Home Blog Page 65

Deals – 22 December 2010

0
Allen & Gledhill LLP has advised ARA Trust Management (Suntec) Limited, as manager of Suntec REIT, in respect of its private placement of new units in Suntec REIT. The S$428.8 million (US$325.6m) gross proceeds from the private placement will be utilised to partially finance the acquisition of a one-third interest in Marina Bay Financial Centre Towers 1 & 2 and the Marina Bay Link Mall. Partners Jerry Koh and Foong Yuen Ping led the transaction.

Allen & Gledhill LLP has acted as Singapore law counsel for DBS Bank Limited as the lead manager, and The Hongkong and Shanghai Banking Corporation Limited as the fiscal agent and principal paying agent, in respect of Joynote Ltd’s issue of S$225 million (US$170.8m) guaranteed 2.25 per cent notes due 2015 on 23 November 2010. All sums payable by Joynote in respect of the notes are guaranteed by Cheung Kong (Holdings) Limited. Partner Margaret Chin led the transaction.

Allens Arthur Robinson has advised grain handler and trader Cargill Australia in respect of its acquisition of grain trading assets and infrastructure from Canadian fertiliser and rural services provider Agrium Inc. Under the agreement, signed on 15 December 2010, Cargill Australia will buy the grain commodities business that Agrium acquired when it purchased Australian agribusiness AWB Limited on 3 December 2010. Subject to various regulatory approvals and expected to close in the first half of 2011, the acquisition will include AWB’s grain marketing and pool operations, international grain trading businesses, grain distribution and storage assets and international operations. Partners Carolyn Oddie and Marcus Clark led the transaction. Blake Dawson and Clayton Utz acted for AWB/Agrium.

Amarchand & Mangaldas has advised J P Morgan India Property Mauritius Company II (J P Morgan India) in respect of its partial exit from B Raheja Builders Private Limited (B Raheja Builders), a company undertaking construction and development of a project consisting of IT / ITES Park / SEZ. As part of the deal, companies of the B Raheja group sold all their shares and J P Morgan India sold part of the shares held by them in B Raheja Builders to companies of the K Raheja group, which undertook a primary subscription. The entire deal is worth approximately INR115.23 crores (US$25.36m), with payment to J P Morgan India being approximately INR75.13 crores (US$16.5m). The firm’s team was led by senior partner Ashwath Rau and partner Vandana Pai Bharucha.

Baker & McKenzie has acted as lead legal advisor to the New South Wales Government in respect of the NSW electricity reform project. The project involves the sale of the electricity and gas retail businesses Country Energy, EnergyAustralia and Integral Energy; the sale of gentrader rights for the Delta Electricity and Eraring Energy; the sale of various generation development sites; and associated reform of the NSW electricity sector. Origin Energy has purchased the retail arms of Integral Energy and Country Energy from the NSW Government for A$2.3 billion (US$2.28b). Origin paid a further A$950 million (US$942.4m) for the output of Eraring Energy, which operates power stations on Lake Macquarie and in Shoalhaven. TRUenergy acquired EnergyAustralia’s retail business, the electricity trading rights for Mount Piper and Wallerawang coal-fired power stations, and three power station development sites for A$2.035 billion (US$1.98b). Partner Chris Saxon led the firm’s team.

Baker & McKenzie has also acted as Hong Kong and US law counsel to Bank of China Limited (BOC), one of the four largest commercial banks in the PRC based on total assets, in respect of its rights issue in Hong Kong which raised approximately HK$20.83 billion (US$3.7b). Net proceeds will be used for strengthening BOC’s capital base and to improve its capital adequacy ratio. Dealings in fully-paid H rights shares commenced on 14 December 2010. BOCI Asia Limited acted as the sole global coordinator. BOCI Asia Limited, Merrill Lynch Far East Limited, Credit Suisse (Hong Kong) Limited, ICBC International Securities Limited and CCB International Capital Limited acted as the joint bookrunners, and – together with The Royal Bank of Scotland NV Hong Kong Branch and Haitong International Securities Company Limited – as joint lead managers. The firm’s team was led by Beijing-based partners Jackie Lo and Scott Clemens and included Hong Kong-based partner CY Leung whilst King & Wood acted as PRC counsel. Jun He and Latham & Watkins acted as PRC and Hong Kong legal advisers, respectively, for the underwriters.

Clifford Chance has advised China Datang Corporation Renewable Power Co Limited (Datang), China’s second largest wind power generation company in terms of installed capacity, in respect of its US$643 million energy IPO on the HKSE. Datang is the third wind power company to list on the HKSE. UBS AG, China Everbright Ltd, Cinda International Capital Limited, Credit Suisse (Hong Kong) Limited, JP Morgan Securities (Asia Pacific) Limited and Macquarie Capital Securities Limited were the joint bookrunners. Partner Tim Wang (Beijing) led the team.

Gilbert + Tobin has represented Virgin Blue and Air New Zealand in respect of the Australian competition aspects of their trans-Tasman alliance. The alliance was granted conditional authorisation for three years by the Australian Competition and Consumer Commission (ACCC) on 16 December 2010. Under the alliance, both airlines will coordinate prices, schedules and capacity on routes between Australia and New Zealand. This is the first time that the ACCC has approved an airline alliance on the Tasman, following two previous attempts by Qantas and Air New Zealand. Partner Luke Woodward led the transaction.

Herbert Smith has advised China Shenhua Energy Company Limited, China’s biggest coal producer and one of the largest listed coal producers worldwide, in respect of the acquisition of various mining companies and assets from its controlling shareholder Shenhua Group Company Limited. The total consideration for these transactions was approximately RMB8.7 billion (US$1.3b). The move is set to support a significant increase in coal production over the coming years to match China’s ever-increasing energy demands. Beijing corporate partner Tom Chau led the transaction.

Herbert Smith has also advised Chongqing Rural Commercial Bank (CRCB) on both the Hong Kong and US law aspects in respect of its HK$10.5 billion (US$1.35 billion) HKSE IPO and Rule 144A / Regulation S international offering. The global offering consisted of an aggregate of approximately 2.18 billion H shares, priced at HK$5.25 (US$0.675) per share. CRCB is the largest bank in terms of total assets and total deposits in Chongqing and the third provincial level rural commercial bank established in the PRC. The transaction represents the country’s first city commercial bank to go public in Hong Kong and ranks as the fourth largest IPO in Hong Kong this year. US corporate partner John Moore and Hong Kong corporate partner Tom Chau led the firm’s advisory team. Clifford Chance, led by partner Cherry Chan, acted as both Hong Kong and US counsel for Morgan Stanley and Nomura as underwriters to the offering.

Hogan Lovells has acted for UBS AG as the sponsor in respect of the listing of China Medical System Holdings Limited on the HKSE and the offering of its ordinary shares in the US under Rule 144A of the US Securities Act. The firm has also advised on the delisting of the PRC pharmaceutical company from the AIM of the LSE. Corporate partner James Fong led the transaction.

Hogan Lovells has also acted as Hong Kong and US law counsel for Macquarie Capital Securities Limited, as placing agent, in respect of the sale of more than 390 million shares in HKSE listed China Haidian Holdings Limited held by its controlling shareholder, Sincere View International Limited, for HK$472.1 million (US$60.1m). The placing shares were sold under a top-up placement, with the price fixed at HK$1.21 (US$0.155) per placing share. Corporate partners Terence Lau and Lee Man Chiu led the transaction.

HopgoodGanim Lawyers has advised ASX-listed Norton Gold Fields in respect of the sale of a mining tenement in Queensland’s Bowen Basin to Boardwalk Sienna, a subsidiary of Boardwalk Resources, an investment vehicle of coal magnate Nathan Tinkler. The consideration paid for the engineering procurement and construction contract EPC 1033, which includes the Sienna and Electra coal projects and associated assets, amounted to A$30 million (US$29.8m). The project will be financed in part by a US$340 million loan facility agreed with the Industrial and Commercial Bank of China Limited. The firm’s advisory team was led by partners Martin McCann (London), Mark Berry (London) and Jon Perry (Hong Kong). Industrial and Commercial Bank of China Limited was advised by Allen & Overy.

Khaitan & Co has advised CEAT Limited in respect of the acquisition of the trademark ‘CEAT’ for the entire world from Italian based Pirelli Tyres for €9 million (US$11.8m). CEAT is presently the owner of CEAT’s trademark in India, Sri Lanka, Vietnam, Pakistan, Nepal, Myanmar, Bhutan, Afghanistan and Bangladesh while Pirelli owned the trademark in the rest of the world. Partners Haigreve Khaitan and Sanjay Sanghvi led the transaction.

Khaitan & Co has also advised IGE (India) Limited, a company involved in the supply of electricity and manufacture of machinery and other apparatus, in respect of the sale of a 20 per cent stake in GE Power Services (India) Private Limited (GEPSIL), a company providing engineering, after-market and shop repair services on steam turbines and generators, to GE Pacific (Mauritius) Limited, a subsidiary of General Electric Company. Partner Rabindra Jhunjhunwala led the transaction.

King & Wood has advised Owens-Illinois Inc (O-I), the world’s largest maker of glass packaging, in respect of a number of acquisitions in China, including the acquisition of Hebei Rixin Glass Group Co Ltd and Zhaoqing Jiaxin Glassworks. Following the acquisitions, O-I has become China’s second largest glass container manufacturer. The acquisitions have strengthened the company’s customer base among China’s leading breweries, such as Tsingtao, Yanjing and CRB, owner of the world’s largest beer brand, Snow. The firm’s legal team was led by Mark Schaub.

King & Wood has also represented the underwriters in respect of the Nasdaq listing of Sky-mobi Ltd on 10 December 2010. Sky-mobi, the first domestic mobile application software producer to list on the NASDAQ, issued 7.25 million ADS priced at US$8 per share and raised US$58 million. The company was founded in 2005 and grew quickly after providing the software platform for the MTK handset. The firm’s team was led by Stanley Chua.

Lee & Ko is advising KDB Value VI Private Equity Fund (KDB PEF), managed by Korea Development Bank (KDB) as its general partner, in respect of a share purchase agreement whereby it is to purchase, through its subsidiary KDB Value VI LLC (SPC), more than 121 million shares (shareholding ratio of 37.16 per cent) in Daewoo E&C from a consortium of 17 financial investors for about KRW2.2 trillion (US$1.92b). In addition, the SPC entered into a subscription agreement with Daewoo E&C whereby it will acquire approximately 89.9 million new shares to be issued by Daewoo E&C for about KRW1 trillion (US$870m). Through these transactions, SPC has secured the controlling stake in Daewoo E&C, owning about 50.7 per cent of Daewoo E&C. The transactions are expected to close between the end of December 2010 and early January 2011. The firm’s team was led by partners Kyu Wha Lee and Hee Jeu Kang.

O’Melveny & Myers LLP has represented Credit Suisse Securities (USA) LLC and Morgan Stanley & Co International plc as joint bookrunners, and Oppenheimer & Co Inc, Piper Jaffray & Co, and Cowen and Company LLC as co-managers, in respect of the US$312.8 million IPO of American Depositary Shares (ADS) in E-Commerce China Dangdang Inc (Dangdang). Dangdang and the selling shareholders sold 19.55 million ADSs at US$16 per ADS, including 2.55 million ADSs sold when the underwriters exercised their over-allotment option in full. The firm’s team was led by Beijing partner David Roberts.

Orrick, Herrington & Sutcliffe LLP has advised SemiLEDs Corporation, a developer and manufacturer of LED (light-emitting diode) chips and LED components, in respect of a US$102 million IPO on the Nasdaq. The transaction represents the first Nasdaq IPO for a Taiwanese LED manufacturer. The offering, which took place on 14 December 2010, was underwritten by BofA Merrill Lynch, Barclays Capital, Jefferies & Company, Canaccord Genuity and Caris & Company. Partners Mark Lee and Thomas Tobiason led the transaction.

Orrick, Herrington & Sutcliffe LLP has advised South Korean steelmaker Posco in respect of its acquisition of a 51 per cent stake in Xenesys Inc, a Japanese company specializing in the ocean power generation technology. The acquisition, which was completed on 10 December 2010, is Posco’s first cross-border acquisition outside the steel and natural resources industries. Xenesys’ technology, Ocean Thermal Energy Conversion (OTEC), uses seawater to recycle mid- to low-temperature waste heat from industrial facilities to generate electricity. Posco will install the waste heat recovery facilities in its steel mills in Korea in 2013, with the aim of further developing and commercializing the technology from the second half of that year. Senior counsel Eugene Chang led the transaction.

Shin & Kim has represented Ssangyong Motor in respect of the sale of 70 per cent of its shares to Mahindra and Mahindra, India’s second largest motor company. The share purchase agreement was executed on 23 November 2010. Partners Young-Ku Lee, Jae Woo Im and Hyun Sik Shin led the transaction.

Slaughter and May, Hong Kong, has advised HKSE listed Fubon Bank (Hong Kong) Limited (Fubon Bank), a subsidiary of Taiwan based financial services group Fubon Financial Holding Co Ltd, in respect of its issue of US$200 million dated subordinated fixed rate notes due 2020 under the US$1 billion Euro medium term note programme. The notes were issued on 30 November 2010 and listed on the HKSE. The joint lead managers were Deutsche Bank AG Singapore Branch and UBS AG Hong Kong Branch. Partner Laurence Rudge led the transaction.

Weerawong, Chinnavat & Peangpanor Ltd has represented the Board of Directors of Serm Suk Plc, the Pepsi-Cola bottler in Thailand, in respect of another tender offer launched by SS National Logistics Co Ltd (SSNL), after the first tender offer submitted in April by Strategic Beverages (Thailand) Co Ltd had failed. The tender offer by SSNL, completed on 2 December 2010, was successful. Partner Peangpanor Boonklum led the transaction.

Weerawong, Chinnavat & Peangpanor Ltd has also acted as legal counsel to PTT Plc, Thailand’s largest oil and gas company, in respect of its THB4 billion (US$133.33m) 100-year bond issuance. Bangkok Bank Plc, KASIKORNBANK Plc and Siam Commercial Bank Plc acted as underwriters of the issue. The bonds, due in 2110, offer 5.9 per cent coupon rate per annum. The proceeds will become part of PTT’s funds for its long-term investment plans. The transaction, which closed on 2 December 2010, was led by partner Chinnawat Thongpakdee.

Weil, Gotshal & Manges is representing China-ASEAN Investment Cooperation Fund, a private equity fund sponsored by the China Export-Import Bank, in respect of the proposed investment by its subsidiary, China-ASEAN Marine BV, in Philippine shipping company Negros Navigation Co Inc (Nenaco) and Nenaco’s proposed acquisition of up to 100 per cent of Aboitiz Transport Systems Corporation (ATS). The transaction will bring together two well-established companies in the Philippine domestic shipping industry. The team was led by Hong Kong partner Peter Feist with Shanghai partner Suat-Eng Seah.

Weil, Gotshal & Manges is also advising Asia-based Unitas Capital in respect of its €525 million (US$689m) acquisition of Hyva Holdings, a company engaged in hydraulic cylinders and hydraulic tipping solutions with operations in more than 130 countries. The transaction is expected to be completed in the first half of 2011 and is subject to approval by the relevant competition authorities. The firm’s team is led by London-based partner Marco Compagnoni.

WongPartnership LLP has acted as Singapore counsel for Arrow Electronics Inc in respect of its US$210 million acquisition of all the assets and operations of the RF, Wireless and Power Division (RFPD) of Richardson Electronics Ltd (Richardson), including the RFPD business of Richardson’s subsidiary in Singapore, Richardson Electronics Pte Ltd. Partners Karen Wee and Kenneth Leong acted on the matter.

WongPartnership LLP has also acted for STX OSV Holdings Limited (STX), a global designer and shipbuilder of offshore and specialized vessels used in the offshore oil and gas exploration and production industries, in respect of its IPO of approximately 325.6 million ordinary shares, which raised gross proceeds of approximately S$257 million (US$195m). Partner Pong Chen Yih acted on the matter.

Deals – 16 December 2010

0
Allen & Gledhill LLP has advised the lead arrangers (composed of the Bank of Tokyo-Mitsubishi UFJ Ltd Singapore Branch, DBS Bank Ltd, Malayan Banking Berhad, Oversea-Chinese Banking Corporation Limited, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation Singapore Branch and United Overseas Bank Limited), in respect of an agreement for the term and revolving loan facilities of up to S$1.6 trillion (US$1.2t) with Orchard Turn Retail Investment Pte Ltd, a wholly-owned subsidiary of Orchard Turn Holding Pte Ltd, which is a 50:50 joint venture company of CapitaMalls Asia Limited and Sun Hung Kai Properties Limited. Proceeds will be used primarily to refinance the financing previously obtained by Orchard Turn Holding Pte Ltd for the acquisition and development costs of ION Orchard, which matures in April 2011. Partner Kok Chee Wai led the transaction.

Allen & Gledhill LLP has also acted as Singapore law counsel for Credit Suisse (Singapore) Limited and DBS Bank Ltd, as joint lead managers, bookrunners and underwriters, in respect of the equity fund raising of Ascott Residence Trust Management Limited (acting for and on behalf of Ascott Residence Trust) which raised approximately S$525.8 million (US$401m). The transaction consisted of a placement of approximately 419.7 million new units and a non-renounceable preferential offering of about 67.9 million new units. Partners Tan Tze Gay, Shawn Chen and Foong Yuen Ping led the transaction.

Allens Arthur Robinson has advised leading international mining group Rio Tinto in respect of an agreement with international mining company Ivanhoe Mines to assume direct management of the Oyu Tolgoi copper-gold project in Mongolia. Under the agreement, Rio Tinto will deliver an interim loan facility which will accelerate the Oyu Tolgoi project’s completion date to late 2012. The agreement allows Rio Tinto to assume management of the project (subject to approval by the board of Oyu Tolgoi LLC) and increase its ownership in Ivanhoe Mines by 7.4 per cent, to a total of 49 per cent. Partner Nic Tolé led the advisory team.

AZB & Partners has acted as domestic legal counsel for Credit Suisse (Singapore) Limited and Standard Chartered Bank Singapore Branch as the joint bookrunners in respect of the issue by Videocon Industries Limited of approximately US$200 million 6.75 per cent convertible bonds due 2015. The bonds, which were launched on 2 December 2010, are convertible into ordinary shares. Partner Kalpana Merchant led the transaction.

AZB & Partners is also advising Rallis India Limited (Rallis) in respect of its acquisition of a majority stake of approximately 59 per cent in Metahelix Life Sciences Private Limited (Metahelix), a Bangalore based seeds research company. Rallis will enhance its shareholding in Metahelix to 100 per cent over a period of five years, in accordance with the terms of the definitive agreements. The transaction, valued at approximately US$27 million, was announced on 9 December 2010 and is pending completion. Partner Srinath Dasari led the transaction.

Baker & McKenzie has advised the shareholders of Easternwell Group (Easternwell), a leading Australian services provider to the mining, oil and gas, and infrastructure sectors, in respect of the A$575 million (US$569m) sale to Transfield Services Limited (Transfield), one of Australia’s leading oil and gas service providers. The sale, which was announced on 13 December 2010, remains conditional on Transfield’s funding requirements, including the accelerated non-renounceable entitlement offer also announced on 13 December 2010. Partner Brendan Wykes led the firm’s advisory team.

Baker & McKenzie has advised EQT Greater China II (EQT), one of the leading private equity groups in Northern Europe, in respect of its acquisition, through a new share issue, of 30 per cent of the shares in Modern Metal & Precision Holdings Limited (Modern Metal), a leading aluminum die casting manufacturer in China. The Modern Metal co-founders will remain majority owners after the new share issue. The new funds will be used to expand current production and to establish a new plant in China. The firm’s team was led by partners Cheung Yuk Tong and Tracy Wut.

Clayton Utz is advising ASX, TSX and NSX listed uranium exploration and development company Extract Resources Ltd (ERL) in respect of a placement to its major shareholder, Kalahari Uranium Limited (KUL), to raise A$60.9 million (US$60.3m). The transaction is conditional upon ERL and KUL entering into a formal subscription agreement, and, if ASX requires, ERL shareholder approval. The placement is scheduled for completion on 7 January 2011 or, if shareholder approval is required, on a later date. Proceeds will be used to progress the company’s Husab Uranium Project in Namibia. Partner Mark Paganin led the transaction.

Davis Polk has advised Deutsche Bank AG and ING Bank NV as joint lead managers in respect of a US$300 million Rule 144A/Regulation S offering by China Oriental Group Company Limited, an integrated iron and steel manufacturer in the PRC, of 7 per cent senior notes due 2017. The notes benefit from a letter of support from ArcelorMittal, which is a significant shareholder of China Oriental Group. The firm’s team included partners Eugene C Gregor and John D Paton whilst Jun He Law Offices advised as to PRC law. China Oriental Group was advised by Freshfields Bruckhaus Deringer as to US and Hong Kong law, Conyers Dill & Pearman as to Bermuda and British Virgin Islands law and King & Wood PRC Lawyers as to PRC law.

Fangda Partners has acted as PRC legal counsel to the joint sponsors and joint book runners in respect of the IPO of Sateri Holdings Limited, one of the largest specialty cellulose producers in the world. The offering raised HK$3.3billion (US$424.4m) on the HKSE.

Fangda Partners is also acting as PRC counsel to TPG Capital, KKR, GIC and Great Eastern Life Assurance in respect of their purchase from Morgan Stanley of a 34.3 per cent stake in China International Capital Corporation Limited, China’s leading investment bank. Morgan Stanley expects to realise a pre-tax gain of approximately US$700 million upon consummation of the transaction, which is expected to close before the end of 2010.

Freshfields Bruckhaus Deringer has advised the underwriters in respect of the US$184 million IPO on the HKSE of Greatview Aseptic Packaging Company Limited (Greatview), an alternative supplier in China of aseptic packaging which is used for storing and transporting perishable food and drinks. Greatview will use the proceeds from the IPO to further expand operations both in China and internationally and to explore future potential acquisition opportunities. The firm’s team was led by managing partner Teresa Ko and partner Calvin Lai.

Khaitan & Co has advised the lenders, led by ICICI Bank Limited as the monitoring institution, in respect of the restructuring of US$550 million debts of Maytas Infra Limited as part of the corporate debt restructuring mechanism of the Reserve Bank of India. Partner Shishir Mehta led the transaction.

Khaitan & Co has also advised Elara Capital (India) Private Limited, Fortune Financial Services (India) Limited and Edelweiss Capital Limited, as the global coordinators and managers, in respect of the qualified institutional placement of Parsvnath Developers Limited’s equity shares which raised approximately US$59.5 million. Partner Sharad Vaid led the transaction.

Kim & Chang has advised Darby Hana Emerging Infrastructure Fund (DHEIF), a social overhead capital fund in Korea, in respect of its acquisition of a 30 per cent stake in MCB Co Ltd (MCB) from Macquarie Korea Infrastructure Fund (MKIF). MCB manages and operates Machang Bridge, a social overhead capital facility owned by the Provincial Government of Gyeongsangnam-do. The total value of the deal is approximately KRW17 billion (US$14.7m). In connection with the share acquisition, DHEIF and MKIF jointly provided a KRW158 billion (US$136.5m) subordinated debt facility to MCB. Partner Young-Kyun Cho led the transaction.

Maples and Calder has acted as Cayman and BVI counsel to ShiFang Holding Limited, an integrated print media and digital media services provider, in respect of its global offering and listing on the HKSE of approximately 183 million shares, raising approximately HK$580 million (US$75m). CCB International Capital Limited was the sole global coordinator, and joint bookrunner and joint lead manager together with China Merchants Securities (HK) Co Limited. Partner Greg Knowles led the transaction whilst DLA Piper advised as Hong Kong counsel and as to US laws. Paul, Hastings, Janofsky & Walker advised the sponsor and underwriters as Hong Kong and US counsel.

Maples and Calder has also acted as Cayman Islands counsel to SYSWIN Inc, a leading primary real estate provider in China, in respect of its IPO on the NYSE of 9.6 million ADSs representing 38.4 million shares, priced at US$7.00 per ADS, which closed on 1 December 2010. The firm’s team consisted of Greg Knowles and Richard Spooner whilst Skadden, Arps, Slate, Meagher & Flom LLP acted as US counsel. Shearman & Sterling LLP acted for the underwriters, composed of Morgan Stanley & Co International plc, William Blair & Company LLC. Oppenheimer & Co Inc and Roth Capital Partners LLC.

Norton Rose Hong Kong has advised Vale SA, the second largest metals and mining company in the world, in respect of the secondary listing by way of introduction of its common shares and Class A preferred shares in the form of depositary receipts on the HKSE. Trading commenced on 8 December 2010. JP Morgan acted as the sponsor of the listing, which is the first depositary receipts transaction and the first listing of a Brazilian company in Hong Kong. Vale’s common shares and Class A preferred shares are listed on both the BM&FBOVESPA in Sao Paulo and in the NYSE. Partner Julian Chung led the transaction.

O’Melveny & Myers LLP has recently acted as international counsel to Goldman Sachs, JP Morgan India Private Limited and SBI Capital Markets Limited in respect of the further public offering of Power Grid India Limited, India’s principal electric power transmission company. The offering, which raised approximately US$1.7 billion, consisted of 840 million shares (of which 420 million were offered by the company and 420 million were offered by the government of India). The transaction consisted of a public offering in India, and a placement to qualified institutional buyers in the US under Rule 144A and outside the US under Regulation S. The firm’s team was led by Andrew Hutton, Pooja Sinha, David Makarechian and Anirudh Rastogi whilst AZB & Partners, led by partner Meera Singh Joyce, acted as domestic legal counsel to the underwriters, composed of SBI Capital Markets Limited, Goldman Sachs (India) Securities Private Limited, ICICI Securities Limited and JP Morgan India Private Limited.

Orrick, Herrington & Sutcliffe LLP has advised Prudential Mortgage Asset Holdings 1 Japan LPS (Prudential Mortgage), an affiliate of Prudential Mortgage Capital Company, as the lender, in respect of a ¥3 billion (US$35.5m) debt financing to a property trust formed by a J-REIT. Mizuho Trust & Banking Co Ltd is acting as trustee to the property trust. Partner Asahi Yamashita led the transaction.

Paul, Hastings, Janofsky & Walker has advised HKSE listed Yuzhou Properties Company Limited (Yuzhou Properties), a leading property developer in China’s Fujian province, in respect of its issuance of senior notes valued at approximately US$200 million. The firm’s team was led by partners Raymond Li, Vivian Lam, Neil Torpey and David Grimm.

Paul, Hastings, Janofsky & Walker LLP has also advised Vancl.com, China’s largest online clothing retailer, in respect of its US$100 million equity financing from a consortium of investors, including Ceyuan Ventures, Tiger Global Management LLC, IDG Capital Partners, and SAIF Partners Ltd. The firm’s team was led by partner Roger Peng.

Rajah & Tann LLP is acting as Singapore counsel for China Animal Healthcare Ltd, an animal drug manufacturer in the PRC, in respect of its listing by way of introduction on the HKSE. The shares will commence trading on 21 December 2010. Partners Chia Kim Huat and Danny Lim led the advisory team whilst Deacons, Jingtian & Gongcheng and Conyers, Dill & Pearman acted as Hong Kong, PRC and Bermuda counsels, respectively. Shearman & Sterling and Jun He Law Offices acted as Hong Kong and PRC counsels, respectively, to Macquarie Securities Capital Limited as the sole sponsor.

Rodyk & Davidson LLP is acting for the majority owners of Paramount Hotel & Shopping Centre (PHSC) in respect of the collective sale of PHSC to Far East Organisation’s Orchard Mall Pte Ltd for S$214 million (US$163m). The sale closed early December 2010, with several interested parties bidding for the land. The transaction, which is subject to the approval of STB/High Court, is the largest collective sale of 2010, both in terms of the sale quantum and size of the development. Upon completion, the deal will be the first ever collective sale in Singapore involving a hotel component. Partner Lee Liat Yeang led the team.

