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Deals – 13 December 2007

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Clifford Chance has advised Jebel Ali Free Zone Authority and Jebel Ali Free Zone FZE on a AED 7.5 billion Reg S sukuk for Jebel Ali Free Zone FZE. The sukuk sets the record for largest dirham denominated sukuk issued in the history of the UAE. Simultaneously, Clifford Chance advised on the establishment of a US$2 billion MTN programme for Jebel Ali Free Zone FZE.

DLA Piper represented one of China’s largest health management service organizations, iKang Guobin Healthcare Group (iKang), in a significant round of equity financing, which is one of the final steps leading up to an anticipated initial public offering. DLA Piper’s Beijing office advised iKang in its Series E preferred financing, which attracted a syndicate of major international institutional investors led by Merrill Lynch. In total, iKang received over US$20 million in financing. iKang is one of the largest health management service organisations in China, providing physical checkups, medical treatment, personal healthcare, chronic illness management and health insurance through their own treatment centres and major hospitals throughout the country.

Freshfields Bruckhaus Deringer has advised on the public offering on the Singapore stock market (SGX-ST) and international placement outside of Singapore of shares of China New Town Development Company Limited which closed on November 14, 2007. The firm acted for the three international underwriters, Citigroup Global Markets Singapore Pte Ltd, Deutsche Bank AG, Singapore Branch and DBS Bank Ltd.

Freshfields Bruckhaus Deringer has acted as Hong Kong and US counsel on the initial public offering (IPO) and Hong Kong Stock Exchange listing by Sinotrans Shipping Limited (Sinotrans Shipping) which listed on November 23, 2007. The retail portion of the global offering was approximately 243 times oversubscribed while the institutional portion was also heavily oversubscribed. Total proceeds from the IPO were US$1.47 billion and will exceed US$1.69 billion if the over allotment option is exercised in full.

Freshfields Bruckhaus Deringer has advised on the initial public offering (IPO) and Hong Kong Stock Exchange listing by Value Partners Group Limited (Value Partners) which listed on November 22, 2007. The retail portion of the global offering was approximately 110 times over-subscribed while the institutional portion was also heavily over-subscribed. Total proceeds from the IPO were US$374 million and will exceed US$430 million if the over allotment option is exercised in full. Morgan Stanley Asia Limited and JP Morgan Securities Limited were the joint global coordinators and joint bookrunners on the transaction. JP Morgan Securities (Asia Pacific) Limited and Morgan Stanley Asia Limited were the joint sponsors. BNP Paribas Capital (Asia Pacific) Limited, China International Capital Corporation (Hong Kong) Limited, JP Morgan Securities (Asia Pacific) Limited and Morgan Stanley Asia Limited were the joint lead managers on the IPO.

Johnson Stokes & Master acted for HC International, Inc, a listed company on the Growth Enterprise Market of The Stock Exchange of Hong Kong Limited, on its investment for a 19 percent equity interest in Madeinchina, Inc., which principally engages in the provision of business-to-business on-line marketing platform, and on-line and off-line integrative international trade services under madeinchina.com. The transaction involved the sale of the domain name madeinchina.com and an internet software by HC International in exchange for an equity interest in Madeinchina, Inc. HC International has also been granted a call option to increase its stake in Madeinchina, Inc. to approximately 30 percent if the business performs in line with its expectations within the next two years. Other major shareholders of Madeinchina, Inc. include investment funds associated with Patrick McGovern who is the founder of the International Data Group.

Latham & Watkins LLP is advising the Government of Singapore Investment Corporation on its strategic investment in UBS AG to subscribe to an issue of CHF 11 billion in mandatory convertible notes. The investment is part of a plan announced by UBS to strengthen its financial position.

Latham & Watkins LLP represented Calyon, Standard Chartered Bank and The Bank of Tokyo-Mitsubishi UFJ, Ltd. as the mandated lead arrangers of US$287.5 million in financing for First Gen Corporation. The financing helped to support the successful bid made by the Red Vulcan Holdings consortium (consisting of First Gen Corporation, Spalmare Holdings BV and Prime Terracotta Holdings Corp) for a controlling stake in Philippine geothermal power producer PNOC Energy Development Corporation (PNOC-EDC). PNOC-EDC operates seven geothermal steamfields and 12 operational power plants with a total installed capacity of nearly 1,200 MW in the Philippines.

Paul, Hastings, Janofsky & Walker LLP represented Nippon Yusen Kaisha and Mitsui & Co. Ltd. in the project development and financing of over US$700 million for four liquefied natural gas tankers. A consortium of international commercial lenders provided the financing for the four vessels.

Sidley Austin recently advised Sinotruk (Hong Kong) Limited, a P.R.C. state-owned red chip company (offshore incorporated holding company with operations primarily in mainland China), in connection with its initial public offering listed on The Stock Exchange of Hong Kong Main Board with concurrent global placement pursuant to Regulation S under the U.S. securities laws. The IPO raised approximately US$1.16 billion.

Skadden, Arps, Slate, Meagher & Flom has represented Credit Suisse Securities (USA) LLC as sole bookrunner and lead manager in the approximately US$283 million combined primary/secondary initial public offering of American depositary shares (ADSs) of Agria Corporation (China), a developer of agricultural products. The ADSs were listed on the New York Stock Exchange.

Sullivan & Cromwell LLP represented Citigroup in connection with the recent US$7.5 billion investment by the Abu Dhabi Investment Authority (ADIA) in Citigroup. The investment was structured in the form of Deferred Equity Capital Securities, which are hybrid securities designed to achieve Tier 1 capital treatment for bank regulatory purposes as well as equity treatment from the rating agencies. The Deferred Equity Capital Securities are mandatorily convertible into common stock of Citigroup on specified dates. The ADIA, which is a public investment institution based in the Emirate of Abu Dhabi, has agreed not to own more than a 4.9 percent stake in Citigroup’s total outstanding common stock, and will have no special control, governance or information rights.

Deals – 20 December 2007

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Allen & Overy Gaikokuho Kyodo Jigyo Horitsu Jimusho has advised Credit Suisse on the issuance of JPY125 billion commercial mortgage backed floating rate notes the first issuance backed by yen property loans for Credit Suisse’s Titan CMBS platform. The highest rated of the notes achieved an AAA/Aaa rating from S&P, Fitch and Moody’s and on issue were priced at 40 basis points over JPY LIBOR. The notes were issued in an international private placement pursuant to Rule 144A and Regulation S of the US Securities Act. The transaction involved the issue of notes by a Japanese godo kaisha (limited liability company), Titan Japan, Series 1 GK, which used the proceeds of the notes to purchase the senior portion of five loans, and one whole loan, each secured on 43 office and retail properties located throughout Japan. The transaction used an A/B loan structure with respect to five of the loans which were split into senior and one or more subordinated pieces.

Clifford Chance has advised Turner Broadcasting, a unit of Time Warner Inc., as international counsel on its equal joint venture with India’s Alva Brothers to launch a general entertainment television channel in India. A team of lawyers from the firm’s Singapore, Hong Kong and Tokyo offices advised Turner, which is a major producer of news and entertainment products around the world. As part of the deal, Turner, which has a long-standing commitment to the fast-growing Indian market, will also acquire a minority stake in Alva Brothers’ production firm Miditech Pvt Ltd., one of India’s leading production houses, including all shares currently held by private equity firm ICICI Ventures.

