Allen & Gledhill has also advised IDF Investment Foundation in respect of its divestment of 63 units at The Montana, a residential development in Singapore, through the sale of 100 percent of the issued share capital of Coleridge Management Ltd, which owned the 63 units. The divestment was completed on 19 February 2013. Partner Penny Goh also led the transaction.

Appleby has acted as British Virgin Islands counsel for CNPC General Capital Ltd, a subsidiary of China National Petroleum Corporation, the largest integrated oil and gas company in the PRC, in respect of the issuance of its US$750 million 1.45 percent guaranteed senior notes due 2016, US$500 million 1.95 percent guaranteed senior notes due 2018 and US$750 million 3.4 percent guaranteed senior notes due 2023, in an aggregate principal amount of US$2 billion. This is CNPC’s biggest overseas bond to date. The net proceeds will be advanced by CNPC General Capital Ltd to a company controlled by CNPC outside the PRC and used for CNPC’s overseas operations. Partner Judy Lee led the transaction whilst Shearman & Sterling advised as to US and Hong Kong laws and Jun He Law Offices advised on PRC law. Davis Polk, led by partners Eugene C Gregor and John D Paton, advised the joint global coordinators (consisting of Citigroup Global Markets Inc and ICBC International Capital Ltd) and the initial purchasers (composed of Citigroup Global Markets Inc, ICBC International Securities Ltd, Barclays Bank PLC, BOCI Asia Ltd, Crédit Agricole Corporate and Investment Bank, Deutsche Bank AG Singapore Branch, The Hongkong and Shanghai Banking Corporation Ltd, JP Morgan Securities plc, Merrill Lynch International, Morgan Stanley & Co International plc, Standard Chartered Bank, CCB International Capital Ltd, ING Bank NV Singapore Branch and Mizuho Securities USA Inc). The joint global coordinators and the initial purchasers were advised by King & Wood Mallesons as to PRC law.

AZB & Partners has advised KKR AT Dutch BV and KKR AT Auxiliary Dutch BV, investment funds advised by and affiliated with Kohlberg Kravis Roberts & Company LP (KKR), in respect of the leveraged buy out acquisition by KKR of a controlling stake in Alliance Tire Group BV, a global tire manufacturer specializing in off highway tires, from a fund managed by Warburg Pincus and a small stake from the founders. The founders will continue to maintain an ownership stake and partner with KKR going forward. Alliance Tire Group has subsidiaries in countries such as Israel, India and USA. Upon completion of the transaction, KKR AT Dutch BV and KKR AT Auxiliary Dutch BV will together hold approximately 87 percent of the total equity shareholding in Alliance Tire Group. Partners Darshika Kothari and Nohid Nooreyezdan are led the transaction which is yet to be completed.

AZB & Partners has also advised Zephyr Peacock India III Fund and Zephyr Peacock India Fund III Ltd in respect of the acquisition of approximately 25 percent of Pennar Engineered Building Systems Ltd for approximately INR500 million (US$9.2m). Partner Abhijit Joshi led the transaction which was completed on 8 April 2013.

Baker & McKenzie has advised HKSE-listed Li Ning Company Ltd, one of the leading sports brands in the PRC, in respect of its open offer of convertible securities in the principal amount of approximately HK$1.85 billion (US$236.9m), which are convertible into shares in the capital of the company. The convertible securities were offered to Li Ning’s qualifying shareholders. The open offer was over-subscribed, as the company received applications which represent 3.54 times of the total amount of securities offered. Li Ning intends to use the proceeds raised to support its business development, including the transformation plan, and to optimise its capital structure. Partner Rossana Chu led the transaction.

Baker & McKenzie.Wong & Leow and Hadiputranto, Hadinoto & Partners, (Baker & McKenzie’s member firms in Singapore and Indonesia, respectively) have advised a consortium composed of PT Medco Power Indonesia, ITOCHU Corporation, Kyushu Electric Power Co Inc and Ormat International Inc in respect of the signing of an Energy Sales Contract (ESC) and Joint Operation Contract (JOC) for the 300 MW Sarulla Geothermal Power Project in North Sumatra, Indonesia. The ESC was signed between the consortium, Indonesian state-owned electricity utility PT Perusahaan Listrik Negara (Persero) and PT Pertamina Geothermal Energy (PGE), a subsidiary of PT Pertamina, providing for the long term sale of electricity to PLN, whilst the JOC was signed between the consortium and PGE. Luke Devine in Jakarta and Chew Chin in Singapore led the transaction.

Clifford Chance has advised Capital Dynamics in respect of its strategic cooperation agreement with China-based fund of funds manager Diligence Capital. The partnership will enable Capital Dynamics to join its long-standing global scope and infrastructure in private equity with Diligence Capital’s local knowledge and expertise so as to enhance both parties’ business in the Greater China region. Partners Matt Feldmann and Tie Cheng Yang led the transaction.

Clifford Chance has also advised Australia’s Toga Group in respect of a 50:50 joint venture in hotel management and ownership with Singapore’s Far East Orchard Ltd. The Toga Group develops hotels, residential apartments and mixed use projects, including retail and commercial, across Australia, New Zealand and Europe, largely under the Adina, Vibe and Travelodge brands. Far East Orchard is a member of Far East Organization, Singapore’s largest private property developer. The new JV will be a fully aligned and integrated hotel ownership and management platform that will leverage the combined capabilities of Toga and Far East Orchard in development, construction and hotel management. The JV will initially operate more than 6,800 apartments and hotel rooms in over 50 properties across Australia, New Zealand, Germany and Denmark. Under the terms of the JV, Far East Orchard has agreed to inject into the JV A$250 million (US$256.42m), which has been earmarked for growth ambitions. Partner Lance Sacks led the transaction with assistance from partner Raymond Tong on Singapore regulatory issues.

Davis Polk has advised the joint lead managers (consisting of Barclays Bank PLC, CITIC Securities Corporate Finance (HK) Ltd, The Hongkong and Shanghai Banking Corporation Ltd, Morgan Stanley & Co International plc, UBS AG Hong Kong Branch and Industrial and Commercial Bank of China (Asia) Ltd) in respect of a Regulation S offering by Asia Standard International Group Ltd of CNY500 million (US$80.87m) 6.5 percent senior notes due 2018 under its US$1 billion Medium Term Note Programme. The firm also advised Morgan Stanley as arranger and Morgan Stanley and UBS as initial dealers in respect of the establishment by Asia Standard of the MTN Programme. Partners William F Barron, Paul Chow and John D Paton led the transaction. Asia Standard was advised by Stephenson Harwood as to English and Hong Kong law, Appleby as to Bermudan law, Fangda Partners as to PRC law, Rato, Ling, Vong, Lei & Cortés as to Macau law and Boughton Law Corporation as to Canadian law.

Davis Polk has also advised the initial purchasers (consisting of Citigroup Global Markets Ltd, Standard Chartered Bank, Deutsche Bank AG Singapore Branch, The Hongkong and Shanghai Banking Corporation Ltd and The Royal Bank of Scotland plc) in respect of a US$275 million Regulation S offering by CIFI Holdings (Group) Co Ltd of its 12.25 percent senior notes due 2018. Established in 2000 and headquartered in Shanghai, CIFI Holdings is engaged in property development, property investment and property management business in China. Partner William F Barron and John D Paton led the transaction whilst Jingtian & Gongcheng advised as to PRC law. CIFI Holdings was advised by Sidley Austin as to US and Hong Kong law, Commerce & Finance Law Offices as to PRC law and Maples and Calder as to Cayman Islands and BVI law.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie’s member firm in Indonesia, has represented UBS AG Singapore Branch, Morgan Stanley & Co International plc and CIMB Bank (L) Ltd as the lead underwriters in respect of a secondary offering of 40 percent shares in PT Matahari Department Store Tbk by CVC Capital Partners. The IDR14 trillion (US$1.44b) deal is one of the biggest secondary offerings in Indonesia to date. Partners Sri Indrastuti Hadiputranto and Indah N Respati led the transaction.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie’s member firm in Indonesia, has also represented PT Medco Power subsidiary PT Medco Cahaya Geothermal as the sponsor in respect of the development of the US$400 million 2x55MW geothermal power plant in the East Java Province of Indonesia. The sponsor entered into a Power Purchase Agreement for the development with Indonesian state-owned electricity utility PT Perusahaan Listrik Negara (Persero). Luke Devine drove the transaction.

Han Kun has represented Everbright Healthcare Investment Management Company, a wholly-owned subsidiary of China Everbright Ltd (Everbright Group) focusing on the management of private equity fund, in respect of the fundraising of its RMB Healthcare Investment Fund I. Everbright RMB Healthcare Investment Fund is a private RMB fund founded and formed by Everbright Group in mainland China, which will focus its investment on medical care and healthcare.

Han Kun has also represented Tencent Computer System Ltd, one of the largest comprehensive internet service providers in China, in respect of its investment in Sequoia RMB Fund III, a big RMB fund which is initiated and formed by Sequoia Capital.

Herbert Smith Freehills has acted as international counsel to Australia and New Zealand Banking Group Ltd, DBS Bank Ltd, The Royal Bank of Scotland plc and Standard Chartered Bank as joint lead managers in respect of the issuance of S$250 million (US$201.35m) 4.25 percent notes due 2016 by Tata Communications (Netherlands) BV which were guaranteed by leading global communications provider Tata Communications Ltd. This transaction marked the first note issued by a non-bank Indian corporate in the Singapore dollar-denominated capital markets this year. It was also the first time that an unrated India corporate has been able to raise funds in the international capital markets. Partner Philip Lee led the transaction.

HSA Advocates has advised Transaction Solutions International (India) Private Ltd (TSI India) and the promoter group, Transaction Solutions International Group of Companies (TSI Group), in respect of a definitive investment agreement for the acquisition of majority equity stake in TSI India by CX Partners LLP and CX Capital Management Ltd (acting on behalf of Urania Private Ltd Mauritius and AAJV Investment Trust India). TSI India, a subsidiary of Australia and UK-based TSI Group, is engaged in providing automated teller machines (ATM) related management services, providing payment solutions and other related customer services in India. Partners Aparajit Bhattacharya and Harvinder Singh spearheaded the transaction. CX Partners was advised by Wadia Ghandy, led by partner Ankit Majmudar.

J Sagar Associates has acted as the sole legal counsel for Dredging Corporation of India Ltd in respect of the public issue of tax-free bonds of face value of INR1,000 (US$18.42) each in the nature of secured, redeemable, non-convertible debentures having tax benefits under section 10 (15) (iv) (h) of the Income Tax Act, 1961, with the issue size aggregating up to INR5 billion (US$92.1m) in the fiscal year 2013. The lead managers to the issue were SBI Capital Markets Ltd and AK Capital Services Ltd. Partner Dina Wadia led the transaction.

J Sagar Associates has also advised Michael S Dell and Silverlake Group LLC in respect of its merger filing before the Competition Commission of India (CCI) with respect to the global acquisition/take private of Dell Inc by Michael S Dell and Silverlake Group. Dell is the founder of Dell Inc whilst Silverlake Group is a US-based private equity firm. The CCI granted unconditional approval for the proposed transaction on 16 April 2013. Partners Farhad Sorabjee and Amitabh Kumar led the transaction. Rahmat Lim & Partners, led by partner Chia Chee Hoong, is advising Silver Lake Partners in respect of the Malaysian aspect of the proposed privatisation of Dell Inc.

K Law has advised Neev Information Technologies Private Ltd (NIT), its promoters and the existing investors Basil Partners in respect of NIT’s acquisition by the Publicis Groupe, a French company engaged in advertising and communications. NIT is a technology services provider engaged in e-commerce, SaaS (Software as a Service) and cloud applications across web, social media and mobile space. Post the acquisition, NIT will be integrated with technology company Razorfish which is part of the Publicis Groupe. Partner Shwetambari Rao led the transaction. Publicis was represented by Trilegal and the deal was driven by partner Ashwyn Misra.

Khaitan & Co has advised SunCoke Energy Inc in respect of the business transfer by way of a slump sale of the entire coke-making division of VISA Steel Ltd to its subsidiary VISA Coke Ltd, following which SunCoke acquired a 49 percent stake in VISA Coke Ltd from the VISA group for US$67 million. SunCoke is a subsidiary of SunCoke Energy Inc which is the largest independent producer of high-quality metallurgical coke in the Americas and has over 45 years of experience in the business. Partners Haigreve Khaitan, Upendra Joshi and Joy Jacob led the transaction which closed on 18 March 2013. Amarchand & Mangaldas & Suresh A Shroff Co, led by partners Puja Sondhi and Shweta Shroff Chopra, advised VISA Steel and VISA Coke.

Khaitan & Co has also advised Titan International Inc in respect of obtaining post facto approval of the Competition Commission of India (CCI) in the acquisition of the entire share capital of United Kingdom based Titan Europe PLC, because of which Titan International also acquired the 35.91 percent equity that Titan Europe held in Wheels India Ltd, a listed company in India. US-based Titan International designs, tests and manufactures wheels and tyres and combines these wheels and tyres into assemblies for use in the agricultural, earthmoving/construction and consumer markets. Avaantika Kakkar piloted the transaction.

Latham & Watkins has advised Singapore-based Asian Food Channel, a 24-hour TV network which is the region’s leading food-focused pay television network, in respect of its acquisition by NYSE-listed Scripps Networks Interactive Inc, a developer of lifestyle-oriented content for television and the Internet. Partners Adel Aslani-Far and Sin Chei Liang led the transaction.

Morrison & Foerster has advised BOCI Asia Ltd and HSBC as joint global coordinators and UBS AG and BNP Paribas as joint lead managers and joint book-runners in respect of Golden Wheel Tiandi’s RMB600 million (US$97m) 11.25 percent three-year senior notes offering. This is the first RMB high yield bond offering in Hong Kong by a PRC property developer as a debut issuer this year. Partners Melody’s He-Chen and Ven Tan led the transaction.

Paul Hastings has represented HKSE-listed Future Land Development Holdings Ltd, a leading Chinese property developer focused on developing quality residential and mixed-use projects, in respect of a CNH high yield bond offering of RMB1.5 billion (US$242.73m) senior notes due 2016. Bank of America Merrill Lynch and Deutsche Bank were the joint global coordinators. Bank of America Merrill Lynch, BOC International, CITIC Securities International, Deutsche Bank and Haitong International were the joint book-runners and joint lead managers. Future Land intends to use the net proceeds of the notes to repay certain existing loans, fund the acquisition of land for residential and commercial property development, and for general corporate purposes. Partners Raymond Li, Vivian Lam and David Grimm led the transaction.

Rahmat Lim & Partners and Allen & Gledhill have jointly advised Standard Chartered Private Equity Ltd in respect of its disposal of approximately 98 million shares representing approximately 22.28 percent equity interest in Shangri-La Hotels (Malaysia) Berhad to Kuok Brothers Sdn Berhad. The total consideration is approximately MYR328.4 million (US$107.7m). Partners Moy Pui Yee of Rahmat Lim & Partners and Christian Chin of Allen & Gledhill led the transaction.

Watson, Farley & Williams’ Singapore office, in conjunction with Asia Practice, has advised the Reignwood Group in respect of the acquisition of the entire share and loan capital of Sardinia Properties Pte Ltd, the developer of a high-end luxurious property known as the “Hamilton Scotts” located in Singapore. The vendors are a conglomerate of institutional investors led by the KOP Group, a renowned property developer of luxurious property developments all over the world. The Reignwood Group, founded by Dr Chanchai Ruayrungruang, is a multinational enterprise with investments in key industries including modern services, consumer goods, green industries, health and wellness, financial services, real estate, aviation, energy and mining. The Reignwood Group today has branch offices in Singapore, Thailand, Canada, United States, United Kingdom, Germany and Switzerland. Partner Ivan Chia led the transaction.

Weerawong, Chinnavat & Peangpanor has represented Bangkok Mass Transit System Plc (BTSC), the concessionaire that operates the sky train system in Bangkok, and its parent company BTS Group Holdings Plc (BTSG) in respect of the establishment and IPO of the investment units of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF) in Thailand and internationally. With an offering size of US$2.1 billion, BTSGIF is Thailand’s biggest IPO ever and is the third largest IPO globally in 2013. BTSGIF units commenced trading on the Stock Exchange of Thailand on 19 April 2013. The underlying assets transferred by BTSC to BTSGIF are net farebox revenue for the remaining period of 17 years of the Concession Agreement granted by the Bangkok Metropolitan Administration. BTSG has provided BTSGIF a support and guarantee of the performance of BTSC and also subscribed for one-third of the units. BBL Asset Management is the management company for BTSGIF while Phatra Securities acted as the sole domestic book-runner and Morgan Stanley & Co International and UBS AG (Hong Kong Branch) were joint international book-runners. Partner Peangpanor Boonklum led the transaction.

WongPartnership is acting for Modern Hotel Management Co Ltd in respect of the sale of Beijing Wanguocheng Hotel Operation & Management Co Ltd and Prosperity Hotel Investment Holdings Ltd to Shun Tak Holdings Ltd’s wholly-owned subsidiary Sonic City Ltd for RMB1.29 billion (US$208.7m). Partner Miao Miao led the transaction.

WongPartnership is also acting for Ascendas Hospitality Fund Management Pte Ltd, in its capacity as manager of Ascendas Hospitality Real Estate Investment Trust (A-HREIT), in respect of the acquisition by The Trust Company (Asia) Ltd, as trustee of A-HREIT (REIT Trustee) of Park Hotel Clarke Quay, Singapore for a consideration of S$300 million (US$241.6m). The hotel will continue to be operated by the Park Hotel Group and, in this regard, the REIT Trustee has entered into a conditional master lease agreement with Park Hotel CQ Pte Ltd pursuant to which the hotel shall be leased to Park Hotel for an initial term of 10 years with an option to extend for a further term of five years upon parties’ mutual consent. Partner Monica Yip led the transaction.

Allen & Gledhill has also advised Parkway Pantai Ltd in respect of a facility agreement with DBS Bank Ltd, Malayan Banking Berhad Singapore Branch, Oversea-Chinese Banking Corporation Ltd, Standard Chartered Bank and United Overseas Bank Ltd, as mandated lead arrangers, for term and revolving loan facilities in aggregate amounts of S$500 million (US$404.56m) and S$250 million (US$202.28m), respectively. Partner Julie Sim led the transaction.

Allen & Overy has advised JP Morgan and SBI Capital UK as joint lead managers in respect of the issuance of US$647 million 4.969 percent Regulation S bonds by AE-Rotor Holding BV, the wholly-owned Dutch subsidiary of Suzlon Energy Ltd, the world’s fifth largest wind turbine supplier. These bonds, which are considered to be the first ever credit-enhanced dollar bonds from India, are backed by an unconditional and irrevocable standby letter of credit issued by State Bank of India. Sulzon is currently undergoing a restructuring of its indebtedness and has been accepted into the corporate debt restructuring mechanism in India. The bond offering was part of the agreement under which Sulzon was required to refinance part of its non-rupee denominated indebtedness. Partner James Grandolfo led the transaction.

Amarchand & Mangaldas & Suresh A Shroff Co has advised OCP Asia Ltd and Network18 Holdings Ltd in respect of their investment in TV18 HSN Holdings Ltd. The transaction involved pre-IPO investment by OCP and Network18 in TV18, which is incorporated under the laws of Cyprus. TV18 is promoted by Network18 and operates, directly or through subsidiaries, one or more digital commerce platforms in India. As part of the said pre-IPO Investment, OCP has invested US$15 million in TV18. Simultaneously with OCP, Network18 has also invested a similar amount in the company. Partners Ravindra Bandhakavi and Prashant Gupta led the transaction which closed on 11 April 2013. White & Case also advised OCP.

Amarchand & Mangaldas & Suresh A Shroff Co has also advised in respect of the sale of the 50 percent stake held by Educomp Solutions Ltd in Educomp Higher Initiatives Pte Ltd (EHIPL) to Pearson (Singapore) Pte Ltd and Pearson Overseas Holding Ltd (Pearson). EHIPL is a company organised under the laws of Singapore as a 50:50 joint venture between Educomp and Pearson. Partners Kalpataru Tripathy and Ranjan Negi led the transaction which closed on 9 April 2013. Tan Kok Quan Partnership acted as Educomp’s Singapore counsel. Freshfields Bruckhaus Deringer acted as Pearson’s Singapore and UK legal counsel whilst Platinum Partners acted as Indian legal counsel.

AZB & Partners has advised ICICI Bank Ltd and 19 other lenders of the consortium in respect of Essar Oil Ltd’s exit from the loan restructuring package sanctioned by the corporate debt restructuring (CDR) forum in December 2004 to help cover the construction of its Vadinar refinery in Gujarat. The earlier CDR loan documents had been replaced with new loans documents for approximately INR91 billion (US$1.67b). Partner Ashwin Ramanathan led the transaction which was completed on 31 March 2013.

AZB & Partners has also acted as Indian counsel for Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities LLC as underwriters in respect of the offer for sale of approximately 14.5 million American Depository Shares of WNS Holdings Ltd by Warburg Pincus for approximately INR9.5 billion (US$176m). Partner Varoon Chandra led the transaction which was completed on 15 February 2013.