Skadden, Arps, Slate Meagher & Flom, led by partner Julie Gao, has advised two leading internet companies in China in respect of their respective IPOs on the NYSE.
• The firm advised E-Commerce China Dangdang (Dangdang) in respect of its IPO which raised a total of US$272 million through issue and sale of 17 million American depositary shares by Dangdang and certain selling shareholders at US$16 per ADS.
• The firm also advised Youku.com Inc (Youku), one of the leading internet television companies in China in terms of market share, in respect of its IPO which raised around US$203 million through its issue of approximately 15.9 million ADSs at US$12.80 per ADS.

Stamford Law is advising Advantest Corp, the world’s biggest maker of machines used to test memory chips, in respect of its unsolicited offer to buy Singapore firm Verigy Ltd, a maker of semiconductor test systems. The proposal came three weeks after California-based Verigy agreed to buy out smaller rival LTX-Credence Corp in an all-stock deal that Verigy values at about US$438 million. Advantest offered US$12.15 per share for Verigy’s 59.8 million outstanding shares, which would value Advantest’s proposal at around US$728 million.

Shook Lin & Bok LLP has acted as Singapore law counsel for Prime Dig Pte Ltd, a fully owned subsidiary of PT Bukit Makmur Mandiri Utama, in respect of the purchase for cash and solicitation of consents for any and all of its US$315 million 11.75 per cent senior notes due 2014 issue, which are listed on the SGX-ST. Partner Sandra Tsao advised on the matter.

Vinson & Elkins LLP is advising US independent oil company Occidental Petroleum Corporation (OPC), which holds interests in 23 production and exploration concessions in Santa Cruz, Mendoza and Chubut provinces in Argentina, in respect of the sale of all of its oil and gas assets in Argentina for US$2.45 billion. Completion of the transaction is subject to regulatory approvals. Partners Marcia Backus (Houston) and Xiao Yong (Hong Kong) led the transaction.

The Singapore office of Watson, Farley & Williams LLP has advised ABC One Pte Ltd in respect of a secured loan by NIBC of US$22.8 million for the construction of a vessel by an Indian shipbuilder. Partner Chris Lowe led the transaction.

The Singapore office of Watson, Farley & Williams LLP has also advised Credit Agricole Asia Shipfinance Limited (the agent for Credit Agricole Corporate and Investment Bank), as senior lender, and The Korea Development Bank, as junior lender, in respect of a US$78 million pre- and post- delivery financing to two Panamanian single purpose companies for the acquisition of two 115,000 DWT bulkcarriers. The acquisition of the ships was also funded by bonds issued by the borrowers to a Korean investment trust. Partner Madeline Leong led the transaction.

WongPartnership LLP has acted for Eccott Pte Ltd, a wholly-owned subsidiary of City Developments Limited (CDL), and Branbury Investments Ltd, a joint venture company in which CDL has approximately 42 per cent interest, in respect of the sale to HSBC Institutional Trust Services (Singapore) Limited (as trustee of Sabana Shari’ah Compliant Industrial Real Estate Investment Trust), of Pantech 21 at 200 Pandan Loop and 45 year leasehold interest in New Tech Park at 151 Lorong Chuan and subsequent leaseback of the properties from the buyer. Partners Dorothy Marie Ng and Tan Teck Howe acted on the matter.

WongPartnership LLP has also acted for the underwriters, composed of Credit Suisse (Singapore) Limited, BNP Paribas Singapore Branch, RHB Bank Berhad Singapore Branch and United Overseas Bank Limited, in respect of Mewah International Inc’s IPO which raised gross proceeds of approximately S$276.8 million (US$211m). The offering comprised of a Rule 144A and Regulation S international offering. Mewah International is one of the largest palm oil processors in the world by capacity and is an integrated agri-business focused on edible oils and fats with refineries and processing facilities in Malaysia and Singapore. Partner Lim Hon Yi acted on the matter.

Deals – 9 December 2010

0
Allen & Gledhill LLP has advised the arrangers and participants – composed of DBS Bank Ltd, Malayan Banking Berhad, Oversea-Chinese Banking Corporation Limited, Standard Chartered Bank and United Overseas Bank Limited – and Islamic Bank of Asia Limited as the investment agent in respect of the S$750 million (US$570m) commodity Murabaha financing facilities extended to Parkway Holdings Limited. Partners Kok Chee Wai and Suhaimi Zainul-Abidin led the transaction.

Allen & Gledhill LLP has also acted as Singapore law counsel for the underwriters in respect of STX OSV Holdings Limited’s IPO and listing on the SGX ST which raised gross proceeds of approximately S$288.8 million (US$219.6m). Partners Tan Tze Gay and Rhys Goh led the transaction.

In addition, Allen & Gledhill LLP has advised Zuellig Pharma China, the largest pharmaceutical importer in China and known locally as Yong Yu, in respect of its acquisition by Cardinal Health for US$470 million. Partners Lee Kim Shin and Lim Chong Ying led the transaction.

Finally, Allen & Gledhill LLP has acted as Singapore law counsel for Oversea-Chinese Banking Corporation Limited (OCBC) in respect of its issue of US$500 million fixed to floating rate subordinated notes due 2022 callable in 2017 under its S$4 billion (US$3b) programme for Issuance of Debt Instruments. The notes are listed on the SGX-ST. The joint lead managers and joint bookrunners for the issue were JP Morgan (SEA) Limited, Morgan Stanley Asia (Singapore) Pte, OCBC and The Royal Bank of Scotland plc Singapore Branch. Partners Au Huey Ling and Long Pee Hua led the transaction.

Allen & Overy has advised International Finance Corporation (IFC), a member of the World Bank Group focused on the private sector in developing countries, in respect of the US$140 million project financing for the development and construction of the 201MW (megawatt) Gansu Guazhou Ganhekou No.8 Wind Farm in Gansu Province, western China. The project sponsor is the HKSE listed China WindPower Group Limited (CWP). The deal is IFC’s first wind power project financing in China. IFC also made a US$10 million equity investment in CWP. Moreover, the transaction was the first foreign loan to have been registered at the local State Administration of Foreign Exchange. Other loan participants are Intesa Sanpaolo, Rabobank International and Société Générale. The firm’s team was led by partner Roger Lui.

Allens Arthur Robinson has advised leading international mining group Rio Tinto in respect of the extension of its historic Channar Mining joint venture (Channar JV) with Chinese State-owned metals trading house Sinosteel Corporation. Regarded as the first major Chinese foreign investment in the Australian mining industry, the original Channar JV agreements for the production of 200 million tonnes of iron ore in the Pilbara region of Western Australia were signed in 1987. The extension of the ground-breaking JV paves the way for a further 50 million tonnes of iron ore to be produced by the Channar JV at the Channar mine. Partner Nic Tolé led the transaction. Chambers & Company advised Sinosteel Corporation.

Allens Arthur Robinson has advised receivers and managers KordaMentha in respect of the sale of the assets of FreightLink Pty Ltd, Asia Pacific Transport Pty Ltd and related corporate entities (together FreightLink) to Genesee & Wyoming Inc for A$332 million (US$325m). FreightLink owns the Adelaide-to-Darwin railway. Partners Richard Gordon, Vijay Cugati and John Warde led the transaction. Mallesons Stephen Jaques acted for Genesee & Wyoming Inc.

Amarchand & Mangaldas has acted for the Azim Premji Group in respect of the gift of 213 million shares representing an 8.7 per cent stake of global IT services company Wipro Limited by certain entities belonging to the Azim Premji Group to the Azim Premji Trust (APT). APT will utilize the endowment to fund various social, not-for-profit initiatives. The firm had previously advised the Azim Premji Group in the settlement and formation of APT. The value of the shares gifted to the trust is approximately INR 8846 crores (US$1.96b). The announcement of the gift was made on 1 December 2010 and the transfer of shares was expected to be completed on 7 December 2010. Managing partner Cyril Shroff and partner Nivedita Rao led the transaction.

Amarchand & Mangaldas has also acted for JSW Energy in respect of its agreement to acquire 100 per cent shares of Toronto Stock Exchange listed CIC Energy Corporation (CIC), a BVI incorporated company that has three coal exploration licences in Botswana with total estimated coal reserves of approximately 2.62 billion tones. CIC proposes to develop two coal-fired power projects of 1200 MW and 300 MW and also submit its expression of interest to develop a 1500 km trans-Kalahari railway line to export the balance coal. The acquisition may be structured as a takeover bid in Canada or a statutory merger under BVI law. The transaction, which was signed on 23 November 2010 and is expected to close by 28 February 2011, was valued at approximately C$422 million (US$417.5m). Senior Partner L Viswanathan led the firm’s advisory team. Other advisors to JSW were Stikeman Elliott LLP (Canada), Edward Nathan Sonnenbergs (South Africa), Conyers Dill & Pearman (British Virgin Island), Collins Newman & Co (Botswana) and Wragge & Co LLP (England). CIC was advised by Macleod Dixon LLP on matters of Canadian law.

Appleby has acted as Cayman counsel for Wisdom Marine Lines Co Limited (WML), one of the largest bulk ship owners in Taiwan, in respect of its listing on the Main Board of the Taiwan Stock Exchange on 1 December 2010, following its listing on the Taiwan emerging stock market on 31 August 2010. Proceeds from the offer are estimated to be around US$38 million and will be used mainly for construction of new vessels. Since the launch of Taiwan’s new policy in October 2008, foreign companies are allowed to be listed on the the country’s stock markets. WML is the first Cayman-incorporated shipping group and one of the first few Cayman companies listed on the Main Board of the Taiwan Stock Exchange. The firm’s team was led by managing partner Frances Woo whilst Tsar & Tsai Law Firm acted as Taiwan counsels. Baker & McKenzie advised Masterlink Securities Corp as the main underwriter to the listing.

AZB & Partners has advised Mahindra & Mahindra Limited in respect of its acquisition of a 70 per cent equity stake in South Korean automobile manufacturer Ssangyong Motor Co Ltd for approximately US$ 463 million. The transaction, which was announced on 23 November 2010, is expected to be completed in February or March 2011. Partner Yogesh Bhattarai acted on the matter. Shin & Kim, led by partners Young-Ku Lee, Jae Woo Im and Hyun Sik Shin, represented Ssangyong Motor Co Ltd.

Baker & McKenzie has acted for Predictive Discovery Limited (PDI), a company primarily focusing on gold exploration in West Africa, in respect of its IPO, following which its shares commenced trading on the ASX on 1 December 2010. The offer was oversubscribed. Trading in the shares closed on the listing date at a 33 per cent premium to the IPO offer price. PDI is capitalised at approximately A$26 million (US$25.4m). Blackswan Equities was the sponsoring broker/lead manager. The firm’s advisory team was led by partner Richard Lustig.

Baker & McKenzie has also acted for Mindoro Resources Ltd (Mindoro), a Canadian company which holds a portfolio of nickel, cobalt, gold and copper assets in the Philippines, in respect of its Australian capital raising and subsequent listing on the ASX. The Australian offer was oversubscribed and, following listing on ASX at a premium to the offer price, the company’s market capitalisation is approximately A$47 million (US$46m). The listing was underwritten by EL & C Baillieu Stockbroking Limited. The firm’s team was led by partners Richard Lustig, John Mollard, Dennis Quintero and Nurhan Aycan.

Clifford Chance has advised HSBC in respect of an asset purchase agreement for the sale of its Asian wholesale banknotes business to United Overseas Bank Limited (UOB) for a total consideration of US$15 million in cash. As part of the agreement, HSBC will also license to UOB the technology system used in connection with its Asian wholesale banknotes business. HSBC will work with UOB to facilitate the signing of new contracts between UOB and customers and staff of HSBC’s Asian banknotes business. The transaction is expected to be completed in the fourth quarter of 2010. The firm’s advisory team was led by partners Philip Rapp and Roger Denny.

Clifford Chance has also advised private company Jiangsu Jinsheng Industry Co Ltd, a company engaged in the production and sales of textiles machinery with headquarters in Jintan City, Jiangsu Province, China, in respect of its acquisition of 50 per cent of the shares of EMAG Holding GmbH, one of the major manufacturers of specialized machine tools for the production of components in Europe. The transaction – the largest single outbound deal in Jiangsu province involving a private company – will allow EMAG to expand its business operations in Asia, particularly in China. Glen Ma, Dr Stefanie Tetz, Dr Nicole Englisch and Maggie Lo led the transaction.

Davis Polk has advised leading global private equity firm Warburg Pincus LLC in respect of its approximately US$75 million minority investment in leading outsourced engineering services provider QuEST Global Services Pte Ltd. The firm’s team included partners Kirtee Kapoor and Arthur J Burke whilst Rajah & Tann LLP advised as to matters of Singapore law and AZB & Partners as to matters of Indian law. QuEST was advised by WongPartnership LLP.

Drew & Napier has acted as Singapore counsel in respect of the recently-completed sale of Commerzbank AG’s subsidiary, Commerzbank International Trust Singapore, a specialist in fund administration and trust services for private and corporate clients, to the Trident Trust Group. The transaction has been approved by the regulatory authorities. Commerzbank’s Singapore-based activities remain unaffected by the transaction. Director Sandy Foo led the transaction whilst Ashurst acted as lead counsel.

Fangda Partners has represented VanceInfo Technologies Inc (VanceInfo), an IT service provider and one of the leading offshore software development companies in China, in respect of its follow-on offering of approximately 2.53 million American depositary shares in November 2010. VanceInfo received the net proceeds of approximately US$89.8 million after deducting underwriting discounts and commissions.

Fangda Partners is also representing Alibaba.com Limited, a leading small business e-commerce company, in respect of its proposed acquisition of Shenzhen One-Touch Enterprise Service Limited, a leading provider of one-stop services for exporters in China.

Freshfields Bruckhaus Deringer has advised the lead underwriters, comprising CITIC Securities, Bank of America Merrill Lynch and UBS, in respect of the US$266 million IPO on the HKSE of CITIC Dameng Holding Ltd (CITIC Dameng), China’s largest producer of manganese. CITIC Dameng was a spin-off from HKSE listed CITIC Resources Holdings Ltd, a Chinese energy and resources company which is controlled by the CITIC Group of China. CITIC Dameng will use the proceeds from the IPO to fund development and construction projects, acquire mines and relevant facilities, pay back bank loans and replenish working capital. The firm’s advisory team was led by partners Kay Ian Ng and Calvin Lai.

Freshfields Bruckhaus Deringer has also advised Sateri Holdings Limited (Sateri), a leading global specialty cellulose producer with operations in Brazil and China, in respect of its US$402 million IPO and listing on the HKSE. Sateri will use the proceeds to further expand its operations in both Brazil and China. The deal marks the first primary listing in Hong Kong of an organisation with significant Brazil operations. Credit Suisse and Morgan Stanley are the joint global coordinators and joint sponsors of the global offering whilst Credit Suisse, Morgan Stanley and BOC International are the joint bookrunners and joint lead managers. The firm’s team was led by partners Teresa Ko, Grace Huang and Calvin Lai whilst Rajah & Tann LLP, led by Chia Kim Huat, Danny Lim and Penelope Loh, acted as Singapore law counsel. Shook Lin & Bok LLP, led by partner Sandra Tsao, acted as Singapore law counsel for the issuer, Prime Dig Pte Ltd, a fully owned subsidiary of PT Bukit Makmur Mandiri Utama.

Gide Loyrette Nouel has advised Galeries Lafayette, owner of the iconic Paris department store Galeries Lafayette and operator of over 63 department stores worldwide, in respect of the establishment of a joint venture with major Hong Kong retailer IT Limited. The JV’s objective is to set up, operate and manage department stores under the trademark of Galeries Lafayette in major PRC cities, with the first department store expected to open in Beijing in April 2013. The firm’s team was led by partners Rebecca Silli and Huang Zhen.

Herbert Smith has advised Morgan Stanley, CCBI, JP Morgan, BOCI and Deutsche Bank, as the joint global coordinators, joint bookrunners and joint lead managers, on both the Hong Kong and US law aspects, in respect of the approximately HK$14 billion (US$1.8b) Hong Kong public offering and Rule 144A/Regulation S global offering of China Rongsheng Heavy Industries Group Holdings Limited, a large PRC heavy industries company engaged in shipbuilding, offshore engineering, marine engine building and engineering machinery. The firm’s team was led by partners John Moore and Gary Lock.

J Sagar Associates has advised Volvo Bus Corporation (Volvo) in respect of its recent acquisition of the 30 per cent stake of Jaico Automobile Engineering Company Private Limited (Jaico) in Volvo Buses India Private Limited (Volvo Buses) which was set up in November 2006 as a joint venture between Volvo and Jaico for the production of bus bodies. Volvo previously owned 70 per cent of the equity shares of Volvo Buses. With the recent acquisition of Jaico’s shares, Volvo Buses has become a wholly owned subsidiary of Volvo. Partner Vivek K Chandy led the transaction.

Jones Day has advised Yue Xiu Enterprises (Holdings) Limited, the principal investment vehicle of the Guangzhou Municipal Government in Hong Kong, in respect of the sale of its cement and ready-mix concrete business to HKSE listed China Resources Cement Holdings (Hong Kong) Limited for HK$1.24 billion (US$159m). The transaction was signed in Guangzhou on 5 December. M&A partner Barbara Mok led the transaction.

Jones Day has also advised Yue Xiu Group, through HKSE and SGX ST listed Yuexiu Property Company Limited (Yuexiu Property), in respect of the sale of Yuexiu Property’s supermarket business in Guangzhou City to China Resources Enterprise Limited for RMB36.7 million (US$5.5m). The subject of this transaction is the Guangzhou Homecity Supermarket which operates a chain of over 100 supermarkets in Guangzhou. M&A partner Barbara Mok also led the transaction.

Khaitan & Co has advised Pratibha Industries Limited in respect of its QIP of equity shares which was done parallel with a preferential allotment. The placement raised approximately US$22.5 million. Partner Vibhava Sawant acted on the transaction.

Khaitan & Co has also acted as local counsel for photovoltaic corporation Gehrlicher Solar AG Germany in respect of a joint venture with Greenforce Enviro Private Limited India, a solutions provider in the sustainable energy sector. The two companies jointly established an Indian JV in the photovoltaic sector named as Gehrlicher Solar (India) Private Limited. Partner Arindam Ghosh acted on the transaction whilst DLA Piper acted as international counsel.

Maples and Calder acted as Cayman Islands counsel in respect of the launch of Regius, a Cayman Islands trust structured as a retail mutual fund platform, and Japan Income Fund 2010-11, the first sub-fund to be established under the trust. The investment objective of the fund is to provide investors with regular income and a return which is linked to the Nikkei 225 Index. The fund is managed by The Royal Bank of Scotland plc Singapore branch. As at launch, subscriptions of approximately ¥3 billion (US$35.7m) were received. The firm’s team was led by partner Spencer Privett whilst Japanese legal advice was provided by Mori Hamada & Matsumoto.

Maples and Calder has also represented Headland Capital Partners Holdings Limited (Headland) in respect of the acquisition from The Hongkong and Shanghai Banking Corporation Limited, a wholly-owned subsidiary of HSBC Holdings plc (HSBC), of an 80.1 per cent interest in Headland Capital Partners Limited (formerly known as HSBC Private Equity (Asia) Limited) (HCP). Headland, a BVI business company, is the acquisition vehicle of members of HCP’s current management team. As a result of the transaction, HSBC will retain a 19.9 per cent interest in HCP. The firm’s team consisted of partners Barry Mitchell, Greg Knowles and Anthony Webster whilst Debevoise & Plimpton acted as principal, onshore counsel.

Mayer Brown JSM is acting for CSI Properties Limited (CSI) in respect of the partial sale of AXA Centre in Hong Kong. CSI is selling more than 70 per cent of floor space and a majority of the car parking spaces of the office building at No. 151 Gloucester Road in the Wanchai district of Hong Kong. The transactions are still ongoing and the total consideration has already exceeded HK$1.5 billion (US$193m). It is estimated that, when all the floor space and car parking spaces have been sold, the total consideration will reach between HK$3.3 billion (US$425m) and HK$3.5 billion (US$450m). Partners Peter Ho and Wilfred Tong led the transaction.

Mayer Brown JSM has also advised Hang Seng Bank Limited (Hang Seng) as the mandated coordinating arranger in respect of Hong Kong’s first ever renminbi syndicated loan. China Automation Group Limited, one of China’s largest integrated solutions providers of railway signalling systems, signed a US$50 million-equivalent multi-currency term loan facility agreement with Hang Seng and nine other banks on 6 December 2010. Hang Seng was the lead arranger on the transaction. The 3.5-year facility was oversubscribed and increased from its original target of US$40 million equivalent to US$50 million. The firm’s team was led by partner Allan Yu.

Miller Canfield has represented the PRC’s Pacific Century Motors Inc in respect of its acquisition of Nexteer Automotive from General Motors. The transaction represents the single largest Chinese investment in the global automotive supplier industry. The firm’s team was led by Shusheng Wang, Brad B Arbuckle and Richard A Walawender.

Morrison & Foerster is representing TSX-listed China Gold International Resources Corp Ltd (China Gold), a company controlled by the PRC’s largest gold producer China National Gold, in respect of its US$309 million IPO on the HKSE, which began listing on 1 December 2010, and its US$742 million acquisition of the Jiama Mine, one of the largest copper-polymetallic mines in China, which closed concurrently on the listing date. Proceeds from the offering will be used to acquire overseas gold and nonferrous metal resources, boost production capacity, and replenish working capital. The transaction represents the first dual-listing to be completed since the HKSE implemented the new changes to Chapter 18 of the Listing Rules in June 2010. Managing partner Ven Tan led the transaction.

Norton Rose Hong Kong has acted for Credit Agricole Corporate and Investment Bank and the other mandated lead arrangers (Maybank Investment Bank Berhad, DnB NOR Bank ASA, RHB Bank (L) Ltd, The Hong Kong and Shanghai Banking Corporation Limited, and Oversea-Chinese Banking Corporation Limited) in respect of Genting Hong Kong Limited’s (Genting) US$600 million syndicated loan facility agreement signed in Manila, Philippines on 27 November 2010. The facility is a US dollar denominated seven-year floating rate term loan and revolving credit facility of US$600 million secured against Genting’s eight-vessel Asian fleet. Net proceeds from the facility will be used to pay down existing indebtedness and for general corporate purposes. Partner Davide Barzilai led the transaction. Holman Fenwick & Willan acted for Genting.

O’Melveny & Myers LLP has represented Standard Chartered Bank, as sole arranger, in respect of the US$481 million securitisation of Korean Air’s ticket sales on routes between Japan and Korea. Korea Finance Corporation provided extra protection in the form of an almost US$500 million credit facility whilst Korea Development Bank provided an interest rate swap. The securitisation is a re-issuing of the 2007 Korean Air transaction and represents the largest Asian airline receivables securitisation to date. Partner Neil Campbell led the deal.

Stamford Law Corporation is advising China Sonangol International (S) Pte Ltd (China Sonangol) in respect of its US$250 million investment, through a mixture of equity and debt, in Asia Petroleum Hub Sdn Bhd (APH), a company mandated by the Government of Malaysia to develop and operate an oil terminal facility in the south of Malaysia. On completion of the investment, China Sonangol is expected to become the new 40 per cent shareholder of APH and shall also be entitled to utilise the oil storage facilities on the development. Director Yap Wai Ming leads the transaction.

Stamford Law Corporation is advising China International Fund, through GDC Infrastructure SA, in respect of its investment in various infrastructure projects, including hydroelectric dams, roads, railways, social housing, power plants and water infrastructure, as a strategic partner in a mining project that will start with setting up a national mining company in Guinea. Director Yap Wai Ming also leads the transaction.

Stephenson Harwood has advised AirAsia, Asia’s largest low cost carrier by fleet size and passengers carried, in respect of a US$544 million ECA financing transaction which represents the largest European Export Credit supported aircraft financing in Malaysia last year. BNP Paribas was the lead arranger and lender in the transaction. Paul Ng, the firm’s global head of aviation, led the transaction.

The Singapore office of Watson, Farley & Williams LLP has acted as English counsel to BNP Paribas India and Singapore offices, as arranger, in respect of a US$12.75 million limited recourse term loan facility for a Swiss trading company. The one-year facility will be used to finance an advance payment to an Indian iron ore producer located in the Goa region. The firm’s advisory team was led by partner Josh Clarke.

The Singapore office of Watson, Farley & Williams LLP has also acted as English law legal counsel to a syndicate of six Vietnamese banks, led by PetroVietnam Finance Corporation and Vietnam Commercial Bank for Industry and Trade, in respect of the US$227 million financing of an FPSO for the Chim Sao field in offshore Vietnam. The borrower is a Singapore incorporated company and the majority of the project and finance documentation was governed by English law. The deal represents the first US dollar facility provided by Vietnamese banks to an overseas company. The firm’s advisory team was led by partner Mehraab Nazir.

Weerawong, Chinnavat & Peangpanor Ltd has acted for Preuksa Real Estate Plc, one on the top ten leading property developers in Asia, in respect of its issuance of THB5 billion (US$167m) unsecured and unsubordinated debentures, in which CIMB Thai Bank Plc, KASIKORNBANK Plc and Bangkok Bank Plc acted as underwriters. The transaction, which closed on 5 November 2010, was led by partner Chinnawat Thongpakdee.

Weerawong, Chinnavat & Peangpanor Ltd has also represented Charoen Pokphand Foods Plc, the leading agro-industrial and foods conglomerate and the largest company in the agribusiness sector on the Stock Exchange of Thailand, in respect of its issuance of THB8 billion (US$267m) unsecured and unsubordinated debentures. Bank of Ayudhya Plc acted as the underwriter. The transaction, which closed on October 2010, was also led by partner Chinnawat Thongpakdee.

WongPartnership LLP has acted as Singapore counsel for LTX-Credence Corporation, a global provider of automatic test equipment solutions listed on the NASDAQ, in respect of its US$424 million proposed merger with Verigy Ltd, a provider of advanced semiconductor test systems and solutions which is incorporated in Singapore and listed on the NASDAQ. Partners Andrew Ang, Elaine Chan and Owyong Eu Gene acted on the matter.

WongPartnership LLP has also acted for Keppel Land Limited (Keppel) in respect of the issue of S$500 million (US$380m) in aggregate principal amount of 1.875 per cent convertible bonds due 2015. The bonds are convertible into ordinary shares of the company and its initial conversion price represents Keppel’s highest price level in more than three years. Partners Hui Choon Yuen and Tan Kay Kheng acted on the matter.

Deals – 2 December 2010

0
Allens Arthur Robinson has advised the International Finance Facility for Immunisation Company (IFFIm) in respect of its inaugural A$400 million (US$384m) kangaroo bond issue. IFFIm is a multilateral development institution registered as a UK charity that was created to accelerate the funding of health and immunisation projects implemented by the Global Alliance for Vaccines and Immunisation in 70 of the world’s poorest countries. It was established to assist the international community in achieving the Millennium Development Goals committed to by the UN General Assembly in 2000. Partner James Darcy led the transaction.

Amarchand & Mangaldas & Suresh A Shroff & Co has represented ALSTOM Holdings (Alstom) and Schneider Electric Industries SAS (Schneider) in respect of the open offer made to the shareholders of Areva T&D India Limited (Areva), which successfully closed on 25 November 2010. The open offer was made by Alstom and Schneider to acquire up to 20 per cent of the issued share capital of Areva. DSP Merrill Lynch was the merchant banker to the offer. Alstom and Schneider made a joint bid to acquire the shares of Alstom T&D Holding SA from Areva SA and, consequently, the global transmission and distribution business of the Areva group. The acquisition of shares of Areva T&D Holding SA led to an indirect acquisition of 72.18 per cent share capital of Areva, and also a change in control, resulting in the open offer under Regulations 10 and 12 of the Takeover Regulations. The open offer will now be followed by the separation of Areva’s transmission and distribution businesses. Partner Akila Agrawal led the transaction.

Amarchand & Mangaldas & Suresh A Shroff & Co has also represented Axis Bank in respect of its acquisition, through its wholly-owned subsidiary Axis Securities & Sales Limited (ASSL), of Enam Securities’ investment banking, capital markets and stock broking units. The deal involves a third party demerger of the Enam Financial Services Business (EFSB) to ASSL, with the consideration being paid in the form of shares of Axis Bank under a scheme of arrangement in compliance with Section 2(19AA) and Section 2(41A) of the Income Tax Act, 1961. The deal size is valued at approximately INR2100 crores (US$462m). The definitive documentation was executed on 17 November 2010 and the closing is expected to be in April 2011. Managing partner Cyril Shroff and partner Nivedita Rao led the transaction whilst AZB & Partners advised ESPL.

