Home Blog Page 7

Latest Deals from Law Firms and Legal Services Providers: 4th January 2023

0

AZB & Partners is advising Metro as co-counsel on the Rs29 billion (US$350m) acquisition of Metro Cash & Carry India by Reliance Retail Ventures, a subsidiary of Reliance Industries. Partners Zia Mody, Aditya Vikram Bhat and Bhuvana Veeraragavan are leading the firm’s team in the transaction, which was signed on December 22, 2022 and is yet to be completed.

AZB & Partners is also advising Olive Vine Investment, an affiliate of Warburg Pincus, and Avanse Financial Services on the Rs8 billion (US$96.5m) acquisition by Kedaara Capital Growth Fund III of equity stake in Avanse Financial Services. Partner Vaidhyanadhan Iyer is leading the firm’s team in the transaction, which was signed on December 28, 2022 and is yet to be completed.

Clifford Chance has advised chemical enterprise Jiangsu Eastern Shenghong on its global depository receipts offering and listing in Switzerland, via the China-Europe Stock Connect scheme. The GDR offering is expected to raise gross proceeds of approximately US$718 million. Partners Fang Liu and Jean Thio, supported by London partner Christopher Roe on the depositary agreements and related GDR arrangement, led the firm’s cross-border team in the transaction.

Cyril Amarchand Mangaldas has advised Jefferies India, as the broker, on the block sale of equity shares of Ajanta Pharma by Ravi Agrawal Trust and Aayush Agrawal Trust. The transaction involved the sale, via the Indian stock exchanges, of approximately 5.8 million equity shares of Ajanta Pharma, comprising of 1.8 million equity shares held by Ravi Agrawal Trust and approximately four million equity shares held by Aayush Agrawal Trust, for Rs6.5 billion (US$78.4m). Markets-South regional co-head partner Vijay Parthasarathi led the firm’s team in the transaction, which was signed on November 25, 2022 and closed on December 23, 2022. Ashurst acted as international counsel for Jefferies India.

Cyril Amarchand Mangaldas has also advised the promoters of Suven Pharmaceuticals on the acquisition of Suven Pharmaceuticals by global private equity firm Advent for approximately Rs95 billion (US$1.15b), through a share purchase agreement for approximately 51 percent followed by an open offer for 26 percent. As part of the transaction, Advent has agreed to buy out a majority in Suven Pharmaceuticals from its promoters. Advent will also make an open offer to acquire 26 percent shares from public shareholders. General corporate and competition partner Shishir Vayttaden, supported by partners Bhargav Joshi (due diligence), Namrata Kolar (real estate co-head), Biplab Lenin (pharma and life sciences), Avaantika Kakkar (competition law head), led the firm’s team in the transaction, which was signed on December 26, 2022.

IndusLaw has advised fast fashion start-up Ameyam Enterprise (Virgio) on its more than US$37 million Series A round of investment co-led by Prosus Ventures, Alpha Wave Global and Accel. Partner Anindya Ghosh led the firm’s team in the transaction.

AlphaWave was advised by Shardul Amarchand Mangaldas, while Prosus was advised by Gunderson Dettmer Stough Villeneuve Franklin & Hachigian as Singapore counsel and by Nishith Desai Associates as India counsel.

Paul Hastings has advised Morgan Stanley Asia and Huatai Financial Holdings (Hong Kong), as the joint sponsors, on the spin-off and separate listing of Super Hi International Holding in Hong Kong. The listing of Super Hi was completed via introduction, following the spin-off from Haidilao International Holding. Super Hi is a self-operated restaurant brand, primarily serving Haidilao hot pot in the international market. Super Hi is the largest Chinese cuisine restaurant brand originating from China in the international market, in terms of 2021 revenue, and the largest Chinese cuisine restaurant brand in the international market, in terms of number of countries covered by self-operated restaurants, as of December 31, 2021. Founding partner and Greater China chair Raymond Li and corporate partners Chaobo Fan and Vincent Wang led the firm’s team in the transaction.