Baker & McKenzie has acted for Garden City Plastics in respect of its acquisition of The Décor Corporation which is recognised as one of the leading plastic home-ware manufacturers and suppliers in Australia and New Zealand. As the largest manufacturer and supplier of plastic pots and accessories to the horticultural market in Australia, Garden City Plastics’ acquisition of The Décor Corporation is expected to create a stronger and more diversified plastics manufacturing business offering a wide range of quality products to the market. Following the completion, the Décor Corporation will continue to operate under the well-known Décor name and brand. Partner Richard Lustig led the transaction which was completed on 3 April 2013. Flagstaff Partners and Allens Linklaters acted for the vendor.

Baker & McKenzie has also advised ORIX Corporation in respect of its purchase of a 96.09 percent equity stake in leading Japanese glass fibre manufacturer, Asahi Fiber Glass Co Ltd (Asahi Fiber Glass), from WP1 Investment Ltd Partnership and the Development Bank of Japan Inc. Asahi Fiber Glass holds a 40 percent share in the Japanese market of glass wool, thermal and sound insulation materials for buildings. With this acquisition by ORIX, Asahi Fiber Glass is expected to accelerate operations overseas through ORIX’s global corporate network. Naoaki Eguchi led the transaction.

Clifford Chance has advised MGPA, on behalf of MGPA Asien Spezialfonds, which targets German-speaking institutional investors, in respect of two property investments in Japan. The investments comprise the acquisition of two Tokyo office buildings, South Shin Otsuka building in Otsuka and Shinjuku TX building in Shinjuku. These transactions are MGPA Asien Spezialfonds’ first investments in Japan, with both transactions closing last March. The fund is launched on the administration platform of the German investment company Universal-Investment. MGPA is a private equity real estate investment company focused on investments in Asia Pacific and Europe, with approximately US$12 billion in assets under management. Universal-Investment is the investment company for MGPA Asien Spezialfonds. Partners Eiichi Kanda, Leng-Fong Lai, Marco Simonis and Sven Zeller led the transaction.

Clifford Chance has also advised a consortium of 11 financial institutions, including Agricultural Bank of China Ltd Hong Kong Branch, Bank of China (Hong Kong) Ltd, Bank of Communications Co Ltd Hong Kong Branch, The Bank of East Asia Ltd, CCB International Securities Ltd, Citibank NA, Deutsche Bank AG, The Hongkong and Shanghai Banking Corporation Ltd, Industrial and Commercial Bank of China (Asia) Ltd, JP Morgan and Standard Chartered Bank (Hong Kong) Ltd, in respect of their respective investment as founding shareholders of OTC Clearing Hong Kong Ltd (OTC Clear), a clearing house established by the Hong Kong Exchanges and Clearing Ltd (HKEX) to provide clearing services for over-the-counter (OTC) derivatives. The consortium will hold in aggregate 25 percent of the total issued share capital of OTC Clear, with HKEX holding the remaining 75 percent of share capital and 100 percent of the voting shares. Partner Neeraj Budhwani led the transaction.

Freshfields Bruckhaus Deringer has advised International Islamic Liquidity Management Corporation (IILM) in respect of the establishment of its inaugural US$2 billion short-term sukūk programme. The global programme is a landmark development for the Islamic finance industry, with the programme being set up to create a global cross-border market for Islamic financial instruments and to strengthen the liquidity management of institutions that offer Islamic financial services. The programme will be backed by sovereign, sovereign-linked and supranational sukūk assets and issue short-term Shari’ah-compliant certificates. The first issuance of sukūk under the programme is expected to take place in the second quarter of 2013. Partner Andrew Heathcote led the transaction.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie International’s member firm in Indonesia, has represented PT BerlianLaju Tanker, the world’s third-largest chemical shipper, in respect of a debt restructuring process covering some US$2 billion in debt and involving Court applications in Indonesia, Singapore and the USA. It was one of the biggest and the longest restructurings through suspension of payment process under an Indonesian commercial court. This is also the first restructuring whereby the supervisory judge exercised Article 152 of Law No. 37 of 2004 on Bankruptcy and Suspension of Payment whereby the voting on the restructuring plan is made twice. Partner Timur Sukirno led the transaction.

Herbert Smith Freehills has acted as international counsel to Citigroup Global Markets Ltd and Standard Chartered Bank as joint lead managers and book-runners, and to BT Bahana Securities as co-manager in respect of PT Bank Rakyat Indonesia (Persero) Tbk’s (BRI) US$500 million 2.95 percent notes due 2018 which was listed on the SGX. BRI is Indonesia’s oldest commercial bank which also has the largest branch services network in Indonesia. The notes mark BRI’s first offering of US$ denominated senior debt in the international debt capital markets. Partner Philip Lee led the transaction whilst partner Alexander Aitken advised the Bank of New York Mellon as trustee and in various agency capacities. Herbert Smith Freehills’ affiliate firm Hisware Bunjamin &Tandjung advised the joint lead managers and the co-manager as to matters of Indonesia law.

Hogan Lovells has advised the Republic of Ecuador in respect of the negotiation of a US$313 million financing protocol that was executed on 10 April 2013 by the Export-Import Bank of China (Chexim) and the Ministry of Finance of Ecuador. Under the protocol, Chexim will extend a loan to be used for the construction of the 270 MW Minas-San Francisco hydroelectric generation project in Ecuador by contractor Harbin Electric International with an approximate cost of US$470 million. Partner Miguel Zaldivar, with partners Jun Wei and Roy Zou, spearheaded the transaction.

Khaitan & Co has advised Convonix Systems Private Ltd in respect of the sale of majority stake to Publicis Groupe Holdings BV France. Convonix is a leading company engaged in search engine optimisation, search engine marketing, media strategy and optimisation, online reputation management, web analytics, online brand management and monitoring, social media marketing, usability and web development, training in these areas and other activities in digital media. Partner Bhavik Narsana drove the transaction.

Khaitan & Co has also advised the Department of Disinvestment, Ministry of Finance in respect of the offer for sale of 12,88,61,925 equity shares, with an option to sell an additional up to 12,88,61,925 equity shares, collectively aggregating approximately 10 percent of the paid up equity share capital of National Aluminium Company Ltd (Nalco) through the stock exchange. The Government was able to mobilise INR658.53 crores (US$ 121.3m) through disinvestment of about 6.09 percent of the total paid up capital of Nalco in the offer for sale. Incorporated in 1981 as a public sector enterprise of the Government of India, Nalco is Asia’s largest integrated aluminium complex. Partners Sharad Vaid and Nikhilesh Panchal led the transaction.

K&L Gates has acted for Hong Kong-based investment firm ADM Capital in respect of its US$50 million investment, through its subsidiary Twenty Two Dragons, in a subsidiary of Chengdu Tianqi Industry Group Co (Tianqi), a Chinese lithium products manufacturer. ADM Capital is an investment manager that looks to achieve long term capital appreciation by investing in opportunities across Asia and Central and Eastern Europe. The Twenty Two Dragons investment was the mezzanine part of a financing package to fund Tianqi’s acquisition of Australian lithium mining company Talison Lithium. In addition to Twenty Two Dragon’s investment, Tianqi received a commitment for long-term equity financing from Leader Investment Corporation, a subsidiary of Chinese sovereign wealth fund China Investment Corporation, and loan commitments from Credit Suisse and Industrial and Commercial Bank of China. Partner Richard Winter led the transaction along with partner Rowan McDonald.

Majmudar & Partners has acted as Indian counsel to India International Bank Malaysia Berhad (IIBM), a joint venture of Bank of Baroda, Indian Overseas Bank and Andhra Bank, in respect of a RM9 million (US$2.96m) facility to SM Pharmaceuticals SDN BHD Malaysia. Prashanth Sabeshan led the transaction. Zul Rafique & Partners Malaysia acted as Malaysia counsel to the lender.

Maples and Calder has acted as Cayman Islands and British Virgin Islands legal counsel to CIFI Holdings (Group) Co Ltd in respect of its issue of US$275 million 12.25 percent bonds due 2018. The notes are senior obligations of the issuer and are guaranteed by certain existing subsidiaries. CIFI is an investment holding company engaged in the investment, development and sale of properties in the PRC. Partner Christine Chang led the transaction whilst Sidley Austin acted as Hong Kong and US counsel. Davis Polk & Wardwell acted as Hong Kong and US counsel to joint lead managers composed of Citigroup Global Markets Ltd, Standard Chartered Bank, Deutsche Bank AG Singapore Branch, The Hongkong and Shanghai Banking Corporation Ltd and The Royal Bank of Scotland plc. Mayer Brown JSM acted for the trustee, Citicorp International Ltd.

Maples and Calder has also acted as Cayman Islands legal counsel to Alpha Investment Partners Ltd in respect of its acquisition of 80 percent issued share capital of Sparkle Bright Holdings Ltd through an SPV, Equity Rainbow II Pte, from MSR Asia Acquisitions XII Inc. Sparkle Bright indirectly owns a wholly-owned foreign enterprise which holds Lifehub@ Jinqiao, a retail and office mixed-used development in Pudong District, Shanghai. Alpha is the property fund management arm of Keppel Land Ltd, a leading property developer based in Singapore. Partner Jenny Nip led the transaction. Paul Hastings acted as Hong Kong counsel to Sparkle Bright Holdings Ltd whilst MSR Asia Acquisitions XII Inc was represented by Mayer Brown JSM.

Minter Ellison has advised Sydney-based private equity firm Anchorage Capital Partners in respect of the closing of its Anchorage Capital Partners Fund II. Significant interest from both existing and new investors meant that Fund II was oversubscribed and capped at A$250 million (US$257m). More than 50 percent of Fund II commitments were sourced from Australian institutions. Offshore Ltd Partners, comprising a select group of institutional investors from Asia, Europe and the US, provided the balance of the commitments. Partner Nathan Cahill led the transaction. Ernst & Young were tax advisers to Fund II and MVision were placement agents for Anchorage. Various onshore and offshore firms acted for the investors.

Paul Hastings has represented Haitong International Securities Group Ltd, a subsidiary of Haitong Securities Co Ltd which is the second largest securities firm in China by total assets, in respect of its HK$1.17 billion (US$150.7m) rights issue. One rights share for every two existing shares was offered at HK$2.55 (US$0.3285) per rights share. Haitong International Holdings Ltd and The Hongkong and Shanghai Banking Corporation Ltd (HSBC) acted as the joint underwriters whilst Haitong International Securities Company Ltd and HSBC acted as the joint global coordinators and joint book-runners. Partners Raymond Li and Catherine Tsang led the transaction.

Rajah & Tann has acted as Singapore counsel to SGX-ST listed China Animal Healthcare Ltd in respect of its S$120 million (US$97m) placement of shares and warrants to Lilly Nederland Holding BV as part of its financing for a possible delisting from the SGX-ST. Partners Chia Kim Huat and Danny Lim led the transaction which was announced on 10 April 2013 and is yet to be completed, pending satisfaction of conditions precedent. Freshfields acted as Hong Kong counsel to China Animal Healthcare. Baker & McKenzie Hong Kong acted for Lilly Nederland Holding BV.

Rajah & Tann has also advised Singapore Food Industries Pte Ltd (a subsidiary of SATS Ltd) and Delaware North Companies Pty Ltd (Australian arm of the Delaware North Companies group), which formed a joint venture company called Sports Catering Services Pte Ltd, in respect of entering into a 21-year contract with Singapore Sports Hub to operate premium restaurants, F&B outlets and a central kitchen at the upcoming integrated multi-purpose stadium and aquatic arena at Kallang. Singapore Sports Hub is Singapore’s largest flagship public-private partnership project and the largest sports facility infrastructure PPP project in the world. The deal involved Singapore Sports Council, its lenders and six other sub-contractors. The expected revenue over the life of the contract is over S$1 billion (US$809m), with the joint venture raking in an estimated S$50 million (US$40.45m) per year once it reaches its steady state of operations. Partners Lim Wee Hann and Terence Quek led the transaction which was announced on 13 March 2013. ATMD Bird & Bird acted for Sportshub Pte Ltd.

Shook Lin & Bok has acted for Roxy-Pacific Holdings Ltd in respect of the establishment of its S$200 million (US$162m) multicurrency medium term note programme. Partner Marilyn See led the transaction.

Slaughter and May is advising HKSE-listed Hengli Commercial Properties (Group) Ltd (Hengli) in respect of the disposal of a significant part of its interests in its subsidiaries to its controlling shareholder, Chen Chang Wei, for approximately HK$1.3 billion (US$168m). The disposal constitutes a very substantial disposal and a connected transaction for Hengli under the Hong Kong Listing Rules. Completion of the disposal is a condition to the sale by Chen of a 65 percent interest in Hengli to Dalian Wanda Commercial Properties Co Ltd. (Wanda). The sale, if completed, will trigger an obligation on the part of Wanda to make a mandatory unconditional general offer for all other shares in Hengli. The firm’s Hong Kong office is also advising Hengli on the possible mandatory unconditional general offer. Partner Lisa Chung is leading the transaction.

Stamford Law has acted for the insurers in respect of successfully striking out a claim against a professional engineer before the Singapore High Court in a negligence claim arising from the puncture of sewer lines under a construction site of a hotel. The case is a test case from a regulatory and industry perspective as, for the first time, the issue is placed before the Court as to who bears the responsibility of applying for the sewer line plans prior to the beginning of piling and construction works. The claim was struck out without the need to go through the lengthy process of discovery and adjudication in a construction dispute. Daniel Chia and Loh Jien Li acted on the matter.

WongPartnership has acted for Keppel GMTN Pte Ltd in respect of the establishment of a US$2 billion euro MTN Programme guaranteed by Keppel Corporation Ltd and in Keppel GMTN’s issuance of US$200 million floating rate notes due 2020 pursuant to its MTN Programme. Partners Hui Choon Yuen and Khoo Yuh Huey led the transaction.

WongPartnership is also acting for Changi Airport Group (Singapore) Pte Ltd in respect of the development of Terminal 4 at the Singapore Changi Airport on the site of the former Budget Terminal, commencing from the review of the initial consultancy agreement for issuance to design consultancies. Other contracts being drafted and/or are under review include design and build agreements, contracts for works and services, maintenance and systems. Partners Christopher Chuah and Lesley Tan are acting on the matter.

Allen & Gledhill has also advised MYK Holdings Pte Ltd in respect of the voluntary unconditional cash offer made by DBS Bank Ltd, for and on behalf of MYK, for all the shares in SC Global Developments Ltd. The transaction is valued at S$746 million (US$602m). Partners Andrew M Lim, Hilary Low, Lim Wei Ting and Lauren Chung drove the transaction.

Amarchand & Mangaldas & Suresh A Shroff Co has acted as the Indian legal counsel to the brokers, composed of Axis Capital Ltd, Deutsche Equities India Private Ltd, HSBC Securities and Capital Markets India Ltd, JP Morgan India Private Ltd, Kotak Securities Ltd and SBICAP Securities Ltd, in respect of the Government of India’s offer for sale of 5.82 percent stake of Steel Authority of India Ltd through the Bombay and the National Stock Exchanges in India. The sale, valued at INR15.161 billion (US$278m), was carried out on March 22 2013. Partner Prashant Gupta led the transaction whilst Cleary Gottlieb Steen & Hamilton acted as the international legal counsel. Crawford Bayley & Co and Dorsey & Whitney acted as the Indian and international legal counsels to the seller, respectively.

Amarchand & Mangaldas & Suresh A Shroff Co has also advised in respect of the subscription by Coal India Ltd (CIL) to cumulative, redeemable, non-convertible preference shares issued by Bharat Coking Coal Ltd (BCCL) by converting certain loans and current account advances made by CIL to BCCL. Partner Siddhartha Datta led the transaction valued at INR2,539 crores (US$465.6m).

Appleby has acted as British Virgin Islands and Bermuda counsel for Asia Mezzanine Capital Corporation in respect of the provision of a US$30 million facility to CAAM Ltd which, together with an equity investment, were applied to finance an acquisition of approximately 70 percent of shares of Moraitis Group Pty Ltd at approximately A$211.82 million (US$223m). CAAM and its shareholders granted various forms of security as well as options in favour of Asia Mezzanine. Partner Jeffrey Kirk piloted the transaction.

AZB & Partners has advised Government of Singapore Investment Corporation Pte Ltd in respect of its proposed acquisition, through its affiliate, of approximately £100 million (US$151m) of shares of Greenko Mauritius Ltd. Partner Alka Nalavadi led the transaction which was signed on 15 March 2013 and is yet to be completed.

AZB & Partners has also advised Newbridge India Investments II Ltd in respect of the sale of 23.15 million shares representing approximately 10 percent of Shriram Transport Finance Company Ltd’s shares held by Newbridge by way of a trade on the stock exchanges. Partners Shuva Mandal and Varoon Chandra led the transaction which was valued at approximately US$300 million.

Baker & McKenzie (Gaikokuho Joint Enterprise) has advised Shinsei Bank in respect of on its ¥1.6 billion (US$16.12m) loan to JAG Energy Co Ltd (JAG), a group company of Japan Asia Group Ltd. JAG is constructing five mega solar power facilities in Hokkaido which can generate a total output of approximately 5.5 MW. The financing method in this deal garnered attention because it moved the primary concept of project finance closer to non-recourse loans. This limits the source of repayment to the project cash flow and affords more independence away from the sponsor by setting up a limited liability company to act as the borrower (via a special purpose company). Naoaki Eguchi led the transaction.

Baker & McKenzie has also acted for Ramsay Health Care Ltd in respect of its A$500 million (US$525m) joint venture with Sime Darby Berhad in Asia. The deal will combine Ramsay’s three hospitals in Indonesia with Sime Darby’s portfolio of healthcare assets in Malaysia under a new JV company. The JV is the first investment by Ramsay in Asia since they acquired their Indonesian hospitals in 2005 and will be the first expansion for Sime Darby Healthcare outside of Malaysia. Partner Ben McLaughlin led the transaction with Munir Abdul Aziz, partner in Wong & Partners, Baker & McKenzie’s member firm in Malaysia. Christopher Lee & Co (Kuala Lumpur), Hiswara Bunjamin & Tandjung (Jakarta) and Herbert Smith Freehills advised Sime Darby.

Baker & McKenzie.Wong & Leow and Hadiputranto, Hadinoto & Partners (HHP), Baker & McKenzie’s member firms in Singapore and Indonesia, respectively, have advised the consortium of PT Medco Power Indonesia, ITOCHU Corporation, Kyushu Electric Power Co Inc and Ormat International Inc in respect of the signing of an Energy Sales Contract (ESC) and Joint Operation Contract (JOC) for the 300 MW Sarulla Geothermal Power Project in Indonesia. The 30-year ESC was signed between the consortium, Indonesia’s state-owned electricity company PT Perusahaan Listrik Negara (PLN) and PT Pertamina Geothermal Energy (PGE), a subsidiary of PT Pertamina, providing for the long term sale of electricity to PLN whilst the 30-year JOC governing the development of the geothermal steamfield was signed between the consortium and PGE. The HHP team was led by Luke Devine whilst the Baker & McKenzie.Wong & Leow team was led by Chew Chin. Nahr Murdono Law Office advised PLN whilst Makarim & Taira S advised PGE. Latham and Watkins and Ali Budiardjo, Nugroho, Reksodiputro advised JBIC and ADB. Lubis Ganie Surowidjojo advised the Ministry of Finance.

Baker & McKenzie.Wong & Leow, Baker & McKenzie’s member firm in Singapore, has also advised Parksing Property Pte Ltd in respect of the proposed sale of Park Hotel Clarke Quay to The Trust Company (Asia) Ltd (as trustee of Ascendas Hospitality Real Estate Investment Trust) for S$300 million (US$242.3m). Partner Wong Ai Ai led the team.

Clayton Utz has advised Macquarie Capital (Australia) Ltd as underwriters in respect of the sell-down by engineering and project services company Clough Ltd via a block trade agreement of approximately 30.9 million shares in Forge Group Ltd, raising gross proceeds of approximately A$187 million (US$196m). Partner Brendan Groves led the transaction which was announced on 25 March 2013.

Clifford Chance has advised China Minmetals Corporation in respect of the issuance of RMB2.5 billion (US$402.8m) 3.65 percent bonds due 2016. This is the biggest single tranche bond among the five state-owned enterprises which have obtained approvals from the China National Development and Reform Commission (approved on a case by case basis) to directly issue RMB bonds offshore. China Minmetals Corporation and its subsidiaries form the largest metals and mining conglomerate in the PRC with a leading position in the global mining and metals industry. Partner Connie Heng led the transaction.

Clifford Chance has also advised Nabtesco Corporation, a Japanese company listed on the Tokyo Stock Exchange, in respect of its purchase of OCLAP SRL, an Italian door system manufacturer. Nabtesco manufactures and sells precision equipment, transport equipment, aircraft and oil hydraulic equipment and industrial equipment based on motion control technology primarily in Japan, rest of Asia, North America and Europe. Partner Andrew Whan led the transaction which was signed on 28 March 2013.