AZB & Partners has advised Tata Realty and Infrastructure Limited and TRIL Infopark Limited in respect of the acquisition by Infrastructure Development Finance Company Limited of convertible preference shares of TRIL Infopark for an aggregate amount of US$30 million. Partner Sai Krishna Bharathan led the transaction which was completed on 18 November 2010.

AZB & Partners is also advising Dermoviva Skin Essentials Inc, a Delaware corporation which is an affiliate entity of publicly listed Dabur India (Dabur), in respect of Dabur’s proposed acquisition of a 100 per cent stake (through secondary acquisition of existing shares from the promoters) in the Namasté Laboratories LLC, a company engaged in the manufacturing and distribution of hair products in the US, Canada and some parts of Africa. The transaction, which was announced on 15 November 2010 and is yet to close, is valued at approximately US$100 million. Partner Gautam Saha acted on the matter.

Clayton Utz is advising Perth based Sandfire Resources NL in respect of its A$102 million (US$98m) equity capital raising which comprises an underwritten A$30 million (US$28.8m) institutional share placement to institutional and sophisticated investors, to be undertaken via institutional bookbuild with an underwritten floor price of A$7.00 (US$6.72) per share. It also includes an underwritten accelerated non-renounceable pro rata entitlement offer to raise A$72 million (US$69m) at an offer price of A$6.60 (US$6.33) per share. Partners Matthew Johnson and Mark Paganin led the firm’s advisory team.

Fangda Partners has represented Shangpharma Corporation, one of the largest Chinese pharmaceutical and biotechnology contracted research outsourcing firm, in respect of its US$87 million IPO and listing on the NYSE of 5.8 million American Depositary Shares (each equal to 18 ordinary shares) on 18 October 2010. The underwriters were led by Citicorp and JP Morgan.

Fangda Partners has also advised TPG in respect of its investment of up to HK$390 million (US$50.2m) in HK listed Hong Kong Energy, a leading alternative energy developer and operator in the PRC.

Freshfields Bruckhaus Deringer has advised the joint international lead managers -comprising of Citigroup Global Markets Asia Limited, UBS AG Hong Kong Branch, KKR Capital Markets LLC and Deutsche Bank AG Hong Kong Branch – in respect of the US$448 million IPO and HKSE listing of China Modern Dairy Holdings Ltd, the largest dairy farming company in terms of herd size and the largest raw milk producer in China. The company and selling shareholders initially sold 1.2 billion shares. The joint bookrunners have an over-allotment option, under which they can require some of the selling shareholders to sell an additional 180 million shares. The firm’s team was led by corporate partner Chris Wong and US securities partner Ken Martin.

Herbert Smith, led by partners Matt Emsley and John Moore, has advised Goldman Sachs Asia (Asia) LLC (Goldman Sachs) in respect of top-up placings for two real estate companies in Hong Kong.
• The firm has advised Goldman Sachs, as placing agent, in respect of the sale of 294 million shares of Hang Lung Properties Limited (HLP), a top-tier property developer in Hong Kong and on the Mainland, held by its controlling shareholder, Hang Lung Group Limited (HLG), for HK$11 billion (US$1.42b). The shares were sold under a top-up placement, with the final price fixed at HK$37.48 (US$4.83) per share.
• The firm has also advised Goldman Sachs, as placing agent, in respect of the top-up placing of 305 million shares of HKSE listed Sino Land Company Limited, one of the leading property development companies in Hong Kong, at HK$16.85 (US$2.17) per share, raising approximately HK$5.14 billion (US$663m).

Hogan Lovells has advised Macquarie Capital Securities Limited as sole global co-ordinator and sponsor in respect of the US$204 million HKSE listing on 28 October 2010 of Chinese milk powder company Global Dairy Holdings Limited (Global Dairy), one of the top ten local brand milk powder companies in the PRC market. Global Dairy sold 360.88 million shares and raised US$204 million in its IPO, which included an over-allotment option of 15 percent of the base deal size. Proceeds will be utilised to invest in cattle farms, expand distribution networks and as working capital. Macquarie Capital Securities Limited and CCB International Capital Limited, the investment banking arm of China Construction Bank Corp, were the joint bookrunners on the deal. The firm’s advisory team was led by Hong Kong-based partner Terence Lau.

Kim & Lee has advised the Jeju Free International City Development Center (JDC), the host of the project, and the FES Jeju Co Ltd, the project company, in respect of the KRW167 billion (US$145.4m) project financing of JDC’s first stage BLT project to establish the North London Collegiate School-Jeju. The project is the first in an effort to develop the Jeju Free International City into an educational city utilising the English language. The firm not only advised JDC in the concession agreement but also advised FES Jeju in the loan agreements arranged by Samsung Securities Co Ltd and other transaction contracts. Sangyup Byon led the project with the lender’s advisories from the firm.

Mallesons Stephen Jaques has acted for Bank of China (Hong Kong) Ltd as lead manager in respect of a private placement of RMB700 million (US$105m) 2.9 percent bonds issued by China Merchants Holdings (Hong Kong) Co Ltd. The tenor of the bonds is three years. The transaction represents the inaugural issuance of RMB-denominated corporate bonds in Hong Kong by the China Merchants’ parent company. The transaction was led by partner Richard Mazzochi.

Maples and Calder has acted as Cayman counsel to China Xiniya Fashion Limited, a leading provider of men’s business casual apparel in China, in respect of its IPO on the NYSE of 8 million ADSs, priced at US$11 per ADS. The firm’s advisory team was led by partner Greg Knowles whilst Shearman & Sterling LLP acted as US counsel. Jones Day represented the underwriters comprising Cowen & Company LLC, Samsung Securities (Asia) Limited, Lazard Capital Markets LLC and Janney Montgomery Scott LLC.

Maples and Calder has also acted as Cayman counsel to Lizhan Environmental Corporation, a China-based supplier of synthetic leather and other fabrics manufactured from recycled leather waste, in respect of its IPO on the Nasdaq Global Market of 2.5 million shares, priced at US$4 per share. Maxim Group LLC was the sole bookrunner for this transaction. The firm’s advisory team was led by partner Barry Mitchell whilst Kramer Levin Naftalis & Frankel LLP acted as US counsel. Ellenoff Grossman & Schole LLP represented the underwriters.

Mori Hamada & Matsumoto has advised Coca-Cola West Company Limited (Coca-Cola) in respect of its agreement to acquire Japan based vegetable juice and frozen foods producer Q’ Sai Co Ltd (Q’ Sai) from Daiwa Corporate Investment and Japanese private equity firm Polaris Capital Group Co Ltd. Coca-Cola acquired 302,755 Q’ Sai shares for JPY35.9 billion (US$423.9m) and debt of JPY28 billion (US$330m). Post acquisition, Q’ Sai will operate as a wholly owned subsidiary of Coca-Cola. Gaku Hayakawa, Akira Marumo and Rintaro Shinohara led the transaction.

Mori Hamada & Matsumoto is also advising Asahi Breweries Ltd (Asahi), the listed Japan based alcoholic beverage, fresh drinks and other food products manufacturer, in respect of the acquisition by LG Household & Healthcare Company Limited (LG) of South Korea based beverage manufacturer and seller Haitai Beverage Co Ltd from Asahi, Japan based conglomerate Lotte Group, and South Korea based investment holding company MB Asia Foods, for a nominal cash consideration of KRW10,000 (US$8.84). Under the terms of agreement, LG will acquire approximately 11 million shares representing a stake of 58 per cent from Asahi; almost 3.6 million shares representing a stake of 19 percent from Lotte; and, about 3.5 million shares representing a stake of 18.7 percent from MB Asia Foods. The total shares to be acquired are approximately 18.8 million. Further, LG will assume the interest-bearing debt of KRW123 billion (US$108.6m). The transaction is expected to be completed by 03 January 2011. Yoshio Iteya and Shi Kang led the transaction.

Orrick, Herrington & Sutcliffe LLP has advised Standard Chartered Bank in respect of a major financing and the acquisition by Ascendas China Commercial Fund of Cross Tower, a major commercial real estate asset in the central business district of Shanghai, PRC. Partner Michelle Taylor led the transaction. Zhong Lun Law Firm provided PRC law advice while Rajah & Tann LLP advised on Singapore law aspects.

Paul, Hastings, Janofsky & Walker has advised Mingfa Group (International) Company Limited, a leading PRC investment company focused on property development, in respect of its issuance of HK$1.55 billion (US$200m) in convertible bonds with HK$388 million (US$50m) of warrants. The subscribers are co-owned by Warburg Pincus Private Equity X LP and Warburg Pincus X Partners LP, private equity investment funds managed by Warburg Pincus. The firm’s team was led by partner Vivian Lam and included partners Catherine Tsang and Steve Winegar.

Paul, Hastings, Janofsky & Walker LLP has also advised Australia and New Zealand Banking Group Limited, CITIC Bank International Limited and Crédit Agricole Corporate and Investment Bank as joint arrangers in respect of two loan facilities. The proceeds of the loans were used for the refinancing of an industrial and warehouse center in Shanghai owned by a private equity real estate fund managed by ING Real Estate Investment Management in Asia. The deal involved a complex structure and required various government approvals to permit a US dollar loan to be extended by offshore lenders directly to a PRC wholly foreign owned enterprise. The firm’s team was led by partner David Blumenfeld.

Phoenix Legal has advised India Hospitality Corp (IHC) in respect of the sale of 74 per cent of its interest in Skygourmet Catering (Sky), a leader in airline catering in India, to Gategroup, a leading independent global provider of onboard services to companies that serve people on the move. The transaction implies an enterprise value for the whole of Sky of approximately US$92 million. IHC will continue to hold 26 percent of the shares in Sky and has entered into a shareholders’ agreement with Gategroup and Sky to govern the ongoing JV. Sawant Singh led the firm’s advisory team. Gategroup was represented by Tatva Legal.

Shook Lin & Bok has acted for HSBC Institutional Trust Services (Singapore) Limited, the trustee of Sabana Shari’ah Compliant Industrial Real Estate Investment Trust, in respect of the IPO to raise approximately S$491 million (US$373.5m). The transaction represents Singapore’s first syariah-compliant real estate investment trust and is reportedly the world’s largest syariah-compliant real estate investment trust that has been accepted in most of the GCC member countries. Partners Tan Woon Hum and Markus Blenntoft acted on the matter.

Slaughter and May, Hong Kong, has acted for Swire Pacific Limited (Swire Pacific) in respect of the annual update of its MTN programme. Swire Pacific MTN Financing Limited and Swire Properties Offshore Financing Limited are the issuers under the programme and the notes are unconditionally and irrevocably guaranteed by Swire Pacific. Notes issued under the programme may be listed on the HKSE. HSBC and Morgan Stanley are the joint arrangers for the programme. Partner Laurence Rudge led the transaction.

Slaughter and May, Hong Kong, has also advised MTR Corporation Limited and MTR Corporation (CI) Limited as the issuers in respect of the annual update of their US$3 billion debt issuance programme, under which they have the ability to issue notes to be listed and traded on the HKSE and the LSE. Partner Laurence Rudge also led the transaction whilst Maples and Calder advised on Cayman Islands law.

Vinson & Elkins has represented TVM Capital MENA (TVM) in respect of a major Shari’a-compliant investment focusing on healthcare and life sciences in the MENA region. Earlier, TVM announced its investment in UK based Bourn Hall International, the world’s first In-Vitro Fertilization (IVF) clinic, pioneering the first birth of a child conceived using IVF in 1978. Last month, Bourn Hall founder Dr Bob Edwards was awarded the 2010 Nobel Prize in Medicine for the invention. The deal by TVM brings the IVF concept to the GCC and launches Bourn Hall’s first international expansion. Bourn Hall International will manage a network of branded IVF facilities in the Middle East that will operate at the same quality level and adopt the same procedures as in the UK, with the first clinic set to open in 2011. Partners James Knight and Avman Khaleg led the transaction.

Baker & McKenzie’s member firm in Malaysia, Wong & Partners, along with its Bangkok office, has advised CIMB Investment Bank Berhad and HSBC Amanah Malaysia Berhad as joint lead managers in respect of the MYR600 million (US$189.6m) Secured Commodity Murabahah Sukuk issued by TTM Sukuk Berhad, a wholly-owned subsidiary of Trans Thai-Malaysia (Thailand) Limited, which is in turn a joint venture company between PTT Plc (PTT) and Petroliam Nasional Berhad (Petronas). The deal represents the first time ever that a Thai company has mobilised funds through Islamic financial instruments outside Thailand. Partner Azizul Adnan led the team advising on Malaysian law, while partner Viroj Piyawattanametha of Baker & McKenzie’s Bangkok office acted on the Thai law aspects of the issuance.

WongPartnership LLP has acted for two special purpose companies which jointly won the tender for a ‘white’ site at Jurong Gateway, Singapore (all part of the Lend Lease group, a major Australia-based property development and fund group), in respect of a S$919 million (US$699m) development financing to finance the development of a mixed retail and office development. Partners Alvin Chia, Monica Yip and Tan Teck Howe acted on the matter.

WongPartnership LLP has also acted for Freight Links Express Holdings Limited, as sponsor, in respect of the offering of almost 508 million units in Sabana Shari’ah Compliant Industrial Real Estate Investment Trust (Sabana REIT), and in their investment in Sabana Real Estate Investment Management Pte Ltd, as manager of Sabana REIT. The offering raised gross proceeds of approximately S$533 million (US$405.6m). The initial portfolio of Sabana REIT comprises 15 industrial properties with a total average appraised value of approximately S$850 million (US$647m). Managing partner Rachel Eng and partners Karen Wee, Angela Lim and Long Chee Shan acted on the matter.

Zhonglun Law Firm has acted for Eminent World Limited (Eminent World), a Hong Kong based manufacturing and trading company, in respect of an arbitration process against a giant multinational petro equipment manufacturer before the International Center for Dispute Resolution (ICDR) of the American Arbitration Association (AAA). The firm secured a settlement wherein the counterparty paid approximately US$2.5 million to Eminent World. Partner Wilson Wei Huo led the team.

Deals – 25 November 2010

0
Allen & Gledhill LLP has acted as Singapore law counsel to DBS Bank Ltd in respect of its issue of S$1.7 billion (US$1.3b) 4.7 per cent, non-cumulative, non-convertible, non-voting Class N preference shares callable in 2020. The sole lead manager and bookrunner was DBS Bank Ltd whilst the co-managers were Deutsche Bank AG Singapore Branch, Goldman Sachs (Singapore) Pte and The Royal Bank of Scotland plc. Partners Prawiro Widjaja and Glenn Foo led the transaction.

Allen & Gledhill LLP has also acted as Singapore law counsel to DBS Bank Ltd in respect of its issue of S$800 million (US$611.8m) 4.7 per cent non-cumulative non-convertible non-voting Class N preference shares callable in 2020. The sole lead manager and bookrunner was DBS Bank Ltd whilst the co-managers were JP Morgan (SEA) Limited and Morgan Stanley Asia (Singapore) Pte. The public offer to the retail public, the placement to institutional and other investors and the reserve offer to employees accounted for S$550 million (US$420.6m), S$205 million (US$156.8m) and S$45 million (US$34.4m), respectively. Partners Prawiro Widjaja, Glenn Foo and Sharon Wee led the transaction.

Allens Arthur Robinson has advised the Queensland Government in respect of the A$6.7 billion (US$6.6b) IPO of QR National, Australia’s largest rail freight operator and the world’s largest rail transporter of coal from mines to ports for export markets. The IPO is the largest in Australia in a decade and the largest new Australian stock market listing since the privatisation of Telstra Corporation. Partners John Greig and Erin Feros led the advisory team.

Allens Arthur Robinson has also advised Tomago Aluminium, producer of about 25 per cent of Australia’s primary aluminium production, in respect of a long-term contractual agreement with Australia’s largest electricity generator Macquarie Generation (Macquarie), locking in its power supply requirements until 2028. The new 11-year base-load power supply contract replaces the existing power supply agreement with state-owned, Hunter-based Macquarie when it expires in 2017. The deal represents the largest energy agreement ever signed in New South Wales. Partner Andrew Mansour led the transaction. Macquarie Generation was advised by Clayton Utz.

Amarchand & Mangaldas & Suresh A Shroff & Co has advised BSE and NSE listed Piramal Healthcare Limited (Piramal) in respect of the buy-back of 20 per cent of its equity shares from its shareholders, in accordance with Section 77A and other applicable provisions of the Companies Act and the SEBI (Buy-Back of Securities) Regulations. Upon completion of the buy-back, the ratio of Piramal’s promoter-public shareholding is expected to remain the same, since the promoters are intending to participate in the buy-back offer. The transaction, which represents the largest buy-back in the history of corporate India, is expected to close by March 31 next year, subject to shareholders and SEBI approvals. Managing partner Cyril Shroff led the transaction, which was valued at approximately INR2500 crores (US$547.7m).

Appleby has advised Hong Kong based IRC Limited (IRC), in respect of its listing on the HKSE. IRC was previously a wholly-owned subsidiary of Petropavlovsk plc, Russia’s third biggest gold producer, and is the holding company of the group’s non-precious metals division following the spin-off of the division. The global offering on the HKSE was successfully listed last month, raising net proceeds of approximately HK$1.7 billion (US$222m). Petropavlovsk will continue to be the largest shareholder in IRC with an interest of 65.61 per cent. Partner Gray Smith led the transaction. Norton Rose acted as local counsel for the issuer whilst Linklaters acted as local counsel for the underwriters.

Appleby has also acted as Cayman counsel for PRC based Goodbaby International Holdings Limited (Goodbaby), an international durable juvenile products company, in respect of its listing on the HKSE on 24 November 2010. The deal raised around HK$1.47 billion (US$189.5m), with net proceeds from the offering to be used not only to expand the company’s production capacity and increase production efficiency, but also for its R&D and commercialization of new children’s products. Partner Judy Lee led the transaction whilst Sidley Austin acted as Hong Kong counsel. Paul, Hastings, Janofsky & Walker advised Morgan Stanley Asia Limited, the joint sponsor and underwriter to the listing.

Baker & McKenzie has acted as international counsel to PT Indofood CBP Sukses Makmur Tbk (Indofood CBP), a subsidiary of PT Indofood Sukses Makmur Tbk, in respect of its global offering under Rule 144A and Regulation S and listing on the Indonesia Stock Exchange. The offering, which was underwritten by PT Kim Eng Securities, Credit Suisse, Deutsche Bank, and PT Mandiri Sekuritas, raised US$700 million, making it the largest Indonesian IPO to list in two years. Net proceeds will be used for repaying debt and capital expenditure. Partner Yeo Jih-Shian led the transaction.

Baker & McKenzie has also advised Emeco Holdings Limited, an ASX-listed earth moving equipment provider with operations in Australia, Indonesia and North America, in respect of its A$450 million (US$441.6m) debt refinancing facility which completed on 19 November 2010. The refinancing will replace the Group’s existing A$595 million (US$583.7m) debt facility which is due to mature in August 2011. The transaction was led by partners Bryan Paisley and Howard Fraser. The new facility was extended by a banking syndicate – composed of seven domestic and international banks, including Westpac, ANZ, BOS International and Commonwealth Bank – which was advised by Allens Arthur Robinson.

Chang, Pistilli & Simmons has acted for APA Group (APA) in respect of its acquisition of a further 16.67 per cent in the SEA Gas Pipeline from International Power for approximately A$46.3 million (US$45.5m). In June 2007, APA acquired an initial one third interest in this 680km gas transmission link between Victoria and South Australia. This further acquisition is in line with APA’s strategy of owning, operating and managing energy infrastructure assets in Australia. Partner Jason Mendens led the firm’s advisory team. International Power was represented by Freehills led by Sarrah Coffey.

Clifford Chance has advised International Petroleum Investment Company PJSC (IPIC) in respect of its global medium term note programme which was established on 1 November 2010. The inaugural issuance of US$1 billion 3.125 per cent notes, due 2015, and US$1.5 billion 5 per cent notes, due 2020, took place on 15 November 2010 and were admitted to trading on the London Stock Exchange. The programme will enable IPIC to raise funds in the international capital markets for its general corporate activities. Goldman Sachs International acted as arranger and dealer whilst BofA Merrill Lynch, HSBC, National Bank of Abu Dhabi, Standard Chartered Bank and The Royal Bank of Scotland acted as dealers on the programme. Partners Christopher Walsh and Robert Trefny led the firm’s advisory team.

Clifford Chance has also advised Temasek Holdings (Private) Limited in respect of its investment in HKSE and AIM listed Asian Citrus Holdings Limited (Asian Citrus), China’s largest orange producer. Asian Citrus placed 175 million new shares on the HKSE worth approximately US$200 million on 23 November 2010. Consultant Neeraj Budhwani and partner Roger Denny co-led the team advising on the transaction.

Davis Polk & Wardwell LLP has advised India’s largest private sector bank ICICI Bank Limited, acting through its Hong Kong branch, as issuer in respect of a Rule 144A/Regulation S offering of US$1 billion aggregate principal amount of 5.75 per cent notes due 2020. The firm’s corporate team included partners Margaret E Tahyar, Kirtee Kapoor, and John D Paton. The joint lead managers – composed of Barclays Bank PLC, Citigroup Global Markets Limited and Deutsche Bank AG Singapore Branch – were advised by a team from Latham & Watkins led by partners Michael Sturrock, Min Yee Ng and Rajiv Gupta.

Davis Polk & Wardwell has also advised Morgan Stanley & Co International plc and Credit Suisse Securities (USA) LLC, as joint bookrunners and representatives of the underwriters, in respect of an offering by RDA Microelectronics Inc (RDA), a fabless semiconductor company, and certain selling shareholders of 7.5 million American Depositary Shares, each representing six ordinary shares of RDA. The underwriters exercised their over-allotment option to purchase an additional 1.125 million ADSs from RDA. Including the over-allotment option, the total proceeds of the offering were approximately US$72.2 million. The firm’s team included partner James C Lin, John D Paton and Steven S Weiner.

DLA Phillips Fox has acted for trans-Tasman investment manager HRL Morrison & Co in respect of the purchase by the Public Infrastructure Partnership LP of 49.9 per cent of the newly completed Melbourne Convention Centre, a blue chip Public Private Partnership project comprising a hall with seating capacity for 5,000 guests, 32 meeting rooms and a grand banquet room. The firm’s team was led by partner Peter Monk. The vendor, Plenary Group, was represented by Minter Ellison.

DLA Piper has acted as Hong Kong legal adviser of CCB International as joint global coordinator – together with UBS – in respect of the listing of distribution systems and solutions provider Boer Power Holdings Limited for its IPO, which raised more than HK$1.2 billion (US$154.7m). Given the over-subscription, the IPO price was fixed at the upper end of the price range. Partners Jeffrey Mak and Stephen Peepels led the transaction.

DLA Piper has also represented Leoch International Technology Limited, a Shenzhen based leading manufacturer and developer of lead-acid batteries, in respect of its Rule 144A/Regulation S IPO which raised gross proceeds of about HK$1.78 billion (US$228m). The sole sponsor for the offering was Citigroup Global Markets Asia Limited, which was joined by BOCI Asia Limited as joint bookrunner and joint lead manager. The deal was led by partners Esther Leung and Stephen Peepels.

Fangda Partners has represented BofA Merrill Lynch and UBS Investment Bank as underwriters in respect of the IPO and listing on the NASDAQ of Le Gaga Holdings, a leading farmland and greenhouse vegetable producer in China. The offering, which consisted of 10.9 million American depositary shares, grossed approximately US$103 million.

Fangda Partners has also represented Morgan Stanley, Credit Suisse and BofA Merrill Lynch as underwriters in respect of the IPO and listing on the NYSE of China Ming Yang Wind Power Group Limited, China’s leading and fast-growing wind turbine manufacturer. The US$350 million offering represents the largest IPO in the US by a China-based company for the year 2010.

Freshfields Bruckhaus Deringer has advised China Guangdong Nuclear Power Corp (CGNPC), a major Chinese state-owned nuclear power corporation, in respect of its acquisition of Meiya Power Company Limited (MPC) from Standard Chartered Private Equity and Noonday Asset Management. MPC is a leading north Asian independent power producer providing clean and sustainable energy with investments in 22 power projects currently in operation in China and the Republic of Korea. The acquisition of MPC will become the platform for CGNPC’s international expansion and will significantly broaden its portfolio of investments in clean energy in Asia. Partners Chris Wong and Simon Marchant led the firm’s advisory team.

Herbert Smith has acted as international legal counsel for PTT Exploration and Production Public Company Limited (PTTEP) in respect of its acquisition of a 40 per cent stake in the Kai Kos Dehseh Oil Sands Project, one of the largest oil sands deposits in Canada. The transaction was completed through the purchase of 40 per cent of the partnership units of Statoil Canada Partnership for US$2.28 billion on 22 November 2010. The acquisition provides PTTEP with access to oil sands deposit in Canada and the opportunity for future growth into unconventional resources. Anna Howell led the firm’s advisory team whilst Blake, Cassels & Graydon LLP acted as Canadian counsel. Statoil Canada Partnership was represented by Bennett Jones LLP and Vinson & Elkins LLP.

Khaitan & Co has advised RPG group company Zensar Technologies Limited (Zensar), one of the top 20 software services providers from India, in respect of its acquisition, through its wholly-owned subsidiary Zensar Technologies Inc USA, of IT solutions provider PSI Holding Group Inc USA and its subsidiaries Akibia Inc (USA), Aquila Technology Corp (USA) and Akibia BV (Netherlands). Partner Rabindra Jhunjhunwala advised on the transaction.

Khaitan & Co has also advised Automotive Exchange Private Limited (CarWale), owner and manager of India’s leading automobile website CarWale.com, and its promoters in respect of the acquisition by German media company Axel Springer Asia GmbH, together with Living Media India Limited of the India Today group, of 70.4 per cent in CarWale. Partner Kalpana Unadkat acted on the transaction.

Mallesons Stephen Jaques is advising Quality HealthCare in respect of a very substantial disposal of its medical and health administrative servicing businesses for approximately HK$1.5 billion (US$193.3m). The transaction also constitutes a major transaction for Allied Group Limited and a discloseable transaction for Allied Properties (HK) Limited, both being HKSE listed holding companies of Quality HealthCare. The transaction is led by partner Conrad Chan.

Orrick, Herrington & Sutcliffe‘s Greater China Capital Markets team has advised Piper Jaffray Asia Limited in respect of the HK$500 million (US$64.4m) IPO on the HKSE by HL Technology Group Limited, a provider of cable and connector related products. The listing took place on 16 November 2010. Partner Edwin Luk led the team.

Paul, Hastings, Janofsky & Walker has advised China Rongsheng Heavy Industries Group Holdings Limited (Rongsheng), a leading large-scale heavy industry enterprise and the largest private shipbuilder in the PRC, in respect of its approximately US$1.8 billion Hong Kong IPO and global offering. The listing comprised a Hong Kong public offering and a Reg S/Rule 144A international offering. Subject to the joint global coordinators exercising the over-allocation option, proceeds could potentially exceed US$2 billion. The deal represents the third largest Hong Kong IPO this year and the largest this year by a privately-owned PRC enterprise. Morgan Stanley Asia Limited, CCB International Capital Limited and JP Morgan Securities (Asia Pacific) Limited acted as the joint sponsors and – together with BOCI Asia Limited and Deutsche Bank AG Hong Kong Branch – as the joint global coordinators, joint bookrunners and joint lead managers on both the Hong Kong public offering and the international offering. The firm’s team consisted of partners Raymond Li, Chris Betts, David Grimm and Vivian Lam.