Clyde & Co has advised Dubai-headquartered Dodsal Resources in connection with the recently executed Production Sharing Agreement between Dodsal’s wholly-owned subsidiary Dodsal Hydrocarbons and Power (Tanzania), the Tanzanian Ministry of Energy and Minerals and Tanzania Petroleum Development Corporation for exploration for oil and gas for the RUVU block in Tanzania.

Drew & Napier advised Autron Corporation Limited (the Group), a mainboard listed company on both the Australian and Singapore Exchange, on their agreements with CEI Contract Manufacturing Limited to divest the Group’s interest and assets of its wholly owned subsidiary, I.C Equipment Pte Ltd, and its 100 percent equity stake in IC Equipment (Shanghai) Co. Ltd, for a total consideration of S$5.1 million. The IC Equipment group was acquired in October 2002 by Autron for S$3 million. Autron said that it is expected to record a gain of about S$1.5 million from the divestment. The sale consideration is made up of 30 percent cash and 70 percent by way of shares in CEI at 18 cents per share. I.C. Equipment Pte Ltd was established as a company in the high technology business of designing, engineering and manufacturing of Electro-Mechanical modules and machines for different segments of the industry.

Freshfields Bruckhaus Deringer has acted for Merrill Lynch as the arranger of an issue by Tian Shan (Development) Holding Limited (the Company), one of the leading property developers in the Hebei province of the PRC, of US$90 million high yield notes and of warrants to subscribe for ordinary shares in the Company. The notes and warrants were privately placed by Merrill Lynch to investors and are not listed.

Freshfields Bruckhaus Deringer has advised Citigroup on the US$144 million Hong Kong IPO and global offering of Dongyue Group on the Hong Kong Stock Exchange which completed on 10 December 2007.

Fried, Frank, Harris, Shriver & Jacobson LLP (in association with Huen Wong & Co.) represented Morgan Stanley Asia Limited and UBS AG in connection with the global offering by Uni-President China Holdings Ltd. The global offering raised initially US$478 million and consisted of an initial public offering and listing of equity shares on the Hong Kong Stock Exchange, and a concurrent 144A/Reg S placement. Uni-President China Holdings Ltd. is a leading manufacturer of food and beverage products in China. It is a spin off of Uni-President Enterprises Corporation, whose shares are listed on the Taiwan Stock Exchange, the largest food and beverage conglomerate in Taiwan.

Gide Loyrette Nouel has advised Vallourec & Mannesmann Tubes (Vallourec) on the sale of 49 percent of the share capital of VAM Holding Hong Kong Limited (VAM HK) to Sumitomo Metal Industries, Sumitomo Corporation and Sumitomo Corporation Hong Kong. VAM HK is a holding company controlling a subsidiary in Mainland China, which operates a plant for threading oil pipes. The investment will enable both Vallourec and Sumitomo to strengthen their respective positions in the seamless pipe business in China and, specifically, in the field of premium joints known as VAM which are used for Chinese oil and natural gas development. GLN’s Beijing and Hong Kong offices collaborated closely to advise Vallourec Group on all aspects of the joint venture in China including corporate governance, anti-trust, tax and customs.

Latham & Watkins LLP is representing CGEN Digital Media Company Limited and its shareholders in a sale of 100 percent of the equity in CGEN to Focus Media Holding Limited (Nasdaq: FMCN) for an upfront cash payment of US$168.4 million and an earnout of up to US$181.6 million in Focus Media shares and cash. CGEN is a leading operator of in-store digital advertising in China and Focus Media is China’s largest digital media group. The transaction is expected to close early in the first quarter of 2008; total deal value US$350 million.

Latham & Watkins is advising Emirates Telecommunications Corp. (Etisalat) on its US$438 million acquisition of a 16 percent share in PT Excelcomindo Pratama Tbk, Indonesia’s third largest telecom operator. The investment includes the purchase of 1.13 billion shares in Etisalat and represents a key part of Etisalat’s international expansion plans into Asia.

Lovells has advised global coordinator, sponsor, bookrunner and lead manager BNP Paribas on one of the first Hong Kong listings of a Vietnamese manufacturer. The Hong Kong IPO of Vietnam Manufacturing and Export Processing (Holdings) Limited, a leading motorbike manufacturer in Vietnam, raised US$110 million in one of the first Hong Kong IPOs by a Vietnamese manufacturer. The offer comprised a Hong Kong public offer and international placing of over 226 million new and sale shares.

Milbank, Tweed, Hadley & McCloy LLP has advised Credit Suisse, DBS Bank and CIMB-GK Securities, as underwriters, in the US$192 million IPO by ARA Asset Management Limited on the Singapore Stock Exchange. ARA’s IPO was the first listing of a dedicated fund manager in Asia.

Milbank, Tweed, Hadley & McCloy LLP has advised Credit Suisse, UBS, Citigroup and Deutsche Bank, as international selling agents and PT Bahana Securities, PT Danareksa Sekuritas and PT Mandiri Sekuritas, as underwriters, in PT Jasa Marga’s US$370 million IPO on the Jakarta Stock Exchange. This was the fourth largest IPO in Indonesia since the Asian financial crisis in 1997-1998 and the only government-linked IPO in Indonesia for the year.

Milbank, Tweed, Hadley & McCloy LLP has represented PT Ciputra Property Tbk, an Indonesian property developer, in connection with its US$230 million IPO on the Jakarta Stock Exchange and Reg S placement.

Milbank, Tweed, Hadley & McCloy LLP advised on the US$250 million IPO of Hap Seng Plantations, the palm oil plantations business unit of Hap Seng Consolidated, one of Malaysia’s large privately owned conglomerates. This IPO was the largest in Malaysia in 2007.

Milbank, Tweed, Hadley & McCloy LLP advised Deutsche Bank, Merrill Lynch and DBS Bank, as underwriters, in the US$143 million IPO of Mercator Lines (Singapore) Limited, a dry bulk shipping company based in Singapore, on the Singapore Stock Exchange.

O’Melveny & Myers LLP recently represented Communication Expert International Investments Limited (Century Man Communication), leading provider of communication distribution frames in China, in its acquisition by ADC Telecommunications, Inc. (ADC), a world leader in providing global network infrastructure products and services that enable the profitable delivery of high-speed Internet, video, data, and voice services to residential, business and mobile subscribers worldwide. Under the equity purchase agreement signed on November 12, 2007, ADC has agreed to acquire Century Man Communication for US$55 million in cash, plus contingent cash payments of up to US$15 million during the 36 months following the close of the transaction, based on meeting agreed upon financial performance metrics. The transaction is expected to close during the next 30 to 60 days, subject to customary closing conditions.