Eversheds has advised AID Partners Capital in respect of a US$10 million investment in Prime Focus World NV (Prime Focus) and the formation of a joint venture with Prime Focus’ parent, Prime Focus Ltd. AID Partners Capital subscribed optionally convertible preference shares of Prime Focus that are convertible to 4 percent stake in that company and formed a JV with Prime focus Ltd for visual entertainment services for motion pictures in Greater China region. Prime Focus is the global leading provider of value-added creative and technical services for 2D to 3D content conversion, visual effects and animation services. It runs businesses in Los Angeles, New York, London, Vancouver and Mumbai. Partners Norman Hui, Stephen Mok, Tom Van Wijngaarden and Mick Van Waateringe led the transaction.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie’s member firm in Indonesia, has represented AAA Securities as the Indonesian lead underwriter and Nomura Singapore Ltd as the international selling agent in respect of the IPO of 2.9 billion shares of PT Steel Pipe Industry of Indonesia, one of the largest steel pipe manufacturers in Indonesia. The transaction consists of both Indonesian and international offerings. Partner Iqbal Darmawan led the transaction.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie’s member firm in Indonesia, has also represented PT Bank Rakyat Indonesia (Persero) Tbk (BRI) in respect of the issuance of US$500 million 2.95 percent senior unsecured fixed rate notes due 2018. The Government of Indonesia is BRI’s majority shareholder and currently holds an equity interest of 56.8 percent. The notes mark BRI’s first offering of US$ denominated senior unsecured debt in the international bond markets. Partners Erwandi Hendarta and Indah N Respati led the team.

HSA Advocates has advised Government of Gujarat and IL&FS promoted Gujarat International Finance Tec-City Company Ltd (GIFTCL) in respect of appointing a consortium led by Newgen Holdings Private Ltd as the ICT partner for providing information and communication technology infrastructure, services and platforms at Gujarat International Finance Tec-City (GIFT) at Gandhinagar. GIFT is being developed as a global financial hub with a potential built-up area of 90 million square feet which will be the first financial centre of its kind in the world. GIFT shall cater to large banks and financial service companies, information technology enterprises, informational technology enabled services including business process outsourcing and knowledge process outsourcing and other service sectors by offering world-class ICT infrastructure and facilities. Partner Anjan Dasgupta led the transaction.

HSA Advocates has also advised Amplus Infrastructure Developers Private Ltd (Amplus), a company engaged in all kinds of power projects in India, in respect of the acquisition of a 42.5 MW wind power generation facility situated in District Gadag, Karnataka owned by VRL Logistics Ltd, the largest fleet owner of commercial vehicles in India in the private sector. The definitive business transfer agreement has been executed and the transaction will be concluded once necessary approvals are obtained from the governmental authorities. Partner Aparajit Bhattacharya, along with partner designate Harvinder Singh, led the transaction. VRL was advised by J Sagar Associates led by partner Sumanto Basu.

Khaitan & Co has advised Webb India Private Ltd in respect of the acquisition of a 40 percent stake in Webb India by Vinar Systems Private Ltd and its affiliates (Vinar Group) from Jervis B Webb International Company (JBW), resulting in 100 percent ownership of Webb India by Vinar Group. The deal further involved the sale by Webb India of 60 percent stake in Forgepro India Private Ltd (Forgepro) to JBW and its nominee, resulting in 100 percent ownership of Forgepro by JBW. Further, while the deal resulted in the joint venture between JBW and Webb India and JBW and Vinar Group to come to an end, the parties signed technical collaboration and supply agreements to continue their relationship. Webb India offers state-of-the-art material handling technology, including chain and non-chain conveyor systems, to a wide variety of industries. Partners Haigreve Khaitan and Abhilekh Verma led the transaction.

Khaitan & Co has also advised Kayaba Industry Co Ltd (KYB Corporation) in respect of the acquisition of a 50 percent stake in Conmat Systems Private Ltd. Established in 1948, KYB Corporation is a global company with the head office in Tokyo, Japan. For over 80 years KYB has specialised in hydraulics, with technology widely used in the aeronautical, automotive, construction and railway industries. Partner Zakir Merchant led the transaction.

Latham & Watkins has represented STATS ChipPAC Ltd in respect of its offer to exchange any and all US$600 million of 7.5 percent senior notes due 2015 (existing notes) for 4.5 percent senior notes due 2018 (new notes) and its concurrent offering of additional US$255 million new notes to raise monies to redeem any existing notes that were not tendered in the exchange offer. Partners Min Yee Ng and Michael Sturrock led the transaction whist tax advice was provided by partners Samuel Weiner and Ana O’Brien.

Majmudar & Partners has acted as Indian counsel to India International Bank Malaysia Berhad (IIBM), a joint venture of Bank of Baroda, Indian Overseas Bank and Andhra Bank, and advised on security creation and guarantee issuance, in respect of a RM9 million (US$3m) facility to SM Pharmaceuticals SDN BHD, Malaysia. Prashanth Sabeshan led the transaction whilst Zul Rafique & Partners acted as Malaysia counsel.

Maples and Calder has acted as Cayman Islands counsel for Foxconn (Far East) Ltd in respect of its issue of ¥10 billion (US$100.9m) 1.28 percent notes due 2016 and ¥4 billion (US$40.35m) floating rate notes due 2016 under a US$2 billion medium term notes programme guaranteed by Hon Hai Precision Industry Co Ltd. Partner Christine Chang led the transaction. Linklaters acted as international counsel to sole manager, Mizuho Securities Asia Ltd.

Maples and Calder has also acted as Cayman Islands counsel to Dorsett Hospitality International Ltd in respect of its issue of CNY850 million (US$137m) 6 percent bonds due 2018. The notes are unsubordinated and unsecured. Partner Christine Chang also led the transaction whilst Reed Smith Richards Butler acted as the Hong Kong and English counsel. Linklaters acted as Hong Kong and English counsel to the joint lead managers, namely Barclays Bank PLC, CITIC Securities Corporate Finance (HK) Ltd, Deutsche Bank AG Hong Kong Branch, the Hongkong and Shanghai Banking Corporation Ltd and the trustee, DB Trustees (Hong Kong) Ltd.

Milbank, Tweed, Hadley & McCloy has represented First Pacific Company Ltd of Hong Kong, Manila Electric Company of the Philippines, and their joint venture vehicle FPM Power Holdings Ltd, in respect of the innovative purchase of a 771MW new-generation LNG power plant that will supply electricity to the Singapore grid. The power plant is located on Jurong Island, Singapore and is scheduled to commence commercial operations in December 2013. The buyers purchased the asset from GMR Infrastructure Ltd of India and its subsidiary GMR Infrastructure (Singapore) Pte Ltd, which are looking to re-focus resources on their core domestic Indian businesses. The project will be owned 70 percent by FPM Power Holdings Ltd and 30 percent by Petronas International Corporation of Malaysia. The project finance lenders, a group of international and regional banks that advanced US$815 million in financing to the project in 2011, approved the transaction. The lender group includes Standard Chartered Bank Singapore Branch, Axis Bank Ltd Singapore Branch, CIMB Bank Berhad, KfW, National Australia Bank Ltd and Portigon AG (formerly known as West LB AG Singapore Branch). Partner Gary Wigmore, with partner Stuart Harray, led the transaction. White & Case advised GMR Infrastructure Ltd. Norton Rose served as counsel to the project finance lender group whilst Allen & Gledhill acted as local Singapore counsel to the buyer group.

Minter Ellison is advising ASX-listed telecommunications provider M2 Telecommunications Group Ltd in respect of its binding share sale agreement to acquire 100 percent of Dodo Australia Holdings Pty Ltd and its bid implementation agreement with Eftel Ltd whereby M2 will make a recommended off-market takeover offer for all of the issued shares in Eftel, offering scrip or cash at the election of Eftel shareholders. The Dodo and Eftel acquisitions represent a combined investment by M2 of approximately A$250 million (US$262.63m) in new businesses. Partners Alberto Colla and Richard Dammery are leading the transaction. Dodo Australia and Eftel are advised by Kristy Dixon and Michael Ryan of Addison Lawyers.

Minter Ellison in Australia and Minter Ellison Rudd Watts in New Zealand have also acted as Australasian counsel to Apollo Global Management LLC in respect of its acquisition of McGraw-Hill Education for US$2.4 billion in cash. McGraw-Hill Education has operations across Europe, North and South America, Asia and Australasia. Bart Oude-Vrielink led the Australian team whilst Silvana Schenone led the team in New Zealand. Paul, Weiss, Rifkind, Wharton & Garrison and Morgan Lewis & Bockius were lead counsel to Apollo Global Management. Wachtell, Lipton, Rosen & Katz and Clifford Chance advised the vendor – The McGraw-Hill Companies.

Rahmat Lim & Partners has advised Bandar Raya Developments Berhad (BRDB) in respect of the Independent Advice Circular in relation to the acquisition by Ambang Sehati Sdn Bhd (ASSB) of all the ordinary shares in BRDB and any outstanding warrants issued by BRDB which are not already held by ASSB. The transaction is valued at approximately MYR1.49 billion (US$490.7m). Partner Kelvin Loh led the transaction.

Rahmat Lim & Partners has also advised Sime Darby Energy Sdn Bhd in respect of its acquisition of the remaining 30 percent interest in Chubb Malaysia Sdn Bhd held by Gunnebo Holding ApS. Partner Chia Chee Hoong led the transaction.

Rajah & Tann is advising Catalist-listed Scorpio East Holdings Ltd in respect of its S$2.21 million (US$1.78m) placement of shares. Scorpio East is principally involved in distribution of video programmes for home entertainment, acquisition and investment in film contents and movie rights, content production and events organisation featuring renowned artists. Partners Chia Kim Huat and Danny Lim are leading the transaction which was announced on 28 March 2013 and is yet to be completed.

Rajah & Tann has also advised Tosei Corporation in respect of its introduction on the Main Board of the SGX-ST. Tosei, which listed on 27 March 2013, is the first Japanese company to seek a secondary listing on the Main Board of the SGX-ST in more than a decade. Partners Howard Cheam and Miyoko Ueno led the transaction whilst Mori Hamada & Matsumoto advised as to Japanese law. Daiwa Capital Markets Singapore Ltd, the sole global coordinator and manager, was advised by ATMD Bird & Bird.

Rodyk & Davidson has acted for Parkway HK Holdings Ltd in respect of its joint venture with Media Year Investments Ltd for the purposes of (a) submitting a bid by way of public tender to the Government of Hong Kong for, among others, the ownership, development, construction, management and operation of a hospital in Hong Kong; and, (b) upon the award of the bid by Government of Hong Kong thereon, among others, the ownership, development, construction, management and operation of the said hospital through their joint venture vehicle, GHK Hospital Ltd (GHK). GHK won the bid for the acquisition of the site identified as Aberdeen Inland Lot No 458, Nam Fung Path, Wong Chuk Hang, Hong Kong. GHK Hospital Ltd is a 60 percent-owned subsidiary of Parkway, while Media Year owns the remaining 40 percent. The project is estimated to involve a capital investment of approximately HK$5 billion (US$644.13m), inclusive of the land cost for the acquisition of the site amounting to approximately HK$1.7 billion (US$219m). Partner Ng Eng Leng led the transaction.

Rodyk & Davidson has also acted for Sim Lian JV (Vision) Pte Ltd in respect of its acquisition by tender of a land parcel at Venture Avenue for S$701 million (US$566.6m). This is a commercial site with good potential situated within Jurong Gateway. The 1.2-hectare site, with a maximum permissible gross floor area of approximately 650,000 sq ft, is approximately S$1,009 (US$815.54) and should commit at least 90 percent to office use. Partner Lee Liat Yeang led the transaction.

Ropes & Gray has represented the buyer group consortium of TPG Growth and ShangPharma’s CEO Michael Xin Hui in respect of ShangPharma’s going private transaction which closed on 27 March 2013. ShangPharma is a leading China-based contract research organization. The transaction is just the second PE sponsor-backed going-private transaction of a China-based, NYSE or NASDAQ listed company to sign and close since the beginning of 2012. Partners Scott Jalowayski and Paul Boltz led the transaction.

Shook Lin & Bok has acted for HSBC Institutional Trust Services (Singapore) Ltd, the trustee of Ascendas Real Estate Investment Trust (A-REIT), in respect of the acquisition of The Galen, a property at 61 Science Park Road, from Singapore Science Park Ltd for S$126 million (US$101.72m). The acquisition and the lease of The Galen constituted an interested person transaction under Chapter 9 of the Listing Manual and an interested party transaction under the Property Funds Appendix. Partners Tan Woon Hum and Andrea Ng led the transaction.

Stamford Law is advising in respect of Mainboard-listed Rickmers Maritime’s renounceable rights issue to raise up to S$102 million (US$82.4m). HSBC is the issue manager for the proposed rights issue. Bernard Lui and Lim Swee Yong are leading the transaction.

Stamford Law is also advising Geo Energy Resources Ltd in respect of the proposed acquisitions of dual tranche transferable options in each of PT Bomboy Central Prima Coal, PT Central Coalindo Utama, PT Karya Permata Prima and PT Kencana Wilsa. The target companies hold coal production operation licenses in Indonesia. The multiple proposed acquisitions represent Geo Energy Resources’ first acquisition venture into new coal concessions since its listing on the SGX Mainboard. The Geo Energy Group is a coal mining group with coal production operations primarily located in Kalimantan, Indonesia. Bernard Lui and Low Wee Siong are leading the transaction.

Soewito Suhardiman Eddymurthy Kardono has acted as Indonesian counsel for Mitsubishi Corporation, Japan’s biggest trading house, in respect of its US$321 million acquisition of Kirin Holding Co’s food flavoring unit, Kirin Kyowa Foods Co. The food sciences company operates in Indonesia as PT Kirin-Miwon Foods. Partners Lasmaroha Simbolon and Rusmaini Lenggogeni led the transaction.

Uría Menéndez has advised HKSE-listed Beijing Enterprises Water Group Ltd (BEWG) in respect of a sale and purchase agreement with Veolia Water, pursuant to which BEWG, or a wholly-owned subsidiary, will acquire from Veolia Water the entire share capital of Compagnie Générale des Eaux (Portugal)–Consultadoria e Engenharia SA (CGEP), together with related quasi-capital contributions and a shareholder loan. The aggregate consideration is approximately €95.1 million (US$122.16m), subject to an adjustment of up to €5 million (US$6.42m), giving a maximum aggregate consideration of approximately €100.1 million (128.57m). BEWG is engaged in the construction, operation and maintenance of sewage, water treatment and seawater desalination plants, as well as in the distribution and sale of piped water in the PRC. The target company operates in the Portuguese water sector. Partner Francisco Brito e Abreu led the transaction whilst Slaughter and May advised on the Hong Kong Listing Rules implications of the transaction.

Wong & Partners, Baker & McKenzie’s member firm in Malaysia, has advised Standard Chartered Bank (SCB) in respect of a term loan facility and bridge loan facility to finance Brahim’s Holdings Berhad’s acquisition of LSG Lufthansa Service Holding AG’s 49 percent shareholding in Brahim’s Airline Catering Holdings Sdn Bhd (BAC), formerly known as Brahim’s-LSG Sky Chefs Holdings SdnBhd. The firm also advised SCB on the revolving credit facility to BAC for its working capital requirement. Partner Mark Lim piloted the transaction.

Wong & Partners, Baker & McKenzie’s member firm in Malaysia, has also advised CIMB Bank Berhad and a syndicate of lenders in respect of various tranches of bilateral and syndicated short term loan facilities granted to Malaysian Airline System Berhad to finance the Malaysian national carrier’s working capital requirements, including the delivery of an Airbus Model A330-300 and two A380-800 aircrafts from Airbus SAS. Partner Mark Lim led the transaction.

WongPartnership has acted for Cargill, Incorporated in respect of the second refinancing of a US$1.25 billion global syndicated financing arranged by Australia and New Zealand Banking Group Ltd, The Bank of Tokyo-Mitsubishi UFJ Ltd, BNP Paribas, DBS Bank Ltd, Deutsche Bank AG London branch, The Hongkong and Shanghai Banking Corporation Ltd and Standard Chartered Bank. This is the second refinancing of Cargill’s first global syndication exercise in Asia. Partner Christy Lim led the transaction.

WongPartnership is also acting for Mapletree Industrial Trust Management Ltd, as manager of Mapletree Industrial Trust, in respect of the development and lease of a build-to-suit (BTS) facility for Equinix Singapore, a wholly-owned subsidiary of Nasdaq-listed Equinix Inc, which will be its third International Business Exchange™ (IBX®) data centre in Singapore. The BTS will be a seven-storey high specification building with a gross floor area of about 385,000 square feet and is situated on a land area of about 110,000 square feet. The estimated cost of the BTS is S$108 million (US$87.15m). The BTS is scheduled for completion in the second half of 2014. Partner Carol Anne Tan spearheaded the transaction.

Allen & Gledhill is also advising United Envirotech Ltd (UEL) in respect of its conditional subscription agreement with KKR China Water Investment Holdings Ltd. Under the agreement, UEL proposed to allot and issue to KKR 98,536,000 shares in the capital of UEL, representing approximately 16.58 percent of UEL’s enlarged share capital. The transaction is valued at US$40 million. Partners Song Su-Min and Christopher Ong are leading the transaction.

AZB & Partners has advised Merrill Lynch Holdings (Mauritius) in respect of its sale of approximately 1.99 percent of the equity share capital of Multi Commodity Exchange of India Ltd to Blackstone GPV Capital Partners (Mauritius) VI FII Ltd for approximately INR1.04 billion (US$19.14m). Partner Kalpana Merchant led the transaction which was competed on 8 March 2013.

AZB & Partners has also advised Gerdau SA in respect of its acquisition of the entire stake held by the Kalyani Group, its joint venture partner, in Kalyani Gerdau Steels Ltd, resulting in Gerdau SA holding over 90 percent of the shareholding in Kalyani Gerdau Steels. Partner Sai Krishnan Bharatan led the transaction which was completed on 17 March 2013.

Fried, Frank, Harris, Shriver & Jacobson is acting as US legal advisor to Flora Bloom Holdings, a Cayman Islands exempted company with limited liability, and its wholly-owned subsidiary Flora Fragrance Holdings Ltd, a BVI-incorporated limited liability company, in respect of an agreement and plan of merger with LJ International Inc (LJI), a BVI-incorporated leading coloured gemstone and diamond jeweler, pursuant to which Flora Bloom will acquire LJI for US$2 per LJI’s ordinary share. Immediately following the transaction, Flora Bloom will be owned by a consortium of investors led by Yu Chuan Yih, chairman and chief executive officer of LJI, and including Urban Prosperity Holding Ltd (an entity owned and controlled by FountainVest China Growth Capital Fund LP and its parallel funds and affiliates), Peter Au, Ka Man Au, Hon Tak Ringo Ng, Yuin Chiek Lye and Vicky Chan, each a member of LJI management, and Zhicheng Shi and certain of his affiliated companies. If completed, the transaction which is conditional upon the approval of LJI’s shareholders will result in LJI becoming a privately-held company and its shares will then no longer be listed on the NASDAQ Global Market. Partners Douglas Freeman and Victor Chen are leading the transaction whilst Conyers Dill & Pearman and King & Wood Mallesons are serving as BVI and PRC legal advisors, respectively. Sidley Austin is serving as US legal advisor to Yih. Akin Gump Strauss Hauer & Feld is serving as US legal advisor whilst Maples and Calder is serving as BVI legal advisor to the Special Committee. Andrew N Bernstein PC and Han Kun Law Offices are serving as US and PRC legal advisors, respectively to LJI.

Gibson, Dunn & Crutcher’s Singapore office has represented Grandway Global Holdings Ltd and Atlas Equifin Private Ltd in respect of the sale of their approximately 32 percent stake in Multi Screen Media Private Ltd (MSM) to SPE Mauritius Holdings Ltd and SPE Mauritius Investments Ltd (SPE), indirect subsidiaries of Sony Pictures Entertainment Inc, for US$271 million. Negotiations between the parties began in 2011 and the transaction closed on 19 March 2013. The lengthy negotiations were complicated by the rapidly changing nature of India’s regulatory environment over the past two years, particularly those changes resulting from the recent Vodafone judgment and the introduction by the Indian Government of the General Anti-Avoidance Rule. These complications led the parties, their lawyers/tax advisers back to the drawing board a number of times. Partner-in-charge Jai Pathak led the transaction. SPE was advised by Paul, Weiss, Rifkind, Wharton & Garrison in London and by S&R Associates in India.

Herbert Smith Freehills has acted as Hong Kong and US counsel to ASM International NV, a leading global manufacturer and supplier of semiconductor equipment, in respect of its €422 million (US$539.5m) partial secondary placement of shares of its subsidiary, ASM Pacific Technology Ltd (ASM PT). ASM International placed a total of 47,424,500 ordinary shares, representing a 12 percent stake of ASM PT. The transaction was closed on 15 March 2013. Following the partial placement, ASM International will own a 40.08 percent stake of ASM PT and will continue to be the largest shareholder of ASM PT. Morgan Stanley and HSBC acted as joint book-runners on the placement. Partners Andrew Tortoishell and Kevin Roy led the transaction whilst Stibbe acted as the lead and Dutch counsel and Quarles & Brady advised on local US laws. Freshfields acted as the Hong Kong and US counsel to Morgan Stanley and HSBC.