Paul Hastings has also advised Sino-Ocean Group Holding on the sale of its interest in Sino-Ocean Taikoo Li Chengdu to Swire Properties for US$800 million. Sino-Ocean Taikoo Li Chengdu is a retail-led, mixed-use development consisting of an open-plan, lane-driven mall and a boutique hotel with serviced apartments in southwestern China jointly launched by Sino-Ocean Group and Swire Properties in 2015. Partner Vivian Lam, supported by partner Peter Cheng on Hong Kong regulatory compliance issues, led the firm’s team in the transaction, which will be completed over three phases, with the final phase closing by April 2023.

Trilegal has advised Axis Capital and JM Financial, as the book-running lead managers, on the IPO of equity shares by Elin Electronics, a leading manufacturer of end-to-end product solutions for major brands of lighting, fans and small kitchen appliances in India, and one of the largest fractional horsepower motors manufacturers in India. The offer included a fresh issue of equity shares worth Rs1.75 billion (US$21m) and an offer for sale of Rs3 billion (US$36.2m) by the selling shareholders. The IPO was oversubscribed 3.09 times. Partner Bhakta Patnaik led the firm’s team in the transaction.

TT&A has acted as Indian counsel to Asian Development Bank (ADB) on its US$100 million loan extended to Shriram Finance (formerly known as Shriram Transport Finance), via an external commercial borrowing for funding Shriram’s operations to finance purchase of lower emission commercial vehicles by micro, small and medium-sized enterprises in the transport and logistic sector. Partners Pooja Menon led the firm’s team in the transaction.

TT&A has also advised Asian Development Bank on its divestment of its minority stake in Akay Natural Ingredients, via sale to Spicerich Seasonings. This was followed by Oterra Singapore, a group company of the EQT Partners group, acquiring Akay by first acquiring Spicerich Seasonings, a subsidiary of Akay. Senior partner Gautam Saha and partner Nikhil Bahl led the firm’s team in the transaction.

 

Latest Deals from Law Firms and Legal Services Providers: 28th December 2022

0

Allen & Gledhill has acted as transaction counsel to DBS Bank, Oversea-Chinese Banking Corporation and The Bank of New York Mellon Hong Kong Branch on the establishment of a US$5 billion multicurrency loan programme, and the inaugural series of US$950 million dual currency term and revolving credit facilities under the Programme by Mapletree China Logistics Investment Trust, a fund sponsored by Mapletree Investments. The facilities are to finance, among other purposes, the fund’s acquisition and development of logistics real properties in China. Partner Lim Wei Ting led the firm’s team in the transaction.

AZB & Partners has advised Larsen & Toubro (L&T) on its sale of 51 percent equity stake held in L&T Infrastructure Development Projects to Epic Concesiones, a portfolio company of Infrastructure Yield Plus II, an infrastructure fund managed by Edelweiss Alternatives. Partners Gautam Ganjawala and Qais Jamal led the firm’s team in the transaction, which was valued at approximately Rs27 billion (US$326m) and was completed on December 15, 2022.

AZB & Partners has also advised Yes Bank on the acquisition of up to 20 percent equity stake in Yes Bank by CA Basque Investments, a fund of Carlyle Group, and Verventa Holdings, an affiliate of Advent. Partners Zia Mody, Vaidhyanadhan Iyer and Gautam Ganjawala led the firm’s team in the transaction, which was valued at approximately Rs89 billion (US$1.1b) completed on December 13, 2022.

Baker McKenzie has assisted BIM Group and ACEN Corporation on successfully securing a US$107 million financing package from Asian Development Bank (ADB) for BIM Wind Power to support the operation of an 88-megawatt wind farm in Ninh Thuan Province, Vietnam. In addition, BIM Wind has also been granted US$5 million from the Goldman Sachs and Bloomberg Philanthropies-backed Climate Innovation and Development Fund, which will be used for initiatives related to environmental and social safeguards. The power plant is expected to help Vietnam reach its clean energy and climate action targets by offsetting about 215,000 tons of carbon dioxide annually. BIM Wind is jointly owned by ACEN Corporation, through its subsidiary ACEN Vietnam Investments, and the BIM Group, through its subsidiary BIM Energy Holding Corporation. BIM Group is one of the largest private conglomerates in Vietnam, with interests in real estate, hospitality, agriculture, aquaculture, renewable energy and consumer services. ACEN is a subsidiary of Ayala Corporation, one of the largest and most diversified conglomerates in the Philippines. Partner Oanh Nguyen and Singapore member firm Baker McKenzie Wong Leow principal Andrew Zaw led the firm’s team in the transaction.