O’Melveny & Myers LLP recently represented CLSA Limited as the placing agent for A-Max Holdings Limited (A-MAX) to place HK$2 billion worth shares to be issued by A-Max to finance the gaming business in Macau under a loan agreement entered into between A-MAX and Ace High Group Limited in August 2007 (the Loan Agreement). A-MAX is a listed company on the Hong Kong Stock Exchange and is principally engaged in manufacturing and trading of LCD and LCD modules, gaming and entertainment business in Macau as well as investment holding. The gross proceeds from the placing are up to HK$2 billion and will be applied as the loan under the Loan Agreement.

Sullivan & Cromwell LLP is representing UBS AG in connection with a number of initiatives by UBS to substantially strengthen its capital position by adding US$17.25 billion of Tier 1 capital. These include agreements to issue US$11.6 billion of new capital in the form of mandatory convertible notes to the Government of Singapore Investment Corporation and an undisclosed strategic investor in the Middle East, and the resale of 36.4 million treasury shares. Sullivan & Cromwell LLP is providing strategic, regulatory, M&A and capital markets advice to UBS.

Watson, Farley & Williams LLP acted for a syndicate of banks led by The Bank of Tokyo-Mitsubishi UFJ, Ltd., Singapore Branch and Bayerische Hypo- und Vereinsbank AG, Singapore Branch (the Lenders) as arrangers in the financing of two 47,000-dwt ice-class products tankers acquired for US$113 million by FSL Trust Management Pte Ltd (FSL), in its capacity as trustee-manager of First Ship Lease Trust (FSL Trust) from two privately-held affiliates of Groda Shipping & Transportation Ltd. The two vessels were immediately leased back to the sellers for a base lease term of 7 years and will continue to be employed under long term contracts of affreightment with Russian state-controlled energy company, OJSC Rosneft Oil Company. These latest acquisitions bring FSL’s fleet size to a total of 18 vessels and were funded by a US$250 million revolving credit facility provided by the Lenders and which had been documented by WFW earlier this year.

Deals – 3 January 2008

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Baker & McKenzie advised Mermaid Maritime Public Company Limited (Mermaid Maritime), a Thai company, on the international initial public offering and the listing on the Singapore Stock Exchange of its shares. Baker & McKenzie acted as US, Thai and Singapore law counsel on this US$170 million global offering. The shares commenced trading on the Singapore Stock Exchange on October 16, 2007. Mermaid Maritime is a leading provider of drilling and sub-sea engineering services. Incorporated in Thailand, Mermaid Maritime is active in Thailand, Indonesia, Malaysia and Vietnam. Mermaid Maritime plans to use the IPO proceeds to finance the purchase of additional new-build tender rigs and vessels, and other assets to support its drilling and subsea engineering services businesses and for working capital.

Clifford Chance has advised BNP Paribas on the US$300 million financing of two Boeing B777-200ER aircraft for Korean Air Lines.

Deacons acted for Tai Fook Capital Limited as sponsor, and a group of underwriters, in relation to the HK$580 million international placing and initial public offering of Pan Asia Environmental Protection Group Limited, including the cornerstone placement to the US-based GE Asset Management and General Motors Investment Management as well as to China Development Capital Partnership Master Fund, and its listing on the main board of the Stock Exchange of Hong Kong Limited. Established in the People’s Republic of China in 1998, Pan Asia is an integrated environmental protection services provider which principally engages in the sale of water and flue gas treatment products and equipment, and undertakes environmental protection construction engineering projects for customers in different industries such as textile and dyeing, iron and steel, and power industries. Pan Asia is expected to be listed on 21 December 2007.

Gide Loyrette Nouel has assisted French retailer King Jouet in connection with its expansion into China and the recent opening of stores in Dongguan and Shenzhen in southern China, and in Shanghai. King Jouet sells a range of goods for children’s recreation and leisure including toys, sporting goods and electronic games. The company expects to open between 35 and 50 stores in China over the next three years including one in Beijing in early 2008.

Lovells has advised global coordinator, sponsor, bookrunner and lead manager BNP Paribas on one of the first Hong Kong listings of a Vietnamese manufacturer. The Hong Kong IPO of Vietnam Manufacturing and Export Processing (Holdings) Limited, a leading motorbike manufacturer in Vietnam, raised US$110 million in one of the first Hong Kong IPOs by a Vietnamese manufacturer. The offer comprised a Hong Kong public offer and international placing of over 226 million new and sale shares.

Milbank, Tweed, Hadley & McCloy LLP advised on the IPO for PT Indo Tambangraya Megah, Banpu’s coal assets in Indonesia, which raised US$337 million in one of the largest private listings of the year in Indonesia. Indo Tambangraya is Indonesia’s third-biggest coal producer.

Morrison & Foerster represented BNP Paribas and other underwriters as Hong Kong and U.S. counsel in the initial public offering of China Sunshine Paper (SEHK: 2002) and Pacific Online Ltd (SEHK: 0543), which commenced trading on December 12 and December 18, respectively. China Sunshine Paper, the largest white top linerboard producer in China, raised a total of US$76 million (HK$593 million) by selling 100,000,000 shares in the initial public offering. Lead managers and underwriters were BNP Paribas Capital (Asia Pacific) Ltd. and BOC International Holdings Ltd. The company plans to use the IPO proceeds for capacity expansion, research and development and to expand its network of recovered paper collection points.

Nishith Desai Associates, acted as legal counsel to JM Financial Ventures Limited in their investment of US$9 million by way of preferential allotment of equity shares in Shriram Transport Finance Company Limited (Shriram). Shriram is a public company listed on Bombay Stock Exchange, National Stock Exchange and Madras Stock Exchange and is engaged in the business of, inter alia, providing finance to truck operators for purchase of commercial vehicles.

O’Melveny & Myers represented Shandong Weigao Group Medical Polymer Co. Limited (Weigao), a Hong Kong-listed medical device maker, in its sale of a 15 percent equity stake to and joint venture with Medtronic, Inc., the world’s leading medical technology company. Weigao will sell 80.7 million newly issued H shares, and the same number of unlisted ordinary shares from Weigao’s existing shareholders, to Medtronic for an aggregate amount of HK$1.73 billion (approximately US$221 million). Weigao and Medtronic will also form a PRC cooperative joint venture entity in which Weigao will have a 49 percent stake. Medtronic will have a 51 percent stake. The joint venture will market Weigao’s orthopedic products and Medtronic’s spinal products. The deal is subject to the approval of Weigao shareholders and Chinese regulators.

Paul, Hastings, Janofsky & Walker LLP represented PRC state-owned enterprise China National Materials Company Limited, otherwise known as Sinoma, on its US$540 million (HK$4.19 billion) global initial public offering. The offering, which comprised a listing on the Main Board of the Hong Kong Stock Exchange and a Reg-S Placement, was the sixth H-share IPO in the Hong Kong market in 2007.

Paul, Weiss, Rifkind, Wharton & Garrison represented The Carlyle Group together with their co-investment fund Gable Partners II, L.P., in their investment in Ta Chong Bank, a mid-sized Taiwanese bank. Paul, Weiss represented both investors and the transaction involved the purchase of a combination of common shares, preferred shares and convertible notes in the total amount of NT$21.5 billion (approximately US$650 million). The acquisition was partly financed through onshore loans arranged by Mega Bank.