Rajah & Tann LLP has acted for SGX ST listed property developer GuocoLand Limited (GuocoLand) in respects of its renounceable non-underwritten rights issue of approximately 295 million new ordinary shares in the capital of the company to raise gross proceeds of approximately S$532.5 million (US$117.2m). Guoco Group Limited, a controlling shareholder of GuocoLand, has undertaken to subscribe for its pro-rata entitlement of rights shares, as well as for any other rights shares which are not taken up by other shareholders, thereby ensuring that the issue will be subscribed in full. Partners Goh Kian Hwee and Lawrence Tan led the transaction.

Shook Lin & Book LLP has acted for SEAVI Advent in respect of the acquisition of 28 million shares, amounting to approximately S$11.8 million (US$9m), in Hu An Cable Holdings Limited from Goka Limited. Partners Wong Gang and Tan Wei Shyan acted on the matter.

WongPartnership LLP has acted as Singapore counsel for Olam International Limited (Olam) in respect of a joint venture with the government of the Republic of Gabon (RG) to jointly invest in a new company to be incorporated. The JV company, Olam Fertiliser Gabon SA (Olam Fertiliser), will be 80 per cent held by Olam and 20 per cent held by RG. Olam Fertiliser will undertake a project to construct a port-based ammonia-urea fertiliser complex in Gabon, for a total investment of approximately US$1.3 billion. Partner Shirley Tan acted on the matter.

WongPartnership LLP has also acted for Parkway Holdings Limited in respect of a S$750 million (US$572m) Murabaha financing. The Islamic Bank of Asia Limited acted as the investment agent, while DBS Bank Ltd, Malayan Banking Berhad, Oversea-Chinese Banking Corporation Limited, Standard Chartered Bank and United Overseas Bank Limited acted as arrangers. The deal represents the largest Singapore-dollar Murabaha financing involving a group of banks completed in Singapore to date. Partner Christy Anne Lim acted on the matter.

Yulchon’s finance team has represented the Global Marine Finance operated Badaro No. 16 Ship Investment Company (Badaro) in respect of a ship financing transaction. In this deal, STX Pan Ocean took out a senior loan of US$30.8 million from Norddeutsche Landes Bank through a special purpose vehicle established in the Marshall Islands, and a subordinated loan of KRW22.7 billion (US$19.8m) from Badaro. This capital was then used to order two 37,000 DWT bulk carriers from STX Dalian. The loan will be paid off with revenue earned through operation of the ships. Senior foreign counsel Christopher Joon Tae Cho led the transaction.

Deals – 18 November 2010

0
Allen & Gledhill LLP has advised Noble Group Limited in respect of its issuance of US$350 million in principal amount of 8.5 percent perpetual capital securities, which were fully placed to institutional and accredited investors (or their equivalent in jurisdictions outside Singapore) and admitted to the official list of the SGX-ST. Partner Christopher Ong led the transaction.

Allen & Gledhill LLP has also advised Overseas Union Enterprise Limited (OUE), as borrower, in respect of its facility agreement on 27 September 2010, under which a S$750 million (US$575m) secured term loan was advanced to it by Standard Chartered Bank (SCB), as original lender. Under the terms of the agreement, SCB had an option to convert up to S$300 million (US$230m) of the loan into secured fixed rate bonds, which it exercised on 19 October 2010. Accordingly, S$300 million in principal amount of secured fixed rate bonds due 2013 were issued on 20 October 2010. The bonds are listed on the SGX ST. Partners Margaret Chin, Kok Chee Wai and Ellis Tang led the transaction.

In addition, Allen & Gledhill LLP has advised Sabana Real Estate Investment Management Pte Ltd (Sabana REIM), as manager of Sabana Shari’ah Compliant Industrial Real Estate Investment Trust (Sabana REIT), in respect of the IPO of Sabana REIT. The offering, for which the Preliminary Prospectus was lodged with the Monetary Authority of Singapore (MAS) on 9 November 2010 – is expected to raise gross proceeds of between S$632.8 million (US$486m) and S$691.6 million (US$531m. MAS has granted Sabana REIM a capital markets services licence for its REIT management business. Partners Jerry Koh, Foong Yuen Ping, Penny Goh, Chew Mei Choo, Tan Boon Wah and Serena Choo led the transaction.

Finally, Allen & Gledhill LLP has also advised Sabana Real Estate Investment Management Pte Ltd (Sabana REIM) in respect of a S$256 million (US$197m) commodity Murabaha facility, which has been certified by the Hongkong and Shanghai Banking Corporation (HSBC) Amanah Central Shari’ah Committee to be Shari’ah compliant. Partners Jerry Koh, Foong Yuen Ping, Lyn Wee and Chew Mei Choo led the transaction. Advising HSBC, Malayan Banking Berhad and United Overseas Bank Limited – as coordinating arrangers and participants – were partners Eugene Ooi and Suhaimi Zainul.

Allens Arthur Robinson has advised Australian steel giant OneSteel in respect of its biggest acquisition since its listing on the ASX 10 years ago. Under the new deal, OneSteel will acquire the Moly-Cop and AltaSteel businesses of global mining leader Anglo American plc, located in the Americas, for US$932 million. The acquisition of Moly-Cop – which produces grinding media in North and South America – and its Canadian ballstock supplier, AltaSteel, is conditional on anti-trust clearance in Canada. The parties hope to complete the transaction by the end of 2010. Corporate partner Andrew Finch led the transaction.

Allens Arthur Robinson is also advising Japanese-based Nikko Asset Management Co Ltd (Nikko) in respect of its A$80 million (US$78.5m) purchase of Tyndall Investments (Tyndall) in Australia and New Zealand from the Suncorp-Metway Group. The acquisition of Tyndall, an investment manager with about A$25 billion (US$24.b) of funds under management, is Nikko’s first investment in the Australian asset management market and reflects the company’s strategy for expansion across Asia. Partner Alex Ding led the transaction, whilst New Zealand firm Russell McVeagh also advised Nikko. Minter Ellison (Australia) and Bell Gully (New Zealand) advised Suncorp, whilst Australian firm Addisons advised Tyndall shareholders.

Ashurstand Amarchand & Mangaldas have advised the lead managers – comprising Citi, Deutsche Bank, BofA Merrill Lynch, ENAM, Kotak and Morgan Stanley – in respect of the IPO of Coal India Limited, the world’s leading coal producer and the holder of the world’s largest coal reserves, which accounts for substantially all of India’s non-captive coal production. The IPO was an essential part of the Government of India’s ongoing disinvestment programme. The 10 percent sell-down raised approximately US$3.4 billion, making it India ‘s largest ever IPO. The team from Ashurst was led by partners Stuart Rubin and David Nirenberg. Led by partners Madhurima Mukherjee and Manan Lahoty, Luthra & Luthra advised Coal India Limited on both international and Indian aspects of the deal. Meanwhile, DLA Piper, led by Stephen Peepels, advised the company and the Government of India, which was acting through the Department of Disinvestment.

AZB & Partners has advised AFL Private Limited (AFL) in respect of the acquisition by Federal Express Europe Inc and Federal Express International Inc (through their Indian affiliates proposed to be incorporated in India) of AFL’s warehousing, transportation services and express delivery business and the transportation services business of its subsidiary Unifreight India Private Limited. The deal will give Federal Express more than 160 service centres in 144 Indian cities, boosting its reach in Asia’s third-biggest economy. Partner Abhijit Joshi led the transaction.

AZB & Partners has also advised New Mountain Capital LLC (New Mountain) and its affiliates in respect of its acquisition of 100 percent of the issued, paid up and subscribed equity share capital of RFCL, from fund entities across jurisdictions as well as the management shareholders of RFCL. Partner Darshika Kothari led the transaction.

Baker & McKenzie has acted as US and domestic law counsel to Thai Airways International Public Company Limited (Thai Airways), the largest passenger and cargo airline in Thailand, in respect of its offering of approximately 483.87 million ordinary shares. The deal raised US$487 million, with net proceeds from the offering to be used not only to support the company’s business expansion but also to supply working capital and support other general corporate purposes. The shares commenced trading on 28 September 2010. The offering was underwritten by Morgan Stanley & Co International plc, Finansa Securities Limited and Phatra Securities Public Company Limited. The firm’s team was led by partners Ashok Lalwani and Kitipong Urapeepatanapong.

Clifford Chance has advised Carrefour SA, the world’s second largest retailer and the largest in Europe, in respect of the sale of its hypermarket business in Thailand to Big C, an affiliate of France’s Casino Group. Under the terms of the agreement, Big C – which is the second largest hypermarket operator in Thailand – will acquire Carrefour’s 42 stores in Thailand, including 34 hypermarkets, for an enterprise value of €868 million (US$1.18b). The sale is expected to be completed in the first quarter of 2011. Partners Emma Davies and Yves Wehrli led the firm’s advisory team.

Davis Polk & Wardwell LLP has advised Goldman Sachs (Asia) LLC, as representative of the underwriters. In relation to the IPO by Xueda Education Group (Xueda), the largest provider of primary and secondary school tutoring services in China. The offering comprised of approximately 15.4 million American Depositary Shares, each representing two ordinary shares of Xueda. The underwriters exercised their over-allotment option in full, with the total proceeds from the offering amounting to US$146.7 million. The ADSs are listed on NYSE. Partners Howard Zhang, James C Lin and John D Paton led the firm’s advisory team, whilst Global Law Offices advised as to PRC law. Xueda was advised by Simpson Thacher & Bartlett LLP, Commerce & Finance Law Offices, Walkers and Stephenson Harwood as to US, PRC, Cayman Islands and Hong Kong law, respectively. Orrick, Herrington & Sutcliffe, led by partner Maurice Hoo, advised Warburg Pincus in relation to its US$57.6 million pre-IPO investment in Xueda, which was completed on 5 November 2010.

Davis Polk & Wardwell LLP has also advised Sumitomo Mitsui Financial Group Inc (SMFG), one of the largest financial institutions in the world in terms of assets, in respect of the SEC registration and NYSE listing of its American Depositary Receipts (representing its common shares) on 1 November 2010. SMFG’s common shares have a market capitalisation of US$41 billion, the largest of any NYSE listing since 2002 and the largest ever of a Japanese issuer listing on the NYSE. Partners Theodore A Paradise, John D Paton, and Arthur S Long led the transaction, whilst Nagashima Ohno & Tsunematsu advised as to Japanese law.

Finally, Davis Polk & Wardwell LLP has advised Sinochem Overseas Capital Company Limited, a core subsidiary of PRC state-owned enterprise Sinochem Group, in respect of a US$2 billion Rule 144A and Reg S offering of senior notes, which are guaranteed by Sinochem Hong Kong. The offering consisted of US$1.5 billion of 4.5 percent senior notes due 2020 and US$500 million of 6.3 percent senior notes due 2040. Citigroup Global Markets Inc (Citigroup) acted as global coordinator of the offering, whilst Citigroup, The Hongkong and Shanghai Banking Corporation Limited and UBS AG Hong Kong Branch acted as joint lead managers and joint bookrunners. Meanwhile, BOCI Asia Limited, Crédit Agricole Corporate and Investment Bank, Mitsubishi UFJ Securities (USA), Inc and Standard Chartered Bank acted as co-managers. The firm’s team included corporate partners Eugene C Gregor and Show-Mao Chen, whilst Sinochem Hong Kong was advised by Tian Yuan Law Firm, K&L Gates, and Appleby as to PRC, Hong Kong, and British Virgin Islands law, respectively. The managers were advised by Shearman & Sterling as to matters of US law.

Dewey & LeBoeuf has advised leading Chinese online education service Idapted Ltd in respect of its merger with US e-learning firm Eleutian Technology. The merger is an important strategic step for both businesses as it will enable the combined companies to exploit the immense demand for good quality English-language education in China. The merged business will operate under the Eleutian Technology brand. The firm’s team was led by international partners Paul Chen and Dirk Walker.

Freshfields Bruckhaus Deringer has advised Atlantis Resources Corporation Pte Limited (Atlantis) – one of the world’s leading manufacturers and developers of electricity-generating tidal turbines – in respect of its entry into a joint venture with Morgan Stanley Capital Group Inc and International Power Marine Developments Limited to develop the world’s largest marine renewable energy project in UK waters off northern Scotland. The project, located at the Pentland Firth Inner Sound site and to be run through JV company MeyGen Limited, is expected to generate up to 400 MW. Atlantis will have the exclusive right to supply tidal turbines capable of generating 150MW. Partner Connie Carnabuci led the firm’s advisory team.

Gide Loyrette Nouel is acting for Groupama SA, one of the leading insurance companies in France and Europe, in respect of the establishment of its joint venture in the non-life insurance sector in China with Aviation Industry Corporation of China (AVIC Group), a large state-owned enterprise and investment institution. A memorandum of understanding to finalise the agreement to create the JV by the end of the year was signed between the parties at the Elysée Palace in the presence of French president Nicolas Sarkozy and PRC president Hu Jintao. The new company will be owned equally by Groupama and AVIC Group and will enable both partners to develop their business interests in the property and insurance market. The JV’s creation is subject to the approval of relevant authorities. The firm’s advisory team is being led by partner Guillaume Rougier-Brierre.

Gide Loyrette Nouel has also advised Areva NP’s subsidiary Compagnie Europeenne du Zirconium (CEZUS), the world’s largest producer of zirconium components for nuclear fuel, in respect of the establishment in China of a JV company with a subsidiary of China National Nuclear Corporation (CNNC). The JV company, called CAST – CNNC Areva Shanghai Tubing Co, will manufacture M5™ zirconium cladding and guiding tubes for nuclear power plants in the PRC. The transaction represents the first JV to be established in the PRC for the manufacturing of zirconium alloy tubes. The firm’s team was led by partner Stephane Vernay.

Hemant Sahai Associates has acted as the sole legal advisor to Orient Ceramics Limited in respect of the public takeover of Bell Ceramics Limited, a publically listed company in India. The transaction marks the exit of the promoters of Bell Ceramics from the company and is expected to close following completion of the open offer process under the SEBI Takeover Code. The firm’s team was led by corporate M&A partner Navin Syiem.

Hemant Sahai Associates has also acted as sole legal advisor to RFCL Limited (RFCL) and ICICI Venture (ICICI) in respect of the acquisition of RFCL by US-based Avantor Performance Materials Holdings (Avantor), an affiliate of New Mountain Capital LLC. The transaction marks a 100 percent exit from RFCL by ICICI managed funds (including India Advantage Fund – I) and GLG Emerging Markets Special Situations Fund. Corporate M&A partner Aparajit Bhattacharya led the transaction, whilst Fried Frank and AZB & Partners advised Avantor.

HopgoodGanim has advised fruit and vegetable wholesaler Simon George & Sons (Simon George) in respect of the acquisition of NSW business George’s Providores for A$8.5 million (US$8.3m). The deal includes an option for Simon George to buy land owned by George’s Providores for A$16.5 million (US$16.1m). The negotiation, execution and settlement of the contract took place within the space of just over a month.

HopgoodGanim has also advised Bow Energy Ltd (Bow Energy) in respect of the institutional placement of 42.1 million new ordinary shares to raise A$48.4 million (US$47.35m), and a share purchase plan for eligible existing shareholders to raise up to A$30 million (US$29.4m). The proceeds will be used to fund Bow Energy’s exploration, production and development activities, as well as funding the construction of its 30MW Blackwater Power Station.

Finally, HopgoodGanim has advised exploration company Renaissance Uranium Limited (RUL) in respect of its ASX listing and IPO to raise A$8 million (US$7.8m). The IPO is being conducted by way of a broker firm offer and is fully underwritten by Bizzell Capital Partners, RBS Morgans and Wilson HTM, who are acting as joint lead managers and joint underwriters. The funds raised will be used by RUL for exploration and drilling at existing projects in key uranium provinces in the Northern Territory and South Australia, as well as for the assessment of new value-adding portfolio opportunities. Senior associate Michelle Eastwell led the firm’s advisory team.

Khaitan & Co has advised IT services provider NTT Data Corporation (NTT), a subsidiary of Telegraph and Telephone Corporation, in respect of its acquisition of Keane International Inc (Keane), a US-based company providing a wide range of IT services across the globe which is majority owned by Citigroup Venture Capital International Technology Holdings LCC. NTT and Keane have entered into a definitive merger agreement pursuant to which there would be a reverse merger of Knight Subsidiary Corporation, a wholly-owned subsidiary of NTT, with Keane. Keane will be the surviving entity and will become a wholly-owned subsidiary of NTT. Senior partner Haigreve Khaitan led the transaction.

Khaitan & Co has also advised Blue Ocean Cruises Malta Limited (Blue Ocean) in respect of its acquisition of MV Ocean Life from Easycruise Life Limited. The insurance value of the vessel is US$22 million. Partner Murali Neelakantan advised on the transaction.

Kim & Chang has advised DIP Holdings Co Ltd (DIP) in respect of the sale by DIP, together with ODIN Holdings Inc (ODIN) and other shareholders of Samhwa Crown & Closure Co Ltd (Samhwa), of a 54.78 percent stake in Samhwa to Kumbi Corporation. The total value of the deal was approximately KRW61.1 billion (US$53.3m). The sale comes more than one year after DIP and financial investor ODIN acquired Samhwa from the Doosan Corporation. Partners Sang Yeol Park and Jae-Hoon Cheong led the transaction.

Latham & Watkins has represented Le Gaga Holdings Limited, a leading China-based greenhouse vegetable producer, in respect of its IPO of approximately 10.9 million American Depositary Shares (ADS), representing about 543.6 million ordinary shares, on the Nasdaq Global Select Market. The offering closed on 3 November 2010 and raised approximately US$103.3 million. BofA Merrill Lynch and UBS Investment Bank acted as joint global coordinators and joint bookrunners for the offering, whilst Piper Jaffray and Oppenheimer & Co acted as co-managers. The underwriters were granted a 30-day option to purchase up to an additional 1.63 million ADSs to cover the over-allotment. The firm’s team was led by partners David Zhang and Eugene Lee.

Latham & Watkins has also represented sponsor Standard Chartered Securities (Hong Kong) Limited in respect of the dual primary listing by way of introduction of China New Town Development Company Limited (CNTD) on the HKSE. CNTD is an established non state-owned new town developer in the PRC and has been listed on SGX ST since November 2007. It is also the first PRC new town developer and one of the first few BVI-incorporated companies listed in Hong Kong. The firm’s team was led by Hong Kong partners Michael Liu, William Woo and Eugene Lee.

Lee & Ko has represented two private equity funds, IBK-Kibo Capital PEF No. 2 and Aju-Shinhan Small Giants Fund No.1, in respect of their subscription of bonds with warrants in the aggregate amount of KRW10 billion (US$8.8m) issued by Daejoo Electronic Materials Co Ltd (Daejoo), a KRX KOSDAQ-listed company that develops and manufactures electronic materials such as conductive, polymer, glass, nano, metal powder and phosphor materials. Upon exercising the warrants, the investors will acquire an 8.37 percent equity stake in Daejoo. Je Won Lee led the advisory team.

Lee & Ko has also advised a syndicate of lenders (with Hana Bank acting as the agent) in respect of stapled financing arranged by Hana Daetoo Securities Co Ltd for the acquisition of a 98.73 percent stake in Korean payment processor KSNET Inc by Net 1 UEPS Technologies Inc, a NASDAQ-listed South African-based provider of alternative payment systems. This deal represents the first-ever meaningful stapled financing consummated in Korea. The total size of the financing was KRW130.5 billion (US$115m). Yong-Jae Chang, Dong-Seok Woo and Jun-Hee Choi led the firm’s transaction team.

LS Horizon Limited and LS Horizon (Lao) Limited have represented Hongsa Power Company Limited in respect of the US$2.7 billion financing for the development and operation of the 1,878 MW Hongsa Thermal Mine-Mouth Power Plant in the Hongsa District, Xayaboury Province of the Lao People’s Democratic Republic. The project, which has a targeted commercial operation date set for March 2015, is the first thermal mine-mouth power project to be developed in the country. Considered to be one of the largest ever in Thailand, the financing for the project consists of a multi-tranched and multi-currency facility from nine major Thai banks. The project sponsors consist of Banpu Power Limited, Ratchaburi Electricity Generating Holding Public Company Limited and Lao Holding State Enterprise.

LS Horizon Limited is also representing Solar Power (Sakon Nakorn 1) Company Limited and Solar Power (Nakorn Phanom 1) Company Limited in respect of the THB2 billion (US$66.6m) financing provided by KASIKORNBANK Public Company Limited for the construction and development of two solar farms in Sakon Nakorn Province and Nakhon Phanom Province in Thailand. Each solar farm will have a capacity of 6MW and will feed electricity to the Provincial Electricity Authority of Thailand. The two power companies are the subsidiaries of the Solar Power Company Limited (Solar Power Group) and are part of the ongoing plan of the Group to operate up to 34 solar power projects all over Thailand.

Finally, LS Horizon Limited has represented The Bangchak Petroleum Public Company Limited (Bangchak) in respect of the THB 4.2 billion (US$140m) financing provided by Asian Development Bank (ADB), with the support of Mizuho Corporate Bank Ltd, for the development of two solar power projects with a generating capacity of 34.5MW and 9.43MW respectively, located in the Ayudhaya Province in Thailand. The first phase of the project, which expands Bangchak’s investment in renewable energy and enhances its policy on the concept of green energy, is expected to start in October 2011. Ashurst, led by partners Matthew Bubb and Harvey Weaver, advised Asian Development Bank and Mizuho Corporate Bank Ltd whilst Chandler & Thong Ek, led by Albert Chandler and Jessada Sawatdipong, advised the banks as to Thai law.

Mallesons Stephen Jaques is acting for Westfield Group (Westfield) in respect of the establishment of the Westfield Retail Property Trust. Westfield previously announced that it plans to transfer 50 percent of its interests in 54 shopping centres in Australia and New Zealand into the new Trust, which is expected to be one of the three largest REITS in the Australian market. Stapled units in the new Trust will be distributed to existing Westfield Group security holders through a A$7.3 billion (US$7.1b) capital return. Westfield Retail Trust hopes to raise A$3.5 billion (US$3.4m) through a general public offer and an offer to its existing security holders. Morgan Stanley, Citigroup Inc, and Credit Suisse Group AG have underwritten A$1.75 billion (US$1.7b) of the offer. The firm’s team was led by partners Jason Watts and Greg Golding.

Mallesons Stephen Jaques is also acting for Spain’s Actividades de Construccion y Servicios (ACS), a world leader in infrastructure development which operates in 41 countries, in respect of its A$5 billion (US$4.9b) takeover bid for Hochtief, which owns 54.5 percent of Leighton Holdings. The Australian Takeovers Panel said on 8 November 2010 that it will not block or modify the bid by ACS, noting that it did not view the circumstances of the downstream acquisition as ‘unacceptable’. The firm’s team was again led by partners Greg Golding and Jason Watts.

In addition, Mallesons Stephen Jaques is acting for HKSE-listed China Overseas Grand Oceans, a subsidiary of HKSE-listed SOE China Overseas Land and Investment Ltd, in respect of its acquisition of a 30 percent equity interest in Pan China Land Group, a company principally engaged in property investment and development in the PRC. The acquisition is to be completed for a consideration of HK$1.23 billion (US$158.6m). The transaction is being led by partner Conrad Chan.

Finally, Mallesons Stephen Jaques has acted for the financiers in respect of the Queensland Government’s A$2.3 billion (US$2.26b) sale of the Port of Brisbane to the Q Port Holdings Consortium. Under the deal, the consortium – led by Industry Funds Management, Queensland Investment Corporation and Global Infrastructure Partners – acquired a 99-year lease over the Port. The sale delivers A$2.1 billion (US$2b) in cash proceeds to the consolidated fund, whilst the consortium has also agreed to fund the future upgrade of Section 3 of the Port of Brisbane Motorway, at an estimated cost of A$200 million (US$196m). The firm’s team was led by partners Jeff Clark and David Bell.

Maples and Calder has acted as Cayman Islands counsel to Global Funds Trust Company – a Cayman Islands licensed trust company and a wholly-owned subsidiary of Nomura Bank (Luxembourg) SA – as the trustee of Nomura Portfolio Select (NPS), a unit trust established under the laws of Cayman Islands. NPS is licensed by the Cayman Islands Monetary Authority and the relevant Japanese regulatory authority for public distribution in Japan. The first series trust is Nomura Portfolio Select – Emerging Bond Fund (the Fund). The service providers are all members of the Nomura group. Three classes of units are issued. The Fund will invest into emerging market bonds and use currency hedging where necessary. Japanese legal advice was provided by Anderson Mori & Tomotsune, whilst the team from Maples and Calder was led by partner Anne Walker.

Maples and Calder has also acted as Cayman counsel to Evergreen International Holdings Limited (Evergreen), a manufacturer of men’s clothing in China, in respect of its listing on the main board of the HKSE on 4 Nov 2010. The proceeds from the global offering, which amounted to around HK$920.4 million (US$118.7m) will be used for improvement and expansion of its retail network and to expand product offerings. Piper Jaffray Asia Securities Limited and CLSA Limited acted as joint global coordinators and bookrunners on the deal. Partner Christine Chang led the firm’s team, whilst Woo, Kwan Lee and Lo and Dorsey & Whitney advised Evergreen as to Hong Kong and US law, respectively. Richards Butler in association with Reed Smith LLP and Reed Smith LLP advised the underwriters as to Hong Kong and US counsel, respectively.

In addition, Maples and Calder has acted as Cayman Islands counsel in respect of the launch of the CFIM Hybrid Tri-Asset Fund (the Fund), whose investment objective includes investing in a diversified portfolio of high-yielding assets which will be allocated to three sub-portfolios. Each sub-portfolio will be invested in different asset classes (broadly, real estate-linked investments and infrastructure-linked investments, US hybrid preferred securities, and global high yield fixed income securities). Citigroup First Investment Management Limited, which acts as manager to the Fund, has delegated responsibility for the discretionary management of each of the sub-portfolios to JP Morgan Investment Management Inc, Spectrum Asset Management Inc and Credit Suisse AG. The firm’s team was led by partner Spencer Privett.

Finally, Maples and Calder has acted as Cayman and BVI counsel to NYSE-listed JinkoSolar Holding Co Ltd (JinkoSolar), a fast-growing vertically integrated solar power product manufacturer with low-cost operations based in China, in respect of its follow-on public offering of 3.5 million American Depositary Shares on the. Out of the 3.5 million ADSs sold in the offering, 2 million ADSs were sold by JinkoSolar and 1.5 million were sold by certain shareholders. The firm’s team was led by Greg Knowles, whilst Baker & McKenzie, led by partner Scott Clemens, acted as US counsel. Simpson Thacher & Bartlett represented the underwriters, which were comprised of Credit Suisse Securities (USA) LLC, William Blair & Company, Roth Capital Partners and Collins Stewart.

Mayer Brown JSM has advised Trade & Development Bank of Mongolia LLC (TDB), a leading banking and financial services provider in Mongolia, in respect of the update of TDB’s existing US$300 million Euro medium term note programme and the issuance of US$150 million senior notes and US$25 million subordinated notes. The transaction represents Mongolia’s largest international capital markets debt transaction, the second time TDB has accessed the international debt market and the first ever subordinated issue from Mongolia. ING Bank NV acted as the sole bookrunner. The firm’s team was led by Jason T Elder.

Mayer Brown JSM has also acted for HKSE-listed Hang Lung Properties Limited in respect of its HK$11 billion (US$1.4b) equity fund raising exercise, which was announced on 5 November 2010 and was done by way of placing and top-up. The transaction was reported to be the largest ever follow-on offering by a Hong Kong issuer and the largest follow-on offering by a real estate company in Asia ex-Japan. Goldman Sachs (Asia) LLC was the sole placing agent. The firm’s team was led by corporate finance partner Jeckle Chiu.

Mayer Brown JSM has advised Phoenix Property Investors in respect of the following deals, each led by partner Peter Ho:
• The pre-sale of Gramercy, a residential/retail development located at 38 Caine Road in Mid-levels, Hong Kong. The total sale consideration is expected to exceed HK$1.5 billion (US$193m);
• The acquisition of an old residential building at Nos. 8-12 Ha Heung Road, which consists of more than 100 units. The first 89 units were acquired at a total consideration of approximately HK$200 million (US$25.8m);
• The acquisition of a residential development with 42 units at No. 116 Argyle Street. The acquisitions of the first 33 units were completed at the end of September 2010, with total consideration in excess of HK$301 million (US$38.8m); and,
• The sale of a Hong Kong property holding company which owns No. 7 Pollock’s Path and its related shareholder loan. The sale price is HK$268 million (US$34.6m) and the sale was completed in September. The property is a fully converted, luxurious detached house on the Peak. Allen & Overy acted for the purchaser.

