyscanner attracts over 40 million users every month and will share its search engine technology with Yahoo! JAPAN, in turn gaining access to Yahoo! JAPAN’s audience of currently over 80 million daily users, generating some 60 billion pages views per month. Tokyo partners Graeme Preston and Damien Roberts led the transaction.

J Sagar Associates has advised DBS Bank Ltd and Standard Chartered Bank as the joint lead managers in respect of Reliance Communications Ltd’s issuance of US$300 million 6.5 percent senior secured notes due 2020. Partners Dina Wadia and Uttara Kolhatkar led the transaction.

J Sagar Associates has also acted as sole Indian counsel to Export-Import Bank of India (EXIM) in respect of the ‘updation’ and ‘upsizing’ of EXIM’s US$10 billion medium term note programme. Barclays Bank PLC and Citigroup Global Markets Ltd were the dealers for the transaction. Partners Dina Wadia and Uttara Kolhatkar led the transaction whilst Allen & Overy was the sole international counsel.

Khaitan & Co has advised AA plc in respect of a joint venture with TVS Automobile Solutions Ltd for carrying on the business of 24×7 emergency roadside assistance services in India. The JV is being operated through TVS Auto Assist (India) Ltd, in which AA acquired 49 percent stake. AA is the UK’s leading provider of roadside assistance, with approximately 3,000 patrols attending to an average of around 10,000 vehicular breakdowns every day. Associate partner Surbhi Kejriwal led the transaction.

Khaitan & Co has also advised Meru Capital Group LP in respect of the subscription of convertible preference shares of Mswipe Technologies Private Ltd as part of a Series C round funding, with Ola Cabs and Falcon Edge Capital co-investing with Meru for a total of US$25 million. Meru Capital is a hedge fund sponsor and primarily provides its services to pooled investment vehicles. It invests in public equity, fixed income and alternative markets across the globe. Partner Joyjyoti Misra led the transaction.

Luthra and Luthra Law Offices has advised Manpasand Beverages Ltd in respect of its debut IPO of 12.5 million equity shares with face value of INR10 (US$0.156) each at INR320 (US$4.99), aggregating to approximately INR4 billion (US$62.5m). The IPO is one of the first by a beverages company in India in several years. SAIF Partners India IV Ltd and Aditya Birla Private Equity were existing private equity investors in the company. The merchant banks on the transaction were Kotak Mahindra Capital Company Ltd, IIFL Holdings Ltd and ICICI Securities Ltd. Partner Manan Lahoty led the transaction.

Majmudar & Partners has represented Hareon Solar Technology Company Ltd, one of China’s largest solar energy companies, in respect of a joint venture agreement with ReNew Power Ventures Private Ltd to develop a solar project of 72 MW capacity in the State of Andhra Pradesh, India. Headquartered in Jiangyin, Jiangsu Province, China, Hareon Solar is a solar pioneer and is one of the fastest growing and largest photovoltaic manufacturing companies in the world. Renew Power is one of India’s largest clean energy companies. Partner Rukshad Davar led the transaction.

Maples and Calder has acted as Cayman Islands counsel to Jupai Holdings Ltd in respect of its IPO of 5.3 million American depositary shares (ADSs), each representing six ordinary shares of Jupai, which closed on 21 July 2015. The ADSs were priced at US$10 each and the offering raised approximately US$53 million. The ADSs were listed on the NYSE. Jupai is a leading third-party wealth management service provider focusing on distributing wealth management products and providing quality product advisory services to high-net-worth individuals in China. Partner Greg Knowles led the transaction whilst Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Credit Suisse and China Renaissance, the joint underwriters for the IPO, were advised by O’Melveny & Myers.

Norton Rose Fulbright has advised BOCI Asia in respect of Sky Light Holdings Ltd’s HK$676 million (US$87.2m) global offering and IPO on the Main Board of the HKSE. BOCI Asia Ltd was sole sponsor, sole global coordinator, sole book-runner and sole lead manager. Sky Light is a leading global digital imaging device and solution provider for the action camera industry. It is the principal manufacturer of “GoPro”, a major camera brand. Hong Kong partners Psyche Tai and Winnie Chan led the transaction.