Sullivan & Cromwell LLP represented China Investment Corporation (CIC) in connection with CIC’s strategic investment in Morgan Stanley through the purchase of approximately US$5.6 billion of Preferred Equity Purchase (PEPS) Units. The PEPS Units, which qualify as Tier 1 capital, include remarketable trust preferred securities and contracts to purchase Morgan Stanley common stock. The common stock underlying the units will represent up to 9.9 percent of Morgan Stanley’s outstanding common stock.

Sullivan & Cromwell LLP represented Merrill Lynch in connection with the US$6.2 billion strategic investment in Merrill Lynch by Temasek Holdings (Private) Limited, a Singapore sovereign wealth fund, and Davis Selected Advisors L.P., an independent investment advisor. Temasek Holdings will invest US$4.4 billion in Merrill Lynch common stock with the option to purchase an additional US$600 million in Merrill Lynch common stock. Davis Selected Advisors will be making a long-term investment of US$1.2 billion in Merrill Lynch common stock.

Venture Law represented Merrill Lynch and Deutsche Bank as the Joint Bookrunners, Joint Lead Managers, Issue Managers and Underwriters and DBS Bank Ltd as Joint Lead Managers, Coordinator of the Public Offering and Underwriter, in the US$180 million Rule 144A/Regulation S initial public offering of Mercator Lines (Singapore) Limited, an Indian owned dry bulk shipping company, listed on the Singapore Stock Exchange.

Watson, Farley & Williams LLP (WFW) acted for United Arab Chemical Carriers (UACC) in connection with the purchase of eight 45,000 dwt chemical tankers to be built at South Korea’s SLS Shipbuilding. The deal will see the IMO type II tankers delivered between 2011-2012, and includes options for further vessels. The move comes as part of UACC’s bid to develop a fleet of medium- to long-range product tankers to serve the region’s rapidly expanding oil refining and chemical industries. UACC has already taken delivery of its first 2004-built MR product tanker, and has purchased four further vessels in which WFW have also acted for UACC.

White & Case and Venture Law advised ABN AMRO Rothschild as the Global Coordinator, Bookrunner, Issue Manager and Underwriter on the US$172 million (S$250 million) Rule 144A/Regulation S initial public offering of 373,135,000 shares of JES International Holdings Limited, a major PRC shipbuilding group, listed on the Singapore Stock Exchange.

White & Case represented PTT Chemical Public Company Limited in the public offering of debentures by PTT Chemical Plc., in which Standard Chartered Bank (Thai) Plc. acted as the lead arranger. The deal is valued at approximately US$140 million (Baht 4,900 million).

White & Case represented the Rajawali Group, an Indonesia-based diversified business group, in connection with the US$438 million sale of the Group’s 15.97 percent interest in PT Excelcomindo Pratama Tbk, Indonesia’s third largest mobile operator, to Emirates Telecommunications Corporation (ETISALAT). This transaction is one of the largest M&A transactions in Indonesia in 2007.

Deals – 10 January 2008

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Ashurst advised Calyon, Citigroup and Sumitomo Mitsui Banking Corporation as structuring banks and Japan Bank for International Cooperation (JBIC), funders on the successful financing of the Fujairah F2 independent water and power project in the Emirate of Fujairah, United Arab Emirates, which reached financial close on 18th December 2007. The facilities comprise US$2.23 billion of long-term base and standby facilities provided by the commercial lenders and JBIC and a US$565 million three year equity bridge facility provided by Calyon and Sumitomo Mitsui Banking Corporation.

Dorsey and Whitney advised Sino Gold in their acquisition of Golden China Resources Corporation (Golden China), a company dual listed on the TSX and the ASX. Golden China is a gold exploration and production company whose principal asset is an advanced exploration project located in Inner Mongolia. The offer valued Golden China at approximately Can$100 million (including debt assumed). Under the terms of the offer, the Golden China shareholders of Golden China received shares in Sino Gold. Sino Gold Mining Limited (Sino Gold) is the only company to be dual listed on the ASX on the Hong Kong Stock Exchange, and the first company to be listed on the Hong Kong Stock Exchange in over a decade as a mineral company.

Drew & Napier LLC (Drew & Napier) acted as counsel to Yongnam Engineering & Construction (Private) Limited (YNEC), a wholly-owned subsidiary of Yongnam Holdings Limited (YHL) in the sealing of a S$100 million financing package comprising a S$60 million transferable term loan facility and a S$40 million secured floating rate notes (together, the Facilities).The Facilities which were guaranteed by YHL, were granted by Asian banking powerhouses DBS Bank Ltd and United Overseas Bank Limited together with a syndicate of major regional banks and a finance company, including CIMB Bank Berhad, RHB Bank Berhad, The Bank of East Asia Limited, Indian Overseas Bank, Bank of India, Indian Bank and Sing Investments & Finance Limited. The Yongnam Group which is mainly involved in the construction industry has been experiencing promising growth on the back of a rising economy with orders coming in from Singapore as well as from the Middle East.

JSM advised City Lion Investment Limited, a wholly-owned subsidiary of Sun Hung Kai Properties Limited, in the leasing of approximately 300,000 square feet of office space in the International Commerce Centre (ICC) to Credit Suisse for an initial term of 12 years. This transaction represents another one of the largest standalone leasing transactions in Hong Kong and involves complicated rights of first refusal, expansion rights and surrender rights. Over 20 documents were prepared to give effect to the transaction. ICC is part of Packages 5, 6 and 7 the Kowloon Station development, known as ‘Union Square’. The 118-storey mega tower, with 2.5 million square feet of office space and an 800-room Ritz Carlton Hotel, will be Hong Kong’s newest landmark. JSM have been instructed to act in the leasing of all the office spaces in ICC.

Khaitan & Co. advised DSP Merrill Lynch Capital Limited (DSP) in relation to investment in Credila Financial Services Private Limited. Total amount of investment made in the first round is US$5 million. Khaitan & Co. advised DSP in relation to all aspects of the transaction including conducting due diligence reviewing and negotiating the investment agreement and other related documents and advising generally in relation to the transaction.

Khaitan & Co. advised India Infoline Limited (Clients) in relation to investment by Orient Global Pte Ltd in the Clients for its 22.5 percent equity shares. The total amount of investment being US$76,700,000. Khaitan & Co. acted for the Clients and advised in relation to all aspects of the transaction.

O’Melveny represented Charoen Pokphand Group, Thailand’s biggest agricultural business conglomerate, in the sale of Shanghai-based Business Development Bank Ltd. (BDB) to UCBH Holdings, Inc., the holding company of United Commercial Bank (UCB), a private bank headquartered in California. BDB was established in 1992 as the first wholly foreign-owned bank in China. Majority owner, Charoen Pokphand Group and all other investors sold 100 percent of the equity interest of BDB.

Skadden, Arps, Slate, Meagher & Flom LLP represented J.P. Morgan Securities Inc. as financial advisor to Kerry Media Ltd. (Malaysia) in its approximately US$304 million mandatory offer for the shares that it does not already own in SCMP Group Limited (Hong Kong), a publisher of newspapers and magazines.