Mori Hamada & Matsumoto is advising Innovation Network Corporation of Japan (INCJ), a company engaged in promoting innovation and enhancing the value of businesses in Japan, in respect of its agreement with Japanese trading company Marubeni Corporation (Marubeni) to each acquire a 50 percent stake in Aguas Nuevas SA – the third largest waterworks firm in Chile – from Capital Riesgo Global SCR SA, the Spanish PE house owned by Banco Santander. The acquisition, to be undertaken for a total consideration of JPY20 billion (US$246m), is part of Marubeni’s strategy to reinforce its position in waterworks industry globally. Tomohiro Tsuchiya and Kaoru Matsuzawa are leading the transaction.

Mori Hamada & Matsumoto is also advising Japanese leasing company NEC Capital Solutions Limited in respect of its agreement to acquire via a scheme of arrangement 88.7 percent of the shares in Risa Partners Inc (Risa), a Japan-based investment bank focused on finance and real estate. The implied equity of the transaction is JPY17.88 billion (US$221.77m). The offer period will begin from 1 November 2010 and will continue for 30 business days. After the transaction has been completed, Risa is to be delisted following the successful completion of the tender bid, whilst shares not tendered during the tender offer period would be subsequently acquired. The transaction is conditional upon minimum acceptance of 170,764 shares representing a 34.34 percent stake in Risa. Yuto Matsumura and Yo Uraoka are leading the transaction.

In addition, Mori Hamada & Matsumoto is advising Mitsubishi UFJ Financial Group (MUFG) in respect of its agreement to acquire the project financing business of the Royal Bank of Scotland’s (RBS). The estimated deal value is about £4 billion (US$6.37b). MUFG and the UK government, which holds an 84 percent stake in RBS, have reached a basic agreement on the deal, having been in talks with RBS since the spring. After completing due diligence in October, final adjustments to the deal are being worked out. Yuto Matsumura is leading the transaction.

Finally, Mori Hamada & Matsumoto is advising DeNa Co Ltd (DeNa), a listed Japan-based company engaged in the e-commerce business, in respect of its agreement to acquire ngmoco, Inc, the US-based developer of games and applications for the iPhone. The US$361 million consideration for the deal, which is to be discharged by paying US$184 million in cash and US$177 million in equity, includes earnouts payable until 31 December 2011 of US$56 million in cash and US$31 million in equity. Post acquisition, ngmoco will be responsible for bringing DeNA’s “X-Device X-Border” strategy to Western markets, thus expanding DeNA’s global footprint. The acquisition will facilitate a combination of ngmoco’s state of the art smartphone technology framework and DeNA’s pioneering Mobage Open SDK, and will thereby facilitate the unification of iOS & Android and will help to strengthen its customer base in Japan as well as in the western countries. Hajime Tanahashi and Atsushi Oishi are leading the transaction, whilst Wilson Sonsini Goodrich & Rosati are also advising DeNA. Fenwick & West LLP is advising ngmoco.

O’Melveny & Myers LLP has represented Global Education & Technology Group Limited (Global Education), the largest test preparation provider for IELTS and a leading provider of educational courses and related services in China, in respect of its US$77 million IPO of American Depositary Shares (ADSs) and listing on NASDAQ. Global Education sold approximately 7.3 million ADSs (including almost one million ADSs sold pursuant to the full exercise of the underwriters’ over-allotment option) at US$10.50 per ADS, the high end of the range. Credit Suisse and BofA Merrill Lynch acted as joint bookrunners to the offering. The firm’s team was led by partner David Roberts.

O’Melveny & Myers LLP has also represented DBS Bank and The Royal Bank of Scotland NV Singapore Branch – as joint global coordinators, joint bookrunners, joint issue managers and joint underwriters – in respect of the IPO on the main board of the SGX of XinRen Aluminum Holdings Limited (MN5.SI), a privately owned producer of primary aluminum in the PRC which is principally engaged in the smelting and sale of primary aluminum in the form of ingots and plates. The company intends to use the proceeds from the IPO to increase the capacity of its plant in China, for acquisitions and strategic investments, and for working capital needs. The firm’s team was led by partner David Makarechian.

Orrick, Herrington & Sutcliffe LLP has advised China Forestry Holdings Co Ltd (China Forestry), one of the three largest, privately-held, naturally regenerated plantation forest operators in China, in respect of its issuance of US$300 million of high yield 7.75 percent senior notes due 2015 in a Rule 144A/Reg S offering. The notes are listed on the SGX ST. The underwriters are Deutsche Bank, Standard Chartered Bank and UBS Bank. Partners Mark Lee, Edwin Luk and Michelle Taylor led the transaction.

Pinsent Masons has advised on two Asia-focused Alternative Investment Market (AIM) listings in London in the past two weeks. CIC Mining Resources Ltd, a consulting and advisory company which operates primarily in the mining and energy infrastructure sectors, listed on AIM on 1 November. Meanwhile, Global Lock Safety (International) Group Co Ltd, the only firm in China that can offer alarm units, guard response and anti-theft insurance in one package, listed on AIM on 21 October. The firm’s team advising on these IPOs was led by corporate partner Jon Harris.

Rajah & Tann LLP has advised CWT Limited (CWT), an SGX Main Board-listed company and leading provider of integrated logistics solutions, in respect of the establishment of a new futures commission merchant subsidiary, Straits Financial LLC, in the US to clear futures and derivatives trades for its clients. The firm advised on employment and equity plan issues for its key personnel designated to staff the new subsidiary. Partner Danny Lim led the transaction.

Rajah & Tann LLP has also advised SGX-ST-listed Pine Agritech Limited (Pine Agritech) in respect of the mandatory conditional offer by SAC Capital Private Limited, for and on behalf of Link Crest Limited, to acquire all the issued ordinary shares in the capital of Pine Agritech other than those already owned, controlled or agreed to be acquired by Link Crest Limited and parties acting in concert with it. Based on the cash offer price of S$0.20 for each ordinary share in the capital of Pine Agritech, the offer was valued at approximately S$350 million (US$268m). Partner Howard Cheam Heng Haw led the transaction.

Shin & Kim has advised the underwriters – composed of Samsung Securities, IBK Investment & Securities and Mirae Asset Investment & Securities – in respect of the KRW97.5 billion (US$88.6m) IPO of Fila Korea Co Ltd. The offering consisted of a public offering in Korea, followed by the listing on the Korea Exchange. Partners Woong-Soon Song, Jong Ho Song, Sang-Hyun Lee and Tae Yong Seo led the transaction.

Shin & Kim has also represented TongYang Securities, TongYang Financial and TongYang Capital in respect of its sale of up to 46.5 percent of shares held in TongYang Life Insurance Co Ltd, a Korean insurance company listed on KRX. The transaction was signed on 12 November 2010 and is expected to be completed by the end of December 2010, subject to government approvals. The condition precedents to the completion of the transaction include, among others, obtainment of approvals from Financial Services Commission. Chang Weon Rhee, Seong Hoon Yi and Joon-Hyuk Chung of the firm’s M&A practice group led the advisory team.

Shook Lin & Bok LLP is acting for RBC Dexia Trust Services Singapore Limited, the trustee of K-REIT Asia, in respect of K-REIT Asia’s proposal to acquire a one-third interest in Marina Bay Financial Centre Towers 1 & 2 and Marina Bay Link Mall, valued at approximately S$1.4 billion (US$1b), and divest Keppel Towers and GE Tower, which is valued at S$573 million (US$446m). Partner Tan Woon Hum is involved in the matter.

Shook Lin & Bok LLP is also acting for HSBC Institutional Trust Services (Singapore) Limited, the trustee of Suntec Real Estate Investment Trust, in respect of the acquisition of a one-third interest in Marina Bay Financial Centre Towers 1 and 2, the Marina Bay Link Mall and 695 car park lots through the acquisition of one-third of the issued share capital of BFC Development Pte Ltd. The value of the acquisition is approximately S$1.5 billion (US$1.15b). Partner Tan Woon Hum is again involved in the matter.

Slaughter and May’s Hong Kong office has advised Morgan Stanley & Co International plc, as placing agent, in respect of the placing of 117 million shares in China Yurun Food Group Limited (China Yurun) held by Willie Holdings Limited, and in respect of the subsequent partial top-up subscription of 47 million new shares in China Yurun, one of the leading meat product manufacturers in China. The consideration for the placing was approximately HK$3.51 billion (US$450m) and the net proceeds of the partial top-up placing were approximately HK$1.394 billion (US$179m). The partial top-up placing was announced on 4 November 2010. China Yurun will apply the proceeds to expanding its production capacity. Partner Benita Yu led the transaction.

WongPartnership LLP has acted for Peter Lim, a Singaporean billionaire investor, in respect of a bid to acquire professional English football club Liverpool Football Club, which plays in the Barclays Premier League, for approximately US$515.23 million. Senior partner Alvin Yeo, senior counsel and partners Ng Wai King, Andrew Ang, Chou Sean Yu and Chua Sui Tong acted on the matter.

WongPartnership LLP has also acted for Sasteria Pte Ltd, a Singapore investment holding company wholly-owned by private investor Peter Lim, in respect of a mandatory unconditional cash offer for Thomson Medical Centre Limited (TMCL), a leading well-known healthcare service provider in Singapore. The acquisition values TMCL at approximately S$513 million (US$393m). Partners Ng Wai King, Andrew Ang and Kenneth Leong acted on the matter.

In addition, WongPartnership LLP has acted for Media Development Authority Singapore in respect of the establishment of a US$50 million film fund in collaboration with Korea’s CJ Entertainment, production company Bang Singapore and Singapore-based Asia Media & Technology Capital. The fund is anticipated to create a significant volume of work for Singaporean talent and film companies. Partner Lam Chung Nian acted on the matter.

Finally, WongPartnership LLP has acted for Stamford Tyres Corporation Limited (STCL), South East Asia’s largest independent tyre and wheel distributor, in respect of the acquisition by Sumitomo Rubber Industries Ltd, Japan’s second largest tyre maker, of an approximately 1.8 percent stake in STCL via a private placement of 4.3 million new ordinary shares in STCL. Partner Mark Choy acted on the matter.

Deals – 4 November 2010

0
Allens Arthur Robinson has advised Hillgrove Resources Limited (Hillgrove), owner of South Australia’s Kanmantoo copper and gold mine, in respect of the critical finalisation of an investment funding package to secure project finance for the Kanmantoo Copper/Gold Project. The transaction includes a A$30 million (US$30m) project loan and A$20 million (US$20m) in bonding and guarantee facilities. Hillgrove will also seek associated commodity hedging facilities for the project and a fully underwritten A$65 million (US$65.3m) institutional placement, including a conditional placement that is subject to shareholder approval. Partner Andrew Finch led the firm’s advisory team. Mallesons Stephen Jaques acted for the underwriters whilst Freehills acted for the lending banks.

Allen & Gledhill LLP is advising K-REIT Asia Management Limited, as manager of K-REIT Asia (K-REIT Asia), in respect of K-REIT Asia’s proposal to acquire a one-third interest in Marina Bay Financial Centre Towers 1 & 2 and Marina Bay Link Mall, valued at approximately S$1.4 billion (US$1m), and divest Keppel Towers and GE Tower, which is valued at S$573 million (US$446m). Partners Jerry Koh, Margaret Soh, Foong Yuen Ping and Lim Pek Bur are leading the transaction.

Allen & Gledhill LLP is also acting as Singapore counsel to Aker Solutions AS (AKSO) in respect of the acquisition by Ezra Holdings Limited of all the shares in Aker Marine Contractors AS from AKSO and 50 percent of the shares in AMC Connector AS from Aker Oilfield Services AS, a wholly owned subsidiary of AKSO. The aggregate purchase consideration for the acquisitions is up to US$325 million. Partner Christopher Ong is leading the transaction.

Allen & Overy has advised in respect of a 10 year CNY1.2 billion (approx. US$180m) offshore renminbi bond offering by the Asian Development Bank, lead managed by Deutsche Bank AG Hong Kong Branch and Bank of China (Hong Kong) Limited. The transaction marks the first long-dated offshore renminbi bond issuance, the first offshore renminbi bond issuance by a supranational issuer, the first renminbi bond issuance rated AAA (rated by Moody’s Investors Services Inc, Standard and Poor’s Ratings Services and Fitch Ratings), and the first offshore renminbi bond listed on the HKSE (as selectively marketed securities (non-retail)). The issuance is also the longest-tenored bond issued in the market. The firm’s team was led by partner Walter Son.

AZB & Partners has advised Prestige Estates Projects Limited in respect of its IPO, including a reservation for eligible employees. Enam Securities Private Limited, JP Morgan India Private Limited, Kotak Mahindra Capital Company Limited and UBS Securities India Private Limited acted as lead managers for the issue. The transaction was valued at approximately US$265 million. Partner Srinath Dasari acted on the matter.

AZB & Partners has also advised NGP II Mauritius Company Limited and CSI BD MAURITIUS in respect of their acquisition of approximately 12 percent of the equity, valued at approximately US$10 million, in Netmagic Solutions Private Limited. Partner Gautam Saha acted on the matter.

Baker & McKenzie has advised NC2 Global LLC in respect of its medium and heavy duty truck joint venture agreement with Anhui Jianghuai Automobile Co Ltd, which will have a registered capital of over RMB1.2 billion (US$180m). The JV corporation will be based in Hefei and will develop, manufacture and sell trucks and truck parts, primarily in China and in certain export markets. The firm’s team was led by Beijing-based partners Barbara Li and Beatrice Schaffrath.

Clyde & Co’s Middle East corporate team has represented NASDAQ-listed Automatic Data Processing Inc’s Dealer Services DivisionB (ADP) – one of the world’s largest providers of business outsourcing solutions, with more than 585,000 clients worldwide – in respect of its acquisition (through its subsidiary ADP Dealer Services Gulf FZ-LLC) of Kuwait-based software company Professional Application of Computers Company WLL, a distributor of ADP’s Autoline software in the Middle East since 1992. Dubai-based corporate partner Ben Gillespie led the advisory team.

Clyde & Co has also acted for LeBlanc International PTE Limited (LeBLANC), a major global player in implementing communications infrastructure solutions, in respect of the sale of its holding of 49 percent of the share capital of Al Babtain LeBLANC Telecommunications Systems Ltd Company to Al Babtain Power and Telecommunications Company (Al Babtain), a joint stock company listed on the Saudi Stock Exchange (Tadawul). In consideration, Al Babtain will issue 2.25 million shares in favour of LeBLANC and will also pay LeBLANC a cash amount of SAR 25.84 million (US$6.9m). The transaction represents the first time a foreign shareholder has acquired shares in a public company in Saudi Arabia through a share swap transaction. Completion of the sale and purchase agreement is subject to the satisfaction of a number of conditions precedent. Partner Phil O’Riordan led the firm’s advisory team. Al Babtain Power and Telecommunications Company was advised by Baker & McKenzie.

Freshfields Bruckhaus Deringer has also advised the underwriters in respect of the US$1.05 billion IPO on the HKSE of Urumqi-based Xinjiang Goldwind Science & Technology (Goldwind), China’s second-largest wind turbine manufacturer. Goldwind, which was already listed on the Shenzhen Stock Exchange, initially sold 395.3 million new H-shares at HK$17.98 (US$2.32) apiece, the top end of the price range offered. The deal included an over-allotment option which was fully exercised and which boosted the offering by 15 percent. The underwriters on the deal were China International Capital Corporation Hong Kong Securities Limited, JP Morgan Securities (Asia Pacific) Limited, Citigroup Global Markets Asia Limited, Goldman Sachs (Asia) LLC and Hai Tong Securities (HK) Brokerage Limited. The firm’s team was led by partners Chris Wong and Calvin Lai.

Hogan Lovells has advised Texas Instruments Incorporated (TI) in respect of the establishment of its first wafer fabrication facility in China, as well as the acquisition of fab-related assets and equipment from Cension Semiconductor Manufacturing Co Ltd, a Chinese state-owned semiconductor manufacturer based in Chengdu. TI’s Chengdu fab is a fully equipped 200mm manufacturing facility with a cleanroom that can support more than US$1 billion in production capacity. The fab also includes a second cleanroom for future expansion. The transaction places TI closer to its growing customer base in China and further expands its analog production capacity. The fab will also strengthen TI’s ability to support its customers’ increasing requirements in China and elsewhere. The firm’s advisory team was led by Beijing corporate partner Thomas Man.

Hogan Lovells and its associated Saudi firm, Al-Yaqoub Attorneys and Legal Advisers, have acted as counsel to Credit Agricole Corporate and Investment Bank, as coordinator, and the joint lead managers and joint book runners – consisting of Calyon Saudi Fransi Limited, GIB Financial Services LLC, HSBC Saudi Arabia Limited and Samba Capital and Investment Management Company Limited – in respect of the inaugural bond offering from the Arab Petroleum Investments Corporation. The bond, rated A1 by Moody’s, represents the first Saudi Riyal denominated bond issuance by a multilateral development bank. The advisory team was led by the firm’s Saudi-based partner Imran Mufti.

HopgoodGanim Lawyers has advised AIM-listed Solomon Gold plc (Solomon Gold), a company engaged in gold exploration in the Solomon Islands and in Queensland, Australia, in respect of its recent capital raising in Australia and the United Kingdom. Solomon Gold has entered into conditional agreements to place approximately 54 million shares at 28 pence per share to institutional and private investors, raising a total of approximately ₤15.1 million (US$24.3m) before costs. The new ordinary shares are expected to be admitted to trading on AIM on 9 November 2010. Partner Brian Moller led the firm’s advisory team.

Khaitan & Co has advised Visa Steel Limited (Visa Steel), a part of the US$1 billion VISA Group, in respect of a US$302 million financing extended by a consortium of banks led by Syndicate Bank. Proceeds of the loan will be utilised to set-up VISA Steel’s fully integrated 2.5 million TPA special and stainless steel plant at Kalinganagar in Orissa. The facilities include a pig iron plant, coke oven plant, ferro chrome plant, sponge iron plant, power plant and special and stainless steel plant. Partner Padam Khaitan led the transaction.

Khaitan & Co has also advised Arkray Inc Japan (Arkray Inc) in respect of the acquisition from Piramal Healthcare Limited (Piramal) of a 49 percent stake in Arkray Piramal Medical Private Limited (APMP), a strategic joint venture between Arkray Inc and Piramal. APMP is engaged in the marketing, distributing, selling and supporting blood glucose monitoring meters and strips in India. The firm also advised on the share purchase agreement and other ancillary agreements and closing activities in relation to the transaction. Partner Joy Jacob led the transaction.

Latham & Watkins has acted as US counsel to Springland International Holdings Limited, a leading dual-format retail chain operator in China which operates both department stores and supermarkets, in respect of its IPO of shares for listing on the HKSE. The IPO, which included an international offering (144A/Reg S) of 656.25 million shares and a Hong Kong offering of 62.5 million, priced on 14 October and closed on 21 October 2010, raising initial gross proceeds of approximately HK$3.71 billion (US$479m). The underwriters, who were granted an option to purchase up to an additional 93.75 million ADSs to cover over-allotments, have fully exercised the greenshoe. The offering raised a total of approximately HK$4.26 billion (US$550m) after the greenshoe was closed on 26 October 2010. The Latham team was led by partners David Zhang, John Otoshi and Eugene Lee. Meanwhile, Freshfields Bruckhaus Deringer advised Morgan Stanley Asia Limited, DBS Asia Capital Limited and CCB International Capital Limited in respect of the IPO and listing, led by partners Chris Wong, Calvin Lai and Heiner Braun.

Latham & Watkins has also represented Citigroup Global Markets, JP Morgan Securities, William Blair & Company and Oppenheimer & Co, as underwriters, in respect of the IPO of leading PRC pharmaceutical and biotechnology research and development outsourcing company ShangPharma Corporation. The IPO, which consisted of 5.8 million American depositary shares (ADSs), representing 104.4 million ordinary shares, listed on the NYSE and closed on 22 October 2010, raising US$87 million. The underwriters were granted a 30-day option to purchase up to an additional 870,000 ADSs to cover the over-allotment. The firm’s team was led by partners David Zhang and partner Allen Wang.

Lee & Ko has represented LG Uplus Corp in respect of its issue of US$300 million USD:KRX FX linked convertible bonds due 2012, which are convertible into treasury shares. The bonds were issued on 29 September 2010 in the Euromarket through an accelerated bookbuilding process, and listed on the SGX-ST. Morgan Stanley & Co International plc, The Bank of New York Mellon and the Korea Securities Depository acted as initial purchaser, the principal agent and the conversion agent, respectively. Partners Wonkyu Han and Hyunjoo Oh led the firm’s transaction team.

Lee & Ko has also represented ANZ Bank in respect of a US$100 million loan extended to An Khanh New City Development Joint Venture Company Ltd, a joint venture company established by POSCO E&C and Vietnam Construction Import Export Joint Stock Company to develop an area of North An Khanh. The development includes the construction of infrastructure, public works, residential houses and commercial buildings. Due to concerns regarding Vietnamese foreign exchange control, the structure of the sponsor support deed was subject to intense negotiations. However, after lengthy legal analysis and negotiations, a creative solution was found which brought the transaction to a successful close. Tom Shin and Jung Won Chae took part in the structuring and negotiation of the agreements.

Majmudar & Co has acted as Indian legal counsel to Punjab National Bank (International) Limited London in respect of two loan financing transactions, both of which were handled by the firm’s lawyers Akil Hirani, Shreyas Patel and Anthony Toppo. The English law facility agreements for both transactions were drafted by TLT LLP London.
• The firm advised on a US$9.8 million loan financing transaction to Reed Sriram Minerals Inc USA, a wholly-owned subsidiary of Haldia Coke & Chemicals Limited which is a group company of Chennai-based Ennore Coke Limited. Proceeds of the loan will be utilised for the acquisition of mining assets of Heidtman Mine LLC USA and infusion of funds in its two US-based subsidiaries in relation to the development of mines.
• The firm also advised on a US$20.5 million loan financing transaction to Opera Minmetals Limited Jersey (Opera Minmetals), a wholly-owned subsidiary of Chennai-based Opera Holdings Private Limited, in connection with on-lending to certain affiliate companies of Opera Minmetals for acquiring and operating two coal mines in Indonesia.

Mallesons Stephen Jaques has acted for The Bank of New York Mellon, as trustee, principal agent and registrar, in respect of the issue by Billion Express Investments Limited of US$1.8 billion 0.75 percent convertible bonds due 2015, which carry an unconditional and irrevocable guarantee from China Unicom (Hong Kong) Limited. The bonds are convertible into shares of ChinaUnicom (Hong Kong) Limited and are listed on the HKSE. The issuance is the world’s largest international convertible bond issuance by a PRC company to date. The deal was led by partner Richard Mazzochi.

Mallesons Stephen Jaques has also acted for private equity house Orchid Asia in respect of its investment by way of subscription of new shares in Asia Cassava Resources Holdings Limited (Asia Cassava), the largest supplier of Thai cassava chips in the PRC, for a consideration of HK$92 million (US$11.9m). The subscription shares represent 10 percent of the issued share capital of Asia Cassava, as enlarged by the subscription. The transaction is led by partner Conrad Chan.

Maples and Calder has acted as Cayman Islands counsel to Global Funds Trust Company – a Cayman Islands licensed trust company and a wholly-owned subsidiary of Nomura Bank (Luxembourg) SA (Nomura), the trustee of Cayman Islands based Nomura China Investment Fund (NCIF) – in respect of NCIF’s first series trust investment into predominantly Chinese securities. The series trust will utilise Nomura’s QFII quota, using Industrial and Commercial Bank of China as local custodian. The firm’s team was led by partner Anne Walker whilst Zhongzi Law Office acted as PRC counsel.

Maples and Calder has also acted as Cayman counsel to TPK Holding Co Ltd (TPK) – a leading high tech company that designs and manufactures glass-based projected capacitive touch panels, and the second ever Cayman company to list on the main board of the Taiwan Stock Exchange – in respect of its offering and listing of more than 196 million shares and the issue and sale of up to 28 million shares on the exercise of an over-allotment option, at an offer price of TWD$220 (US$7.23) per share, a record high for any company listed on the Taiwan Stock Exchange to date. The estimated proceeds of approximately NT$6.1 billion (US$190m) from the IPO will be used partly to set up a 3G glass-based projected touch panel production in Xiamen. The firm’s team was led by Christine Chang.

Mayer Brown JSM has advised HKSE-listed Coolpoint Energy Limited (Coolpoint Energy) in respect of a placing and top-up transaction that involved the placing of 1.16 billion shares, giving rise to net proceeds of approximately HK$758.3 million (US$97.8m). The placing agents are BOCI Asia Limited and Piper Jaffray Asia Securities Limited. Completion of the entire exercise is expected to take place on or before 9 November 2010. As at 26 October 2010, the market capitalisation of Coolpoint Energy exceeded HK$14 billion (US$1.8b). The firm’s team was led by corporate finance partner Derek Tsang.

Minter Ellison has advised ASX-listed Citadel Resource Group Limited, a company undertaking gold and copper focused projects in Saudi Arabia, in respect of a A$1.25 billion (US$1.24b) cash and scrip takeover offer from copper producer Equinox Minerals Limited (Equinox), which is listed on both the TSX and the ASX and which has a market capitalisation of approximately A$4.2 billion (US$4.19b). A successful takeover should launch the combined group into the mid-tier of global copper producers. Partners Tim Watkin and Alberto Colla led the firm’s advisory team. Equinox was advised by Allen & Overy as Australian counsel and by Blake, Cassels & Graydon LLP as Canadian counsel.

Orrick, Herrington & Sutcliffe LLP has advised Yashili International Holdings Ltd – a leading PRC company engaged in making milk formula for infants, young children, and expectant and nursing mothers – in respect of its HK$2.7 billion (US$348m) IPO on the HKSE, with a Rule 144A/Regulation S placement to global investors. The offering, which took place on 1 November 2010, was underwritten by UBS Investment Bank, Bank of America Merrill Lynch and CITIC Securities Co Ltd. Partners Edwin Luk and Allen Shyu led the transaction.

Shin & Kim has represented Lotte Confectionary Co Ltd in respect of its acquisition of a 69.45 percent stake in Pakistani company KS Sulemanji Esmailji & Sons Ltd, a leading Pakistani producer of snacks, biscuits, cereals and pasta and the market leader for pasta products. The transaction was announced on 25 October 2010 and is expected to be completed by the end of 2010, subject to government approvals and other conditions. The conditions precedent to the completion of the transaction include, among others, obtainment of antitrust approvals. Seong Hoon Yi, Myong Hyon (Brandon) Ryu and Hae-Seong Ahn led the firm’s advisory team.

Shook Lin & Bok has acted for Hu An Cable Holdings Ltd, a Singapore listed Chinese wire and cable manufacturer, in respect of its listing of 120 million units of Taiwan Depository Receipts on the Taiwan Stock Exchange. The transaction raised approximately TWD$816 billion (US$26.8b). Partners Wong Gang and Tan Wei Shyan led the transaction.

Skadden has advised The Hongkong and Shanghai Banking Corporation Limited and The Royal Bank of Scotland plc, as underwriters, in respect of a US$200 million offering of 13.75 percent high yield notes due 2015 by HKSE-listed Powerlong Real Estate Holdings Limited, a major China-based real estate developer. The notes are guaranteed by substantially all of the non-China subsidiaries of the issuer and secured by share pledges of such non-China subsidiaries. The firm’s team was led by partner Edward Lam.

Winston & Strawn LLP has represented Nasdaq-listed Yuhe International Inc, a US publicly company listed on the NASDAQ Capital Market in the PRC, in respect of the underwritten public offering of approximately 4.1 million shares of its common stock. The offering was valued at approximately US$29 million, including the exercise in full of the underwriters’ over-allotment option, at a price of US$7 per share. Roth Capital Partners LLC acted as the sole book-running manager for the offering, whilst Rodman & Renshaw LLC, Brean Murray, Carret & Co and Global Hunter Securities acted as co-managers. The transaction closed on 2 November 2010.