Hogan Lovells has advised the Arab Petroleum Investments Corporation (APICORP) and Tufton Oceanic in respect of the financing for and acquisition of five medium range petroleum product tankers for APICORP Petroleum Shipping Fund. The shariah compliant fund, established by APICORP and co-managed by Tufton Ocean, is the first investment fund to be established by APICORP and is also the first fund in the Middle East aimed at a specific vessel category. The tankers will be employed in the regional and international tanker market for five years to help meet the projected upsurge in demand for petroleum product carriers. The financing for the tankers was provided by Standard Chartered Bank, SMBC, Riyad Bank and Natixis. Partner Robin Hallam led the transaction.

Khaitan & Co has advised Quest Diagnostics Inc in respect of the sale of Quest Diagnostics India Private Ltd’s diagnostic kits business related to HemoCue products to DHR Holding India Private Ltd, a subsidiary of Radiometer Aps. The transaction involved an acquisition by Radiometer Aps of Hemocue AB Sweden (subsidiary of Quest Diagnostics Inc USA) as well as an acquisition of the business of Quest Diagnostics India Private Ltd engaged in import and distribution of HemoCue products in India, through DHR Holding India Private Ltd (subsidiary of Radiometer) for US$300 million. Partner Rabindra Jhunjhunwala led the transaction with assistance from executive director Daksha Baxi on the direct tax aspects and executive director Dinesh Kumar Agrawal on the indirect tax aspects.

Khaitan & Co has also advised Vilmorin & Cie in respect of the acquisition of a 39 percent stake in Bisco Bio Sciences Private Ltd from its promoters, thereby making Bisco a wholly owned subsidiary of Vilmorin for approximately US$25.4 million. Vilmorin is the fourth largest seed company in the world with about 260 years of history in the seed business. Partner Abhilekh Verma led the transaction.

Majmudar & Partners has acted as Indian legal counsel to Axis Bank Ltd Singapore in respect of an external commercial borrowing transaction of US$20 million to Shyam Metalics and Energy Ltd, a manufacturer of high quality sponge iron, and a group company of the Shyam Group of Industries, one of the front runners in the iron and steel sector in Eastern India and amongst the largest manufacturers of ferro alloys in the country. Partner Prashanth Sabeshan led the transaction.

Paul Hastings has represented Ayala Land Inc in respect of its US$300 million top-up placement. Ayala Land is the largest real estate conglomerate in the Philippines engaged principally in the planning, development, subdivision and marketing of large-scale communities having a mix of residential, commercial, leisure and other uses. UBS was the sole book-runner and placement agent. The placement was an overnight book-built offering structured as a top-up placement by Ayala Corporation wherein all the proceeds will be received by Ayala Land. Ayala Land will use the proceeds of the share placement primarily to fund its next phase of development. Partners Patricia Tan Openshaw and Steven Winegar led the transaction.

Paul Hastings has also represented HKSE-listed Glorious Property Holdings Ltd, a leading PRC property developer based in Shanghai, in respect of its issuance of additional senior notes amounting to US$150 million due 2018 which will be consolidated to form a single series with the US$250 million senior notes issued on 4 March 2013. Deutsche Bank, Haitong International, ICBC International, JP Morgan, The Royal Bank of Scotland and UBS were the joint book-runners and joint lead managers in the offer and sale of the additional notes. Glorious Property intends to use the net proceeds from the offering for refinancing existing debt and for general corporate purposes. Partners Vivian Lam, David Grimm and Christian Parker led the transaction.

Rajah & Tann has advised A Menarini Srl in respect of the disposal by A Menarini Group, a leading pharmaceutical company currently operating in 13 markets in the Asia Pacific region, of its contract service outsourcing business to an Asian leading healthcare distributor. The disposal involves working with local counsel in five jurisdictions across the Asia Pacific region, namely Hong Kong, Indonesia, Malaysia, the Philippines and Thailand, on the transfer of contracts involving the provision of pharmaceutical and healthcare sales solutions to leading companies in the pharmaceutical industry and the transfer of medical representatives who serve as liaison officers with doctors, pharmacists and hospital medical teams. Partner Lim Wee Hann led the transaction whilst Deacons acted as Hong Kong counsel, Ali Budiardjo, Nugroho, Reksodiputro as Indonesia counsel, Kamilah & Chong as Malaysia counsel and Romulo Mabanta Buenaventura Sayoc & de los Angeles as Philippine counsel.

Rajah & Tann is also advising SGX-listed GuocoLand Ltd (GLL) group in respect of the group’s multicurrency medium term note programme which has been up-sized from S$1.5 billion (US$1.2b) to S$3 billion (US$2.4b) and will now cover notes as well as perpetual securities. The perpetual securities are proposed to be listed on the SGX-ST and will be offered amongst others to institutional and accredited investors. GLL has a market capitalisation of approximately S$2.5 billion (US$2b) and is a member of the Hong Leong group. Partners Goh Kian Hwee, Serene Yeo, Angela Lim and Tan Shu Fern are leading the transaction which was announced on 8 March 2013 and is yet to be completed.

Shook Lin & Bok has acted for KPMG Corporate Finance Pte Ltd (KPMGCF), the independent financial adviser to SGX-listed Kian Ann Engineering Ltd (KAE), in respect of the acquisition of KAE by Invicta Asian Holdings Pte Ltd, an indirect subsidiary of JSE-listed Invicta Holdings Ltd, by way of a scheme of arrangement for approximately S$192.8 million (US$155m). KAE was privatised at the end of the transaction. Partners David Chong and Ho Ying Ming led the transaction.

Sullivan & Cromwell is advising AXA in respect of a binding offer for its stake in AXA Private Equity from a group of investors and its agreement to start exclusive negotiations in respect of the offer. The overall consideration for the transaction would amount to €488 million (US$623.53m). AXA intends to continue to invest in funds managed by AXA Private Equity, with a total investment commitment of approximately €4.8 billion (US$6.13b) between 2014 and 2018. Upon completion of the proposed transaction, 40 percent of the voting rights attached to AXA Private Equity’s share capital will be held by AXA Private Equity’s management and employees, 33 percent by outside investors and 27 percent by AXA. Partners Olivier de Vilmorin and Nicolas de Boynes are leading the transaction which was announced on 22 March 2013. Linklaters worked on corporate aspects and Christophe Rontchevsky on tax aspects for AXA Private Equity and its management.

SyCipLaw has acted as Philippine counsel to Kingdom Hotel Investments (KHI) in respect of the sale of its shares in KHI-ALI Manila Inc and KHI Manila Property Inc, the developer and operator of the Fairmont Hotel and Raffles Suites & Residences Makati, to Ayalaland Hotels and Resorts Corp. Dubai-based KHI is a wholly-owned subsidiary of the Saudi Arabian conglomerate Kingdom Holding Company (KHC), which is chaired by Prince Alwaleed bin Talal. It has ownership interests in 19 properties in 13 countries. The sale involves a major stake in the Fairmont Hotel and Raffles Suites & Residences Makati development in the Philippines. Partners Imelda A Manguiat and Carina C Laforteza led the transaction.

Weerawong, Chinnavat & Peangpanor has represented BJC International Company Ltd (BJIHK), a 100 percent subsidiary of Berli Jucker Public Company Ltd (BJC), in respect of the acquisition of shares in a leading distribution, import/export company in Vietnam. The share acquisition enabled BJIHK to own the equivalent of a 65 percent interest in Thai An Vietnam Joint Stock Company (Thai An). The investment by BJIHK supports BJC’s strategy to expand its sales and distribution channels in Vietnam and neighboring countries in the lead-up to the AEC (ASEAN Economic Community) launch. Partner Troy Schooneman led the transaction which closed on 8 March 2013.

Withers’ BVI office has represented Baker Tilly in respect of the decision by the BVI Court confirming the validity of the appointment of Baker Tilly’s John Greenwood and Hadley Chilton as liquidators of BVI-incorporated four hedge funds, and deciding that a US receiver attempting to claim assets owned by the hedge funds’ would not be recognised by the BVI Court. Greenwood and Chilton were appointed voluntary liquidators of the funds, with effect from 24 October 2012, by their former investment adviser, Nikolai Battoo. Battoo is the subject of proceedings in the US by both the US Commodity Futures Trading Commission and the Securities and Exchange Commission. The Illinois Court appointed Brick Kane, of Robb Evans & Associates Ltd, as receiver to take control of all assets directly or indirectly owned by Battoo and others. The US receiver challenged the validity of the liquidators’ appointment, as well as seizing assets in the US and attempting to claim significant assets in Guernsey owned by the funds. Niki Olympitis, Sara-Jane Knock and Sharada Shaw led the transaction, together with Lloyd Tamlyn of South Square Chambers London. Alston & Bird acted as US counsel whilst Carey Olsen acted as Guernsey counsel.

WongPartnership is acting for Mermaid Maritime in respect of its non-renounceable and non-underwritten four-for-five rights issue with a private placement of unsubscribed excess rights shares to raise gross proceeds of approximately S$176.1 million (US$141.6m). Partners Gail Ong, Karen Yeoh and James Choo are leading the transaction.

WongPartnership has also acted for Raffles Education Corporation Ltd in respect of the update of its MTN Programme and in the issue of the notes under the MTN Programme. The Hongkong and Shanghai Banking Corporation Ltd (HSBC Bank) and United Overseas Bank Ltd (UOB Bank) acted as arrangers for the update of the MTN Programme and as dealers for the issue of the notes. Partner Trevor Chuan led the transaction.

Allen & Gledhill has also advised Mapletree Greater China Commercial Trust Management Ltd, as manager of Mapletree Greater China Commercial Trust (MGCCT), and Mapletree Investments Pte Ltd, as MGCCT’s sponsor, in respect of MGCCT’s IPO on the SGX which raised gross proceeds of approximately S$1.68 billion (US$1.34b). MGCCT’s initial portfolio, which comprises properties located in Hong Kong and the People’s Republic of China, is valued at approximately S$4.3 billion (US$3.44b). Partners Jerry Koh, Chua Bor Jern and Teh Hoe Yue led the transaction.

Appleby has acted as Cayman counsel for Xinchen China Power Holdings Ltd in respect of its listing on the HKSE with proceeds of approximately HK$878 million (US$113m). Proceeds from the offering will be used primarily to fund the expansion of production capacity, new product development activities and construction of a new research and development center in Chengdu, Sichuan province. Partner Judy Lee led the transaction whilst Shearman & Sterling advised as to Hong Kong and US law and Jingtian & Gongcheng advised as to PRC law.

AZB & Partners has advised Glatt GmbH in respect of the sale of its 50 percent stake in PAM-GlattPharma Technologies Private Ltd to PAM Indtech Machines Private Ltd, a group company of ACG. Partner Rajendra Baot led the transaction which was signed on 16 February 2013 and was completed on 21 February 2013.

AZB & Partners is advising Ashirvad Pipes Private Ltd and its promoters in respect of the divestment of approximately 60 percent of the equity share capital of Ashirvad Pipes by its promoters and affiliates to Glynwed Holding BV Netherlands, an affiliate of Aliaxis Group SA. Partner Srinath Dasari is leading the transaction which was signed on 13 March 2013 and is yet to be completed.

Clayton Utz is advising SGX-listed Noble Group Ltd in respect of the sale of its 50.1 percent shareholding in Idalia Coal Pty Ltd, held by Noble’s subsidiary Camvill Pty Ltd, to ASX-listed East Energy Resources Ltd. The remaining 49.9 percent shareholding in Idalia held by Majicyl Pty Ltd will also be sold to East Energy. Under the transaction, Noble and Idalia will be issued a total of A$40 million (US$41.5m) worth of new East Energy shares in proportion to their respective shareholdings in Idalia. The transaction values the new combined East Energy and Idalia entity at A$73 million (US$75.8m). Partner Matthew Johnson is leading the transaction.

Clifford Chance is advising Vung Ro Petroleum Ltd in respect of the structuring and legal aspects of the development of the 169,000 bpd Vung Ro Refinery Project in Vietnam’s Phu Yen province. The project, located on the south central coast of Vietnam, will include a deep sea oil terminal and general cargo port. The plant is designed to produce over 7.2 million tons of refined and petrochemical products annually for the fast-growing Vietnamese domestic market as well as for export. Project costs are estimated at over US$3 billion. Vung Ro Petroleum is the first wholly foreign-owned entity to have been granted an investment certificate by the government of Vietnam authorising it to process and produce petroleum and petrochemical products, as well as to store, transport, export and import such products. Vung Ro Petroleum targets project financial close in late 2013, in order to commission the Project in 2016. VILAF will be providing Vietnamese law advice.

Jones Day has represented Arcadian Partners, a socially motivated, for-profit venture focused on building the capacity of rural retail banks in Southeast Asia, in respect of the launch of its first project, Teak Tree Investments. Teak Tree will take stakes in, and provide consulting and capacity-building services to, provincial banks in the Philippines. Teak Tree’s first-round of capital raising attracted a range of European and North American social investors with substantial experience funding micro-finance projects. Partner David Longstaff, assisted by partner Carolyn McNabb, led the transaction which was completed on 21 February 2013.

Jones Day has also advised Morgan Stanley India Company Private Ltd in respect of the US$35 million offer for sale by Adani Agro Private Ltd of shares in Adani Enterprises Ltd. Partner Manoj Bhargava led the transaction whilst Amarchand & Mangaldas & Suresh A Shroff & Co advised as to Indian law.

King & Wood Mallesons is advising HeidelbergCement in respect of its agreement with Holcim to enter into a 50/50 joint venture to control Cement Australia, Australia’s largest cement producer. Under the deal, the companies will balance their interests in the company, with HeidelbergCement purchasing an additional 25 percent stake in Cement Australia from Holcim via its subsidiary Hanson Australia. Partner Adrian Perkins led the transaction which has already been approved by both the ACCC and Foreign Investment Review Board.

King & Wood Mallesons has also advised Melbourne IT in respect of the sale of its Digital Brand Services (DBS) division to US-based Corporation Services Company for A$152.5 million (US$158.24m). The sale price represents a significant growth in the value of the DBS business since it was created in 2008. Realising the intrinsic value of the division, Melbourne IT board made the strategic decision to divest in order to unlock shareholder value. After retiring outstanding debts, Melbourne IT will consider a range of capital management opportunities as a result of the sale. As Australia’s first domain name registration company, Melbourne IT is a world leader in domain registration, website design, email and web hosting. Partners Craig Semple and Nicola Charlston led the transaction.

Latham & Watkins has advised Credit Suisse, Deutsche Bank and HSBC as underwriters in respect of the US$500 million senior secured notes offering by PT Gajah Tunggal Tbk, Southeast Asia’s largest integrated tire manufacturer. The notes have a coupon of 7.75 percent and are due 2018. The firm also advised Credit Suisse, Deutsche Bank and HSBC as the dealer managers on a contemporaneous tender offer of outstanding bonds due 2014 by PT Gajah Tunggal Tbk. Partner Timothy Hia led the transaction.

Shook Lin & Bok LLP acted as Singapore counsel for Bank of America, N.A., Credit Suisse AG, Singapore Branch, JP Morgan Chase Bank N.A., Singapore Branch and UBS AG, Hong Kong Branch (the arrangers) in connection with the refinancing of an existing US$775 million facility to Global A&T Electronics Ltd by way of a financing package involving secured syndicated credit facilities of US$125 million and high yield senior secured notes of an aggregate amount of US$625 million. Partners Marilyn See and Prakash Raja Segaran led the transaction.

Stephenson Harwood has advised Lion Air in respect of the world’s largest ever airline order, comprising of 234 Airbus – A320 and A321 aircraft (including Airbus’ new NEO aircraft) and valued at US$24 billion. The order was formalised at a signing ceremony in Toulouse, overseen by the President of France Francois Hollande. In terms of the number of aircraft ordered, the deal overtakes the previous aviation record (on which the firm also advised) set in 2012 when Lion Air placed an order for 230 Boeing 737 aircraft, including Boeing’s new 737 MAX aircraft, valued at US$21.7 billion. The deal includes purchase option rights for another 150 aircrafts, which would bring the total value of the order to US$35 billion. Global head of aviation Paul Ng led the transaction.

SyCipLaw has acted as Philippine counsel to Deutsche Bank AG, Standard Chartered Bank, The Hongkong and Shanghai Banking Corporation Ltd and UBS AG as joint book-runners and lead managers in respect of the issuance by Petron Corporation of US$750 million undated subordinated capital securities in two tranches. Petron is the Philippines’ largest oil refining and distribution company. The hybrid securities were priced at 7.5 percent a year for the first tranche of US$500 million and 6.551 percent per year for the second tranche of US$250 million, which can be redeemed after 5.5 years and every 6 months thereafter. If unredeemed, Petron will have to pay a step-up rate. Proceeds of the issuance will be used to finance the company’s Refinery Master Plan 2. Partner Vicente D Gerochi IV led the transaction which is said to be the Philippines’ largest offshore issuance of hybrid securities to date.

Weerawong, Chinnavat & Peangpanor has represented Joseph Hsu and Gertjan Tomassen, the management of Bangkok Ranch and a group of investors in respect of the share acquisition in Bangkok Ranch, one of the world’s leading suppliers of premium quality duck meat products. The firm also advised on financing for the transaction from Bangkok Bank and The Siam Commercial Bank. The transaction involved a management buyout (by a consortium of management and a group of investors) and financing through a leveraged buyout, including structuring a shareholders’ agreement among management and investors, advising on the financing and leveraged buyout, and advising on the Share Purchase Agreement (SPA). The SPA mandated restructuring of the seller’s group and spin-off of certain businesses. The transaction is valued at approximately US$190 million and closed on December 2012. Partner Pakdee Paknara led the project team which also included partner Passawan Navanithikul.

Weil is advising Baring Private Equity Asia Ltd in respect of its buyout bid of Chinese tutoring firm Ambow Education Holding Ltd. Baring’s Asia Private Equity Fund V LP offered to purchase Ambow for US$1.46 per ADR, a 44.5 percent premium over the US$1.01 closing price on 14 March 2013. Baring disclosed that it can finance the transaction with its own equity capital.

WongPartnership LLP acted for Ascott Residence Trust Management Limited, as manager of Ascott Residence Trust (ART) in the private placement of 114.9 million new units in ART at an issue price of S$1.305 per new unit to raise gross proceeds of S$150 million. DBS Bank Ltd. and Standard Chartered Securities (Singapore) Pte. Limited were the joint placement agents and underwriters. Managing Partner Rachel Eng and Partners Long Chee Shan and James Choo led the transaction.

WongPartnership LLP acted for the arrangers and syndicate of lenders as transaction counsel, in the S$325 million financing to Millenia Tower Investments Limited (the Borrower) for the re-financing of the Borrower’s outstanding debt and for the Borrower’s general working capital requirements, secured over, Millenia Tower and Millenia Walk, which are office and retail developments in Singapore. Partners Susan Wong and Dorothy Marie Ng led the transaction.

Allens has acted as corporate counsel for Frequency Infrastructure Communications Assets Ltd and its related companies in respect of the £3.6 billion (US$5.37b) investment grade and high yield refinancing conducted by Arqiva (the leading operator of terrestrial TV, radio and wireless tower infrastructure in the UK), which counts Frequency Infrastructure as its largest shareholder. The refinancing of Arqiva’s existing debt was undertaken with the inaugural capital markets issuance of £750 million (US$1.12b) senior notes and £600 million (US$895.47m) junior notes, alongside £2.3 billion (US$3.43b) of committed bank facilities and a contribution of new capital by shareholders. The overall transaction is deemed to be the largest (and one of the fastest) infrastructure re-financings in the UK since the start of the global financial crisis and the largest whole-business securitisation outside of the regulated sector. Partner Wendy Rae led the transaction and Freshfields Bruckhaus Deringer also advised. Allen & Overy acted for Arqiva.

Allens has also advised one of China’s largest chemical suppliers, Sinochem International Corporation (Sinochem), in respect of its exclusive distribution agreement with world leading herbicide manufacturer, US-based Monsanto, for agricultural-use glyphosate (known commercially as roundup weedkiller) in Australia and New Zealand. The deal, which was signed on 1 March 2013, represents the Chinese state-owned enterprise’s first foray into the Australian market. Aside from acting on the exclusive distribution agreement with Monsanto, the firm also provided associated corporate advisory work in connection with the establishment of Sinochem’s Australian subsidiary. Partner Kate Axup led the transaction.

Appleby has acted as Bermuda counsel for GuoLine Overseas Ltd, a wholly-owned indirect subsidiary of Hong Leong Group, in respect of its proposed voluntary cash offer to privatise Guoco for US$1.1 billion by acquiring all issued shares of Guoco other than those it already holds. GuoLine Overseas intends to finance the cash required for the offer from a combination of debt financing provided by Standard Chartered Bank, which also acts as financial advisor to GuoLine Overseas, and internal cash resources. This deal marks the second largest privatisation of an HKSE-listed company in over a decade. Taking Guoco private will provide Hong Leong Group with greater control to support the future development of Guoco. Partner John Melia led the transaction whilst partner Jeffrey Kirk acted for Standard Chartered Bank. Freshfields, Slaughter and May and Linklaters advised on Hong Kong law for GuoLine Overseas, Guoco and Standard Chartered Bank, respectively.

Appleby has also acted as Cayman counsel for Oi Wah Pawnshop Credit Holdings Ltd in respect of its listing on the HKSE with gross proceeds of approximately HK$98 million (US$12.63m). Oi Wah is a financing service provider in Hong Kong mainly providing short-term secured financing, including pawn loans and mortgage loans.
A majority of the proceeds from the offering will be used primarily for expanding mortgage loan portfolio and broadening customer base whilst other proceeds from the offering will be used for expanding pawn loan portfolio and establishing a new customer service centre. Partner Judy Lee led the transaction whilst Pang & Co, in association with Loeb & Loeb, advised as to Hong Kong law. Cinda International Capital Ltd acted as the sole sponsor, with Deacons advising it as to Hong Kong law.