Skadden, Arps, Slate, Meagher & Flom LLP represented PT Jasa Marga (Persero) Tbk., an operator of toll roads and highways in Indonesia, in its partial privatization via an approximately US$371 million initial public offering of shares and listing on the Jakarta Stock Exchange. The offering included a Rule 144A/Regulation S component.

Sullivan & Cromwell LLP represented the underwriters for Yingli Green Energy Holding Company Limited, a leading vertically integrated photovoltaic product manufacturer in the People’s Republic of China, completing an SEC-registered offering of its zero coupon convertible senior notes and an SEC-registered secondary offering of 6,440,000 American Depositary Shares. The concurrent offerings were marketed and priced through an accelerated overnight bookbuilding process. The aggregate size of the concurrent offerings was approximately US$372 million (including the full exercises by the underwriters of their green shoe options, which closed on Wednesday, December 19), led by Credit Suisse Securities (USA) LLC, Goldman Sachs (Asia) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated.

WongPartnership LLP acted for Agoda Company Pte Ltd, a Singapore-based online travel company, in an acquisition by Priceline.com of its parent company, Agoda Company Ltd.

WongPartnership LLP acted for ChungHong Holdings Limited in its initial public offering of 55,000,000 new shares.

Deals – 15 May 2008

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Allens Arthur Robinson has acted for Cathay Forest Products Corporation in the acquisition of 51 percent of the participatory share of Russia’s DalEuroLes. The roundwood harvested by DalEuroLes will be exported annually via the sawmill project of the Russian joint venture partner. The wood harvested through the joint venture is expected to be sold in China and Japan.

Berwin Leighton Paisner LLP advised Axia NetMedia Corporation as lead member in establishing OpenNet, a consortium made up of Canada’s Axia (30 percent), Singapore Telecommunications Ltd (30 percent), Singapore Press Holdings Ltd (25 percent) and Singapore Power subsidiary SP Telecommunications Pte Ltd (15 percent). Counsel also assisted in OpenNet’s bid to design, build and operate the passive optic fibre infrastructure relating to the Singapore Next Generation National Broadband Network (Next Gen NBN).

Berwin Leighton Paisner LLP represented Diligenta Ltd, the UK subsidiary of Tata Consultancy Services Ltd specialising in business process outsourcing in the life and pensions sector, on its £100 million contract with Sun Life Assurance Company of Canada (UK) Ltd which is set to commence in May.

Clifford Chance advised ACR Capital Holdings on the agreement with Khazanah Nasional and Dubai Islamic Investment Group (part of the Dubai Group) to establish a US$300 million retakaful joint venture company (ACR Retakaful Holdings Ltd) incorporated in the Dubai International Financial Center, which will be the world’s largest retakaful company and with operations in the Middle East and Malaysia.

Clifford Chance has advised leading private equity group CVC Asia Pacific on its recent investment in a Hong Kong-listed company. CVC has agreed to take a 35 percent stake by way of subscription for new shares in Hung Hing Printing Group, a printing and production house headquartered in Hong Kong, with five plants in China and over 18,000 employees. The subscription is subject to shareholder approval.

FoxMandal Little has advised Alcatel-Lucent on their Joint Venture with Reliance Communications to provide network services to telecommunications operators, both CDMA and GSM. Alcatel- Lucent has a 67 percent stake in the joint venture company to tap the $16 billion managed network services industry. The firm advised the client with respect to putting the Joint Venture structure in place, all negotiations with Reliance Communications, Joint Venture agreements and agreements thereafter, and in relation to the setting up of the joint venture.

Herbert Smith has advised Huaneng Power International, the listed unit of the mainland’s largest power producer, on the acquisition of SinoSing Power from Huaneng Group of approximately HK$26 billion (US$3.3 billion), including cash and debts.

JSM advised Shui On Construction and Materials Ltd on the Hong Kong Listing Rules compliance matters in respect of the disclosure of a 50:50 joint venture with China Central Properties Ltd in relation to the development of a piece of land located in Chengdu, the PRC, with an initial investment value of RMB 787 million and the disclosure of a 40:40:20 joint venture with CCP and another third party investor in relation to the development of a piece of land located in Shenyang, the PRC, with an initial investment value of US$149.6 million.

Lovells Lee & Lee advised on the financing of Genting International‘s US$4.4 billion (S$6 billion) integrated resort in Singapore – Resorts World at Sentosa – acting as lead arrangers’ counsel for DBS Bank Ltd, The Hongkong and Shanghai Banking Corporation Ltd, The Royal Bank of Scotland PLC and Sumitomo Mitsui Banking Corporation on the limited recourse financing facility.

Lovells Lee & Lee advised on China Huaneng Group‘s US$3.1 billion (S$4.235 billion) acquisition of shares in Tuas Power Ltd. Acting as lenders’ counsel for BNP Paribas, Calyon, DBS Bank Ltd, Fortis Bank S.A./N.V., Singapore Branch, Oversea-Chinese Banking Corporation Ltd and Sumitomo Mitsui Banking Corporation, this deal represented the largest divestment by Temasek Holdings (Pte) Ltd and the largest overseas purchase by a Chinese power company to date.

Rajah & Tann LLP advised Chartered Semiconductor Manufacturing Ltd (Chartered) and Hitachi Semiconductor Singapore Pte Ltd (Hitachi) in the acquisition by Chartered of 100 percent of the shares held by Hitachi Ltd and Hitachi Asia Ltd in Hitachi. Completion of the S$330.8 million (US$233 million) transaction was subject to clearance by the Competition Commission of Singapore (CCS). Chartered was able to demonstrate to the CCS that the merger would not raise any competition concerns and the CCS gave clearance for the deal to proceed within 30 days.

Rajah & Tann LLP acted as counsel to STMicroelectronics in the transfer of STMicroelectronic’s Singapore flash memory business to a special purpose vehicle (SPV), including a wafer fabrication plant. The firm also advised on and effected the subsequent sale of the SPV to Numonyx BV, the Dutch holding company in which STMicroelectronics acquired a 48.6 percent ownership interest, with Intel and Francisco Partners holding the remaining 45.1 percent and 6.3 percent interests respectively.

WongPartnership LLP acted as Singapore counsel for Henkel KGaA, a German maker of household chemicals and cosmetics, in relation to the closing of its transaction with Akzo Nobel N.V, Netherlands, to acquire the adhesives and electronic materials businesses of National Starch and Chemical Company, a subsidiary company of ICI, with an overall transaction value of US$5.4 billion.

WongPartnership LLP acted as Singapore counsel for The Royal Bank of Scotland Group PLC in connection with the closing of its commodities marketing joint venture with Sempra Energy, being RBS Sempra Commodities LLP, and the acquisition by RBS Sempra Commodities of Sempra Commodities and various subsidiaries of Sempra Energy, in a transaction valued at approximately US$1.35 billion.

WongPartnership LLP acted for an institutional international investor investing US$600 million in the Mapletree India-China Fund managed by Mapletree Investments which is seeking to raise between US$1.5 billion and US$2.0 billion of commitments.