Yulchon has represented Glovis Co Ltd (Glovis) in respect of a US$137 million ship financing deal in which the company obtained loans via its Panama-based special purpose vehicle from lenders Korea Finance Corporation, Korea Development Bank and Fortis Bank. The deal marks Glovis’s launch of a full-scale marine transportation operation: proceeds were utilised to place purchase orders for two 6,500-vehicle capacity car carriers and one 180,000 DWT bulk carrier. Glovis expects to repay the loans with revenue earned through the operation of the ships. Partner Christopher Cho led the deal.

Allens Arthur Robinson has advised Hillgrove Resources Limited (Hillgrove), owner of South Australia’s Kanmantoo copper and gold mine, in respect of the critical finalisation of an investment funding package to secure project finance for the Kanmantoo Copper/Gold Project. The transaction includes a A$30 million (US$30m) project loan and A$20 million (US$20m) in bonding and guarantee facilities. Hillgrove will also seek associated commodity hedging facilities for the project and a fully underwritten A$65 million (US$65.3m) institutional placement, including a conditional placement that is subject to shareholder approval. Partner Andrew Finch led the firm’s advisory team. Mallesons Stephen Jaques acted for the underwriters whilst Freehills acted for the lending banks.

Allen & Gledhill LLP is advising K-REIT Asia Management Limited, as manager of K-REIT Asia (K-REIT Asia), in respect of K-REIT Asia’s proposal to acquire a one-third interest in Marina Bay Financial Centre Towers 1 & 2 and Marina Bay Link Mall, valued at approximately S$1.4 billion (US$1m), and divest Keppel Towers and GE Tower, which is valued at S$573 million (US$446m). Partners Jerry Koh, Margaret Soh, Foong Yuen Ping and Lim Pek Bur are leading the transaction.

Allen & Gledhill LLP is also acting as Singapore counsel to Aker Solutions AS (AKSO) in respect of the acquisition by Ezra Holdings Limited of all the shares in Aker Marine Contractors AS from AKSO and 50 percent of the shares in AMC Connector AS from Aker Oilfield Services AS, a wholly owned subsidiary of AKSO. The aggregate purchase consideration for the acquisitions is up to US$325 million. Partner Christopher Ong is leading the transaction.

Allen & Overy has advised in respect of a 10 year CNY1.2 billion (approx. US$180m) offshore renminbi bond offering by the Asian Development Bank, lead managed by Deutsche Bank AG Hong Kong Branch and Bank of China (Hong Kong) Limited. The transaction marks the first long-dated offshore renminbi bond issuance, the first offshore renminbi bond issuance by a supranational issuer, the first renminbi bond issuance rated AAA (rated by Moody’s Investors Services Inc, Standard and Poor’s Ratings Services and Fitch Ratings), and the first offshore renminbi bond listed on the HKSE (as selectively marketed securities (non-retail)). The issuance is also the longest-tenored bond issued in the market. The firm’s team was led by partner Walter Son.

AZB & Partners has advised Prestige Estates Projects Limited in respect of its IPO, including a reservation for eligible employees. Enam Securities Private Limited, JP Morgan India Private Limited, Kotak Mahindra Capital Company Limited and UBS Securities India Private Limited acted as lead managers for the issue. The transaction was valued at approximately US$265 million. Partner Srinath Dasari acted on the matter.

AZB & Partners has also advised NGP II Mauritius Company Limited and CSI BD MAURITIUS in respect of their acquisition of approximately 12 percent of the equity, valued at approximately US$10 million, in Netmagic Solutions Private Limited. Partner Gautam Saha acted on the matter.

Baker & McKenzie has advised NC2 Global LLC in respect of its medium and heavy duty truck joint venture agreement with Anhui Jianghuai Automobile Co Ltd, which will have a registered capital of over RMB1.2 billion (US$180m). The JV corporation will be based in Hefei and will develop, manufacture and sell trucks and truck parts, primarily in China and in certain export markets. The firm’s team was led by Beijing-based partners Barbara Li and Beatrice Schaffrath.

Clyde & Co’s Middle East corporate team has represented NASDAQ-listed Automatic Data Processing Inc’s Dealer Services DivisionB (ADP) – one of the world’s largest providers of business outsourcing solutions, with more than 585,000 clients worldwide – in respect of its acquisition (through its subsidiary ADP Dealer Services Gulf FZ-LLC) of Kuwait-based software company Professional Application of Computers Company WLL, a distributor of ADP’s Autoline software in the Middle East since 1992. Dubai-based corporate partner Ben Gillespie led the advisory team.

Clyde & Co has also acted for LeBlanc International PTE Limited (LeBLANC), a major global player in implementing communications infrastructure solutions, in respect of the sale of its holding of 49 percent of the share capital of Al Babtain LeBLANC Telecommunications Systems Ltd Company to Al Babtain Power and Telecommunications Company (Al Babtain), a joint stock company listed on the Saudi Stock Exchange (Tadawul). In consideration, Al Babtain will issue 2.25 million shares in favour of LeBLANC and will also pay LeBLANC a cash amount of SAR 25.84 million (US$6.9m). The transaction represents the first time a foreign shareholder has acquired shares in a public company in Saudi Arabia through a share swap transaction. Completion of the sale and purchase agreement is subject to the satisfaction of a number of conditions precedent. Partner Phil O’Riordan led the firm’s advisory team. Al Babtain Power and Telecommunications Company was advised by Baker & McKenzie.

Freshfields Bruckhaus Deringer has also advised the underwriters in respect of the US$1.05 billion IPO on the HKSE of Urumqi-based Xinjiang Goldwind Science & Technology (Goldwind), China’s second-largest wind turbine manufacturer. Goldwind, which was already listed on the Shenzhen Stock Exchange, initially sold 395.3 million new H-shares at HK$17.98 (US$2.32) apiece, the top end of the price range offered. The deal included an over-allotment option which was fully exercised and which boosted the offering by 15 percent. The underwriters on the deal were China International Capital Corporation Hong Kong Securities Limited, JP Morgan Securities (Asia Pacific) Limited, Citigroup Global Markets Asia Limited, Goldman Sachs (Asia) LLC and Hai Tong Securities (HK) Brokerage Limited. The firm’s team was led by partners Chris Wong and Calvin Lai.

Hogan Lovells has advised Texas Instruments Incorporated (TI) in respect of the establishment of its first wafer fabrication facility in China, as well as the acquisition of fab-related assets and equipment from Cension Semiconductor Manufacturing Co Ltd, a Chinese state-owned semiconductor manufacturer based in Chengdu. TI’s Chengdu fab is a fully equipped 200mm manufacturing facility with a cleanroom that can support more than US$1 billion in production capacity. The fab also includes a second cleanroom for future expansion. The transaction places TI closer to its growing customer base in China and further expands its analog production capacity. The fab will also strengthen TI’s ability to support its customers’ increasing requirements in China and elsewhere. The firm’s advisory team was led by Beijing corporate partner Thomas Man.

Hogan Lovells and its associated Saudi firm, Al-Yaqoub Attorneys and Legal Advisers, have acted as counsel to Credit Agricole Corporate and Investment Bank, as coordinator, and the joint lead managers and joint book runners – consisting of Calyon Saudi Fransi Limited, GIB Financial Services LLC, HSBC Saudi Arabia Limited and Samba Capital and Investment Management Company Limited – in respect of the inaugural bond offering from the Arab Petroleum Investments Corporation. The bond, rated A1 by Moody’s, represents the first Saudi Riyal denominated bond issuance by a multilateral development bank. The advisory team was led by the firm’s Saudi-based partner Imran Mufti.

HopgoodGanim Lawyers has advised AIM-listed Solomon Gold plc (Solomon Gold), a company engaged in gold exploration in the Solomon Islands and in Queensland, Australia, in respect of its recent capital raising in Australia and the United Kingdom. Solomon Gold has entered into conditional agreements to place approximately 54 million shares at 28 pence per share to institutional and private investors, raising a total of approximately ₤15.1 million (US$24.3m) before costs. The new ordinary shares are expected to be admitted to trading on AIM on 9 November 2010. Partner Brian Moller led the firm’s advisory team.

Khaitan & Co has advised Visa Steel Limited (Visa Steel), a part of the US$1 billion VISA Group, in respect of a US$302 million financing extended by a consortium of banks led by Syndicate Bank. Proceeds of the loan will be utilised to set-up VISA Steel’s fully integrated 2.5 million TPA special and stainless steel plant at Kalinganagar in Orissa. The facilities include a pig iron plant, coke oven plant, ferro chrome plant, sponge iron plant, power plant and special and stainless steel plant. Partner Padam Khaitan led the transaction.

Khaitan & Co has also advised Arkray Inc Japan (Arkray Inc) in respect of the acquisition from Piramal Healthcare Limited (Piramal) of a 49 percent stake in Arkray Piramal Medical Private Limited (APMP), a strategic joint venture between Arkray Inc and Piramal. APMP is engaged in the marketing, distributing, selling and supporting blood glucose monitoring meters and strips in India. The firm also advised on the share purchase agreement and other ancillary agreements and closing activities in relation to the transaction. Partner Joy Jacob led the transaction.

Latham & Watkins has acted as US counsel to Springland International Holdings Limited, a leading dual-format retail chain operator in China which operates both department stores and supermarkets, in respect of its IPO of shares for listing on the HKSE. The IPO, which included an international offering (144A/Reg S) of 656.25 million shares and a Hong Kong offering of 62.5 million, priced on 14 October and closed on 21 October 2010, raising initial gross proceeds of approximately HK$3.71 billion (US$479m). The underwriters, who were granted an option to purchase up to an additional 93.75 million ADSs to cover over-allotments, have fully exercised the greenshoe. The offering raised a total of approximately HK$4.26 billion (US$550m) after the greenshoe was closed on 26 October 2010. The Latham team was led by partners David Zhang, John Otoshi and Eugene Lee. Meanwhile, Freshfields Bruckhaus Deringer advised Morgan Stanley Asia Limited, DBS Asia Capital Limited and CCB International Capital Limited in respect of the IPO and listing, led by partners Chris Wong, Calvin Lai and Heiner Braun.

Latham & Watkins has also represented Citigroup Global Markets, JP Morgan Securities, William Blair & Company and Oppenheimer & Co, as underwriters, in respect of the IPO of leading PRC pharmaceutical and biotechnology research and development outsourcing company ShangPharma Corporation. The IPO, which consisted of 5.8 million American depositary shares (ADSs), representing 104.4 million ordinary shares, listed on the NYSE and closed on 22 October 2010, raising US$87 million. The underwriters were granted a 30-day option to purchase up to an additional 870,000 ADSs to cover the over-allotment. The firm’s team was led by partners David Zhang and partner Allen Wang.

Lee & Ko has represented LG Uplus Corp in respect of its issue of US$300 million USD:KRX FX linked convertible bonds due 2012, which are convertible into treasury shares. The bonds were issued on 29 September 2010 in the Euromarket through an accelerated bookbuilding process, and listed on the SGX-ST. Morgan Stanley & Co International plc, The Bank of New York Mellon and the Korea Securities Depository acted as initial purchaser, the principal agent and the conversion agent, respectively. Partners Wonkyu Han and Hyunjoo Oh led the firm’s transaction team.

Lee & Ko has also represented ANZ Bank in respect of a US$100 million loan extended to An Khanh New City Development Joint Venture Company Ltd, a joint venture company established by POSCO E&C and Vietnam Construction Import Export Joint Stock Company to develop an area of North An Khanh. The development includes the construction of infrastructure, public works, residential houses and commercial buildings. Due to concerns regarding Vietnamese foreign exchange control, the structure of the sponsor support deed was subject to intense negotiations. However, after lengthy legal analysis and negotiations, a creative solution was found which brought the transaction to a successful close. Tom Shin and Jung Won Chae took part in the structuring and negotiation of the agreements.

Majmudar & Co has acted as Indian legal counsel to Punjab National Bank (International) Limited London in respect of two loan financing transactions, both of which were handled by the firm’s lawyers Akil Hirani, Shreyas Patel and Anthony Toppo. The English law facility agreements for both transactions were drafted by TLT LLP London.
• The firm advised on a US$9.8 million loan financing transaction to Reed Sriram Minerals Inc USA, a wholly-owned subsidiary of Haldia Coke & Chemicals Limited which is a group company of Chennai-based Ennore Coke Limited. Proceeds of the loan will be utilised for the acquisition of mining assets of Heidtman Mine LLC USA and infusion of funds in its two US-based subsidiaries in relation to the development of mines.
• The firm also advised on a US$20.5 million loan financing transaction to Opera Minmetals Limited Jersey (Opera Minmetals), a wholly-owned subsidiary of Chennai-based Opera Holdings Private Limited, in connection with on-lending to certain affiliate companies of Opera Minmetals for acquiring and operating two coal mines in Indonesia.

Mallesons Stephen Jaques has acted for The Bank of New York Mellon, as trustee, principal agent and registrar, in respect of the issue by Billion Express Investments Limited of US$1.8 billion 0.75 percent convertible bonds due 2015, which carry an unconditional and irrevocable guarantee from China Unicom (Hong Kong) Limited. The bonds are convertible into shares of ChinaUnicom (Hong Kong) Limited and are listed on the HKSE. The issuance is the world’s largest international convertible bond issuance by a PRC company to date. The deal was led by partner Richard Mazzochi.

Mallesons Stephen Jaques has also acted for private equity house Orchid Asian in respect of its investment by way of subscription of new shares in Asia Cassava Resources Holdings Limited (Asia Cassava), the largest supplier of Thai cassava chips in the PRC, for a consideration of HK$92 million (US$11.9m). The subscription shares represent 10 percent of the issued share capital of Asia Cassava, as enlarged by the subscription. The transaction is led by partner Conrad Chan.

Maples and Calder has acted as Cayman Islands counsel to Global Funds Trust Company – a Cayman Islands licensed trust company and a wholly-owned subsidiary of Nomura Bank (Luxembourg) SA (Nomura), the trustee of Cayman Islands based Nomura China Investment Fund (NCIF) – in respect of NCIF’s first series trust investment into predominantly Chinese securities. The series trust will utilise Nomura’s QFII quota, using Industrial and Commercial Bank of China as local custodian. The firm’s team was led by partner Anne Walker whilst Zhongzi Law Office acted as PRC counsel.

Maples and Calder has also acted as Cayman counsel to TPK Holding Co Ltd (TPK) – a leading high tech company that designs and manufactures glass-based projected capacitive touch panels, and the second ever Cayman company to list on the main board of the Taiwan Stock Exchange – in respect of its offering and listing of more than 196 million shares and the issue and sale of up to 28 million shares on the exercise of an over-allotment option, at an offer price of TWD$220 (US$7.23) per share, a record high for any company listed on the Taiwan Stock Exchange to date. The estimated proceeds of approximately NT$6.1 billion (US$190m) from the IPO will be used partly to set up a 3G glass-based projected touch panel production in Xiamen. The firm’s team was led by Christine Chang.

Mayer Brown JSM has advised HKSE-listed Coolpoint Energy Limited (Coolpoint Energy) in respect of a placing and top-up transaction that involved the placing of 1.16 billion shares, giving rise to net proceeds of approximately HK$758.3 million (US$97.8m). The placing agents are BOCI Asia Limited and Piper Jaffray Asia Securities Limited. Completion of the entire exercise is expected to take place on or before 9 November 2010. As at 26 October 2010, the market capitalisation of Coolpoint Energy exceeded HK$14 billion (US$1.8b). The firm’s team was led by corporate finance partner Derek Tsang.

Minter Ellison has advised ASX-listed Citadel Resource Group Limited, a company undertaking gold and copper focused projects in Saudi Arabia, in respect of a A$1.25 billion (US$1.24b) cash and scrip takeover offer from copper producer Equinox Minerals Limited (Equinox), which is listed on both the TSX and the ASX and which has a market capitalisation of approximately A$4.2 billion (US$4.19b). A successful takeover should launch the combined group into the mid-tier of global copper producers. Partners Tim Watkin and Alberto Colla led the firm’s advisory team. Equinox was advised by Allen & Overy as Australian counsel and by Blake, Cassels & Graydon LLP as Canadian counsel.

Orrick, Herrington & Sutcliffe LLP has advised Yashili International Holdings Ltd – a leading PRC company engaged in making milk formula for infants, young children, and expectant and nursing mothers – in respect of its HK$2.7 billion (US$348m) IPO on the HKSE, with a Rule 144A/Regulation S placement to global investors. The offering, which took place on 1 November 2010, was underwritten by UBS Investment Bank, Bank of America Merrill Lynch and CITIC Securities Co Ltd. Partners Edwin Luk and Allen Shyu led the transaction.

Shin & Kim has represented Lotte Confectionary Co Ltd in respect of its acquisition of a 69.45 percent stake in Pakistani company KS Sulemanji Esmailji & Sons Ltd, a leading Pakistani producer of snacks, biscuits, cereals and pasta and the market leader for pasta products. The transaction was announced on 25 October 2010 and is expected to be completed by the end of 2010, subject to government approvals and other conditions. The conditions precedent to the completion of the transaction include, among others, obtainment of antitrust approvals. Seong Hoon Yi, Myong Hyon (Brandon) Ryu and Hae-Seong Ahn led the firm’s advisory team.

Shook Lin & Bok has acted for Hu An Cable Holdings Ltd, a Singapore listed Chinese wire and cable manufacturer, in respect of its listing of 120 million units of Taiwan Depository Receipts on the Taiwan Stock Exchange. The transaction raised approximately TWD$816 billion (US$26.8b). Partners Wong Gang and Tan Wei Shyan led the transaction.

Skadden has advised The Hongkong and Shanghai Banking Corporation Limited and The Royal Bank of Scotland plc, as underwriters, in respect of a US$200 million offering of 13.75 percent high yield notes due 2015 by HKSE-listed Powerlong Real Estate Holdings Limited, a major China-based real estate developer. The notes are guaranteed by substantially all of the non-China subsidiaries of the issuer and secured by share pledges of such non-China subsidiaries. The firm’s team was led by partner Edward Lam.

Winston & Strawn LLP has represented Nasdaq-listed Yuhe International Inc, a US publicly company listed on the NASDAQ Capital Market in the PRC, in respect of the underwritten public offering of approximately 4.1 million shares of its common stock. The offering was valued at approximately US$29 million, including the exercise in full of the underwriters’ over-allotment option, at a price of US$7 per share. Roth Capital Partners LLC acted as the sole book-running manager for the offering, whilst Rodman & Renshaw LLC, Brean Murray, Carret & Co and Global Hunter Securities acted as co-managers. The transaction closed on 2 November 2010.

Yulchon has represented Glovis Co Ltd (Glovis) in respect of a US$137 million ship financing deal in which the company obtained loans via its Panama-based special purpose vehicle from lenders Korea Finance Corporation, Korea Development Bank and Fortis Bank. The deal marks Glovis’s launch of a full-scale marine transportation operation: proceeds were utilised to place purchase orders for two 6,500-vehicle capacity car carriers and one 180,000 DWT bulk carrier. Glovis expects to repay the loans with revenue earned through the operation of the ships. Partner Christopher Cho led the deal.

Deals – 28 October 2010

0
Allen & Gledhill LLP has advised Mapletree Industrial Trust Management Ltd (MITM), as manager of Mapletree Industrial Trust (MIT), and Mapletree Investments Pte Ltd (MIPL), as sponsor, in respect of the IPO of MIT shares to raise gross proceeds of S$1.19 billion (US$911m), a figure which includes proceeds from the cornerstone and MIPL subscriptions and the over-allotment option which has been fully exercised. MITM is a wholly-owned subsidiary of MIPL, which is in turn an indirect wholly-owned subsidiary of Temasek Holdings (Private) Limited. Meanwhile, Shook Lin & Bok LLP has acted for the arrangers and facility agent in respect of the S$837 million (US$640.6m) unsecured floating rate term loan facility granted to MIT to partially refinance existing bank loans in relation to the October IPO, which is Singapore’s largest REIT IPO to date and second largest IPO this year. Partners Liew Kai Zee and Stanley Lim acted on the matter, whilst partners Jerry Koh, Margaret Soh and Ho Kin San led the team from Allen & Gledhill.

Allen & Gledhill LLP has also advised Genting Singapore PLC in respect of its divestment of its casino operations in the United Kingdom to Genting Worldwide (UK) Limited (GWUL), an indirect wholly-owned subsidiary of Genting Malaysia Berhad. The divestment took place through the sale of four of Genting Singapore’s wholly-owned subsidiaries to GWUL, for a total cash consideration of £351.5 million (US$555m). Partners Lucien Wong, Christine Chan, Christopher Koh and Lim Pek Bur led the transaction.

Allen & Overy has acted as US counsel to a syndicate of underwriters – consisting of Citigroup and JP Morgan as joint global coordinators and underwriters, and China International Capital Corporation’s Hong Kong and Singapore affiliates, DBS Bank, Nomura and UBS AG, as joint underwriters – in respect of the IPO on the SGX-ST of Global Logistic Properties Limited (GLP), one of the largest providers of modern logistics facilities in China and Japan. The IPO consisted of an offering of more than 1.17 million shares to qualified institutional investors, a public offer without listing in Japan and a public offering in Singapore. The offering, including an over-allotment option and the cornerstone tranche, raised gross proceeds of approximately S$3.9 billion (US$3 billion), making it the largest IPO in Singapore since SingTel in 1993 and the world’s largest ever in the real estate sector. Singapore-based partners Lock Yin Mei, Kenny Kwan and Hooman Sabeti led the transaction, whilst a team from Allen & Gledhill LLP, led by partners Tan Tze Gay and Leonard Ching, advised Global Logistic Properties Limited as to Singapore law.

Allens Arthur Robinson is acting for Tabcorp Holdings Limited (Tabcorp) in respect of the proposed demerger of its casinos business and its A$430 million (US$419m) accelerated renounceable entitlement offer which was announced 18 October 2010. Under the proposed demerger, Tabcorp’s existing businesses will be divided into two independent ASX-listed companies, following which Tabcorp will be Australia’s leading wagering, gaming and Keno operator, and the new casinos entity will operate four of Australia’s top casinos: Sydney’s Star City, Jupiters on the Gold Coast, Brisbane’s Treasury and Jupiters in Townsville. The proposed demerger will be pursued by way of a scheme of arrangement and will require court and various regulatory approvals in addition to Tabcorp shareholders. Meanwhile, the proceeds of Tabcorp’s A$430 million entitlement offer will be used to fund Tabcorp’s current casino growth initiatives and to ensure that, upon demerger, both entities have appropriate capital structures. The firm’s advisory team is being led by partner Robert Simkiss, whilst Sullivan & Cromwell is acting as US counsel. Skadden, Arps, Slate, Meagher & Flom and Mallesons Stephen Jaques are acting as US and Australian counsel, respectively, to the underwriter of the entitlement offer.

Appleby has acted as BVI counsel for China New Town Development Company Limited (CNTD), an established non state-owned new town developer in the PRC, in respect of its proposed application regarding the dual primary listing of all of its issued shares on the HKSE by way of introduction. The transaction will make CNTD the first BVI company listed on both the HKSE and SGX-ST. Tan Li Lee, Chris Cheng and Maria Lau led the firm’s advisory team, whilst Woo Kwan Lee & Lo advised CNTD as to Hong Kong law. Meanwhile, Latham & Watkins advised Standard Chartered Securities (Hong Kong) Limited, as the sponsor of the listing, as to Hong Kong law.

AZB & Partners has advised Weir Group Plc in respect of its acquisition, through its Indian subsidiary Weir Engineering Services (India) Private Limited, of the valves business of BDK Engineering Industries Limited, a company engaged in the manufacturing, marketing and distribution of industrial valves. Partner Sunila Awasthi led the transaction, which was completed on 11 October 2010.

AZB & Partners has also advised Matrix Partners India Investment Holdings LLC in respect of its subscription of approximately 275,000 compulsorily convertible Series A preference shares of New Delhi Centre for Sight Private Limited (CFS), a leading chain of specialty eye hospitals currently operating at ten locations across North India. Five more hospitals are expected to be opened by year end. The capital infusion, valued at approximately US$11 million, provides CFS the growth capital needed to further expand and achieve its vision of creating a network of more than 60 eye hospitals within three years and becoming one of the largest eye hospital chains across India. Partner Abhijit Joshi led the transaction, which closed on 14 October 2010.

Blake Dawson is advising Western Areas NL in respect of its offer to exchange between A$100 million (US$97.2m) to A$110 million (US$107m) of its existing 8 percent 2012 convertible bonds for new 6.375 percent convertible bonds due 2014. The new bonds have a conversion price set at a premium of 25 percent of Western Areas’ last closing share price. Application has been made for the new bonds to be listed on the SGX-ST. The transaction appears to be the first convertible bonds issue under the ASIC Class Order 10/322 regime, which practically enables the issue of convertible bonds to institutional investors without the need for an Australian prospectus. Partner Roger Davies is leading the firm’s advisory team, whilst Allen & Gledhill and Blake, Cassels & Graydon are advising as to Singapore and Canadian law, respectively. Linklaters is providing English law advice to UBS AG Australia Branch and Macquarie Capital Advisers Limited as the dealer managers.

Blake Dawson has also acted as Australian counsel to Minmetal Resources Limited (MMR), a HKSE-listed company in which state-owned China Minmetals Non-Ferrous Metals Co Ltd (CMN) holds 68 percent, in respect of its acquisition from CMN of the Minerals and Metals Group (MMG). The acquisition of MMG, which holds a portfolio of mining assets, was valued at approximately US$1.8 billion and remains conditional on the approval of MMR’s independent shareholders (pursuant to the HKSE Listing Rules) and FIRB approval. Partners Nick Terry and Justin Shmith led the firm’s advisory team, whilst Deacons Hong Kong and DFDL acted as Hong Kong and Laotian counsel, respectively. Freehills acted as Australian counsel and Linklaters acted as Hong Kong counsel to China Minmetals Non-Ferrous Metals Co Ltd.

Clifford Chance has advised Dubai Electricity & Water Authority (DEWA) in respect of the completion of a US$500 million 6 year and a US$1.5 billion 10 year dual-tranche fixed-rate notes issuance under its US$3 billion global medium term note programme. The transaction represents DEWA’s second fund raising in the US capital markets under Rule 144A, and the third successful issue by a Dubai-based entity since the markets re-opened after Eid in September. The deal is viewed as a strong indicator of international investor confidence in Dubai after the Dubai World restructuring reached completion with the consent of the international and domestic creditors. Citi, Credit Agricole Investment Bank, the National Bank of Abu Dhabi, Standard Chartered Bank and the Royal Bank of Scotland plc acted as joint-bookrunners on the offering. The firm’s advisory team was led by partners Debashis Dey and John Connolly.

Colin Ng & Partners LLP has acted as Singapore counsel to SGX-listed BH Global Marine Ltd in respect of its recently concluded Taiwan Depository Receipt offering. A total of 30 million TDRs, representing 60 million new BH Global Marine shares, were offered on the Taiwan Exchange. Gross proceeds of S$21.6 million (US$16.5m) were raised in this offering. Corporate finance partner Ong Wei Jin acted on the matter.

Davis Polk & Wardwell LLP has advised the underwriters – composed of Barclays Bank PLC, The Hongkong and Shanghai Banking Corporation Limited, JP Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co International plc and Woori Investment & Securities Co Ltd – in respect of The Export-Import Bank of Korea (KEXIM)’s SEC-registered Schedule B debt offering of US$1 billion aggregate principal amount of its 4 percent notes due 2021. KEXIM is an official export credit agency providing comprehensive export credit and guarantee programs to support Korean enterprises in conducting overseas business. Partners Eugene C Gregor and John D Paton led the transaction, whilst KEXIM was advised by Cleary Gottlieb Steen & Hamilton LLP as to US law and Yoon & Yang LLC as to Korean law.