Ashurst has acted as international legal counsel to Nomura and AAA Securities in respect of the Indonesian IPO of PT Steel Pipe Industry of Indonesia Tbk, the largest steel pipe manufacturer in Indonesia by production capacity. The transaction was the year’s first Indonesian IPO to be accompanied by an international offering. Partners Stuart Rubin and Jonathan Parry led the transaction.

AZB & Partners has advised Tata Technologies Ltd in respect of availing a secured SBLC facility aggregating up to approximately US$40 million from Citibank NA India to refinance certain indebtedness of its wholly owned subsidiary, Tata Technologies Inc USA. Partner Ashwin Ramanathan led the transaction which was completed on 25 February 2013.

Baker & McKenzie.Wong & Leow, Baker & McKenzie International’s member firm in Singapore, has advised Computer Sciences Corporation in respect of its disposal of CSC Automated Pte Ltd and the Enterprise Solutions & Integration business of CSC Malaysia Sdn Bhd for an aggregate purchase price of US$90 million to Itochu and CTC. The team was led by partners Ai Ai Wong and Jon Worsfold.

Davis Polk has advised Merrill Lynch, Pierce, Fenner & Smith Incorporated and SEB Enskilda Inc as underwriters in respect of an SEC-registered Schedule B debt offering by KEXIM of US$500 million aggregate principal amount of its 1.75 percent notes due 2018. This is the debut “green bonds” offering by an Asian private issuer and follows prior such offerings by the World Bank and the Asian Development Bank. The net proceeds from the offering will be used by KEXIM to extend loans to support projects that promote the transition to low-carbon and climate-resilient growth. KEXIM is an official export credit agency providing comprehensive export credit and guarantee programs to support Korean enterprises conducting overseas business. Partners Eugene C Gregor and John D Paton led the transaction. KEXIM was advised by Cleary Gottlieb Steen & Hamilton as to US law and Shin & Kim as to Korean law.

Gilbert + Tobin has advised Silgan White Cap in respect of the A$4 million (US$4.12m) acquisition of Amcor Ltd’s business of manufacturing and selling twist top closures. Partner John Williamson-Noble led the transaction which was completed on 28 February 2013. Corrs Chambers Westgarth also advised on the deal.

Gilbert + Tobin has also advised Credit Suisse and Baillieu Holst as joint lead managers in respect of NewSat Ltd’s A$105 million (US$108.1m) placement, which formed part of its US$138 million capital raising. Partners Peter Cook, Neil Pathak and Janine Ryan led the transaction which was completed on 27 February 2013. HWL Ebsworth also advised on the deal.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie International’s member firm in Indonesia, has represented Credit Suisse (Singapore) Ltd, Deutsche Bank AG Singapore Branch and The Hongkong and Shanghai Banking Corporation Ltd, as the joint lead managers and joint book-runners, in respect of the issuance of US$500 million 7.75 percent senior secured notes due 2018 by PT Gajah Tunggal Tbk, Indonesia’s largest tire manufacturing company listed on the Indonesia Stock Exchange. The issue was carried out simultaneously with the tender offer and consent solicitation for the 2009 bonds which were successfully called and settled with all bondholders participating. Partner Rambun Tjajo led the team.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie International’s member firm in Indonesia, has also advised PT Indika Multi Daya Energi (a subsidiary of PT Indika Energi) in respect of the purchase of a 10 percent participating interest in the Southwest Bird’s Head Exploration Block in West Papua from Total E&P Indonesia West Papua.

Herbert Smith Freehills has advised First Gen Corp affiliate Energy Development Corporation (EDC), the world’s largest integrated geothermal producer, in respect of conditional contracts for the construction of the 87 MW Burgos Wind Farm in Ilocos Norte, Philippines – the largest wind farm in the Philippines that will generate electricity for more than a million households. Partner Toby Anderson led the transaction.

HSA Advocates has advised I‐S Iron Ore Pte Ltd, a Singapore based company engaged in investment holding and trading of iron ore, in respect of a 51:49 JV with Hyderabad-based Vijay Mining Private Ltd. The JV company, NSL Mining Resources India Pvt Ltd, apart from having two iron‐ore mines in Andhra Pradesh, is also operating a dry beneficiation plant and is about to start its first sophisticated wet beneficiation plant in Andhra Pradesh. Partners Ranjit Prakash and Harvinder Singh led the transaction.

Khaitan & Co has advised Ministry of Power and Department of Disinvestment, Ministry of Finance in respect of the sale of 9.5 percent of the paid up equity share capital of NTPC Ltd aggregating approximately US$2 billion through the stock exchange mechanism. India’s largest power company, NTPC was set up in 1975 to accelerate power development in India. Partners Sharad Vaid and Nikhilesh Panchal led the transaction.

Khaitan & Co has also advised Liberty Phosphate Group and its promoters in respect of the sale of controlling stake in Liberty Phosphate Ltd, Liberty Urvarak Ltd and Tungabhadra Fertilisers and Chemicals Ltd to Coromandel International Ltd for approximately US$52 million. Liberty Phosphate group is amongst India’s largest manufacturer of powdered and granulated single super phosphate. Partner Vaishali Sharma led the transaction.

King & Wood Mallesons has advised the West Australian-based mining company Independence Group NL (IGO) in respect of the establishment of a secured A$170 million (US$175.2m) multi-option facility agreement with National Australia Bank Ltd. The new facilities made available to IGO will provide financial flexibility to the company as it moves towards completion of the development of the landmark Tropicana gold project located in Western Australia. IGO is currently at the mid-point of moving from being a nickel producer to becoming a gold, nickel, copper, zinc and silver mining company. Partner Nicholas Creed led the transaction.

King & Wood Mallesons has also acted for Goodman in respect of the formation of a co-ownership arrangement between Goodman Hong Kong Logistics Fund (GHKLF) and DP World, one of the world’s largest container terminal operators. The transaction will provide GHKLF with a 25 percent ownership interest in the ATL Logistics Centre Hong Kong, the world’s largest logistics facility, and an ownership interest in CSX World Terminals Hong Kong, located at Hong Kong’s Kwai Tsing Port. Partner Hayden Flinn, assisted by partner Paul McBride, led the transaction. The firm further advised on a related US$300 million capital raising from GHKLF’s investors and other financing arrangements. The share purchase agreement was signed on 7 March 2013 and the transaction is expected to close in the next two-three months.

Maples and Calder has acted as Cayman Islands counsel to Far East Consortium International Ltd (FEC) in respect of the launch of its first-ever straight bond offering of RMB1 billion (US$160.88m) 5.875 percent bonds due 2016, the first corporate issue of a dim sum bond after the Lunar New Year. FEC is a leading conglomerate in the Asia Pacific region with core businesses in property development, hospitality and car park operations. Barclays Bank PLC, Deutsche Bank AG Singapore Branch, Credit Suisse (Hong Kong) Ltd and CITIC Securities Corporate Finance (HK) Ltd were the joint lead managers whilst DB Trustees (Hong Kong) Ltd was the trustee. Partner Jenny Nip led the transaction whilst Reed Smith Richards Butler acted as Hong Kong counsel. Linklaters acted for the joint lead managers and the trustee.

Norton Rose has advised Shun Tak Holdings Ltd in respect of the establishment of a US$1 billion guaranteed medium term note program and the initial issuance of US$400 million 5.7 percent guaranteed notes due 2020 under the program. The dealers for the transaction were HSBC and Crédit Agricole. Shun Tak was listed on the HKSE in 1973 and is principally engaged in the property, transportation, hospitality and investment businesses in Hong Kong and Macau. Partners Ji Liu and Liza Lee led the transaction.

Paul Hastings is representing Samsung Electronics, a world leader in advanced semiconductor solutions, in respect of its ¥10.4 billion (US$110m) investment representing 3 percent equity interest in Sharp Corporation, the Japanese manufacturer of electronics goods and components, including liquid crystal displays. The parties entered into a definitive agreement on 6 March 2013 and expect to close the transaction, which marks the first capital tie-up between the two major consumer electronics makers, after satisfying regulatory procedures. Partners Daniel Sae-Chin Kim and Hajime Kanagawa are leading the transaction.

Paul Hastings has also represented Singapore-based leading real estate development, investment and capital management company Mapletree Investments Pte Ltd (Mapletree) as sponsor and Mapletree Greater China Commercial Trust Management Ltd as manager in respect of the US$1.3 billion IPO of Singapore-based REIT Mapletree Greater China Commercial Trust (MGCCT). The successful closing of this transaction marks the largest-ever REIT IPO in Singapore. MGCCT is the fourth REIT sponsored by Mapletree, which comprises of two commercial assets, including Festival Walk shopping center in Hong Kong and the Gateway Plaza office complex in Beijing. Citigroup, Goldman Sachs, DBS and HSBC were the joint book-runners on the offering. Partner Vivian Lam led the transaction.

Rajah & Tann has advised Itochu Techno-Solutions Corporation and Itochu Corporation in respect of the sale and purchase of the enterprise solutions and integration (ESI) business in Singapore and Malaysia by the CSC group to the Itochu group. For the Singapore ESI business, the Singapore target company was acquired by the buyers. For the Malaysian ESI business, the sellers undertook a restructuring exercise to spin-off the relevant ESI business assets to a new company. The Buyers then acquired the new company. For the buyers, the transaction represents an expansion of its global operations into the South East Asian region. Partners Lim Wee Hann and Tan Chon Beng led the transaction whilst KCP, led by partner Yon See Ting, acted as Malaysian counsel. CSC group was represented by Baker & Mackenzie, Wong & Leow as transaction counsel and Wong & Partners as Malaysian counsel. The transaction, which is valued at US$90 million, is expected to complete this March 2013.

Shook Lin & Bok has acted for DBS Trustee Ltd, the trustee of Mapletree Greater China Commercial Trust (MGCCT), a real estate investment trust (REIT) linked to Temasek Holdings Private Ltd, in respect of the IPO and listing of MGCCT on the SGX-ST to raise gross proceeds of approximately S$1.68 billion (US$1.34b). MGCCT, which is Mapletree Investments Pte Ltd’s fourth REIT listed on the SGX-ST, will be the largest-ever REIT IPO in Singapore, making it a milestone listing on the SGX-ST. It is the largest IPO in Singapore since the IPO of Hutchison Port Holdings Trust in 2011. MGCCT is also the first-ever REIT with commercial properties in both China and Hong Kong, presenting investors with the unique opportunity to participate in Greater China’s favourable investment climate. Partners Tan Woon Hum and Andrea Ng led the transaction.

White & Case has advised Wing Lung Bank Ltd and Cathay United Bank in respect of the US$50 million term loan in which they supported the chairman-led buyout of Feihe International. The buyout of the company was valued at US$147 million. NYSE-listed Feihe is one of the biggest producers of premium infant milk formula, milk powder, soybean, rice and walnut products in China. The financing for the buyout was signed on 3 March 2013.

White & Case has also advised China CITIC Bank International in respect of financing the US$340 million take-private of NASDAQ-listed 3SBio, a leading China-based biotechnology company focused on researching, developing, manufacturing and marketing biopharmaceutical products. The transaction was signed on 8 February 2013. Partner John Shum led the transaction whilst partner David Johansen provided US securities advice.

WongPartnership is acting for Phileo Capital Ltd in respect of its acquisition of a controlling 65.99 percent stake in HSR Global Ltd and Phileo’s mandatory unconditional cash offer for all the remaining ordinary shares in the issued and paid-up capital of the HSR. Partners Ng Wai King and Kenneth Leong led the transaction.

WongPartnership has also acted for DBS Bank Ltd, Malayan Banking Berhad Singapore Branch, Oversea-Chinese Banking Corporation Ltd (OCBC Bank), Standard Chartered Bank and United Overseas Bank Ltd (UOB Bank) as mandated lead arrangers in respect of the syndicated financing of S$750 million (US$600.7m) to Parkway Pantai Ltd. Partner Christy Lim led the transaction.

Allen & Gledhill has also advised SGX-listed Golden Super Holdings Ltd, a member of the Lippo group of companies, in respect of its subscription agreement with GSH Corporation Ltd (GSH) to subscribe for 184,653,669 new shares in GSH for approximately S$17.54 million. The subscription shares represent approximately 3.9 percent of the enlarged issued and paid-up share capital of GSH. Partner Leonard Ching acted on the transaction.

Allens, in alliance with Linklaters, has advised Arle Capital Partners and its portfolio company, Innovia Films, in respect of the acquisition of the remaining approximately 50 percent interest in Securency International Pty Ltd from the Reserve Bank of Australia (RBA). Securency has been jointly owned by Innovia and the RBA since 1998, and is a world leader in banknote counterfeit prevention through the manufacture and supply of its advanced Guardian® polymer-based banknote substrate. Currently in issue in 21 countries around the world, Securency’s Guardian® banknotes are highly durable, safe and secure. Partner Niranjan Arasaratnam led the Allens team whilst partner Ian Bagshaw led the Linklaters team in the transaction which was completed on 28 February 2013.

AZB & Partners has advised Asahi India Glass Ltd in respect of its issue of equity shares on a rights basis to existing shareholders aggregating up to approximately INR2.5 billion (US$46.3m). Partner Meera Singh Joyce led the transaction.

AZB & Partners has also advised GE Capital India in respect of the acquisition by Magma Fincorp Ltd of the shares of GE Money Housing Finance (GEMF) from its existing shareholders and of the home loan portfolio of GE Money Financial Services Private Ltd (GEMFSPL). The share purchase transaction with respect to GEMF was completed on 11 February 2013 whilst the portfolio sale transaction with respect to GEMFSPL was completed on 13 February 2013. Partner Shameek Chaudhuri led the transaction.

Baker & McKenzie is acting as Hong Kong counsel to HKSE-listed leading international frozen seafood supplier Pacific Andes International Holdings Ltd (PAIH) in respect of the proposed acquisition by China Fishery Group Ltd, an indirect non-wholly owned subsidiary of PAIH, in respect of its US$555.8 million voluntary cash offer for all the outstanding issued shares of Copeinca, the second largest fishing company in Peru whose shares are primarily listed on Oslo Børs and secondarily listed on the Lima Stock Exchange. The acquisition will elevate China Fishery and subsequently it will become Peru’s largest producer, as well as among the world’s largest producers, of fishmeal and fish oil. The acquisition will be funded by a combination of a 1-for-1 fully underwritten rights issue by SGX-listed China Fishery which will raise net proceeds of not less than US$277.5 million, a loan facility of up to US$295 million and other internal company resources. SGX-listed Pacific Andes Resources Development Ltd, PAIH’s non-wholly owned subsidiary which is also the majority shareholder of China Fishery, will also participate in the rights issue. DBS Bank Ltd and Standard Chartered Securities (Singapore) Pte Ltd are acting as the joint lead managers and joint underwriters in connection with the rights issue. Partners Milton Cheng and Christina Lee are leading the transaction. Partners Jorge Ossio Gargurevich and Pablo Berckholtz advised China Fishery on the Peruvian aspects of the acquisition.

Baker & McKenzie.Wong & Leow and Wong & Partners, Baker & McKenzie International’s member firms in Singapore and Malaysia, respectively, have advised Kirin Holdings Company Ltd in respect of (i) Kirin’s S$2.7 billion (US$2.16b) offer for the food and beverage business of Fraser & Neave Ltd (F&N), a leading real estate and food and beverage conglomerate in Singapore and Malaysia, pursuant to the S$13.1 billion (US$10.5b) bid by OUE Baytown Pte Ltd (OUE) for F&N; and (ii) the sale of Kirin’s 14.76 percent stake in F&N to Thai-owned TCC Assets Ltd (TCC) for S$2.03 billion (US$1.62b). Partner Ai Ai Wong led the transaction with partners Edmund Leow, Andy Leck and Andre Gan.

Baker & McKenzie.Wong & Leow, Baker & McKenzie International’s member firm in Singapore, has also advised Temasek Holdings in respect of its US$300 million investment in exchangeable rights issued by a unit of PT Multipolar Tbk. The exchangeable rights grant Temasek the right to a 26.1 percent stake in PT Matahari Putra Prima Tbk and was part of an agreement with majority stakeholder PT Multipolar Tbk, which is controlled by Indonesian conglomerate Lippo Group. The team, which worked with Indonesian counsel Indah Respati of Hadiputranto, Hadinoto and Partners on local matters, was also led by partner Ai Ai Wong.

Clayton Utz has advised the joint lead managers, comprising of Macquarie, Credit Suisse, UBS, ANZ, CBA, NAB and Westpac, in respect of the offer by integrated healthcare provider Healthscope of subordinated notes to raise approximately A$150 million (US$153.4m). The notes offer is part of Healthscope’s capital management strategy, with proceeds raised to be used to repay some of the Healthscope Group’s senior debt. Partner Brendan Groves led the transaction which was announced on 4 March 2013.

Clifford Chance has advised the Lowy Family Group in respect of the A$663.7 million (US$680m) sale of its 7.1 percent interest in the ASX-listed Westfield Retail Trust. The head of the Lowy Family, Frank Lowy, is the co-founder and current chairman of the Westfield Group, which has interests in and operates over 100 shopping centres in Australia, New Zealand, the United States, the United Kingdom and Brazil, with a portfolio valued at A$64.4 billion (US$66b). Partners Danny Simmons and Lance Sacks led the transaction.

CMS Hasche Sigle has advised South Korean technology company SJ Incorporated in respect of the acquisition of parts of the business operation of the insolvent Graupner GmbH & Co KG from the insolvency administrator Dr Wolfgang Bilgery. SJ Incorporated will continue the trading business and development of Graupner through its German subsidiary with the name Graupner/SJ GmbH in Kirchheim unter Teck. SJ Incorporated, as manufacturer of the “HoTT” remote control system which is considered to be leading state-of-the-art technology, was previously Graupner’s most important supplier. By assuming the Graupner business division, SJ Incorporated has secured its former sales market in Germany and is planning to further develop its German and European market share. Partners Dr Barbara Wössner and Dr Alexandra Schluck-Amend led the transaction.

Eversheds has advised AID Partners Capital Ltd in respect of its acquisition of the entire stake in HMV Hong Kong, Singapore and Greater China (HMV Asia), an entertainment retailer with operations in Hong Kong and Singapore. AID Partners is a private equity firm focused on buyout opportunities and expansion primarily in the media and entertainment sectors, as well as with regard to retail and consumers. HMV Asia is a leading reseller of entertainment and entertainment-related products. AID Partners also injected a substantial amount of working capital into the business. The management team of HMV Asia remains unchanged. Partners Stephen Mok, Norman Hui, Stephen Kitts, Sze Hui Goh and Nigel Stamp led the transaction.

HSA Advocates has been appointed as legal consultants for the proposed Elevated Rail Corridor (ERC) project in Mumbai. The assignment was awarded pursuant to a competitive bid process conducted by the Ministry of Railways (MoR) and the Mumbai Rail Vikas Corporation Ltd. The bidding process involved scoring based 80 percent on technical experience and 20 percent on the financial offer, with the firm obtaining the highest score on technical experience. The project will consist of the development of an approximately 60 km long elevated rail corridor for the Churchgate‐Virar section of the Mumbai suburban western rail network through public‐private partnership on design, build, finance, operate and transfer basis. The estimated project cost is INR21,000 crores (US$38.33m).

Jones Day has represented Idemitsu Kosan in respect of the establishment of a 50-50 partnership with Canada’s AltaGas Ltd to export liquefied natural gas and liquefied petroleum gas from Canada to Asia. The companies will begin feasibility studies for the construction and development of a gas liquefaction facility in Canada. Subject to consultations with First Nations, and the completion of the feasibility study, permitting, regulatory approvals and facility construction, the proposed LPG export business could begin as early as 2016, with LNG exports beginning as early as 2017.

Khaitan & Co has advised Motilal Oswal Financial Services Ltd in respect of the issue of principal protected secured redeemable market linked non-convertible debentures aggregating to approximately US$4.5 million. Motilal Oswal Financial Services Ltd, along with its subsidiaries, offers a diversified range of financial products and services such as loan against shares, retail wealth management including securities and commodities broking, portfolio management services, institutional broking, private equity management and investment banking services. Partner Vibhava Sawant acted on the transaction.

Khaitan & Co has also advised HNG Float Glass Ltd and its promoters in respect of the joint venture with Trakya Cam Sanayii AS Turkey. HNG Float Glass is engaged in the float glass business as well as manufacturing of certain value added float glass products. Partner Aakash Choubey acted on the transaction.

Latham & Watkins has represented MIE Holdings Corporation, a leading independent upstream oil company operating onshore in China, in respect of its US$200 million offering of 6.875 percent senior notes due 2018. The transaction priced on 30 January 2013 and closed on 6 February 2013. The notes are listed on the SGX-ST. Partners Michael Liu and Eugene Lee led the transaction.