Deals – 29 May 2008

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Allen & Overy (Thailand) Co, Ltd has advised Morgan Stanley and Phatra Securities Public Company Ltd (the Lead Managers) on the initial public offering of Esso (Thailand) Public Company Ltd and its listing on the Stock Exchange of Thailand. The shares were priced at THB 10 per share raising a combined proceed of approximately THB8.45 billion or an equivalent of US$265 million on debut.

Allen & Overy has advised Citigroup Global Markets Holdings on its issuance of three index-linked participation certificates, to be traded on The Stock Exchange of Hong Kong Ltd. The certificates are linked to Taiwan’s TAIEX Building Material and Construction Sub-Index, TAIEX Finance Sub-Index and TAIEX Electronics Sub-Index, giving investors exposure to those market segments in a package that allows relatively low cost access to equity markets outside of Hong Kong.

Cleary Gottlieb represented San Miguel Brewery Inc. and the selling shareholder, San Miguel Corporation, in the PHP6.16 billion (approximately US$147 million) IPO of San Miguel Brewery Inc. The shares were sold through a registered public offering in the Philippines and a Regulation S offering outside of the United States and the Philippines.

Cleary Gottlieb represented Lucky Cement Ltd in its global Rule 144A/Reg.S offering of 60,000,000 equity shares, in the form of global depositary receipts, and simultaneous listing on the London Stock Exchange’s Professional Securities Market. The transaction represents the first private sector GDR issuance since Pakistan returned to the international capital markets and the first GDR issuance since the formation of a new government in Pakistan.

Clifford Chance has advised Standard Chartered Bank as arranger on the establishment of the RAK Capital US$2 billion sukuk trust certificate issuance programme for the Government of Ras Al Khaimah and drawdown thereunder of AED 1,000,000,000 Floating Rate Notes due in 2013. The transaction marks the first Ijara Sukuk Programme in the UAE. The sukuk programme has been rated ‘A’ by Standard & Poor’s.

DLA Piper has advised Heckmann Corporation on its US$625 million acquisition of China Water and Drinks Inc. (China Water). China Water, an OTCBB traded company headquartered in Hong Kong, is a PRC licensed bottled water producer and distributor, with distribution in 14 provinces and regions across China.

Watson, Farley & Williams LLP (WFW) has advised Asian Development Bank (ADB) in connection with the financing of a US$4.25 billion, 4,000MW, Mundra coal fired ultra mega power project, being developed in India by Tata Power Company. Nine ultra mega power projects of 4,000MW each have been announced by the Government of India. Mundra is the first of the projects to execute loan agreements for financing. Lenders financing Mundra include ADB, The Export-Import Bank of Korea, the State Bank of India, BNP Paribas and Korea Export Insurance Corporation.

Watson, Farley & Williams LLP (WFW) Singapore have advised Galoc Production Company and Vitol Marine Asia in relation to the development of the Galoc Oilfield offshore Palawan, Philippines. WFW’s involvement included advising on key contracts associated with the development including the FPSO lease agreement, the drilling contact, subsea installation contract and various services agreements as well as the crude oil sale and purchase agreements (DES, CIF and FOB) and aspects of project financing.

Deals – 5 June 2008

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Allen & Overy has advised GE Commercial Finance (Hong Kong) Ltd and ING Bank N.V., Tokyo Branch and Hong Kong Branch as mandated lead arrangers in a leveraged buyout of GST AutoLeather, Inc by funds serviced by Advantage Partners LLP, an Asia-based private equity firm. The financing was structured with a US$172 million senior and mezzanine facility and included a warrant instrument for the mezzanine creditors. The firm also took on an independent role as advisor to the facility and security agent as well as provided a separate internal team to represent the interests of the mezzanine creditors.

Amarchand & Mangaldas & Suresh A Shroff & Co has acted for Idea Cellular Ltd and Aditya Birla Telecom Ltd (ABTL), a wholly-owned subsidiary of Idea engaged in the telecom sector, in connection with an investment of approximately US$640 million by Providence Equity Partners in ABTL. The transaction is subject to regulatory approvals and is expected to close by August 2008.

AZB advised BPTP Ltd in respect of investment by Citi Group’s real estate arm for acquiring approximately 40 percent in SEZ project companies of BPTP. The firm was involved in advising on various Indian regulatory issues including in relation to structuring of the investment. The firm also advised on preparation, negotiation and closing of the transaction documents.

AZB has represented the Burman family in the sale of their entire equity stake, constituting 73.27 percent, in Dabur Pharma Ltd. Dabur Pharma is engaged in the business of research, development, manufacture and sale of formulations used in the treatment of oncology patients, and is listed on BSE and NSE.

AZB has acted as legal counsel to DSP Merrill Lynch Capital Ltd (DSP), Mumbai in connection with the senior secured facility of Rupees 1,260 crores to be granted by DSP to DLF Ltd. The firm was involved in drafting the facility agreement, undertaking, consent agreement, declaration, memorandum of entry, power of attorney, security trustee agreement, etc.

AZB has represented Warburg Pincus in their joint venture with Unique Affordable Homes Pvt Ltd, part of Unique Builders, to build affordable mass housing projects in North and Western India. Warburg Pincus will provide an initial equity line of up to US$75 million (Rs 300 crore) to the venture.

Azmi & Associates has advised the Bank of Tokyo-Mitsubishi UFJ, Ltd as facility agent and security trustee in the provision of Malaysian law legal opinion on charter party arrangements entered into by a Malaysian global shipping company with Yemen LNG Co Ltd. The advice is part of the requirements of a syndicated financing facility provided for the construction of a LNG plant in Yemen by a consortium of banks which includes Citibank International Plc, ING Bank N.V., the Bank of Tokyo-Mitsubishi UFJ, Ltd and the Royal Bank of Scotland Plc.

Clifford Chance has advised founding shareholder Wu Jieh Yee Co Ltd on the joint sale of the Wu family’s controlling stake in Wing Lung Bank to China Merchants Bank. Wing Lung Bank is valued at approximately US$4 billion, or 3.1 times book value. The deal received keen interest from many Mainland financial institutions, and was agreed after a very competitive auction process. Upon completion, the deal will trigger a mandatory takeover offer. The deal is subject to approvals by the Hong Kong Monetary Authority, the China Banking Regulatory Commission and other PRC regulatory bodies.

DLA Phillips Fox is advising the Saudi-based bidder, the National Titanium Dioxide Co (Cristal) on its all cash off-market takeover offer for all of the shares in Bemax Resources Ltd that it does not already hold. The offer values Bemax’s ordinary equity at approximately US$301.5 million.

Freshfields Bruckhaus Deringer has advised Alibaba.com Ltd (Alibaba.com) on its successful joint venture with Softbank to extend its B2B e-commerce platform into the Japan market through the formation of Alibaba.com Japan. The firm advised Alibaba.com on its subscription agreement, shareholders agreement and a number of key ancillary commercial agreements relevant to the operation of the Japan site and its cooperation with the existing China and international sites. The total investment by Softbank amounts to US$20 million as a result of which Softbank will hold 65 percent of Alibaba.com Japan and Alibaba.com will hold the remaining 35 percent.