Davis Polk & Wardwell LLP has also advised Banc of America Securities LLC and Credit Suisse Securities (USA) LLC, as initial purchasers, in respect of the Rule 144A/Reg S global offering by Sino-Forest Corporation, one of the largest foreign-owned commercial tree plantation operators in the PRC, of its 6.25 percent guaranteed senior notes due 2017 in an aggregate principal amount of US$600 million. Partners William F Barron and John D Paton led the transaction. Linklaters advised Sino-Forest Corporation as to US, English and Hong Kong law.

Freehills has advised Centennial Coal Company Limited (Centennial Coal) in respect of the recommended A$2.5 billion (US$2.43b) takeover bid by Thai-listed Banpu Public Company Limited (Banpu). The takeover bid was at a 55 percent premium to the last traded price of a Centennial Coal share before Banpu acquired a 14.9 percent pre-bid stake in the company in May 2010. Banpu received acceptances for approximately 98 percent of the Centennial Coal shares, and intends to compulsorily acquire the outstanding shares. The firm’s team was led by M&A partner Tony Damian.

Herbert Smith has advised Credit Suisse, JP Morgan and CCB International, as joint lead managers, in respect of the HK$1.19 billion (US$153.15m) secondary listing on the HKSE and Rule 144A/Reg S global offering of Midas Holdings Limited (Midas), an aluminium extrusion profile manufacturer primary listed on the SGX-ST. Founded in 2000, Midas is a leading manufacturer of aluminium alloy extrusion products, primarily for the transportation and infrastructure sectors in the PRC. With the listing, the company becomes one of the only three secondary listed companies in the HKSE, and the first Singapore-listed company to be secondary listed on the HKSE. Partners John Moore and Carolyn Sng led the firm’s advisory team, whilst Global Law Office advised the underwriters on PRC Law. Midas was advised by Shearman & Sterling as to Hong Kong and US law, WongPartnership LLP as to Singapore law, and Jingtian & Gongcheng as to PRC Law.

HopgoodGanim Lawyers has advised AusNiCo Limited, a subsidiary of ASX-listed D’Aguilar Gold Limited, in respect of its ASX listing and the placement of 20 million new shares at A$0.20 (US$0.19) each. The share placement, which raised a total of A$4 million (US$3.9m) before costs, was oversubscribed, demonstrating the high level of investor interest in resources companies with tenements in South East Queensland. Partner Brian Moller led the transaction.

Latham & Watkins has represented the underwriters – namely Credit Suisse, BofA Merrill Lynch, Piper Jaffray and William Blair & Company – in respect of the IPO by Global Education & Technology Group Limited, a leading provider of educational courses and related services in China. The offering, which comprised 6.375 million American depositary shares (ADSs) (representing 25.5 million ordinary shares) listed on the Nasdaq Global Select Market, closed on 14 October 2010 and initially raised gross proceeds of approximately US$67 million. The underwriters were granted an option to purchase additional ADSs of up to almost 1 million shares to cover over-allotments, and the offering raised a total of approximately US$77 million after the greenshoe was closed on 20 October 2010. The firm’s team was led by Hong Kong corporate partner David Zhang.

Mallesons Stephen Jaques is advising London and Hong Kong-dual listed Asian Citrus in respect of its acquisitions of Beihai BPG Food and Beverage for a consideration of approximatly HK$2.04 billion for cash and issue of new shares. Beihai BPG Food is a leading producer and seller of tropical fruit juice concentrates, fruit purees and quick-frozen fruits in the PRC. The deal is led by partner Conrad Chan.

Mallesons Stephen Jaques and Milbank, Tweed, Hadley & McCloy LLP have advised Mongolian Mining Corporation, Mongolia’s largest privately-held domestic producer and exporter of coking coal, in respect of its HK$5.05 billion (US$651m) listing on the HKSE. The IPO is the biggest on record by a Mongolian company, is one of the largest in Hong Kong this year, and is the first listing of a Mongolian mining company to be exempted from the strict business record requirements under the new Chapter 18 of the Listing Rules, which came into effect on 3 June 2010. Citigroup and JP Morgan Chase were the underwriters. The Milbank team was led by Beijing-based partner Ed Sun.

Mori Hamada & Matsumoto has advised Okura Hotels and Resorts (Okura Hotels) in respect of its agreement to acquire a stake in JAL Hotels Co Ltd (JAL Hotels) from Japan Airlines International Co Ltd (JAL). Under the agreement Okura Hotels acquired 6.8 million shares of JAL Hotels, which represents a 79.6 percent stake in the company, and the acquisition strengthens Okura Hotels’ position in the global market and creates positive synergies in marketing, business development and further expansion of existing training programs. Post acquisition, JAL will remain as an active shareholder of JAL Hotels through its 11.1 percent stake in the company. Shin Kikuchi and Hiromi Hayashi led the transaction, which closed on 30 September 2010.

Mori Hamada & Matsumoto has also advised Fuji Electric Holdings Co Ltd (Fuji Electric) in respect of the sale of part of its stake in Fuji Logistics Co Ltd (FLC) via tender offer to Mitsubishi Logistics Corporation (MLC), a Tokyo-based warehousing and transportation service provider. MLC has made a tender offer to acquire all the outstanding shares of FLC for ¥450 (US$3.71) per share for an implied equity value of approximately ¥11.236 billion (US$130.34m). Fuji Electric, which owned a 28.03 percent stake (approximately 6.8 million shares) in FLC, agreed to tender approximately 5.6 million shares and retain only a 5 percent stake. Post acquisition, FLC will be delisted from the Tokyo Stock Exchange. MLC will acquire the remaining stake not tendered via a second stage process (squeeze out) of the takeover. The transaction, which was contingent on MLC acquiring a minimum of 66.67 percent stake in FLC, was completed on 16 September 2010, when MLC obtained a 91.49 percent stake. Shin Kikuchi and Hiromi Hayashi also led the transaction.

Rodyk & Davidson LLP has acted for Overseas Union Enterprise Limited in respect of its issue of S$300 million (US$230m) secured fixed rate bonds due 2013. The bonds are listed on the SGX- ST. Standard Chartered Bank was the arranger and manager of the bond issue, which was part of a S$750 million (US$576m) syndicated loan facility. Corporate partner Valerie Ong led the bond issue, which closed on 20 October 2010, whilst finance partner Lee Ho Wah led the firm’s team in advising on the loan facility.

Stamford Law Corporation is advising SGX Mainboard-listed Ezra Holdings Limited (Ezra) in respect of its proposed acquisition of Norwegian marine engineering company Aker Marine Contractors (AMC) from Oslo-listed Aker Solutions (AKSO). The US$325 million acquisition will be paid for in cash, equity and convertible securities, which will make AKSO a substantial shareholder in Ezra. AMC, a wholly-owned subsidiary of AKSO, is an established sub-sea and marine engineering services provider. The two companies will also enter into a 50/50 joint venture for the ownership and chartering of a multi-purpose construction vessel. Director Bernard Lui leads the team.

Stamford Law Corporation is also advising SGX Mainboard-listed AFP Properties Limited (AFP) in respect of the proposed S$654 million (US$500m) restructuring exercise of its subsidaries, which include PT Bumi Serpong Damai Tbk (BSDE), PT Duta Pertiwi Tbk (DUTI), PT Paraga Artamida (PAM), PT Ekacentra Usahamaju (ECUM), PT Sinar Mas Wisesa (SMW) and PT Sinar Mas Teladan (SMT). Pursuant to the restructuring exercise, BSDE will purchase shares in DUTI from PAM and ECUM for S$520.8 million (US$398.6m), and will also subscribe for new shares in SMW and SMT for S$58.1 million (US$44.5m) and S$75.1 million (US$57.5m) respectively, upon which DUTI, SMW and SMT will become subsidiaries of BSDE. Director Bernard Lui is again leading the Stamford team.

Shook Lin & Bok LLP has acted for Anchun International Holdings Ltd in respect of its recent IPO, which raised approximately S$25.9 million (US$19.8m). Partners Wong Gang and Tan Wei Shyan acted on the matter.

Vinson & Elkins has represented CNOOC International Limited, a wholly-owned subsidiary of CNOOC Limited, in respect of its agreement to purchase a 33.3 percent undivided interest in Chesapeake Energy Corporation’s 600,000 net oil and natural gas leasehold acres in the Eagle Ford Shale project in South Texas, USA. The consideration for the sale will be US$1.08 billion in cash at closing, subject to adjustment. Closing of the transaction is anticipated in the fourth quarter this year. The firm’s advisory team was co-led by partners David Blumental, Fielding Cochran and Jay Kolb.

The Singapore office of Watson, Farley & Williams LLP has advised BNP Paribas Hong Kong branch, as security trustee and agent, in respect of the syndicated loan facilities, valued at up to US$133 million, to the UAE-incorporated joint venture company established between Larsen & Toubro Limited and Sapuracrest Petroleum Berhad. The facility was made available by BNP Paribas Singapore branch and Natixis Singapore branch as lenders (who also acted as mandated lead arrangers, with BNP Paribas Singapore branch and Natixis acting as swap banks). Proceeds will be utilised to partly finance various project costs in relation to the heavy lift pipe laying vessel “LTS 3000” which has now been delivered to the JV company and is subject to certain charter arrangements with the sponsors or their subsidiaries. The firm’s team was led by partner Chris Lowe.

Weerawong, Chinnavat & Peangpanor Ltd has acted for the syndicated lenders – consisting of the Siam Commercial Bank, KASIKORNBANK, TMB Bank, TISCO Bank and the Export-Import Bank of Thailand – in respect of the THB32.5 billion (US$1.08b) financing of seven Small Power Producer projects to be developed and operated in several provinces in Thailand by seven wholly owned subsidiaries of Gulf JP Co Ltd, a subsidiary of Electric Power Development Co Ltd. The first three of these projects have been closed in October 2010. Partners Weerawong Chittmittrapap, Kulachet Nanakorn and Troy Schooneman led the transaction.

Weil, Gotshal & Manges LLP is representing Baring Private Equity Asia Group Limited, which has teamed up with Tianfu Yang – the chairman and CEO of Harbin Electric, a leading developer and manufacturer of electric motors in the PRC – in respect of the recently announced take-private proposal submitted to the board of directors of the company. The firm’s team is being led by Asia managing partner Akiko Mikumo and partners Peter Feist and Steve Xiang.

WongPartnership LLP has acted for Ascott Residence Trust Management Limited, as manager of Ascott REIT, in respect of an equity fund-raising exercise comprising a private placement of approximately 419.7 million new units and a non-renounceable preferential offering of approximately 67.9 million new units. The transaction intends to raise S$525.8 million (US$402.5m) to partly fund the acquisition of interests in two Asian and 26 European properties from The Ascott Limited for approximately S$1.39 billion (US$1.06b). Managing partner Rachel Eng led the transaction.

WongPartnership LLP has also acted for Mapletree Logistics Trust Management Ltd in respect of its recent equity fund-raising exercise. The exercise was comprised of a private placement of approximately 207.3 million new units and a non-renounceable preferential offering of approximately 164.3 million new units, to raise gross proceeds of about S$170 million (US$130m) and more than S$130 million (US$99.6m) respectively. Managing partner Rachel Eng and partner Pong Chen Yih acted on the matter.

Deals – 21 October 2010

0
Ali Budiardjo, Nugroho, Reksodiputro has assisted KfW of Frankfurt and UniCredit Bank AG (formerly known as Bayerische Hypo-und Vereinsbank Aktiengesellschaft) of Munich in respect of their combined €38.8 million (US$53.5m) loan granted to PT Krakatau Steel (Persero), a soon-to-be-listed Indonesian Government-owned steel maker. Theodoor Bakker, Emir Nurmansyah and Luky I Walalangi led the transaction.

Allen & Gledhill LLP has advised Hony Capital in respect of its agreement to purchase, through its wholly-owned special purpose vehicle, Autumn Eagle Limited, more than 319.3 million ordinary shares representing approximately 29.47 percent of the issued share capital of Biosensors International Group Ltd. The deal is valued at approximately S$284 million (US$218.3m). Partners Lim Mei and Christopher Koh led the transaction.

Allen & Gledhill LLP is also advising Nanyang Technological University (NTU) in respect of its agreement to set up a new medical school with London’s Imperial College, which is one of the top three medical schools in Britain and among the world’s top five universities. The new medical school will produce doctors trained to tap cutting-edge technology to treat patients, and be at the forefront of innovating medical devices and improving health care. The collaboration between NTU and Imperial College will be for an initial 18 years. The school will be governed by a board with representatives from the two universities and other stakeholders, and the National Healthcare Group will be the school’s primary clinical training partner. The transaction is being led by partner Tham Kok Leong.

Allen & Overy has advised Japan Bank for International Cooperation and the mandated lead arrangers – comprising The Bank of Tokyo-Mitsubishi UFJ Ltd, Mizuho Corporate Bank Ltd and Sumitomo Mitsui Banking Corporation – in respect of the acquisition financing of five gas-fired power stations, a 54 kilometre gas pipeline and associated companies in Mexico, all subsidiaries of Mitsui & Co Ltd and Tokyo Gas Co Ltd. The power stations have an aggregate generating capacity of 2,233 MW and are contracted by the Mexican federal electricity commission, Comisión Federal de Electricidad, whose right to approve certain aspects of the transaction was a key driver behind the transaction. Tokyo managing partner Aled Davies led the deal which signifies the resurgence of the Asia Pacific project finance market and overseas acquisitions by Japanese utilities and trading companies. Local counsel for the lenders in Mexico was Ritch Mueller.

Allens Arthur Robinson is acting as Australian legal counsel to UBS AG Australia Branch in respect of the equity raising by Tap Oil Limited (Tap Oil), an independent oil and gas exploration and production company with interests in Australia and South East Asia. The transaction comprises a A$13 million (US$12.7m) fully underwritten institutional placement and a one-for-two accelerated non-renounceable pro-rata entitlement offer to all eligible shareholders. The entitlement offer involves a fully underwritten institutional component of approximately A$36 million US$35m) and a retail component of approximately A$33 million (US$32.13m). The capital being raised will facilitate Tap Oil’s acquisition of Northern Gulf Petroleum Pte Ltd’s Thai business, which owns a 40 percent interest in three petroleum concessions in the Gulf of Thailand including the Manora oil field. Partner Vijay Cugati leads the firm’s advisory team. Steinepreis Paganin is acting for Tap Oil.

AZB & Partners has advised GLG Emerging Markets Fund (GLE), as one of the selling shareholders, in relation to the issue of 36 million equity shares by VA Tech Wabag Limited. The issue was comprised of a fresh issue of 9.5 million equity shares aggregating to INR12,500 lakhs (US$28.18m), and an offer for sale of 26.5 million equity shares aggregating to approximately INR34,800 lakhs (US$78.46m) by India Advantage Fund I, Dynamic India Fund I, Rainbow Fund Trust, GLG and Passport India Investments (Mauritius) Limited. The fresh issue and the offer for sale are together valued at approximately INR47,300 lakhs (US$106.64m). The equity shares listed on 13 October 2010. Partner Shameek Chaudhuri led the transaction.

AZB & Partners has also advised JFE Steel Corporation (JFE) in respect of its subscription to fully convertible debentures with a face value of approximately INR48 billion (US$1.08b) issued by JSW Steel Limited (JSW) and allotted to JFE on a preferential basis, pursuant to a subscription agreement consummated on 27 July 2010. Upon occurrence of the trigger event on 7 October 2010, as provided in the agreement, the debentures automatically and mandatorily converted into approximately 32 million equity shares of JSW, representing 14.61 percent of JSW’s paid up equity share capital. JFE has the right under the agreement to subscribe to additional Tranche 2 securities of JSW, not exceeding 14.99 percent of JSW’s equity share capital. Partner Shameek Chaudhuri again led the transaction.

Baker & McKenzie has advised the Indigenous Land Corporation (ILC) in respect of its proposed purchase of Ayers Rock Resort from the GPT Group for a total purchase price of A$300 million (US$292m) plus a share of the ‘valuation uplift’. Contracts were exchanged on 15 October 2010. The ILC is a statutory authority set up under the Aboriginal and Torres Strait Islander Act 2005 to assist indigenous people with land acquisition and land management to achieve economic, environmental, social and cultural benefits. The acquisition involves the purchase of 10,000 hectares of land, six hotels, a backpacker lodge and camping ground, the town of Yulara, and Ayers Rock Airport. The firm’s team was led by M&A partner Ben McLaughlin.

Clayton Utz is advising ASX-listed Kingsgate Consolidated Limited (Kingsgate) in respect of its merger with Dominion Mining Limited (Dominion), which was announced on 20 October 2010. Under the proposed scheme of arrangement, Kingsgate will acquire all of the shares in Dominion in exchange for 0.31 Kingsgate shares per Dominion share. The transaction, which values Dominion at approximately A$376 million (US$371m), will strengthen Kingsgate’s position as the premier mid-tier gold producer in Australia and provide it with an enlarged operational and financial platform. The firm’s team is led by national M&A practice head John Elliott.

Clifford Chance has advised Macquarie and Morgan Stanley as underwriters in respect of China Suntien Green Energy Corporation Limited’s (China Suntien) US$370 million IPO on the HKSE. China Suntien, the second wind power company to list on the HKSE, operates both wind power and natural gas distribution businesses in China and is the clean energy arm of Hebei Construction Group Co, the state-owned investment arm of the Hebei provincial government. Partner Tim Wang led the team.

Clifford Chance has also advised Global Logistic Properties Limited (GLP), one of the largest providers of modern logistics facilities in Asia, in respect of its IPO on the SGX. The transaction represents the largest IPO on the SGX since SingTel’s offering in 1993, and the biggest-ever real estate IPO globally. Assuming the full exercise of the over-allotment option, the global offering will raise estimated gross proceeds of S$3.45 billion (US$2.7b). Partner Amy Lo led the firm’s team. WongPartnership LLP has acted for the joint global coordinators and joint issue managers, namely Citigroup Global Markets Singapore Pte Ltd and JP Morgan (SEA) Limited, as well as the joint bookrunners and joint underwriters composed of China International Capital Corporation Hong Kong Securities Limited, China International Capital Corporation (Singapore) Pte Limited, DBS Bank Ltd, UBS AG Singapore Branch, and Nomura Securities Singapore Pte Ltd.

Davis Polk & Wardwell LLP has advised Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc, as joint bookrunners and representatives of the underwriters, in respect of an offering by ChinaCache International Holdings Ltd (ChinaCache) – the leading provider of internet content and application delivery services in China – and certain selling shareholders of more than 6 million American depositary shares, each representing sixteen ordinary shares of ChinaCache. The offering was priced at the high end of the indicative price range, and the underwriters exercised their over-allotment option to purchase an additional 909,147 ADSs from ChinaCache. Including the over-allotment option, the total proceeds of the offering were US$96 million. The ADSs are listed on the Nasdaq Global Market under the symbol CCIH. The firm’s advisory included partner James C Lin, John D Paton and Steven S Weiner.

Davis Polk & Wardwell LLP has also advised the representatives of initial purchasers – namely Goldman Sachs International, UBS AG Hong Kong Branch, Citigroup Global Markets Limited, Merrill Lynch Far East Limited and Standard Chartered Bank Singapore Branch – in respect of the US$800 million Regulation S offering by AU Optronics Corp, one of the world’s leading TFT-LCD panel providers in Taiwan, of its zero coupon convertible bonds due 2015. The firm’s team was led by partners Show-Mao Chen and John D Paton, whilst Baker & McKenzie provided Taiwan law advice. AU Optronics Corp was advised by Russin & Vecchi as to Taiwanese law.

DLA Piper has advised Xinjiang Goldwind Science & Technology Co Ltd (Goldwind), one of the largest wind turbine manufacturers in the world, in respect of its IPO on the HKSE on 8 October 2010. The transaction represents the first time an A-share company listed on the SME board of the Shenzhen Stock Exchange has listed in Hong Kong, and is also the second largest IPO this year to date of a PRC company in Hong Kong. Goldwind raised more than HK$7.1 billion (US$915m) through this IPO, excluding any over-allotment option which may be exercised. The joint bookrunners are China International Capital Corporation Hong Kong Securities Limited, JP Morgan Securities (Asia Pacific) Ltd, Citigroup Global Markets Asia Limited, Goldman Sachs (Asia) LLC and Hai Tong Capital (HK) Limited. Partner Esther Leung led the deal.

Drew & Napier LLC has acted as Singapore counsel to PT Bumi Resources TBK (Bumi Resources) in respect of the issue of US$700 million 10.75 percent guaranteed senior secured notes due 2017 by its wholly-owned subsidiary Bumi Investment Pte Ltd, as well as the listing and quotation of the notes on the SGX. Earlier this month, the notes were listed and quoted in the bonds market of the SGX. The Bank of New York Mellon is principal paying agent and trustee of the notes, whilst joint lead managers and bookrunners are Credit Suisse, Deutsche Bank and JP Morgan. Marcus Chow and Felicia Koh led the firm’s advisory team, whilst Brian Wesol of Jones Day acted as US and international counsel.

Gide Loyrette Nouel is advising Vallourec, one of the world’s leading manufacturers of steel pipes for the oil and gas industry, in respect of its acquisition of a 19.5 percent stake in Chinese seamless tube maker Tianda Oil Pipe Co Ltd (TOP). The HKSE-listed TOP has agreed to issue 196 million new shares to Vallourec, subject to certain conditions precedent, and closing of the transaction is expected to occur in early 2011. The acquisition, valued at around US$ 100 million, further strengthens Vallourec’s position in the Chinese oil and gas market. The firm’s team is led by partner Stéphane Vernay whilst Slaughter and May assisted on specific Hong Kong regulatory aspects of the transaction.

Herbert Smith has advised China International Capital Corporation, Goldman Sachs and Nomura, as joint underwriters, on the US$1.838 billion (HK$15.85 billion) Regulation S international offering of 5-year convertible bonds by a subsidiary of China Unicom (Hong Kong) (China Unicom), a Hong Kong and New York-listed telecommunication service provider in China. The bonds, which will be listed on the HKSE, are guaranteed by and are convertible into common shares of China Unicom. Bondholders may request that shares issued upon conversion be delivered in the form of China Unicom’s American depositary shares listed on the NYSE. Proceeds raised from the issuance will be used as working capital and for other general corporate purposes. The convertible bond is the largest ever in Asia ex-Japan. The firm’s corporate team was led by Kevin Roy.

Herbert Smith has also advised Morgan Stanley as the sole bookrunner in respect of the RMB885 million (US$133m) accelerated book build, Regulation S offering of RMB-denominated and US dollar-settled convertible bonds by Sound Global, a Singapore-listed provider of water and wastewater treatment services in China. The firm also advised Morgan Stanley as the sole sponsor on the dual primary listing of Sound Global on the HKSE by way of introduction, including advising on the arrangements to be implemented to provide liquidity to meet demand for Sound Global’s shares upon and in the period immediately following the introduction. Partners John Moore, Matt Emsley, and Tim Mak led the firm’s advisory team, whilst Zhong Lun Law Firm acted as PRC counsel. Meanwhile, Fried, Frank, Harris, Shriver & Jacobson acted as international counsel, WongPartnership acted as Singapore counsel, and Commerce & Finance Law Offices acted as PRC counsel, to Sound Global.

Hogan Lovells has represented Shinning Crown Holdings Inc (SCH) – the majority shareholder in GOME Electrical Appliances Holdings Limited (GOME), one of the largest privately-owned electrical appliance retailers in Mainland China and Hong Kong – in respect of various issues relating to the special general meeting of GOME held on 28 September 2010 in Hong Kong. SCH is a company wholly-owned by Wong Kwong-yu, and owns 32.5 percent of GOME. As majority shareholder, SCH requested that the current chairman of GOME be removed from the board and that the board’s ability to issue new shares in GOME be withdrawn. Whilst the motion in relation to the proposed board reshuffle was lost by a narrow margin, the majority shareholders were successful in preventing the firm from issuing new equity. Other shareholders in GOME include Bain Capital, which had converted its RMB1.6 billion worth (US$240m) of Gome bonds into shares ahead of the special general meeting, giving it a near 10 percent holding in the company. The firm’s team was led by partners Neil McDonald, Chris Dobby, Tim Fletcher and Andrew McGinty.

HopgoodGanim Lawyers has advised ASX-listed MetroCoal Limited (MTE) in respect of the placement of 35 million shares at 30 cents per share to institutional and sophisticated investors. The placement, which will raise A$10.5 million (US$10.24m) before costs, will enable MTE to accelerate its exploration activity and infrastructure commitment across its Australian tenements, particularly in the Surat Basin. Partner Michael Hansel led the team advising on the transaction.

Indochine Counsel has acted for Vietnamese giant coffee company Trung Nguyen Group in relation to its acquisition of the Saigon Coffee Plant, a state-of-the-art factory built at My Phuoc 2 Industrial Park in southern Binh Duong Province, Vietnam. The factory has the capacity to process 30,000 tonnes of products including instant coffee and canned coffee drink annually. The coffee plant was purchased from Vinamilk, a public company listed in Ho Chi Minh City Stock Exchange and the number one producer of dairy products in Vietnam, for a consideration of approximately US$40 million. Partner Bui Ngoc Hong acted as lead counsel in respect of the transaction.

Khaitan & Co has advised Barclays Bank (H&B) Mauritius (Barclays) in relation to the acquisition of a 12.75 percent share in SKR BPO Services Private Limited, an investment company with a stake in various outsourcing companies including Intelenet Global Services Private Limited (a business process outsourcing company which provides solutions and services to large organisations in India and abroad) and Sparsh BPO Services Limited (an Indian BPO company listed on the Bombay Stock Exchange). The firm advised Barclays on structuring the transaction from a regulatory and tax perspective, and negotiated with the sellers and the company. Partners Murali Neelakantan and Arindam Ghosh led the firm’s advisory team.

Khaitan & Co has also advised Metal Box India Limited in relation to the sale of land, along with structures standing thereon, in Alipore, Kolkata. The client is a sick industrial company within the meaning of Section 3(1)(o) of the Sick Industrial Companies (Special Provisions) Act 1985, and sale of the land was governed by the Asset Sale Committee (ASC) constituted by the Appellate Authority for Industrial & Financial Reconstruction. Partners Sudip Mullick and Savita Singh advised.

KhattarWong has acted for Swissco Holdings Limited (SHL), formerly known as C2O Holdings Limited, in respect of its acquisition of SGX-listed Swissco International Limited (SIL) by way of a scheme of arrangement. The transaction represents the first acquisition of a Mainboard-listed company by a Catalist-listed company in Singapore by way of scheme of arrangement. The aggregate value of the consideration for the acquisition was approximately S$178 million (US$136m). Following the completion of the acquisition on 23 September 2010, SIL was delisted from the SGX and became a wholly-owned subsidiary of SHL. Partner Ch’ng Li-Ling led the transaction.

KhattarWong has also acted for Super Group Ltd (Super Group), previously known as Super Coffeemix Manufacturing Ltd, in respect of the completion of its allotment and issue of 20 million Taiwan depositary receipts (TDR) shares on 6 September 2010. The TDR shares were listed on the SGX-ST on 7 September 2010 and the Taiwan Stock Exchange on 9 September 2010. Super Group’s TDR was offered in the ratio of two TDRs to one ordinary Singapore share. On market close, unsatisfied demand was about 2.5 times the original initial offer of 40 million TDR. Partner Tan Siew Hong acted on the matter.

King & Wood has advised state-owned China Chengtong Group in respect of its acquisition this month of the Greenwood Business Center, a large development with 13 office buildings, business facilities and apartments in Moscow, Russia. The total investment in the Greenwood project was reportedly about US$350 million. The firm’s team was led by Hu Zaichi.

Lee & Ko has represented Kookmin Bank and other financial institutions in respect of the KRW600 billion (US$536m) refinancing of KR1 CR-REIT, an investment vehicle of Morgan Stanley which had acquired the Seoul Square Building (formerly known as the Daewoo Center Building), one of Seoul’s landmark buildings. Seung Hoon Choi, Paul Yoon and Han Kyung Lee of the firm’s finance practice group led the advisory team for the senior lenders and the arranger.