Maples and Calder has acted as Cayman Islands counsel for ENN Energy Holdings Ltd (ENN), a Cayman Islands company listed on the HKSE, in respect of its issue of US$500 million zero coupon convertible bonds due 2018 which will be listed on the SGX-ST. ENN, one of the largest suppliers of natural gas and other clean energy products in China, will use the proceeds for amongst other things, debt refinancing. The Bank of New York Mellon acted as the trustee. Partner Greg Knowles led the transaction, whilst Sidley Austin acted as Hong Kong and English legal advisers and Commerce & Finance Law Office acted as PRC advisers. JP Morgan and UBS, the joint book-runners and joint lead manager, were advised by Clifford Chance and Haiwen & Partners as to English law and PRC law, respectively.

Mayer Brown has advised China Overseas Holdings in respect of its £152 million (US$227.8m) acquisition of 1 Finsbury Circus, London. China Overseas Holdings is one of the largest real estate developers focused in Mainland China and this sale is their debut acquisition outside of China. China Overseas Holdings is the holding company of HKSE-listed blue-chip China Overseas Land & Investment Ltd. The property was sold by Invesco Real Estate on behalf of their flagship core European fund, which made its original purchase in June 2011. The 210,000 sq ft building is a Lutyens designed building dating back to c. 1924. It was redeveloped in 1988 and substantially refurbished again in 2008. Partner Chris Harvey, assisted by partners Jeremy Kenley and Jeckle Chiu, led the transaction.

Paul Hastings has advised AEON Co Ltd, the holding company of AEON Group, a leading retail company in Japan, in respect of its buyout of Warner Bros Entertainment Inc’s 50 percent equity interest in Warner Mycal Corporation, one of Japan’s largest movie theater operators which currently operates 60 multi-screen cinema complexes throughout Japan. Partners Toshiyuki Arai and Christopher Sheaffer led the transaction.

Paul Hastings has also represented Glorious Property Holdings Ltd, a leading PRC property developer based in Shanghai and listed on the HKSE, in respect of its issuance of US$250 million senior notes due 2018. Deutsche Bank, Haitong International, ICBC International, JP Morgan, The Royal Bank of Scotland and UBS were the joint book-runners and joint lead managers in respect of the offer and sale of the notes. Glorious Property intends to use the net proceeds from the offering for refinancing existing debt and for general corporate purposes. Partners Vivian Lam and David Grimm led the transaction.

Proskauer has advised Asian private-equity fund RRJ Capital Ltd in respect of its agreement to invest US$300 million in Cheniere Energy Partners LP. A publicly traded partnership that is majority-owned by Houston-based natural gas producer, Cheniere Energy Inc, Cheniere Energy Partners owns and operates the Sabine Pass natural gas receiving terminal on the US Gulf Coast in Cameron Parish, LA. The deal follows a US$468 million joint investment in Cheniere Energy Inc by RRJ Capital and Singapore state investment company Temasek in 2012. Partners Yuval Tal, Jay C S Tai, Frank Zarb and Stuart Bressman led the transaction.

Rodyk & Davidson has acted for the manager and the trustee of Cambridge Industrial Trust (CIT) in respect of its acquisition and leaseback of 15 Jurong Port Road, Singapore from HG Metal Manufacturing Ltd for S$43 million (US$34.43m). The property comprises a 2-storey ancillary office building, four blocks of single-storey workshops and a newly completed 4-storey workshop and office block with a gross floor area of approximately 245,172 sq ft. Partners Norman Ho and Lee Chau Hwei acted for the manager of CIT while partner Nicholas Chong acted for the trustee of CIT.

Shook Lin & Bok has acted for UBS AG Singapore Branch, the independent financial adviser to SGX-listed Asia Pacific Breweries Ltd (APB), in respect of Heineken International BV’s mandatory unconditional cash offer for all the ordinary shares in the issued and paid-up capital of APB other than those already owned, controlled or agreed to be acquired by Heineken and its related corporations. The total consideration paid by Heineken for APB is approximately S$7.9 billion (US$6.4b). APB was privatised at the end of the transaction. Partners Michelle Phang and Ho Ying Ming led the transaction.

Shook Lin & Bok has also acted for JP Morgan (SEA) Ltd, the independent financial adviser to SGX-listed Fraser and Neave Ltd (F&N), in respect of the S$13.1 billion (US$10.6b) contest between Overseas Union Enterprise and Thailand’s TCC Group to take over control of F&N. This is the largest-ever M&A deal in Southeast Asia which has set precedents for future merger and acquisition deals in terms of the target company’s ability to seek a better offer, the duties and actions of independent financial advisers, and an auction process to resolve competitive situations. Partners David Chong and Teo Yi Jing led the transaction.

Skadden, Arps, Slate, Meagher & Flom is acting as US counsel to a consortium comprised of affiliates of Carlyle Asia Partners III LP, Sequoia Capital China Growth 2010 Fund LP, Actis LLP, two co-chairmen and certain other existing management shareholders of NYSE-listed 7 Days Group Holdings Ltd, a leading economy hotel chain based in China, in respect of the merger between 7 Days Group Holdings Ltd and Keystone Lodging Holdings Ltd for approximately US$688 million. Following the merger, Keystone Lodging Holdings Ltd will be beneficially owned by the consortium. The merger, which is expected to close during the second half of 2013, is subject to customary closing conditions as well as the approval by an affirmative vote of holders of the company’s ordinary shares. Partners Gregory Miao, Peter Huang and Daniel Dusek are leading the transaction whilst Kirkland & Ellis, led by partners David Zhang, Ashley Young, Jesse Sheley, Douglas Murning and Stephanie Tang, is acting as co-US counsel. Conyers Dill & Pearman and Han Yi Law Offices are serving as Cayman Islands and PRC advisers, respectively, to the consortium. Baker & McKenzie is US counsel to the Special Committee. O’Melveny & Myers is acting as US counsel whilst Maples and Calder is serving as Cayman Islands counsel to 7 Days Group Holdings Ltd. Shearman & Sterling is serving as US counsel to JP Morgan Securities (Asia Pacific) Ltd. Latham & Watkins is serving as US counsel to the two co-chairmen. Linklaters is advising the financing banks.

Skadden, Arps, Slate, Meagher & Flom is also representing a consortium consisting of Morgan Stanley Private Equity Asia and the company’s management, including You-Bin Leng, the chairman and chief executive officer of Feihe International Inc (a leading provider and distributor of infant formula and dairy products in China), in respect of their US$147 going-private management buyout of Feihe International. The definitive agreement and plan of merger were announced on 4 March, 2013. Partners Michael Gisser and Peter Huang are leading the transaction. O’Melveny & Myers is counsel to the Special Committee whilst DLA Piper is counsel to Feihe International.

Watson, Farley & Williams has advised Golar LNG Group in respect of a US$155 million term facility and a US$20 million revolving facility for the financing of Indonesia’s first floating storage and regasification unit (FSRU) named Nusantara Regas Satu (formerly known as Khannur). This is also the first floating regasification facility in South East Asia. The FSRU is chartered to PT Nusantara Regas which is a joint-venture between Pertamina and Perusahaan Gas Negara and has a capacity of 500 million cubic feet per day. The vessel is Indonesian-flagged in compliance with Indonesian cabotage requirements. The facility was provided by a syndicate of lenders, including PT Bank Sumitomo Mitsui Indonesia, The Bank of Tokyo-Mitsubishi UFJ, Oversea-Chinese Banking Corporation Ltd and Standard Chartered Bank. Partner Andrew Nimmo led the transaction.

Watson, Farley & Williams has also acted for PTSC Asia Pacific Pte Ltd, a joint venture between PetroVietnam Technical Services Corporation and Yinson Holdings Berhad, in respect of a term loan facility of up to US$300 million to finance project costs in relation to the FPSO “PTSC LAM SON”. The facility was made available by Oversea-Chinese Banking Corporation Ltd (OCBC) and United Overseas Bank Ltd as mandated lead arrangers, with OCBC acting as facility agent and security agent. The FPSO is under conversion at Keppel Shipyard Ltd and will be operated on the Thang Long–Dong Do field offshore Vietnam by Lam Son JOC (a venture between Petronas Carigali Overseas Sdn Bhd and PetroVietnam Exploration Production Corporation). Partner Andrew Nimmo also led the transaction.

WongPartnership has acted for Keppel REIT Management Ltd (formerly known as K-REIT Asia Management Ltd), in its capacity as manager for Keppel REIT, in respect of the private placement of 40 million new units in Keppel REIT to raise gross proceeds of S$53.2 million (US$42.62m). In conjunction with the placement, the firm also acted for Keppel Corporation Ltd in respect of the sale of an aggregate of 75 million units in Keppel REIT to raise gross sale proceeds of S$99.75 million (US$80m). Barclays Bank PLC Singapore Branch was the placement agent. Partners Rachel Eng and Long Chee Shan led the transaction.

WongPartnership has also acted for Indonesia Stock Exchange listed PT Indofood Sukses Makmur Tbk in respect of its acquisition of a 14.95 percent stake in China Minzhong Food Corporation Ltd for approximately S$90 million (US$72.11m). Partners Mark Choy and Milton Toon led the transaction.

WongPartnership has acted for TCC Assets (TCCA) in respect of the takeover offer for Fraser & Neave (F&N) which closed on 18 February 2013. The takeover offer values F&N at approximately S$13.8 billion (US$11.15b). The bid by TCCA is the largest M&A transaction in South East Asia’s corporate history. Partners Ng Wai King, Andrew Ang, Annabelle Yip, Audrey Chng, Teo Hsiao-Huey and Ameera Ashraf led the transaction.

Allen & Gledhill has also advised TauRx Pharmaceuticals Ltd in respect of a share subscription agreement entered into with Genting Management (Singapore) Pte Ltd (GMS) in respect of a US$111.8 million investment by GMS in TauRx for a 20 percent stake. The funds will be applied towards the conduct of global phase 3 clinical trials in Alzheimer’s disease. As part of the share subscription by GMS, TauRx and GMS will establish a joint venture which will focus on redefining healthcare delivery for Alzheimer’s disease and early cognitive impairment in Asia. Partners Tan Su May and Alexander Yap led the transaction.

AZB & Partners has advised Infosys Ltd in respect of the de-listing of its American Depository Shares from NASDAQ and the listing of the same on the NYSE. On 20 February 2013, the ADS were listed for trading on the NYSE Euronext’s London and Paris Markets. In March 1999, Infosys issued and listed 2.07 million ADS on the NASDAQ. The company completed secondary ADS issuances in July 2003, June 2005 and November 2006 of US$294 million, US$1.1 billion and US$1.6 billion, respectively. Partner Shameek Chaudhuri led the transaction.

Clifford Chance has advised BOC International, Deutsche Bank and JP Morgan as joint lead managers in respect of the issue by Hainan Airlines (Hong Kong) Co Ltd of US$500 million 3.625 percent notes due in 2020. The bonds were backed by a RMB denominated standby letter of credit from the Bank of China, one of the few bond deals with this type of credit enhancement. Partner Connie Heng led the transaction.

Freshfields Bruckhaus Deringer has advised HKSE-listed Shanghai Industrial Holdings Ltd (SIHL), a conglomerate whose core businesses include infrastructure facilities, real estate and consumer products, in respect of its issuance of HK$3.9 billion (US$502.7m) zero coupon guaranteed convertible bonds due 2018. The bonds, issued through a wholly owned subsidiary of SIHL, are guaranteed by SIHL and are convertible into shares of SIHL. Freshfields also assisted SIHL in obtaining the listing of the bonds on the HKSE. The bonds were listed within 10 working days of the initial listing application being submitted. This deal demonstrates how the simplified regime under the revised Hong Kong listing rules successfully led to a reduction in time required for debt issues to professional investors. Partners Teresa Ko, Andrew Heathcote and Charles Ching drove the transaction.

Herbert Smith Freehills has advised PetroChina in respect of its acquisition of an interest in two Western Australian exploration assets from ConocoPhillips. Under the transaction agreements, which still require government and partner approvals, PetroChina will acquire a working interest in the Poseidon offshore discovery in the Browse Basin and in the Goldwyer Shale area in the onshore Canning Basin. The companies have also entered into a joint study agreement to identify unconventional resource reserves in the Neijiang-Dazu Block in China’s Sichuan Basin. Partner Hilary Lau led the transaction which is expected to be completed in the first half of 2013.

Herbert Smith Freehills has also advised Axiata Group Berhad, one of the largest Asian telecommunications companies, in respect of the strategic merger in Cambodia of Hello Axiata Company Ltd and Latelz Company Ltd which operates under its main Smart Mobile brand name. The transaction has an implied enterprise value of US$180 million. Axiata now holds a 90 percent stake in the combined entity and has emerged as one of the largest operators in Cambodia in terms of subscribers and revenue. Partners Veronica O’Shea and Brian Scott led the transaction.

Hogan Lovells Lee & Lee has advised the mandated lead arrangers in respect of the project financing of the Fujairah Oil Terminal in the Middle East. The US$251.86 million complex loan, security and swap package was arranged by Crédit Agricole Corporate and Investment Bank, First Gulf Bank PJSC, Maybank Investment Bank Berhad, National Bank of Fujairah PSC, Natixis Dubai Branch and The Bank of Tokyo-Mitsubishi UFJ Ltd Dubai Branch regulated by DFSA. The borrower is a special purpose company set up in the Fujairah Free Zone with key long-term storage contracts with Concord Energy Pte Ltd of Singapore and Sinomart KTS Development Ltd of Hong Kong, a subsidiary of Sinopec Kantons Holdings Ltd. The Fujairah Oil Terminal is expected to commence operations in 2014. Partner James Harris led the transaction.

Jones Day has represented Citicorp International Ltd as trustee in respect of the US$200 million 6.875 percent senior notes due 2018 in a Regulation S offering by MIE Holdings Corporation, an independent company engaged in the exploration and production of oil and gas in China, Kazakhstan and the US. Partner Joseph Bauerschmidt piloted the transaction which was completed on 6 February 2013.

Jones Day has also represented Citibank NA London Branch as trustee in respect of the US$500 million 3.625 percent senior unsecured notes due 2023 and US$500 million 4.875 percent senior unsecured notes due 2043 in a Rule 144A and Regulation S offering by PTT Thai Oil Public Co Ltd, one of Thailand’s leading integrated publicly listed refining and petrochemical companies. Partner Joseph Bauerschmidt also led the transaction which was completed on 23 January 2013.

K Law has advised IvyCap Ventures Trust in respect of the private equity investment in RML Information Services Private Ltd (RML). RML was incubated as a separate division of Thomson Reuters (India) and was hived off into a separate company. RML is engaged in collecting, aggregating and selling rural and agricultural information and related products and services to farmers and commodity lending and business intelligence units of institutions. Thomson Reuters has also invested in RML along with IvyCap Ventures Trust. Partner Praveen Raju led the transaction. Thomson Reuters was represented by Trilegal and the deal was spearheaded by partner Delano Furtado.

Khaitan & Co has advised CA Media Holdings (Mauritius) in respect of its primary and secondary investment in OML Entertainment Pvt Ltd. CA Media is the Asian investment arm of The Chernin Group, a privately held media holding company based in Los Angeles, California founded by Peter Chernin. Partner Ganesh Prasad acted on the transaction.

Khaitan & Co has also advised HDFC Bank Ltd Bahrain Branch in respect of a US$ term loan facility granted for financing the acquisition of BITS Pilani FZ LLC by Birla Institute of Technology and Science Company, India where the term loan proceeds were used to retire BITS Pilani’s existing debt. Partner Shishir Mehta acted on the transaction.

Kirkland & Ellis is representing the special committee of the board of directors of WSP Holdings Ltd in respect of its merger agreement announced on 21 February 2013 with WSP OCTG GROUP Ltd, a company owned by HDS Investments LLC. The transaction contemplated under the merger agreement represents a total transaction value of approximately US$893.6 million, including the assumption of the outstanding debt of WSP Holdings Ltd, a leading Chinese manufacturer of American Petroleum Institute (API) and non-API seamless casing, tubing and drill pipes. The merger is expected to close in the second quarter of 2013 and, if completed, will result in WSP Holdings Ltd becoming a privately held company and no longer listed on the NYSE. Partners David Zhang, Jesse Sheley, Pierre Arsenault and Benjamin Su are leading the transaction.

Latham & Watkins has represented WNS (Holdings) Ltd, a provider of global offshore business process outsourcing services, in respect of the US$185 million secondary offering of 14.5 million American Depositary Shares on the NYSE. The shares were sold by Warburg Pincus, WNS’s largest shareholder prior to the offering, and involved the sale of its entire remaining holdings of shares (approximately 30 percent) as American Depositary Shares. The underwriters exercised in full their over-allotment option granted by Warburg Pincus. Partner Min Yee Ng led the transaction.

Majmudar & Partners has advised San Francisco headquartered Burrill & Company in respect of its US$10 million Series B round of financing in Strand Life Sciences, a Bangalore-based life sciences company that develops data analysis and visualisation software for microarray gene expression data. Burrill & Company is a diversified global financial services firm focused on the life sciences industry with US$1.5 billion assets under management. The financing included both a primary investment into Strand and a secondary buy-out of the lead Series A investors, WestBridge Capital and Ascent Capital. Partner N Raja Sujith led the transaction. Strand was represented by Trilegal led by partner Kosturi Ghosh whilst WestBridge Capital was advised by AZB & Partners led by partner Srinath Dasari.

Maples and Calder has acted as Cayman Islands and British Virgin Islands legal counsel to Greentown China Holdings Ltd (Greentown), a Cayman Islands company listed on the HKSE, in respect of its issue of US$400 million 8.5 percent senior notes due 2018 which are now listed on the HKSE. Greentown, headquartered in Hangzhou (Zhejiang Province), China, is one of the leading property developers in China. Partner John Trehey led the transaction whilst White & Case acted as US and Hong Kong counsel and T&C Law Firm acted as PRC counsel. Davis Polk & Wardwell acted as US counsel to the initial purchasers whilst Jingtian & Gongcheng acted as PRC counsel.

Maples and Calder has also acted as Cayman Islands counsel to the initial purchasers in respect of MCE Finance Ltd’s issue of US$1 billion 5 percent senior notes due 2021 listed on the SGX. MCE Finance is a wholly owned subsidiary of Melco Crown Entertainment Ltd, a developer, owner and, through its subsidiary Melco Crown Gaming (Macau) Ltd, operator of casino gaming and entertainment resort facilities currently focused on the Macau market. Deutsche Bank AG, The Australia and New Zealand Banking Group, Bank of America Merrill Lynch and Citigroup Inc acted as joint lead managers and joint book-runners. Partner John Trehey led the transaction whilst White & Case acted as US counsel. Latham & Watkins acted as US counsel to MCE Finance whilst Manuela Antonio Lawyers and Notaries acted as Macau counsel.

Minter Ellison has advised Dental Corporation Holdings Ltd in respect of a A$370 million-plus (US$378.25m) transaction which will see it acquired by Bupa Australia Health Pty Ltd through a scheme of arrangement. Dental Corporation is Australia and New Zealand’s largest dental group with 190 clinics and more than 560 dentists and also has a substantial interest in Dental Corporation of Canada Inc which operates 25 practices in that country. The acquisition, which is subject to regulatory and shareholder approval, should be concluded by April 2013. Partners Tim Watkin and Alberto Colla led the transaction. Bupa Australia Health Pty Ltd was advised by Herbert Smith Freehills led by partner Bradley Russell.

Minter Ellison has also advised vehicle importer and retail group Inchcape plc in respect of its £78 million (US$118.16m) acquisition of 100 percent of Australia’s largest prestige and luxury car retailer Trivett Automotive Group. The acquisition adds further scale to Inchcape’s Australian business which has been operating in the country since 1992 and sells about 50,000 vehicles per annum through its distribution and retail network. Partners Matthew Hibbins and Peter George led the transaction. Trivett was advised by Robinson Legal led by partner Julie Briscoe.

WongPartnership has acted for TCC Assets (TCCA) in respect of the takeover offer for Fraser & Neave (F&N) which closed on 18 February 2013. The takeover offer values F&N at approximately S$13.8 billion (US$11.15 billion). The bid by TCCA is the largest M&A transaction in South East Asia’s corporate history. Partners Ng Wai King, Andrew Ang, Annabelle Yip, Audrey Chng, Teo Hsiao-Huey and Ameera Ashraf led the transaction.

WongPartnership has also acted as Singapore counsel for United Test and Assembly Centre Ltd and Global A&T Electronics Ltd in respect of the refinancing of an existing US$775 million senior financing by way of a financing package involving syndicated credit facilities of US$125 million and high yield senior secured notes of an aggregate amount of US$625 million. Partners Christy Lim, Tan Beng Lee, Carol Anne Tan and Chua Sui Tong led the transaction.

Allen & Gledhill has also advised Rexel South East Asia Pte Ltd in respect of its purchase of the entire issued share capital of LuxLight Pte Ltd from Wee Boon Keng and Gnanapragasam s/o Vaithilingam. Rexel South East Asia is part of the Rexel Group, a leading global distributor of electrical products and services. Partners Michele Foo and Tang Siau Yan are leading the transaction.

Allens is advising Westpac Banking Corporation in respect of its offer of Westpac Capital Notes, a Tier 1 hybrid security that qualifies as Additional Tier 1 Capital under the Australian Prudential Regulation Authority’s new Basel III capital adequacy framework. Due to strong demand, Westpac revised on 6 February 2013 the offer size from A$500 million (US$515.6m) to at least A$1.25 billion (US$1.29b), with the ability to raise more or less. Under the deal, Westpac Capital Notes are being offered at an issue price of A$100 each (US$103.11) and are available to eligible security holders, broker firm applicants and institutional investors. Stuart McCulloch led the transaction.