Baker McKenzie has also acted as US and Hong Kong counsel for the underwriters, comprising of China International Capital Corporation Hong Kong Securities, CCB International Capital, BNP Paribas Securities (Asia), CLSA, China Merchants Securities (HK), ZMF Asset Management, Futu Securities International (Hong Kong) and Yue Xiu Securities on the global offering and Hong Kong listing of OrbusNeich Medical Group Holdings, a major global medical device manufacturer specializing in interventional instruments for percutaneous coronary intervention (PCI) and percutaneous transluminal angioplasty (PTA) procedures, with its products sold to over 70 countries and regions worldwide. The net proceeds raised from the global offering, which reached approximately HK$366.8 million (US$47m), will be used for the development and commercialization of its pipeline products, expansion of the company’s production capacities, strategic acquisitions, working capital and other general corporate purposes. OrbusNeich Medical is one of the first movers as an issuer headquartered in the Hong Kong Science Park that has successfully pursued listing in Hong Kong, and such listing will likely encourage and prompt more listings of biopharma and medical devices issuers that are operating or conducting their research from the Hong Kong Science Park or in Hong Kong. Hong Kong partners Christina Lee (co-head of the capital markets practice in Hong Kong and Mainland China) and Ivy Wong led the firm’s team in the transaction.

Clifford Chance has advised the joint sponsors Morgan Stanley and Haitong International on the IPO and listing in Hong Kong of Sipai Health Technology (also known as Medbanks). Sipai Health currently runs three highly synergistic business lines, namely specialty pharmacy business, physician research assistance and health insurance services, building an integrated health management network that connects the stakeholders and aspires to lead to digital transformation of the healthcare industry in China. Partners Fang Liu and Christine Xu led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Amagi Media Labs and its promoters on the investment by General Atlantic in the Series F fundraising of Amagi Media. The transaction, which was valued at approximately US$100 million, involved primary share subscription and secondary purchases. General corporate practice partner Trayosha Darapuneni led the firm’s team in the transaction, which was signed on October 19, 2022 and closed on November 10, 2022. Bharucha & Partners acted for General Atlantic.

Cyril Amarchand Mangaldas has also advised V-Guard Industries on its proposed acquisition of 100 percent stake in Sunflame Enterprises for an aggregate value of Rs6.6 billion (US$79.7m), on a cash-free debt-free basis, subject to closing adjustments. V-Guard is a consumer electrical and electronics major in India, while Sunflame is a significant player in the domestic kitchen appliances segment. M&A head partner Akila Agrawal, supported by partners Pallavi Rao (intellectual property), Richa Mohanty Rao (employment law) and Vijay Pratap Singh Chauhan (competition law) led the firm’s team in the transaction, which was signed on December 9, 2022, while the closing is subject to completion of customary conditions precedent. 

IndusLaw has advised PhonePeSingapore and PhonePe India on the completion of the full ownership separation of PhonePe from Flipkart1. As part of this transaction, existing Flipkart Singapore and PhonePe Singapore shareholders, led by Walmart, have purchased shares directly in PhonePe India. The transaction completes the move to make PhonePe a fully India-domiciled company, a process that had started earlier this year. The PhonePe group was acquired by the Flipkart group in 2016, and today is India’s largest digital payments platform. The company has over 400 million registered users, and has successfully digitized more than 35 million offline merchants across the country. The transaction involved a series of transfers from PhonePe Singapore to its shareholders and certain shareholders of Flipkart of shares in PhonePe India. Partners Saurav Kumar and Rohit Ambast, supported by competition partners Unnati Agrawal and Avimukt Dar, led the firm’s team in the transaction. Hogan Lovells represented PhonePe Singapore and Walmart, while Cooley represented the founder.