Freshfields Bruckhaus Deringer has advised Citi as sole bookrunner of a US$380 million equity placement and a US$600 million convertible bond placement in connection with the acquisition by Champion Real Estate Investment Trust’s of Langham Place, a retail and office complex in Hong Kong’s Mongkok district. This is the largest convertible bond ever issued by an Asian REIT and the second largest equity-linked deal in Asia this year.

Fried, Frank, Harris, Shriver & Jacobson LLP (in association with Huen Wong & Co) is representing the offerors in their HK$527.4 million voluntary conditional cash offers for all issued shares, outstanding convertible notes, and granted share options of Golden Harvest Entertainment (Holdings) Ltd. Subsequent to launch, the tender offers converted to HK$293.7 million mandatory unconditional cash offers after the offerors made acquisitions from certain existing shareholders of the target in the aggregate amount of HK$233.7 million.

Hunton & Williams (Thailand) Ltd has represented Central Retail Corp (CRC) in a THB320 million acquisition of office supply retail business Makro Office Centre Co Litd (Makro). The deal includes the acquisition of 18 branches — 16 in Bangkok and one each in Pattaya and Phuket. CRC is a family-owned conglomerate holding company involved in retailing, real estate and hospitality. Makro is the market leader in the office supply retail and business services industry, with a sales revenue of approximately US$50 million.

JSM advised Galaxy Entertainment Group on its successful negotiation of a hotel management agreement with Banyan Tree Hotel and Resorts. The proposed resort will be part of the Galaxy Mega Resort Project on Macau’s Cotai Strip. It will be an all suite resort with 240 keys, 8 cabanas and 13 villas together with a Banyan Tree spa.

O’Melveny & Myers LLP represented China International Capital Corp as underwriter’s counsel in a US$242 million secondary offering of China Communications Services Corp Ltd (552.HK) (CCS) and listing of its H shares on the Hong Kong Stock Exchange. The state-owned CCS offered 359,365,600 H shares at HK$5.25 each. The shares sold represent 20 percent of the company’s enlarged H share capital. Part of the H shares were placed to institutional investors such as Blackstone Kailix Advisors LLC, Cisco Systems International B.V. and IBM WTC Asia Investments LLC.

Paul, Hastings, Janofsky & Walker LLP has advised Poly (Hong Kong) Investments Ltd (PIL) on its acquisition of the entire equity interest in Shenzhen Poly Investments Co, Ltd from China Poly Southern Group Ltd, a wholly owned subsidiary of China Poly Group. The transaction is the first share swap deal approved by the Ministry of Commerce since the introduction of China’s new merger and acquisition rules in 2006.

Sidley Austin represented Nine Dragons Paper (Holdings) Ltd in connection with its offering of US$300 million 7.875 percent Senior Notes due in 2013, pursuant to Regulation S and Rule 144A. The transaction marks the first debt capital markets transaction from a new issuer in Asia in 2008.

Sidley Austin acted for Country Garden, a Chinese property developer, in its issue of US$600 million convertible bonds pursuant to Regulation S, with a concurrent synthetic share buy-back through a cash-settled equity swap transaction valued at US$250 million. The bonds are listed on the Singapore Exchange Securities Trading Ltd.

Sidley Austin acted for LDK Solar Co, Ltd, a solar wafer manufacturer in China, in a Rule 144A private placement of US$400 million 4.75 percent convertible senior notes due in 2013. The notes are convertible into LDK Solar American depositary shares, cash or a combination of cash and American depositary shares.

Troutman Sanders has successfully completed the US$120 million refinancing of a 2.1 million square metre facility in Shanghai’s Wai Gao Qiao Bonded Logistics Park Phase II. Troutman Sanders’ client, real estate development group New City Corp, purchased the bonded logistics and warehousing facility for US$200 million. The refinancing included the novation of a mortgage loan and a USD-RMB cross currency interest rate swap agreement.

Watson, Farley & Williams LLP is advising Asian Development Bank in connection with the financing of a US$4.25 billion, 4,000MW, Mundra coal fired ultra mega power project, being developed in India by Tata Power Co. Nine ultra mega power projects of 4,000MW each have been announced by the Government of India. Mundra is the first of the projects to execute loan agreements for financing. Lenders financing Mundra include Asian Development Bank, The Export-Import Bank of Korea, the State Bank of India, BNP Paribas and Korea Export Insurance Corporation.

Deals – 21 August 2008

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Allens Arthur Robinson advised blood products specialist CSL Ltd on it’s acquisition of Talecris Biotherapeutics Holdings, a company incorporated in the US, for $US3.1 billion.

Freshfields has advised China Unicom on its merger with China Netcom, by way of scheme of arrangement, value at approximately US$56.3 billion, and disposal of their CDMA business and network assets to China Telecom and its parent company for a total consideration of US$15.9 billion.

Freshfields has advised the selling shareholders and the target Wing Lung Bank, on the proposed US$4.7 billion takeover by China Merchants Bank.

Freshfields has advised China Communications Services Corporation on its acquisition of of China International Telecommunications Construction Corporation, the Chinese construction company, from China National Postal and Telecommunications Appliances Corporation, the Chinese telecom operator.

Freshfields has advised International Finance Corporation on the sale of a 6.16 per cent equity interest in Asia Commercial Bank for about US$135 million, and convertible bonds in ACB to Standard Chartered Bank (Hong Kong) Ltd.

Freshfields has represented Macquarie and ABN AMRO in their pre-IPO investment in an oil field services business in Daqing, PRC.

Freshfields has represented Morgan Stanley on the share placement of China Mengniu Diary.

Freshfields has advised Citibank Global Markets Asia Ltd as sole bookrunner of a US$380 million equity placement and Citibank Global Markets Limited as sole bookrunner of a US$600 million convertible bond placement in connection with the acquisition by Champion Real Estate Investment Trust’s (Champion REIT) of Langham Place.

Henry Davis York has acted for Norwegian manufacturer Tomra Systems ASA in its agreement to acquire 100 percent of the business and assets in UltraSort Group, comprising UltraSort Pty Ltd and Fynsort Technology Ltd.

Henry Davis York has represented Security and Intelligence Services (India) (SIS) in its acquisition of the Australian Manned Guarding and Mobile Guarding businesses from Chubb Security Australia.

Raslan Loong has represented Al Rajhi Banking & Investment Corporation (Malaysia) Bhd in the the sale and purchase of 36 units of I Berhad’s i-City Cybercentre 1 Office Suites in accordance with Shariah principles of Al Bay and a lease back of of the property under an Ijarah operating lease.

Deals – 28 August 2008

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Azmi & Associates acted as Malaysian counsel for the syndicated loan facility of up to US$585 million, provided by Fortis Bank (Nederland) NV,(who also acted as Co-ordinator and Security Trustee), The Bank of Tokyo-Mitsubishi UFJ , BNP Paribas, ING Bank, Cooperative Centrale Raiffeissen-Boerenleen Bank, Mizuho Corporate Bank, Societe Generale Corporate & Investment Banking, Sumitomo Mitsui Banking Corporation and others.

Baker & McKenzie has advised China South Locomotive & Rolling Stock Corp Ltd as Hong Kong and US law counsel on its HK$4.16 billion (US$533 million) global share offering. The A share portion of the offering raised RMB6.54 billion, and the deal represents the third largest Hong Kong IPO of the year.