Lee & Ko has also represented CNH, a KRX KOSDAQ-listed holding company with five affiliates, in respect of its acquisition of Afrana Seoul, the owner of Marriott Executive Apartments located in Yeouido Park Center in Seoul. CNH and its affiliate CNH Hospitality purchased a 100 percent equity interest in Afrana Seoul and Japanese Yen-denominated bonds issued by Afrana Seoul for about KRW55.6 billion (US$49.3m) from Afrana Hospitality Holdings, a Singaporean holding company formed by a Japanese fund and the parent of Afrana Seoul. Partners Hee Jeu Kang and Sang Chol Yi led the advisory team.

Maples and Calder has acted as BVI counsel to Franshion Properties (China) Limited (Franshion), a subsidiary of Sinochem Corporation, in respect of its private placement of up to US$600 million perpetual subordinated convertible securities. The placing agents on the transaction were BOCI Asia Limited, Deutsche Bank AG Hong Kong Branch, JP Morgan Securities Ltd and Standard Chartered Bank. Partner Barry Mitchell led the firm’s advisory team whilst Paul, Hastings, Janofsky & Walker acted as international counsel to Franshion. Linklaters acted for the placing agents.

Maples and Calder has also acted as Cayman and BVI counsel to China Ming Yang Wind Power Group Limited (China Ming Yang), the largest non-state-owned or controlled wind turbine manufacturer in China, in respect of its US$350 million IPO on the NYSE. The firm’s team was led by Hong Kong-based partner Greg Knowles, whilst Simpson Thacher & Bartlett acted as US counsel and King & Wood acted as PRC counsel to China Ming Yang. Latham & Watkins and Fang Da Partners acted for the underwriters.

Minter Ellison has advised Aevum, one of the largest pure retirement living companies listed on the ASX, in respect of its defence of a takeover bid by Stockland. On 8 October 2010, the Aevum board unanimously recommended that, in the absence of a superior offer, shareholders accept Stockland’s revised offer of A$1.80 (US$1.75) per Aevum share, up from the initial offer of A$1.50 (US$1.46). This latest offer values Aevum at A$320 million (US$311m). Partners Costas Condoleon and Michael Barr-David provided M&A advice, whilst Victoria Mathewson and Mark Standen advised on corporate issues. Mallesons Stephen Jaques acted for Stockland.

Mori Hamada & Matsumoto is advising Asahi Breweries Ltd (Asahi), a manufacturer of alcoholic beverages, fresh drinks and other food products, in respect of its agreement to acquire through its wholly-owned subsidiary a 6.54 percent stake in Ting Hsin (Cayman Islands) Holding Corp (Ting Hsin), an investment holding company of the Taiwan-based packaged food manufacturing and distribution group Ting Hsin International Group. Under the agreement, which is valued at approximately US$520 million, Asahi will acquire 6.54 percent of the outstanding shares in Ting Hsin in exchange for providing to Ting Hsin an 8 percent stake in Tingyi-Asahi Beverages Holding Co Ltd (TAB), the China-based company engaged in the manufacture and distribution of beverages in China. The equity swap will be conducted via a capital increase in Ting Hsin, and is projected to be completed by the end of October 2010. The implied equity value of the transaction, which is being led by Yoshio Iteya, Yoshihiro Kojima and Shi Kang, is approximately US$7.95 billion.

Norton Rose Group has advised China EXIM Bank, DnB NOR Bank (DnB) and the China Development Bank (CDB) in respect of three shipping loans totaling US$275 million to three Greek shipping companies, namely Diana Shipping Inc (Diana), Angelicoussis Shipping Group (ASG) and Cardiff Marine (CM). China EXIM Bank and DnB were advised as arrangers of loan facilities for US$200m to Diana and ASG, two leading Greek operators, for the financing of five capsize and VLOC newbuildings. The firm also advised CDB on the US$75m Sinosure-backed financing of a VLCC newbuilding for CM, a member of the George Economou group. Partners Yianni Cheilas and Nigel Ward led the firm’s advisory team.

Norton Rose Group has also advised China EXIM Bank in respect of a US$255 million financing to Emirates Integrated Telecommunications Company (EIT). The financing, which was announced by EIT on 6 October 2010, was facilitated by leading telecom solution provider Huawei and backed by the Chinese export credit agency Sinosure. EIT will use the proceeds to repay an existing US$85 million short-term facility to Huaweii whilst the remainder will go to purchase telecoms equipment from Huawei for expansion of EIT’s 3G network. The firm’s team was led by banking partner Nigel Ward, whilst Al Tamimi and Company advised China EXIM Bank as to UAE law. Simmons and Simmons advised Emirates Integrated Telecommunications Company.

Paul, Hastings, Janofsky & Walker has advised Glorious Property Holdings Limited (Glorious Property), a leading PRC property developer based in Shanghai and listed on the HKSE, in respect of its US$300 million issuance of senior notes. Standard Chartered Bank was the sole bookrunner and sole lead manager of the offering. The firm’s team was led by partners Raymond Li, Vivian Lam and David Grimm.

Shin & Kim has represented SK Networks Co Ltd in respect of its acquisition of 100 percent of the issued and outstanding shares of Pinx Co Ltd, a resort in Jeju island, from Pinx Japan. In addition, Pinx issued 700,000 new shares to SK Networks. The share purchase agreement was executed on 27 July 2010 and completed on 23 August 2010. Sung Guen Kim, Tong-Gun Lee and Ju Bong Jang led the transaction.

Shook Lin & Bok LLP has acted for DBS Trustee Limited as trustee of Mapletree Industrial Trust (MIT), a property trust linked to Temasek Holdings Private Limited, in respect of the IPO of approximately 595 million shares in MIT. The IPO is expected to raise gross proceeds of approximately S$1.19 billion (US$915m). Partner Tan Woon Hum acted on the matter. WongPartnership LLP acted for the joint global coordinators, namely DBS Bank Ltd and Goldman Sachs (Singapore) Pte as, as well as the joint bookrunners, issue managers and underwriters – composed of DBS Bank Ltd, Goldman Sachs (Singapore) Pte, Citigroup Global Markets Singapore Pte Ltd and Standard Chartered Securities (Singapore) Pte Limited – in respect of the IPO

Wong & Partners, the Malaysian member firm of Baker & McKenzie, has advised Malayan Banking Berhad (Malayan) in respect of a proposed financing transaction involving a syndicated term loan facility of up to US$500 million to be made available to Malayan. Partner Mark Lim led the transaction.

Wong & Partners has also advised Mitsui Sumitomo Insurance Co (MSI) in respect of its acquisition on 1 October 2010 of a 30 percent stake in Hong Leong Assurance Berhad (HLA) for RM940 million (US$302.5m). The share acquisition completed immediately after the acquisition by MSIG Insurance (Malaysia) Berhad (MSIG), a subsidiary of MSI, of the entire general insurance business of HLA via a scheme of arrangement. The consideration for the business acquisition was satisfied through the issuance of new ordinary shares constituting 30 percent of the enlarged capital of MSIG to HLA holding company HLA Holdings Sdn Bhd, at a value of approximately RM618.6 million (US$199m). Partner Brian Chia led the transaction, which makes MSI the second largest general insurer in the country. A team from Baker & McKenzie’s Tokyo office, led by partners Hiroshi Kondo and Akifusa Takada, assisted MSI in applying to the Malaysian Securities Commission to seek an exemption from having to undertake a mandatory general offer in relation to undertaking a rights issue by MSIG. Shook Lin & Bok acted for Hong Leong Assurance Berhad.

Deals – 14 October 2010

0
Allen & Gledhill LLP has advised Dolphin Acquisitions Pte Ltd (Dolphin) in respect of its proposal to privatise Soilbuild Group Holdings Ltd (Soilbuild) by way of a voluntary delisting from the Official List of the SGX. Under the delisting, Dolphin will offer S$0.80 (US$0.62) in cash per share to all the shareholders of Soilbuild, other than the shares already held by Dolphin, its related corporations or their respective nominees. In addition, Dolphin will make an offer for the free detachable warrants which were issued by Soilbuild as part of its rights issue of new shares. The deal is valued at approximately S$425 million (US$328m). Partners Andrew Lim and Christopher Koh led the transaction. WongPartnership LLP, led by partners Mark Choy and Quak Fi Ling, advised Soilbuild Group Holdings Ltd.

Allen & Gledhill LLP has also advised Golden Concord Asia Limited in respect of the completion of the secondary placement of 120.5 million existing ordinary shares in the capital of Overseas Union Enterprise Limited. The placement raised gross proceeds of S$337.4 million (US$261m). The underwriters for the placement were CIMB Securities (Singapore) Pte Ltd, Credit Suisse (Singapore) Limited, Merrill Lynch (Singapore) Pte Ltd, Morgan Stanley Asia (Singapore) Pte and Standard Chartered Securities (Singapore) Pte Limited. Partners Tan Tze Gay, Yeo Wico and Lim Wei Ting led the transaction.

AZB & Partners has advised Axis Bank Limited, acting through its Dubai International Financial Centre branch, in respect of the establishment of a program for the issuance of commercial paper notes in the United States of America, which are fully supported by a direct-pay letter of credit in an amount up to US$200 million. Partner Shameek Chaudhuri acted on the transaction, which closed on 4 October 2010.

AZB & Partners has also advised Tata Steel Limited in respect of the refinancing of the £3.53 billion (US$5.6b) loans it obtained in Tata Steel UK Holdings (Tata Steel UK) to replace the debt used to buy Corus Group Plc in 2007. The refinancing consists of a five-year term loan of about £1.8 billion (US$2.86b); a £1 billion (US$1.6b), seven-year term loan; and £690 million (US$1.1b) five-year revolving credit line. Tata Steel UK had originally borrowed £3.6 billion (US$5.7b) of loans in 2007 for the US$12.9 billion acquisition of Corus. Partner Shameek Chaudhuri again led the transaction, which was completed on 7 October 2010.

Baker & McKenzie has advised Cheung Kong Infrastructure Holdings Limited (CKI) and its wholly-owned subsidiary, PHBS Limited (PHBS), in respect of the issue and offering by PHBS of 6.625 percent guaranteed perpetual capital securities, which are issued in an initial aggregate principal amount of US$1 billion and are guaranteed on a subordinated basis by CKI. The securities are listed on the HKSE by way of selectively marketed debt securities, and are accepted for clearance through Euroclear and Clearstream. The securities are perpetuals with no fixed final redemption date, and carry coupon deferral features. JP Morgan acted as the sole bookrunner and structuring adviser whilst Deutsche Bank acted as the trustee, registrar, paying agent and transfer agent. The firm’s advisory team was led by Hong Kong-based partner Milton Cheng.

Clayton Utz is advising the joint lead managers, consisting of Credit Suisse, Merrill Lynch, Goldman Sachs, RBS and UBS, in respect of the IPO of Queensland Rail’s (QR) coal freight business. The float is the second largest in Australia’s history and is expected to raise up to AU$5 billion (US$4.94b). Corporate partners Stuart Byrne and Tim Reid are leading the firm’s advisory team.

Davis Polk & Wardwell LLP has advised Sunac China Holdings Limited (Sunac), an integrated property developer in China, in respect of its HK$2.6 billion (US$336m) global offering of 750 million shares. The shares are listed on the HKSE and were offered through a public offering in Hong Kong and an international offering in reliance on Rule 144A and Regulation S. The firm’s advisory team included partners Show-Mao Chen and John D Paton. Sunac was also advised by Norton Rose as to Hong Kong law, Jun He Law Offices and Jincheng Tongda & Neal Law Firm as to PRC law, and Conyers Dill & Pearman as to Cayman Islands law. Meanwhile, Paul, Hastings, Janofsky & Walker advised Deutsche Bank AG Hong Kong Branch as the sole sponsor, and Deutsche Bank and Goldman Sachs (Asia) LLC as the joint global coordinators, bookrunners and lead managers. Partners Raymond Li, Sammy Li, Neil Torpey and Steve Winegar composed the firm’s advisory team.

DLA Piper has advised Ping An Health Insurance Company of China Limited – the health insurance subsidiary of China’s second-largest insurer, Ping An Group Company of China Limited – in respect of a proposed 20 percent acquisition from Discovery Holdings Limited (Discovery), South Africa’s largest private health insurer. The proposed investment, which involves a cash investment of approximately US$28 million (RMB190m), will be one of the first JVs involving a foreign insurer in a Chinese health insurance company. The firm’s team was led by partners Mabel Lui and Kit Kwok.

Fried, Frank, Harris, Shriver & Jacobson has represented Merrill Lynch Far East Limited as placing agent in respect of the top-up placement of 28.5 million shares of Vinda International Holdings Limited (Vinda), a leading manufacturer of tissue paper products in China, and the secondary placement of 4 million shares by certain shareholders of Vinda, for total aggregate proceeds of approximately US$40 million. The ordinary shares of Vinda are listed on the HKSE. The firm’s advisory team was led by corporate partners Victoria Lloyd and Joshua Wechsler.

Herbert Smith has advised Maoye International, a Hong Kong-listed leading department store chain in China, in respect of its HK$1.17 billion (US$150m) Regulation S offering of 5-year convertible bonds due 2015. The convertible bonds will be listed on the SGX and convertible into Hong Kong listed shares. JP Morgan was the sole bookrunner and arranger of this transaction. The firm’s advisory team was led by Tom Chau and Kevin Roy.

HopgoodGanim has acted for Meridien Retirement Living (Meridien) in respect of the cessation of its four-year retirement sector joint venture with AMP Capital. The transaction saw investment bank JPMorgan provide A$95 million (US$93.5m) by way of mezzanine and convertible facilities, allowing Meridien’s existing debt facilities to be refinanced. The value of Meridien’s retirement portfolio of assets is around A$700 million (US$689m). Partners Luke Mountford and Paul Cullen led the transaction.

Khaitan & Co has advised Great Eastern Energy Corporation Limited (GEEC) in respect of the admission of Standard Listing on the official list and to trading on the London Stock Exchange of more than 116 million global depository receipts of GEEC. The GDRs, which were previously listed on the AIM market of the London Stock Exchange, were simultaneously delisted from AIM. Partner Vibhava Sawant led the transaction.

Khaitan & Co has also advised Mashreqbank psc (Mashreq) – the largest private (non-government) bank headquartered in the UAE with operations in Kuwait, Egypt, Oman, Qatar, India, Bahrain, Hong Kong, USA & UK – in respect of agreements with WNS Global Services (WNS), one of the leading BPO companies in the world. The agreements concern a wide variety of BPO services to be provided to Mashreq by WNS, and the deal represents one of the first offshoring deals by a West Asian bank. Partner Murali Neelakantan led the transaction.

Kim & Chang has represented POSCO in respect of its acquisition of 68 percent of common stock in Daewoo International Corporation (Daewoo), the number one trading company in Korea in terms of export volume. The stock, priced at KRW3.37 trillion (US$3b), was purchased from nine major Daewoo shareholders, including KAMCO, on 20 September 2010. The transaction was led by Han Woo Park, Kyung Hee Choi and Han Kyu Kim.

King & Wood has acted as PRC counsel to Winsway Coking Coal Holdings Ltd (Winsway), a major supplier of imported coking coal with mining operations in China and Mongolia, in respect of its listing on the HKSE on 11 October 2010. Winsway issued 990 million shares at a fixed price of HK$3.70 (US$0.48) per share, raising nearly HK$3.7 billion (US$477m). Winsway is the first firm headquartered in the British Virgin Islands to list in Hong Kong following the HKSE’s approval of Virgin Islands listings last December. Jing Gang led the transaction.

Latham & Watkins has represented Morgan Stanley, Credit Suisse and BofA Merrill Lynch as underwriters in respect of the IPO of Ming Yang Wind Power, China’s leading and fast-growing wind turbine manufacturer. The US$350 million IPO comprised 25 million American depositary shares, representing 25 million ordinary shares, listed on the NYSE. The transaction priced on 30 September 2010 and closed on 6 October 2010. The firm’s advisory team was led by Hong Kong partners David Zhang and Eugene Lee.

Latham & Watkins is also acting as Hong Kong and US counsel to Suntien Green Energy, a leading clean energy company in Northern China with operations mainly in natural gas supply and generation of wind power, in respect of its IPO of more than 1 billion H shares listed on the HKSE. The IPO included an international offering (144A/Reg S) of approximately 969.2 million H shares, and a Hong Kong offering of approximately 107.7 million H shares. Macquarie Capital and Morgan Stanley acted as bookrunners and global coordinators to the transaction, which is expected to close on 13 October 2010. The IPO is expected to raise up to HK$3.3 billion (US$425m) if the over-allotment option is fully exercised. The firm’s advisory team was led by partners Cathy Yeung, Michael Liu and Allen Wang.

Lee & Ko has represented a consortium of five Korean companies – Korea Resources Corporation, LS-Nikko Copper, Hyundai Hysco, SK Networks and Iljin Copper Foil – in respect of the project financing for a major copper mining interest located at Baja California Sur, Mexico (the El Boleo Project). The sponsors for the El Boleo project are the Korean consortium and Baja Mining Corporation, a major Canadian mining company. Credit facilities in the aggregate amount of US$759 million will be extended by multi-lateral agencies, ECAs and commercial banks, namely US Eximbank, Export Development Canada, Korea Development Bank, and a syndication of international banks. The financing and security documents were signed in September 2010. Partners Eun Jai Lee and Tom Shin led the advisory team.

Maples and Calder has acted as Cayman and BVI counsel to AIM-listed China Medical System Holdings Limited (CMS), a leading China-based pharmaceutical services company, in respect of its global offering and listing on the HKSE of 200 million shares, and the issue and sale of up to 20 million shares on the exercise of an over-allotment option at an offer price of HK$5.06 (US$0.65) per share. Partner Greg Knowles led the firm’s advisory team. Meanwhile, Jackson Woo & Associates in association with Ashurst Hong Kong acted as Hong Kong counsel, Ashurst Hong Kong advised as to US and English laws, and Zhong Lun Law Firm acted as PRC counsel to CMS. Hogan Lovells, led by partner James Fong, acted as Hong Kong and US counsel to UBS AG Hong Kong Branch as the sole sponsor, global coordinator, bookrunner and lead manager, whilst Commerce & Finance Law Offices acted as PRC counsel to the sponsor and underwriters.

Maples and Calder has also acted as Cayman counsel to Besunyen Holdings Company Limited (Besunyen), one of the leading providers of therapeutic tea products in China, in respect of its global offering and listing on the HKSE of approximately 420.3 million shares, and the sale of approximately 63 million shares on the exercise of an over-allotment option at an offer price of HK$3.12 (US$0.40) per share. Credit Suisse (Hong Kong) Limited and Morgan Stanley Asia Limited are joint global coordinators, joint bookrunners, joint sponsors and joint lead managers. The firm’s advisory team was again led by partner Greg Knowles, whilst O’Melveny & Myers acted as Hong Kong and US counsel and Global Law Office acted as PRC counsel to Besunyen. Shearman & Sterling advised the joint sponsors and underwriters as Hong Kong and US counsel, whilst Commerce & Finance Law Offices acted as PRC counsel.

Mayer Brown JSM has advised LaSalle Investment Management (LSIM) in respect of the sale of a residential site in Tai Hang, Hong Kong. LSIM, through a Hong Kong company, sold a bare site at Nos. 3, 5, 5A, 7, 7A, 9 and 11 Warren Street in Hong Kong and Nos. 1, 3, 5, 7, 9 and 11 Jones Street in Hong Kong, to a subsidiary of Wing Tai Properties Development Limited for a consideration of HK$713 million (US$91.9m). The 6,679-square-foot site provides a total gross floor area of approximately 67,398 square feet. The sale and purchase agreement was signed on 6 October 2010 and completion of the transaction is due on 8 November 2010. Partner Ellen Tsao led the transaction.

Milbank, Tweed, Hadley & McCloy LLP has represented the Democratic Socialist Republic of Sri Lanka in respect of its US$1 billion offering of 6.25 percent bonds due 2020, which closed in early October. Sri Lanka’s latest offering was underwritten by BofA Merrill Lynch, HSBC and The Royal Bank of Scotland. Partner Joshua M Zimmerman led the firm’s advisory team, whilst FJ & G de Saram provided Sri Lankan law advice. The initial purchasers – namely Banc of America Securities LLC, The Hongkong and Shanghai Banking Corporation Limited and The Royal Bank of Scotland plc – were advised by a team from Davis Polk & Wardwell LLP, led by partner William F Barron, whilst Nithya Partners advised as to Sri Lankan law.

Mori Hamada & Matsumoto has advised The Juroku Bank Ltd (Juroku) in respect of its agreement to acquire Gifu Bank Ltd (Gifu) through a share swap agreement. As consideration for the transaction, Juroku will issue more than 15.2 million shares, valued at ¥284 (US$3.50) per share based on the closing price as of 27 September 2010. The implied equity value of the transaction is ¥4.33 billion (US$51.5m). The offer provides a discount of 9.7 percent, based on Gifu’s closing share price on 27 September 2010 of ¥2,800 (US$34.48). The acquisition, which was announced on 28 September 2010, is expected to complete by September 2012, subject to the approval of the share exchange agreement by Gifu shareholders on 25 November 2010 and approvals from the relevant authorities. Partners Gaku Ishiwata, Daisuke Oda, and Koji Toshima led the transaction.

Orrick, Herrington & Sutcliffe LLP has advised Trony Solar Holdings Company Limited (Trony Solar), one of the world’s leading thin film solar module manufacturers, in respect of a HK$1.73 billion (US$223 million) IPO on the HKSE, with a Rule 144A/Regulation S placement to global investors. Private equity funds ICBC International and Shikumen provided pre-IPO financing to Trony Solar whilst China Huadian Group and Chen Fashu, the chairman of Zijin Mining, have each reserved US$15 million worth of shares. The transaction priced on 30 September 2010 and closed on 7 October 2010. Partners Edwin Luk and Phoebus Chu led the team which advised on the Hong Kong offering. Latham & Watkins, led by partners William Woo, Michael Liu and David Zhang, acted as Hong Kong and US counsel to JP Morgan Asia Pacific, ICBCI Securities and CLSA as the lead underwriters of the offering, which included the international offering of 346.5 million shares and Hong Kong offering of 38.5 million shares.

Paul, Hastings, Janofsky & Walker has advised Credit Suisse (Hong Kong) Limited, Morgan Stanley Asia Limited and The Royal Bank of Scotland NV Hong Kong Branch, as the joint global coordinators, bookrunners, lead managers and sponsors, in respect of the Hong Kong IPO and Reg S/Rule 144A international offering of Hong Kong-based hotel operator Kosmopolito Hotels International. The transaction, which is valued at approximately US$153 million, represents the first Hong Kong IPO by a hotel company in almost four years. Partners Vivian Lam, Chris Betts and David Grimm led the firm’s advisory team.

Paul, Hastings, Janofsky & Walker has also advised on a series of equity offerings in Hong Kong over the last two weeks totaling over US$1 billion. Partners Raymond Li, Sammy Li and Catherine Tsang led all three transactions, in which the firm advised the following parties:

Morgan Stanley and China International Capital Corporation as the underwriters in respect of the US$492 million offering of new shares in the HKSE by China National Building Material Company, a PRC state-owned construction materials company;
China Everbright Ltd, a Hong Kong-listed company which provides financial services in Greater China, in respect of its US$311 million top-up placement on the HKSE. JP Morgan, CICC and China Everbright Securities acted as placing agents on the transaction; and,
Morgan Stanley as the placing agent in respect of the US$214 million sell down of existing shares by Zhongsheng Group Holdings Ltd, one of the leading national automobile dealership groups in China, by its existing shareholders.

Mori Hamada & Matsumoto and Simpson Thacher & Bartlett LLP have advised the Blackstone Group (Blackstone), a US based private equity investor, in respect of its agreement to acquire a 5.98 percent stake via a capital increase in eMobile Limited (eMobile), the Japanese company offering mobile data and voice services, for a total consideration of ¥16 billion (US$171.2m). Blackstone made this investment through its funds, namely Blackstone Capital Partners (Cayman II) V LP, Blackstone Capital Partners (Cayman II) V-AC LP, Blackstone Participation Partnership (Cayman) V LP, and Blackstone Family Investment Partnership (Cayman) V LP. Concurrently eAccess Ltd and Goldman Sachs, who were shareholders of eMobile, agreed to participate in the third party allotment. eAccess Ltd invested ¥17 billion (US$181.9m) and Goldman Sachs invested ¥12 billion (US$128.4m), and post this third party allotment eAccess Ltd held a 41.75 percent stake, Goldman Sachs held 29.32 percent and Blackstone held 5.98 percent in eMobile Limited. Prior to this transaction, eAccess had also signed an agreement in March 2010 to acquire the remaining stake which it does not own in eMobile Limited. Partners Seiichi Okazaki and Rintaro Shinohara led the Mori Hamada & Matsumoto advisory team. Shearman & Sterling LLP acted as counsel to eMobile.

Slaughter and May has advised China International Capital Corporation (CICC), as sole global coordinator, joint bookrunner and joint placing agent, in respect of the top-up placing of 129 million shares in HKSE-listed China Everbright Limited (CEL), a diversified financial conglomerate operating in both Hong Kong and Mainland China. The transaction involves the placing of 129 million shares held by existing CEL shareholder Honorich Holdings Limited (HHL) to institutional investors, and the subscription of new shares of the same amount by HHL. The net proceeds of the top-up placing amount to HK$2.28 billion (US$292.3m), which CEL intends to utilise for developing its asset management platform and for the direct and asset investment business of the company and its subsidiaries, as well as for general working capital. The new shares to be subscribed for by HHL represent approximately 7.49 percent of CEL’s enlarged issued capital. The placing was announced on 5 October 2010. Partner Benita Yu led the firm’s advisory team.

SSEK has advised the Adani Group in respect of one of Indonesia’s major PPP infrastructure deals which was signed off with the Governor of South Sumatra last month. The massive development project includes construction of a railway, a coal terminal and an industrial estate worth over US$1.6 billion in Tanjung Api Api. The facilities will have a capacity to produce 50 million tons of coal per year, and will make a significant contribution to Sumatra’s infrastructure and create up to 100,000 jobs. Partners Ira Eddymurthy and Arfidea Saraswati led the firm’s advisory team.

Troutman Sanders LLP has advised Powerlong Real Estate Company in respect of Powerlong Real Estate Holdings Limited’s high-yield bond issuance (under Rule 144a/Reg S) of US$200 million 13.75 percent senior notes. Partners Joe Sevack and Shirley Lau led the firm’s advisory team. Skadden advised HSBC and The Royal Bank of Scotland as bookrunners for the transaction, which was completed on 9 September 2010.

Wong & Partners, the Malaysian member firm of Baker & McKenzie, has advised Mitsui Sumitomo Insurance Co (MSI) in respect of its acquisition of a 30 percent stake in Hong Leong Assurance Berhad (HLA) for RM940 million (US$303m) on 1 October 2010. The acquisition completed immediately after the acquisition by MSIG Insurance (Malaysia) Berhad (MSIG), a subsidiary of MSI, of the entire general insurance business of HLA via a scheme of arrangement. The consideration for the business acquisition was satisfied through the issuance of new ordinary shares constituting 30 percent of the enlarged capital of MSIG Malaysia to HLA Holdings Sdn Bhd (HLAH), the holding company of HLA, at a value of approximately RM618.6 million (US$199m). The transaction marks one of the biggest Malaysian M&A transactions this year. Partner Brian Chia led the firm’s advisory team.

Wong & Partners has also represented Malayan Banking Berhad in relation to a proposed financing transaction involving a syndicated term loan facility of up to US$500 million to be made available to Malayan Banking Berhad. Mark Lim was the lead partner on the transaction.

WongPartnership LLP has acted for CapitaLand Limited in respect of its joint venture with CapitaMalls Asia Limited in relation to the successful tender and redevelopment of the land at the Bedok Town Centre Site, Singapore. Partner Karen Wee acted on the matter.

Yulchon has advised Hanhwa Chemical Corporation (HCC) in respect of a US$70 million financing transaction structured as a US$40 million loan agreement and a US$30 million issuance of floating rate notes. The firm acted as the sole legal counsel to HCC in both the loan transaction and the note transaction. Partners Yong Pyo Yeom and Jae Hyun Park led the transaction.