Skadden has advised Kanzhun on the dual primary listing of its Class A ordinary shares, via introduction in Hong Kong. The largest online recruitment platform in China, Kanzhun operates the BOSS Zhipin mobile app. Kanzhun’s American depositary shares, each representing two shares of the company, remain listed and traded on the Nasdaq. The shares listed in Hong Kong are fully fungible with the ADSs listed on the Nasdaq. Trading in Hong Kong commenced on December 22, 2022. Partners Shu Du and Paloma Wang led the firm’s team in the transaction.

Trilegal has advised Infrastructure Yield Plus II, a fund managed by Edelweiss Alternatives, on the acquisition of 100 percent equity stake in L&T Infrastructure Development Projects (IDP) from Larson & Toubro and CPPIB Investments. The total transaction value is approximately Rs27.2 billion (US$328.2m), before closing adjustments and other terms of the transaction. The IDP portfolio comprises eight roads and one power transmission asset in India spanning 4,900 lane kms and 960 circuit kms, respectively. Partners Neeraj Menon (projects) and Kunal Chandra (corporate), supported by partners Nisha KaurUberoi (national competition practice head), Nayantara Nag (projects), Ameya Khandge (banking and finance), Atul Gupta (labour and employment), Shruti Rajan (financial regulatory), Bhakta Patnaik (capital markets) and Rudresh Singh (competition), led the firm’s team in the transaction. AZB & Partners acted for L&T and IDP, while Cyril Amarchand Mangaldas acted for CPPIB Investments.

Trilegal has also advised the merchant bankers Kotak Mahindra Capital, CLSA India and IIFL Securities on the IPO by Sula Vineyards of equity shares, which comprised an offer for sale aggregating to Rs9.6 billion by the promoter, investors and other shareholders. This was the first public offering by a pure-play wine business in India. The IPO served as a platform for partial exits by its existing investors, and added another scrip to the alco-bev sector on Indian bourses for public investment. Sula is India’s largest wine producer and seller, and has been a consistent market leader in the Indian wine industry, in terms of sales volume and total revenue. With wineries situated in Maharashtra and Karnataka, Sula produces 56 different labels of wine. It also imports and distributes 21 international labels, comprising vodka, wine and brandy, including Beluga and Le Grand Noir. Sula is one of the first companies to file an offer document post notification of the detailed valuation disclosure norms by SEBI. The transaction also involved advisory on matters pertaining to exchange control, marketing restrictions, and corporate governance. It was also one of the first deals to have successfully obtained an exemption from SEBI from disclosure of certain promoter group members, post the notification of a stringent framework by SEBI in this regard. Partner Richa Choudhary led the firm’s team in the transaction.

TT&A has acted as Indian counsel to United States International Development Finance Corporation (DFC) on the un-funded guaranty provided by DFC to the Hongkong and Shanghai Banking Corporation (HSBC) for up to US$10 million under the structured obligations framework, in relation to the loans to be provided by HSBC to Punjab Renewable Energy Systems and PRES Oorja. PartnersGautam Saha, Pallavi Meena and Pragya Sood led the firm’s team in the transaction.

TT&A has also advised Citibank NA as an investor on the issuance of rated, listed, unsecured, redeemable non-convertible debentures of Rs8 billion (US$96.6m) by Vedanta, a company listed on the Indian stock exchanges and a subsidiary of Vedanta Resources. The proceeds of this issuance will be utilised by Vedanta for capital expenditure, refinance and general corporate purposes. Partner Rahul Gulati led the firm’s team in the transaction.

WongPartnership is acting for a global investment firm on the plans for a new partnership to decarbonise rice cultivation. The firm intends to build an agritech start-up to identify strategies to reduce greenhouse gas emissions in rice cultivation, which includes economic incentives to drive the adoption of sustainable cultivation techniques. Partner Mark Choy is leading the firm’s team in the transaction.

WongPartnership is also acting for ESR-Logos Funds Management(S), as manager of ESR-Logos REIT, on ESR-Logos REIT’s divestment of an aerospace training facility for approximately S$7.1 million (US$5.3m). The divestment is expected to be completed in the second quarter of 2023, subject to the approval of JTC Corporation. Partner Serene Soh is leading the firm’s team in the transaction.