Baker & McKenzie has advised ASX listed earth moving equipment provider Emeco Holdings Ltd on a successful $630 million refinancing package. The three-year senior debt package comprises a $595 million revolving senior debt facility and $35 million working capital facility.

Clayton Utz has advised Australian Worldwide Exploration on its successful merger with ARC Energy and the demerger of Buru Energy Ltd. The $2.5 billion merger was implemented by scheme of arrangement, with ARC Energy’s Western Australian Canning Basin assets spun-off into a new company called Buru Energy.

Clayton Utz has advised a joint venture comprising Canadian uranium producer Cameco Corporation and Mitsubishi Development Pty Ltd on their $US495 million acquisition of the Kintyre uranium project in Western Australia.

Drew & Napier LLC has acted for Albedo Ltd in its S$400 million takeover of the entire issued and paid-up share capital of HealthTrends Medical Investments Pte Ltd. The entire purchase consideration is at a price of $0.25 per share, payable in two tranches. The first tranche of the purchase consideration amounting up to S$280 million will be payable on completion.

Hadiputranto, Hadinoto & Partners represented PT United Tractors Tbk in its Rp3.56 trillion (US$390 million approx) Rights Issue III, listed on the Indonesia Stock Exchange. United Tractors is an Indonesian mining contractor and the country’s largest heavy equipment distributor, and is majority-owned by PT Astra International Tbk.

Herbert Smith has advised China International Capital Corp and Macquarie Bank as joint bookrunners on the HK$4.16 billion (US$533 million) Hong Kong IPO and Rule 144A / Regulation S global offering of China South Locomotive & Rolling Stock Corporation Ltd, the largest rolling stock maker in the PRC.

JSM advised SOL on Winnington Capital Ltd ‘s acquisition of a part of SOL’s Chongqing Tiandi Project, being the super high rise portion. The transaction involves a sale by SOL of a 25 percent stake in only the super high rise portion for a consideration of RMB1,021 million. An option has also been granted to Winnington to acquire a further 25 percent.

Mallesons Stephen Jaques acted for Rakon Ltd of New Zealand on its acquisition of a 40 percent stake in the Chinese-based Timemaker Crystal Technology Ltd group of companies and establishment of a new joint venture company in which Rakon Limited holds a 70 percent stake.

Rajah & Tann LLP acted as counsel to Yongmao Holdings Limited in the acquisition of 66 percent equity interests in Beijing Yongmao Jiangong Machinery Manufacturing Co Ltd by Fushun Yongmao Construction Machinery Co Ltd for a consideration of up to RMB60 million (or approximately S$12.4 million).

Deals – 4 September 2008

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Allen & Gledhill LLP acted for Singapore Telecommunications Ltd in the acquisition of Singapore Computer Systems Ltd for approximately S$240 million. Computer Systems Holdings Pte Ltd, an indirect wholly-owned subsidiary of SingTel, has acquired 93,144,501 ordinary shares in the capital of SCS. of all the shares from Green Dot Capital Pte Ltd. The partners involved were Lee Kim Shin and Song Su-Min.

Clifford Chance has advised Star Cruises Ltd on the acquisition, through its wholly-owned subsidiaries, of an aggregate 50 percent (direct and indirect) interests in the share capital of Travellers International Hotel Group Inc for a total consideration of US$335 million. Hong Kong corporate partners Cherry Chan, Sue Ann Lee, Darren Savage and Lina Lee led the transaction.

Clifford Chance advised French energy company EDF on its joint venture agreement with China Guangdong Nuclear Power Co to construct, operate and maintain two third-generation reactors in the city of Taishan. Hong Kong partners Geraint Hughes, head of energy and infrastructure, Peiji Gao, Carmen Kan and Huw Jenkins were lead counsel in the deal, along with Beijing partner Bruce Schulberg.

Chang, Pistilli & Simmons has acted for Manchester Unity on its proposed sale to HCF for over A$250 million. The merger of Manchester Unity and HCF will produce a player in the health insurance market with around 10 to 12 percent of that market.

Drew & Napier LLC acted as counsel to Qualitas Medical Group Ltd on its IPO on the Catalist board of Singapore Exchange Securities Trading Ltd. The IPO comprised 1.1 million public offer shares and 20.9 million placement shares.

Indochine Counsel acted as the Vietnam counsel for Truong Hai Auto Corp in its sales of 20 percent stake (for a consideration of approx US$77 million) to Jardine Cycle & Carriage. Dang The Duc, managing partner, led the transaction.

Jones Day has advised Latitude Holdings Ltd on the sale of Latitude Capital Group to the NASDAQ-listed investment bank Cowen Group Inc for approximately US$4.8million.

JSM advised Dah Chong Hong Holdings Ltd on the acquisition of the entire issued capital of Silver Precious International Ltd and the related debt for a total consideration of approximately HK$142 million. Derek Tsang was lead partner in the transaction.

KhattarWong acted for Artivision Technologies Ltd in its IPO on the main board of the Singapore Exchange Securities Trading Ltd. Partner Lawrence Wong advised Artivision in this transaction.

KhattarWong acted for Qian Feng Fabric Tech Ltd in its IPO on the main board of the Singapore Exchange Securities Trading Ltd. Partners Ch’ng Li-Ling and Lin Song advised the Qian Feng in the IPO.

KhattarWong acted for the United Overseas Bank Ltd as Sponsor, Underwriter and Placement Agent, for the IPO of Qualitas Medical Group Ltd. Partner Nicole Tan Siew Ping advised UOB in this transaction.

Latham & Watkins advised the mandated lead arrangers in the US$300 million five-year term loan and revolving credit facility made available to PT Saptaindra Sejati. The arrangers included the Australia and New Zealand Banking Group Ltd, Calyon, Standard Chartered Bank, DBS Bank Ltd, Sumitomo Mitsui Banking Corporation, United Overseas Bank Ltd, Bank of Tokyo-Mitsubishi UFJ Ltd, Oversea-Chinese Banking Corporation Ltd, PT Bank Ekspor Indonesia and PT Bank Mandiri Tbk. The team was led by Singapore finance partner Clarinda Tjia-Dharmadi.

Mallesons Stephen Jaques acted for China Eximbank in connection with the financing of China’s Sinosteel Corporation’s US$1.3 billion successful bid for Australian iron ore miner Midwest Corporation.

Paul, Hastings, Janofsky & Walker LLP represented Sciele Pharma Inc in its agreement to be acquired by Japanese pharmaceutical manufacturer Shionogi & Co Ltd. Under the terms of the merger agreement, Shionogi will acquire all the outstanding shares of Sciele’s common stock for a total equity purchase price of approximately $1.1 billion and total purchase price of approximately $1.4 billion. Atlanta partner Tinley Anderson led the team.

Partner Chris Lowe from the Singapore office of Watson, Farley & Williams LLP, has advised Brunei Gas Carriers Snd Bhd in relation to the raising of US$505 million to fund its newbuilding programme. The arrangement represents a long-term Islamic financing facility with Fortis Bank SA/NV Singapore Branch, Standard Chartered Bank and Brunei Investment & Commercial Bank.