Allens has also advised Alumina Ltd in respect of a A$452 million (US$467.8m) placement of shares to Chinese state-owned CITIC Group at an issue price of A$1.235 (US$1.278) a share. The number of shares placed is equal to 15 percent of Alumina’s pre-placement capital base and represents 13.04 percent of Alumina’s capital base following completion. The placement enables the company to reduce its gearing level and introduce a strategically aligned and financially strong long-term investor who will bring valuable industry expertise and market insight. Partner Greg Bosmans led the transaction.

Amarchand & Mangaldas & Suresh A Shroff Co has advised Blackstone in respect of its acquisition through leveraged buyout of two sea-plane operating companies in the Republic of Maldives. The deal was financed by HSBC and Deutsche Bank. Partner Raghubir Menon led the transaction which was signed on 26 January 2013 and closed on 31 January 2013. Freshfields advised Blackstone in relation to the financing whilst Walkers and Shah Hussain & Co Barristers & Attorneys acted as Cayman counsel and Maldivian counsel, respectively. Linklaters advised the sellers. Allen & Overy advised the lenders whilst Premier Chambers and Conyers Dill & Pearman (Cayman) Ltd acted as Maldivian counsel and Cayman counsel, respectively.

Amarchand & Mangaldas & Suresh A Shroff Co has also advised the brokers, consisting of Citigroup Global Markets India Private Ltd, Deutsche Equities India Private Ltd, Goldman Sachs (India) Securities Private Ltd, Morgan Stanley India Company Private Ltd, Kotak Securities Ltd and SBICAP Securities Ltd, in respect of the approximately INR114.690 billion (US$2.1b) sale of 9.5 percent stake by the President of India, acting through and represented by the Ministry of Power, Government of India, the promoter of NTPC Ltd pursuant to an offer for sale (OFS) through the stock exchange mechanism. The sale, which was carried out on 7 February 2013, is the second largest OFS by the Government of India, the largest being the ONGC OFS. Partner Sayantan Dutta led the transaction whilst Cleary Gottlieb Steen & Hamilton LLP acted as the international legal counsel. Khaitan & Co and Herbert Smith Freehills acted as Indian and international legal counsel, respectively, to the seller.

Ashurst has advised Concord Energy Pte Ltd and its affiliates in respect of the sale of a 50 percent interest in Fujairah Oil Terminal FZC (FOT) to Sinomart KTS Development Ltd, which completed on 3 January 2013, and FOT in respect of the US$251.86 million limited recourse financing of the project, provided by a syndicate of six international banks. The financing closed on 13 February 2012. FOT is an independent 1,155,000 cubic metre oil storage facility in the Emirate of Fujairah, United Arab Emirates. The facility will have the capability to store crude oil, bunkers, gasoline, diesel and other petroleum finished products. Partner Philip Thomson led the transaction, assisted by partners Matt Stott, Judith Kim, Dominic Gregory and David Nirenberg.

AZB & Partners has advised Genpact India in respect of its acquisition of 100 percent of the share capital of Felix Software Solutions Private Ltd from the latter’s shareholders. Partner Vinati Kastia led the transaction which was completed on 6 February 2013.

AZB & Partners has also advised global technology investment firm Silver Lake Partners in respect of its definitive agreement with Dell Inc and Michael Dell (founder, chairman and chief executive officer of Dell Inc) under which Silver Lake and Michael Dell will acquire Dell Inc for approximately INR1.3 trillion (US$24.4b). The firm advised on Indian law issues arising out of the acquisition on account of the subsidiaries of Dell Inc in India, namely Dell International Services India Private Ltd and Dell India Private Ltd. Partner Shuva Mandal led the transaction which was signed on 5 February 2013.

Cadwalader, Wickersham & Taft and Joseph PC Lee & Associates have advised Hainan Airlines in respect of a US$500 million bond issuance. The bonds, due in 2020, have a coupon of 3.625 percent and are listed on the SGX-ST. The bonds are credit enhanced by a standby letter of credit issued by Bank of China Hainan Branch and the execution of a keepwell deed by the issuer’s parent company, Hainan Airlines Co Ltd. Partners David Neuville and Joseph Lee led the transaction.

Clifford Chance has advised BAIC Motor, Beijing Automotive Group’s passenger car unit, in respect of the increased investment of up to 12 percent from Daimler AG. The investment will be through the issuance of new shares and is subject to approval by the Chinese government. The deal represents the first time that a non-Chinese car company has taken a stake in a Chinese original equipment manufacturer. Partner Tim Wang led the transaction.

Clifford Chance has also advised B Grimm BIP Power Ltd and Bangkadi Clean Energy Ltd in respect of a total financing of β9.75 billion (US$325m) for two gas-fired power projects located in Bangkadi Industrial Park, Pathumthani Province in Thailand. The two projects will have an installed generating capacity of 114MW each and will be developed by B Grimm Power Ltd, one of the leading developers of private power generation responsible for building and operating power plants in Thailand and Vietnam. The separate loans of β4.835 billion (US$161.8m) to B Grimm BIP Power Ltd and β4.89 billion (US$163.6m) to Bangkadi Clean Energy Ltd were provided by KASIKORNBANK Public Company Ltd and Bangkok Bank Public Company Ltd. Partner Fergus Evans led the transaction.

Davis Polk has advised Reliance Industries Ltd in respect of its Rule 144A and Regulation S offering of US$800 million 5.875 percent senior perpetual notes. Merrill Lynch, Pierce, Fenner & Smith Inc, Citigroup Global Markets Inc and The Hongkong and Shanghai Banking Corporation Ltd acted as joint global coordinators and joint book-running managers whilst Barclays Bank PLC, Deutsche Bank AG Singapore Branch, JP Morgan Securities plc and The Royal Bank of Scotland plc acted as joint book-running managers. Reliance Industries is an integrated energy company with leadership positions in oil and gas, petroleum refining and petrochemical manufacturing and operates principally in India. It is India’s largest private sector enterprise. Partners Jeffrey R O’Brien and John D Paton led the transaction whilst AZB & Partners, led by partners Shuva Mandal and Varoon Chandra, acted as Indian counsel. Shearman & Sterling acted as US counsel and J Sagar Associates, led by partner Dina Wadia, acted as Indian counsel to the joint global coordinators and joint book-running managers.

Davis Polk has also advised CITIC Resources Holdings Ltd in respect of a modified Dutch auction cash tender offer by CITIC Resources Finance Ltd, a wholly-owned subsidiary of CITIC Resources Holdings Ltd, for up to US$200 million of its outstanding US$1 billion of 6.75 percent senior notes due 2014. The tender amount was subsequently increased to US$201.1 million. CITIC Resources Holdings Ltd is an integrated provider of strategic natural resources and key commodities with particular focus on the oil and coal businesses. Partners William F Barron and John D Paton led the transaction whilst Conyers Dill & Pearman advised as to Bermuda law and British Virgin Islands law. Morgan Stanley & Co International plc, the sole dealer manager, was advised by Sidley Austin.

Freshfields Bruckhaus Deringer’s Singapore office has advised leading offshore deepwater drilling company Seadrill Ltd in respect of the integration of its tender rig division into SapuraKencana Petroleum Berhad, one of the world’s largest integrated oil and gas services and solutions providers, for an agreed acquisition price of US$2.9 billion. Over the Chinese New Year period Seadrill and SapuraKencana entered into a conditional sale and purchase agreement in relation to the proposed transaction which is expected to close by the end of April 2013. Partner Stephen Revell, with partners Gavin MacLaren and Simon Weller, led the transaction. The firm worked closely with Norwegian legal counsel to Seadrill, Erling Lind of Wiersholm.

Hadiputranto, Hadinoto & Partners, Baker & McKenzie International’s member firm in Indonesia, has advised PT Metro Panca Gemilang in respect of the sale of 90 percent of its stake in PT Bank Metro Express to Shinhan Bank of Korea (‘Shinhan’). This is the first successful acquisition agreement to be signed to acquire an Indonesian bank after the enactment of the limitation of ownership of Indonesian banks. The acquisition is in line with Shinhan’s strategy to enter the retail banking market of Southeast Asia. Partner Erwandi Hendarta led the team.

Herbert Smith Freehills has advised China Petroleum & Chemical Corp (Sinopec) in respect of the Hong Kong and US aspects of its US$3.1 billion private placement of approximately 2.85 billion new H-shares which will be listed on the HKSE on or about 14 February 2013. These shares account for approximately 3.2 percent of the number of total issued shares of Sinopec and approximately 14.5 percent of its H-shares as enlarged after the placing. It will be the largest equity transaction in Asia so far this year, and Sinopec’s first major equity offering since its IPO in 2000. Goldman Sachs acted as the sole global coordinator, book-runner and placing agent for the deal. Partners Tom Chau and Kevin Roy led the transaction.

Herbert Smith Freehills has also advised Huaneng Power International Inc, one of China’s largest listed power producers, in respect of its RMB1.5 billion (US$241m) Regulation S offering of three-year fixed rate bonds due 2016. The bonds will be listed and traded on the HKSE. Listed in New York, Hong Kong and Shanghai, Huaneng Power is mainly engaged in developing, constructing, operating and managing large-scale power plants throughout China. China International Capital Corporation Hong Kong Securities Ltd, ICBC International Securities Ltd and Merrill Lynch International were the joint lead managers for the offering. Partners Tom Chau and Kevin Roy led the transaction.

Hogan Lovells has advised state-owned flagship airline carrier Vietnam Airlines in respect of the ECA financing of five Airbus A321 aircraft. The firm also previously advised Vietnam Airlines on the US$ 457 million ECA financing of eight Airbus A321 aircraft after Vietnam Airlines signed contracts with Airbus in 2007 and 2009 to purchase a total of 26 Airbus A321s for delivery during the 2011-2014 period as part of a plan to modernise and expand the Vietnamese fleet to 110 and 170 aircraft by 2015 and 2020, respectively. Partner Richard Jadot led the transaction which closed on 8 December 2012.

Hogan Lovells has also advised Macquarie Capital Securities Ltd in respect of two transactions with a combined value of over US$90 million in the past two weeks. The firm advised Macquarie, CCB International Capital Ltd and Guotai Junan Securities (Hong Kong) Ltd as book-runners and placing agents in respect of the sale of 120 million existing shares in Comtec Solar Systems Group Limited (Comtec) by Fonty Holdings Ltd (Fonty) and the subscription of the same number of new shares by Fonty, raising approximately HK$203.8 million (US$26.2m). Fonty is Comtec’s controlling shareholder. In addition, the team advised Macquarie as the sole book-runner and placing agent in the sale of 125.3 million shares in NeoOcean Energy Holdings Ltd (NeoOcean Energy), raising up to HK$513.7 million (US$65.9m). Both Comtec and NeoOcean are listed on the HKSE. Partner Terence Lau led both transactions.

Khaitan & Co has advised Hoshizaki Electric Co Ltd in respect of the acquisition of 50.01 percent stake in Western Refrigeration Private Ltd. Hoshizaki specialises in refrigeration products around the world and is listed on the Tokyo and Nagoya stock exchanges. Partner Zakir Merchant led the transaction with assistance from partner Vaishali Sharma.

Khaitan & Co has also advised Haldia Energy Ltd in respect of the US$30 million sub debt facility extended by Standard Chartered Bank. Haldia Energy Ltd is a wholly owned subsidiary of CESC Ltd. Partner Amitabh Sharma acted on the transaction.

King & Wood Mallesons has represented Daimler AG (Daimler) and Daimler Northeast Asia Ltd (DNEA) in respect of a package deal with BAIC Motor Corporation Ltd and its parent company Beijing Automotive Group Co Ltd (BAIC Group) that includes the share subscription agreement. According to the agreement, Daimler AG will invest RMB5.13 billion (US$821.37m) for 12 percent stake in BAIC Motor by way of share subscription. This joint strategic move comes ahead of BAIC Motor’s intention to launch an IPO in the future. Daimler AG with its headquarters in Stuttgart, Germany, is the world’s largest manufacturer of commercial vehicles as well as one of the largest manufacturers of premium cars in the world. BAIC Motor was established in 2010 by six founding shareholders including BAIC Group. BAIC Group is one of the five largest conglomerates in Chinese auto industry. Partner Xu Ping, assisted by partners Liu Cheng and Candy Chan, led the transaction.

Latham & Watkins has advised Chinese property developer Hopson Development Holdings Ltd in respect of its offering of US$300 million of 9.875 percent senior notes due 2018. The joint lead managers for the transaction were UBS and ICBC (Asia). Partner Eugene Lee led the transaction.

Latham & Watkins has also advised MCE Finance, a subsidiary of Macau casino and entertainment resort operator Melco Crown Entertainment, in respect of its offering of US$1 billion 5 percent senior notes due 2016 which were priced at 100 percent of par. MCE Finance intends to use the net proceeds from the offering (i) to repurchase in full MCE Finance’s US$600 million 10.25 percent senior notes due 2018 issued on 17 May 2010 and fund the related redemption costs, and (ii) the entire remainder of the net proceeds thereafter for the partial repayment of RMB2.3 billion (US$364.9m) 3.75 percent bonds due 2013 issued by Melco Crown Entertainment on 9 May 2011. The joint lead managers for the transaction were Deutsche Bank, ANZ, Bank of America Merrill Lynch and Citigroup. Partners Bryant Edwards and Eugene Lee led the transaction.

Maples and Calder has acted as Cayman Islands counsel to China Nuokang Bio-pharmaceutical Inc, a leading China-based biopharmaceutical company focused on the research, development, manufacture, marketing and sales of hospital-based medical products, in respect of its merger with Kingbird Mergerco Inc, a wholly-owned subsidiary of Kingbird Investment Inc, an affiliate of Baizhong Xue, the chairman and chief executive officer of China Nuokang, in a transaction valued at approximately US$43.4 million. Under the terms of the merger, each of China Nuokang’s ordinary shares and American depositary shares were cancelled in exchange for the right to receive cash consideration, other than certain shares owned by Kingbird Investment, Kingbird Mergerco (or their wholly-owned subsidiaries) or beneficially owned by Xue or his affiliates. As a result of the merger, China Nuokang became a direct wholly-owned subsidiary of Kingbird Investment. Partner Jenny Nip led the transaction. Skadden, Arps, Slate, Meagher & Flom, led by partner Peter Huang, acted as US counsel to the independent committee of China Nuokang whilst Kirkland & Ellis International, led by partners David Zhang, Stephanie Tang and Jesse Sheley, acted as US counsel to the buyer group.

Mayer Brown JSM is acting as lead international counsel to Italian shipbuilder Fincantieri, the world’s largest builder of cruise ships and a major player in the naval industry, in respect of its acquisition of a 50.75 percent stake in SSX-listed STX OSV. The total value of the transaction, including the acquisition and the mandatory cash offer to be made in compliance with the rules of the Singapore Code on Take-overs and Mergers, will amount to approximately US$1.2 billion. STX OSV is a major global shipbuilder, constructing offshore and specialised vessels used in the offshore oil and gas exploration and production and oil services industries. With its acquisition of STX OSV, Fincantieri will nearly double its size to become one of the five largest shipbuilders in the world. Partner Stephen Bottomley led the transaction, with lawyers from Tauil & Chequer Advogados.

Morrison & Foerster is advising Fujitsu Ltd in respect of its memorandum of understanding (MOU) with Panasonic Corp to consolidate the design and development functions of the system LSI businesses of Panasonic and Fujitsu Semiconductor Ltd, a wholly owned subsidiary of Fujitsu. With the backing of capital contributions from third-party investors, Fujitsu and Panasonic will establish a new company under a fabless business model, enabling LSI design and development functions. At the same time, the two companies have agreed to discuss the transfer of business to the new company. In establishing the new integrated company, Development Bank of Japan Inc. (DBJ) has been asked to assist with investment and financing. Fujitsu and Panasonic are currently engaged in detailed discussions with a view to finalising a contract. Partners Kenneth Siegel and Saori Nakamura are leading the transaction.

Nishith Desai Associates has advised Everstone group company in respect of its acquisition of a significant shareholding in Transpole Logistics Private Ltd for about INR2.2 billion (US$41m). Transpole is a private limited company in India and is engaged in the business of providing freight forwarding and logistics services. Everstone group is a premier private equity investor with assets under management in excess of US$1.8 billion.

Paul Hastings has represented BDORO Europe Ltd, a subsidiary of BDO Unibank, Inc, the largest full-service universal bank in the Philippines, in respect of the acquisition of Strand Bridge House, located at 138-142 Strand in London. Partners Patricia Tan Openshaw and Jeffrey Diener led the transaction.

Paul Hastings has also represented Credit Suisse as the sole book-runner in respect of the US$114 million global depositary receipts (GDRs) offering by Seoul-headquartered Youngone Corporation, a Korea-based original equipment manufacturer (OEM) of outdoor sportswear, shoes and backpacks for the likes of Nike and North Face. It plans to use the proceeds from its offering mainly for capital expenditures, expansion of manufacturing facilities at different overseas sites and for general corporate purposes. The successful closing of this transaction marks the first international equity offering this year from Korea. Dong Chul Kim led the transaction.

Rajah & Tann has advised SGX-ST listed Yamada Green Resources Ltd in respect of its S$9.45 million (US$7.62m) placement of shares to Hydrex International Pte Ltd, which is wholly owned by Sam Goi, executive chairman of Tee Yih Jia group, a global food and beverage group with operations in Singapore, Malaysia, USA, Europe and PRC. Yamada is a major supplier of self-cultivated shiitake mushrooms and operates one of the largest shiitake mushroom cultivation bases in Fujian Province, PRC. UOB Kay Hian Private Ltd acted as placement agent. Partners Chia Kim Huat and Danny Lim led the transaction which was announced on 19 February 2013 and is still on-going. Shook Lin & Bok advised Hydrex.

Rodyk & Davidson is acting for vendor Mapletree Anson Pte Ltd, a wholly owned subsidiary of Mapletree Investments, in respect of the sale of Mapletree Anson, a 19-storey premium office building located at 60 Anson Road, for S$680 million (US$549.3m) to Mapletree Commercial Trust (MCT). This is MCT’s maiden acquisition since its listing in April last year. Mapletree Anson is one of the several properties which Mapletree Investments has offered MCT the right of first refusal. Partner Leong Pat Lynn supported by partner Tan Shijie led the transaction.

Rodyk & Davidson has also acted for Standard Chartered Bank in respect of its grant of S$370 million (US$298.4m) transferable loan facilities to OUB Centre Ltd, secured over its property at 1 Raffles Place (Tower 1 and Tower 2), Singapore. Partners Nicholas Chong, Doreen Sim and Dawn Tong led the transaction.

Shin & Kim is representing leading Korean chemical company SK Chemicals in respect of a transaction to form a joint venture with Japanese chemical company Teijin Chemicals. The JV company, to be 66 percent owned by SK Chemicals, will produce environmentally friendly pollyphenyline sulfide materials (PPS) aimed at the growing electric vehicle and electronics industries. PPS is a super-engineering plastic with outstanding thermal and chemical stabilities, whose demand is expected to grow to replace various metallic applications. The JV will officially start around the end of July 2013, when the business combination between the two companies is approved in Korea, Japan, China, the US and other such countries to which the JV’s operations will extend. Seong Hoon Yi, Myong-Hyon Brandon Ryu and Soo Kyun Lee led the transaction.

Simmons & Simmons has advised pan-African resources company Mwana Africa PLC in respect of a joint venture agreement with China’s Zhejiang Hailiang Company Ltd (Hailiang) for its 100 percent owned SEMHKAT copper exploration area in the Democratic Republic of Congo (DRC). Under the agreement, Hailiang will invest US$25 million over a minimum of four years to earn a 62 percent voting interest in the exploration joint venture. Hailiang, the largest copper pipe exporter and the largest precision copper bar manufacturer in China, has the right at any time to initiate exploration and development of a selected license area and then, if it is found to be feasible, a mine will be developed. Mwana Africa’s principal operations and exploration activities cover gold, nickel and other base metals, and diamonds in Zimbabwe, the DRC and South Africa. It was the first African owned and managed mining business to be listed on London’s AIM market. The joint venture will allow Mwana Africa to accelerate its copper exploration and development programmes in Africa’s highest grade copper belt. Partner Ian Wood led the transaction.

Sullivan & Cromwell has advised a consortium comprising of Italian operator SNAM (45 percent), Singaporean sovereign fund GIC (35 percent) and EDF (20 percent through its dedicated assets fund) in respect of its exclusive negotiations entered into on 5 February 2013 with Total for the acquisition of Transport et Infrastructures Gaz France (TIGF), its gas transport and storage business in South-West France. Partner Olivier de Vilmorin led the transaction which puts TIGF’s value at €2.4 billion (US$3.23b).

Walkers has acted as Cayman Islands counsel to MCE Finance Ltd, a wholly-owned subsidiary of Melco Crown Entertainment Ltd, in respect of the issuance of US$1 billion 5 percent senior notes due 2021. Partner Kristen Kwok led the transaction.