Norton Rose Fulbright has also advised DUET Group in respect of the European and US aspects of its acquisition of Energy Developments Ltd (EDL). DUET reported to the ASX on 20 July 2015 that it had entered into a scheme of implementation deed with Energy Developments, through which it would acquire 100 percent of EDL’s shares. Purchased through a scheme of arrangement, the acquisition was for A$8.00 (US$5.83) per share payable in cash. EDL, which operates in Australia, the US and the UK/Europe, has more than 900MW of installed generation capacity. Financial close is expected in October this year once shareholder, court and other necessary approvals were secured. To fund the deal, DUET launched a fully underwritten A$1.67 billion (US$1.22b) equity capital raising. Partner and Global Head of Energy Simon Currie, assisted by partners Wasim Khan and Catrina Smith in London, Head of Power and Alternative Energy Patrick Groomes in Washington DC and partner Dimitris Assimakis in Athens, led the transaction.

O’Melveny & Myers has acted as international counsel to Barclays, Citigroup and DBS Bank as the joint placement agents and underwriters in respect of SGX-listed real estate investment trust Frasers Commercial Trust’s placement of 96 million REIT units for proceeds of approximately S$142 million (US$103.8m). Singapore partner Andrew Hutton led the transaction.

Rajah & Tann is advising SGX-ST Catalist Board-listed QT Vascular Ltd in respect of its issue of US$13.14 million 8 percent convertible bonds due 2017/2018. The group is engaged in the design, assembly and distribution of advanced therapeutic solutions for the minimally invasive treatment of complex vascular diseases. Its products are marketed in the US, as well as in growing medical device markets, including Europe, PRC, Japan and other parts of Asia. Partners Danny Lim and Chia Lee Fong are leading the transaction which was announced on 24 July 2015 and is yet to be completed.

Shardul Amarchand Mangaldas & Co has advised Jupiter Wagons Ltd and Jupiter Alloys & Steel (India) Ltd in respect of the investment by Slovakian railway wagon manufacturer Tatravagonka AS into the Jupiter Group, manufacturer of railway wagons, railway crossings and railway switches. The Jupiter Group received the investment through primary infusion as well as secondary transfers from the existing promoters of the Jupiter Group. The investment will be carried out in multiple tranches, with the investor initially acquiring a significant minority stake and, subject to certain commercial milestones, eventually scaling up to 50 percent stake in the Jupiter Group. Partner Abhishek Guha led the transaction. Khaitan & Co Mumbai acted as Indian advisors to Tatravagonka AS.

Skadden is advising Nikkei Inc in respect of an agreement to buy the FT Group from Pearson PLC for £844 million (US$1.3b). Financial Times is one of the world’s leading news organisations and publishes titles including the FT newspaper, FT.com, How to Spend, The Banker and Investors Chronicle. Nikkei is the largest independent business media group in Asia. It acts as an operating holding company with its flagship newspaper Nikkei as a core. Group operations range from books and magazines to digital media, database services, broadcasting and other activities, such as economic/cultural events. Partners Mitsuhiro Kamiya in Tokyo and Scott Hopkins in London are leading the transaction. Freshfields advised Pearson.

Weerawong, Chinnavat & Peangpanor has represented Global Power Synergy Public Company Ltd (GPSC) in respect of its first solar power plant project in Ichinoseki, Japan. GPSC acquired from Conergy Asia a 99 percent stake in Ichinoseki Solar Power 1 GK, the project company holding the right to develop an 18 MW solar power plant in Japan. The capacity will be increased to 20 MW when operations are scheduled to commence in 2017. Partner Passawan Navanithikul led the transaction which is valued at US$9 million and closed in March 2015.

Weerawong, Chinnavat & Peangpanor has also represented Ananda MF Asia Bangna Co Ltd as the borrower in respect of credit facilities with Krung Thai Bank Public Company Ltd in the acquisition of 48 plots of land and the construction of a condominium project in Bangkok. The residential project is a joint investment between Ananda Development Public Company Ltd and Mitsui Fudosan Co Ltd, a major real estate developer in Japan. Ananda MF’s fast-growing residential projects are in close proximity to mass transit stations in Bangkok. The deal was valued at approximately β1.9 billion (US$51.64m) and structured to ensure the equivalence of liabilities among the shareholders. Partner Passawan Navanithikul also led the transaction.

WongPartnership has acted as Singapore counsel for Global Logistic Properties Ltd in respect of the establishment of its second China-focused US$7 billion fund to develop modern logistics facilities in the PRC. Partners Low Kah Keong and Charlotte Sin led the transaction.

WongPartnership has also acted for iX Biopharma Ltd in respect of its IPO of shares and listing on Catalist, the sponsor-supervised listing platform of the SGX. Partner Long Chee Shan led the transaction.