Watson, Farley & Williams has advised DVB Group Merchant Bank (Asia) Ltd (DVB) and China Development Bank, as co-lenders who financed the acquisition, in respect of a US$358.6 million sale and lease back transaction of a portfolio of maritime containers for China Shipping Container Lines (CSCL) and CDB Leasing (CDBL). The portfolio represented approximately 20 percent of the containers owned by CSCL as of 31 December 2011. The containers were acquired by CLC Maritime Container Leasing, backed by CDBL, and leased back to CSCL. DVB arranged and partially financed the acquisition with co-lender China Development Bank. Partner Mehraab Nazir, assisted by partner Peter Chean, led the transaction.

White & Case has advised Greentown China Holdings Ltd in respect of its high yield offering of US$400 million 8.5 percent senior notes due 2018. Greentown China Holdings Ltd 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. Partners Anna-Marie Slot and David Li led the transaction whilst T&C Law Firm advised as to PRC law and Maples and Calder as to Cayman Islands and British Virgin Islands law. Davis Polk, led by partners William F Barron and John D. Paton, advised the initial purchasers, consisting of Deutsche Bank AG Singapore Branch, BOCI Asia Ltd, Goldman Sachs (Asia) LLC, The Hongkong and Shanghai Banking Corporation Ltd, Industrial and Commercial Bank of China (Asia) Ltd, Standard Chartered Bank and UBS AG Hong Kong Branch, whilst Jingtian & Gongcheng Attorneys advised as to PRC law.

White & Case has also advised Bank of America Merrill Lynch, Deutsche Bank, HSBC, Goldman Sachs and Morgan Stanley as joint lead managers in respect of MIE Holdings Corporation’s high yield issue of US$200 million 6.875 percent senior notes due 2018. The offering closed on 6 February 2013. MIE Holdings is an independent oil and gas company engaged in the exploration and production of oil and gas in China, Kazakhstan and the US. Partner Anna-Marie Slot, assisted by partner Maxim Telemtayev, led the transaction.

WongPartnership is acting for the joint underwriters, consisting of Citigroup Global Markets Singapore Pte Ltd, DBS Bank Ltd, Goldman Sachs (Singapore) Pte and The Hongkong and Shanghai Banking Corporation Ltd, in respect of Mapletree Greater China Commercial Trust’s IPO. This is expected to be Singapore’s biggest REIT offering to date and the largest IPO on the SGX in the last two years. Partners Rachel Eng and Long Chee Shan led the transaction.

WongPartnership LLP also successfully defended Ng Boon Gay, the former director of the Central Narcotics Bureau, Singapore in respect of charges of corruption. Ng faced four charges of accepting sexual favours in exchange for furthering the business interests of two information technology product companies. In a rare defeat for Singapore’s anti-corruption agency, the court found Ng not guilty of corruption and acquitted him of all charges. In particular, the court found that the instances of sexual acts took place in the context of an intimate relationship, and that there was neither a corrupt element nor any guilty knowledge on Ng’s part in relation to the charges. Partners Tan Chee Meng, Melanie Ho and Chen Xinping acted on the matter.

Allen & Gledhill is also advising SingTel Pakistan Investments Ltd, a wholly-owned subsidiary of Singapore Telecommunications Ltd, in respect of the sale of its entire 30 percent stake in Warid Telecom (Private) Ltd to Warid Telecom Pakistan LLC for US$150 million and a right to receive a 7.5 percent share of the net proceeds from any future sale, public offering or merger of Warid Telecom (Private) Ltd. Partners Michele Foo and Michelle Fum acted on the transaction.

Allen & Overy has advised Citibank, JP Morgan and Axis Capital as book-runners in respect of Axis Bank’s INR47.26 billion (US$890m) qualified institutions placement (QIP) which involved a private placement of shares under Section 4(a)(2) of the US Securities Act to investors in the US and a Regulation S offering outside the US. Together with the QIP, Axis Bank also made a preferential allotment to some of its principal shareholders, taking the total amount of equity capital raised by this deal to INR55.37 billion (US$1billion). The offering is the largest-ever QIP out of India and marks a revival of the Indian equity markets which have been moribund for quite some time. Partners Andrew Harrow and Jim Grandolfo led the transaction. Amarchand & Mangaldas & Suresh A Shroff & Co and Luthra & Luthra Law Offices advised Axis Bank and the book-runners, respectively, as Indian counsel.

Amarchand & Mangaldas & Suresh A Shroff Co has acted for Biological E. in respect of its 50/50 joint venture (JV) with Glaxo Simth Kline (GSK) for the early stage research and development of a six-in-one combination paediatric vaccine to help protect children in India and other developing countries from polio and other infectious diseases. Partner Puja Sondhi led the transaction which is yet to be completed. AZB & Partners advised Glaxo Simth Kline.

Amarchand & Mangaldas & Suresh A Shroff Co has also advised the promoters of International Tractors Ltd (ITL) in respect of the acquisition by Blackstone Capital Partners (Singapore) VI and associate companies (Blackstone) of 12.5 percent in ITL in two equal tranches. The first tranche closed on 18 December 2012 whilst the second tranche is expected to close on 30 April 2013. Chandrasekhar Tampi led the transaction which was valued at US$100 million. Blackstone was advised by AZB & Partners.

Appleby has acted as Bermuda and BVI counsel for COSCO Pacific (2013) Finance Ltd (CPF) and COSCO Pacific Ltd (CPL) in respect of CPF’s issue of US$300 million 4.375 percent notes due January 2023 guaranteed by CPL. CPF is a special purpose vehicle newly incorporated in BVI and is a wholly owned subsidiary of CPL. It was established solely for issuing the notes. HKSE-listed CPL is a constituent company of China Ocean Shipping (Group) Company (COSCO Group). Proceeds of the notes will primarily be used to fund the expansion of the COSCO Group’s terminal and container leasing business. Partner Jeffrey Kirk led the transaction whilst Linklaters acted as counsel for the company. Clifford Chance acted for the joint lead managers.

AZB & Partners has advised Sumitomo Rubber Industries Ltd Japan in respect of its acquisition of 60 percent equity of Falken Tyre India Private Ltd, with the balance being bought by a Singapore company. Partners Percival Billimoria and Debashish Sankhari led the transaction which was valued at approximately INR550 million (US$10m).

Baker & McKenzie has advised China Merchants Holdings (International) Company Ltd (CMHI), the largest public port operator in China, in respect of its strategic partnership with CMA CGM, the world’s third largest container shipping company, and its agreement to acquire 49 percent equity interest in Terminal Link, a wholly-owned subsidiary of the CMA CGM Group, for €400 million (US$543.48m). Based in Marseilles, France, Terminal Link operates, develops and invests in a global network of 15 terminals located on the world’s key international shipping routes. This transaction is part of a wider strategic partnership between CMA CGM and CMHI as business partners in operating and developing container terminals on a global basis. Partners Poh Lee Tan and Tracy Wut led the transaction.

Baker & McKenzie, led by partner Dorothea Koo, has also advised Yuexiu Group in respect of:
• Yuexiu Property Company Ltd’s (Yuexiu Property) establishment of its first US$2 billion medium term note programme. The notes that were issued on the first drawdown amounted to US$850 million in aggregate and comprised of US$350 million 3.25 percent notes due 2018 and US$500 million 4.5 percent notes due 2023. Bank of China (Hong Kong) Ltd, BOCI Asia Ltd, DBS Bank Ltd, The Hongkong and Shanghai Banking Corporation Ltd and Morgan Stanley & Co International plc acted as the joint lead arrangers for the MTN Programme. They, together with Yue Xiu Securities Ltd, acted as dealers for the first drawdown. Linklaters acted for the arrangers.
• Yue Xiu Enterprises (Holdings) Ltd’s (Yue Xiu Enterprises) third note issuance of HK$1 billion (US$129m) 5.65 percent corporate notes due 2018. The notes were purchased by Industrial and Commercial Bank of China (Macau) Ltd and Agricultural Bank of China Ltd Hong Kong Branch. Société Générale, ICBC International and Agricultural Bank of China Ltd Hong Kong Branch acted as joint lead arrangers. Hogan Lovells acted for the arrangers.

Clifford Chance has advised Asia Outsourcing Gamma Ltd, a company controlled by CVC Capital Partners, in respect of its purchase of Philippine Long Distance Telephone Company’s (PLDT) business process outsourcing (BPO) business for more than US$300 million. PLDT will reinvest 20 percent of the proceeds from the sale into Asia Outsourcing Gamma Ltd and continue to participate in the growth of the business as a partner with CVC, one of the world’s leading private equity and investment advisory firms. The BPO company, headquartered in the Philippines, has operations in India and the US and is one of the largest and most diversified BPO service providers in terms of clients, geographic presence and capabilities. Partner Neeraj Budhwani led the transaction which is expected to close in March 2013, subject to government approvals.

Davis Polk has advised The Hongkong and Shanghai Banking Corporation Ltd, Standard Chartered Bank and UBS AG Hong Kong Branch as initial purchasers in respect of a US$400 million Regulation S high yield notes offering by Sparkle Assets Ltd, an indirect special purpose vehicle set up by Fosun International Ltd. The notes are guaranteed by Fosun International Ltd and certain of its subsidiaries. HKSE-listed Fosun is a Shanghai based holding company which owns several Hong Kong and PRC listed entities, such as Fosun Pharma and Nanjing Iron & Steel. Partners William F Barron and John D Paton led the transaction whilst Grandall Law Firm (Shanghai) advised as to PRC law. The Fosun Group was advised by Sidley Austin as to US law and Hong Kong law, Chen & Co as to PRC law and Appleby as to BVI law.

Davis Polk has also advised Credit Suisse (Hong Kong) Ltd and Morgan Stanley Services Pty Ltd as joint lead managers in respect of the US$453.7 million offering by Innolux Corporation of 101.25 million global depositary shares (GDSs) representing approximately 1 billion shares. The GDSs are listed on the Luxembourg Stock Exchange. Based in Taiwan, Innolux Corporation is the world’s second-largest TFT-LCD panel manufacturer. Partners James C Lin and John D Paton led the transaction whilst Fangda Partners advised on PRC law. Baker & McKenzie advised Innolux Corporation on Taiwan law.

Eversheds has advised New World China Land (NWCL) in respect of a new dim sum bond issue raising RMB3 billion (US$481.2m). This is NWCL’s second dim sum bond offering after their previous successful record-making RMB4.3 billion (US$689.6m) offering last year, which still remains the largest corporate dim sum bond issuance in history and on which the firm also advised NWCL. The Regulation S deal was priced at 5.5 percent for a five-year tenor due 2018. The bonds are listed on the HKSE. Lead managers for the transaction are BOC International and HSBC. Partners Kingsley Ong and Stephen Mok led the transaction which closed on 6 February 2013.

HSA Advocates has advised Pearl Drinks Ltd, a company engaged in the manufacture of aerated drinks, syrup mix, juices and other products pursuant to franchise rights granted by PepsiCo, in respect of the sale and transfer of its Delhi Territory Business by way of a business transfer arrangement to Varun Beverages Ltd. The transaction entailed the sale of the whole of the Delhi Territory PepsiCo Business, including the manufacturing and marketing of the PepsiCo products in the said territory. Pearl Drinks is a part of the CK Jaipuria Group of Companies whilst Varun Beverages is part of the RK Jaipuria Group of Companies / RJ Corp. Partners Aparajit Bhattacharya and Harvinder Singh led the transaction. PepsiCo was advised by JSA.

HopgoodGanim is advising Jindal Steel & Power (Australia) Pty Ltd in respect of its A$221.61 million (US$230.6m) on-market takeover offer for coal producer Gujarat NRE Coking Coal Ltd. Jindal’s unconditional cash offer per share represents a five percent premium to the closing price per share on 29 January 2013 and a 15 percent premium on the volume weighted average share price over the previous three months. As Jindal currently owns 19.48 percent of Gujarat, the offer represents a continuation of Jindal’s strategy to strengthen its global base in interests, at both a direct and indirect equity basis, in coal reserves. Partner Michael Hansel is leading the transaction.

K Law has advised HealthSprint Networks Private Ltd and its promoters in respect of the sale of 100 percent of the promoters’ equity stake in the company to the venture capital funds viz. Nirvana Digital India Fund and Bessemer Venture Partners. The company is engaged in the business of Healthcare IT services by developing healthcare payment network, health insurance applications, etc. Partner Shwetambari Rao led the transaction. The investors were represented by Nishith Desai Associates.

Khaitan & Co has advised Haldia Energy Ltd in respect of availing US$30 million external commercial borrowing as part of ICICI Bank’s rupee denominated senior debt facility on INR450 crores (US$84.68m). Haldia Energy Ltd is a wholly owned subsidiary of CESC Ltd. Partner Amitabh Sharma acted on the transaction.

Khaitan & Co has also advised Bessemer Venture Partners Trust in respect of its acquisition of 33.33 percent stake in Anunta Technology Management Ltd for approximately US$3 million. Bessemer Venture Partners is a private venture capital firm with the longest standing venture capital practice in the United States. Partner Aakash Choubey acted on the transaction.

King & Wood Mallesons has represented Nissan Motor Co Ltd (Nissan) and Nissan (China) Investment Co Ltd in respect of the successful signing of the framework agreement with Dongfeng Motor Group Co Ltd (DFG) and Dongfeng Motor Co Ltd (DFL) for DFL’s medium-duty and heavy-duty commercial vehicle businesses. The total investment is RMB11.71 billion (US$1.88b) which includes the restructure and transfer of equity interest, assets, contracts, debt and personnel. The framework agreement, as well as the relevant equity transfer agreements and assets transfer agreement, were signed on 26 January 2013. DFL is a 50:50 joint venture established by Nissan and DFG in 2003. It is the largest sino-foreign joint venture in the auto industry in China. DFG is a leading auto manufacturer of medium and heavy trucks in the world and Chinese markets. Xu Ping and Liu Cheng led the transaction.

King & Wood Mallesons has also advised Shantui Construction Machinery Co Ltd (Shantui), through its wholly owned subsidiary Shantui Investment Co Ltd (Shantui Investment), in respect of its agreement signed on 25 January 2013 with Manitowoc Crane Group Asia Pte Ltd (Manitowoc) and other related parties to acquire a controlling stake in Manitowoc Dongyue Heavy Machinery Co Ltd (Dongyue) by increasing capital. Under the agreement, the existing Chinese shareholder will exit from Dongyue and Dongyue will change its name to Shantui Manitowoc Heavy Industry Co Ltd, with Shantui Investment and Manitowoc each holding 51 percent and 49 percent equity interests, respectively. Shantui Investment and Manitowoc will invest RMB216.8 million (US$34.79m) and RMB88.2 million (US$14.15m), respectively, through capital increase. After this transaction, this joint venture will become the sole platform for the manufacture and sales of truck cranes and loader cranes in China, and will also be the exclusive distributor of the imported Manitowoc RT/AT in China. Xu Ping led the transaction.

Latham & Watkins has advised Thai Oil Public Co Ltd, one of Thailand’s largest refining and petrochemical companies and a part of state-owned energy and chemicals conglomerate, PTT Group, in respect of its benchmark offering of US$1 billion dual-tranche senior unsecured fixed rate notes. The issue comprised of US$500 million 3.625 percent senior unsecured notes due 2023 and US$500 million 4.875 percent senior unsecured notes due 2043. Partners Michael Sturrock and Timothy Hia led the transaction.

Paul Hastings has represented HKSE-listed Future Land Development Holdings Ltd (Future Land), a leading Chinese property developer focused on developing quality residential and mixed-use projects, in respect of its issuance of US$200 million US dollar denominated senior notes. Merrill Lynch International acted as the sole global coordinator whilst Merrill Lynch International, Deutsche Bank, UBS and Haitong International were the joint book-runners and joint lead managers of the offering. Future Land intends to use the proceeds of the notes to repay certain existing loans, to fund the acquisition of land for residential and commercial property development, and for general corporate purposes. Partners Raymond Li, Vivian Lam and David Grimm led the transaction.

Paul Hastings has also represented Mingfa Group (International) Company Ltd, a leading PRC investment company focusing on property development, in respect of its issuance of US$100 million senior notes due 2018. Credit Suisse was the sole global coordinator, and Credit Suisse, Citi, ICBC International Capital, RBS and Morgan Stanley were the joint book-runners in the offer and sale of the notes. Mingfa Group intends to use the majority of the net proceeds to refinance certain of its outstanding indebtedness, including a US$20 million loan provided by Galaxy Earnest in November 2012, and the remaining amount for general corporate purposes. Partners Raymond Li, Vivian Lam, David Grimm and Christian Parker led the transaction.

Rajah & Tann is advising SGX-listed United Engineers Ltd (UEL) and its UE Centennial Venture Pte Ltd in respect of the group’s proposed all-cash voluntary offers for shares and convertible bonds of WBL Corporation Ltd (WBL) which value WBL at S$1.125 billion (US$909.4m) based on an offer price per WBL share of S$4 (US$3.23). The takeover offers, which are subject to the approval of UEL shareholders under SGX listing rules, are competing offers to the mandatory conditional offers by The Straits Trading Company Ltd (STC) which is offering cash of S$3.36 (US$2.72) per WBL share or STC shares in exchange. Partners Goh Kian Hwee, Serene Yeo, Lawrence Tan, Cynthia Goh and Soh Chai Lih are leading the transaction which was announced on 30 January 2013 and is yet to be completed.

Rodyk & Davidson has acted for the lenders led by the National Australia Bank in respect of the grant of restructured credit facilities amounting to S$470 million (US$379.7m) to Cambridge Industrial Trust Management. Part of the restructured facilities was used to finance the purchase of several new properties. Partner Lee Ho Wah led in the real estate aspects of the transaction.

Rodyk & Davidson is also acting for public listed company Sing Holdings Ltd (SHL) in respect of its acquisition of a 99-year leasehold residential land at Punggol Field Walk/Punggol East. The successful bid of S$162.1 million (US$131m) was the highest of seven bids submitted. The site has a land area of approximately 14,306.9 sq m with a maximum gross floor area of 42,920.7 sq m. It is projected that the developer will be able to construct some 435 executive condominium units on this site. Coral Edge Development Pte Ltd (CED), which is controlled by SHL, will develop the site for executive condominium housing. The firm is also acting for CED in the project sales. Partner Norman Ho leads the transaction.

Shook Lin & Bok has acted for DBS Trustee Ltd, the trustee of Mapletree Commercial Trust (MCT), in respect of the acquisition of Mapletree Anson, a 19-storey Grade-A office building in Singapore’s Central Business District, from Mapletree Anson Pte Ltd, a wholly-owned subsidiary of Mapletree Investments Pte Ltd, for a total purchase consideration of S$680 million (US$549.4m). This is MCT’s maiden acquisition since its listing on the SGX-ST on 27 April 2011. Partners Tan Woon Hum and Andrea Ng advised on the transaction.

Skadden, Arps, Slate, Meagher & Flom has represented a fund of Samchully Asset Management Co Ltd (Samchully AMC), the investment arm of the largest Korean city gas distributor Samchully Group, in respect of its acquisition of a 34 percent interest in the Neptune Gas Processing Plant in Louisiana, US from Marathon Oil Company for approximately US$170 million in cash. The transaction represents the first direct investment in a US midstream asset by a Korean financial entity. For purposes of the acquisition, Samchully AMC established a special purpose vehicle that is owned by a new fund, with investors reported to be comprised of Korean pension funds. Partner Lance Brasher and H Young Shin led the transaction. Marathon Oil was advised by Baker Botts.

Slaughter and May has acted as Hong Kong counsel for Chinalco Mining Corporation International (CMC) in respect of the global offering of its shares and listing on the HKSE which raised approximately US$397 million. The joint lead managers of the global offering are Morgan Stanley, BNP Paribas, China International Capital Corporation, Standard Chartered, HSBC and CCB International Capital Ltd. CMC is a unit of state-owned Aluminum Corporation of China and the owner of the Toromocho greenfield copper deposit in Peru. The Toromocho project is the world’s second-largest pre-production copper project, as measured by proved and probable copper ore reserves. The listing was announced on 18 January 2013 and CMC listed on 31 January 2013. Subject to the joint global coordinators exercising the over-allotment option, the deal size may be increased to up to approximately US$458 million. Partner Benita Yu led the transaction whilst Maples and Calder, led by partner Jenny Nip, acted as Cayman Islands counsel and Simpson Thacher & Bartlett, led by Leiming Chen and Robert Holo, acted as US counsel. Paul Hastings, led by partners Raymond Li, Sammy Li, David Grimm and Zhaoyu Ren, represented Morgan Stanley and BNP Paribas as the joint global coordinators.

WongPartnership has acted for Ernst & Young in respect of an arbitration commenced by Jurong Shipyard Pte Ltd for a claim amounting to more than US$300 million arising from disputed foreign exchange transactions. Partners Alvin Yeo, Tan Kay Kheng and Smitha Menon acted on the matter.

WongPartnership is also acting for AIMS AMP Capital Industrial REIT in respect of the redevelopment of the two-storey warehouse and adjoining three-storey building situated within the Defu Industrial Estate, Singapore where the development, a built-to-suit facility, will transform into a high value, six-storey industrial facility with a gross land area doubled to approximately 202,901 sq ft. Partners Angela Lim, Ethel Yeo and Tay Peng Cheng are acting on the matter.