 

Latest Deals from Law Firms and Legal Services Providers: 21th December 2022

0

AZB & Partners has advised Internet Fund II, a fund managed by Tiger Global Management, on its Rs2.28 billion (US$27.6m) acquisition, along with other investors, of equity stake via Series C funding round in Solvy Tech Solutions, a provider of insurance solutions through its insurance infrastructure API, doing business as “Zopper”. Partners Ashwath Rau, Srinath Dasari, Nanditha Gopal and Aditya Singh Chandel led the firm’s team in the transaction, which was completed on November 4, 2022.

AZB & Partners has also advised HDFC Capital Advisors and one of the funds it manages, HDFC Capital Affordable Real Estate Fund-3, on the Rs16 billion (US$193m) acquisition by HDFC Capital Affordable Real Estate Fund-3 of securities in Shapoorji Pallonji Group, consisting of Delphi Properties, Gossip Properties, Palchin Real Estate, Floreat Investments, Shapoorji Pallonji Real Estate and Manjri Developers. Partners Anand Shah, Ishan Handa and Shivanand Nayak led the firm’s team in the transaction, which was completed on October 29, 2022.

Baker McKenzie has advised UBS on a transnational digital securities issuance using the distributed ledger technology (DLT). The US$50 million fixed rate digital securities were placed in Singapore and Hong Kong, and issued and settled on December 15, 2022. The transaction is an issue of uncertificated securities on chain, which are constituted under English and Swiss law, and tokenized on a permissioned Ethereum-based blockchain. The digital securities are tokens, with each token representing one digital security in the form of a ledger-based security. The digital securities are intended to be immobilized, with UBS Switzerland as custodian, and issued to investors in the form of intermediated securities. The transaction represents one of the first transnational issuances of DLT-based securities by a financial institution, and is part of the ongoing digital transformation of the capital markets landscape. London partners Haden Henderson and Sarah Smith and Singapore member firm Baker McKenzie Wong & Leow principal Stephanie Magnus, supported by Hong Kong partner Karen Man, led the firm’s team in the transaction.

Baker & McKenzie (Gaikokuho Joint Enterprise) has advised House Foods Holding USA on its acquisition of Keystone Natural Holdings, a US manufacturer of tofu and other plant-based products. The acquisition was completed at the end of September, and Keystone became a specified subsidiary of the House Foods Group. One of Japan’s leading food manufacturers, the House Foods Group has been operating a tofu business in the US since 1983. In recent years, demand for tofu and other tofu products has been increasing due to increased health consciousness and a focus on foods with low environmental impact. Headquartered in Pennsylvania, Keystone is a manufacturer and marketer of plant-based products, such as tofu and meat substitutes, in the US and Canada. House Foods currently operates two plants in the US, and plans to build a third in Kentucky, which will be operational by 2025, bringing the total number of production facilities in the US and Canada to eight when Keystone’s five facilities are included. Tokyo co-managing corporate M&A partner Akifusa Takada led the firm’s team in the transaction. 

Clifford Chance has advised Australian private equity fund manager Five V Capital on its investment and partnership with BioPak, the global leader in sustainable and compostable food-service packaging. Five V’s investment will support the business during its next phase of organic and acquisitive growth. Founded in 2006, BioPak is a certified B Corp producing and distributing environmentally sustainable food-service packaging across Australia, New Zealand, Singapore and the UK. All BioPak products are carbon neutral and compostable, and are made from rapidly renewable plant-based raw materials in manufacturing facilities certified to local and international environmental standards. Sydney partner Jacob Kahwaji, supported by partner Elizabeth Hundt Russell, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Morgan Stanley India Capital, as the broker to Alibaba Group entity Alipay Singapore Holdings, on the sale of approximately 263 million equity shares of Zomato by Alipay Singapore on the BSE and the NSE. This transaction comprised a sale of about three percent stake in Zomato. Regional head markets practice (north) partner Gokul Rajan led the firm’s team in the transaction, which was completed on December 2, 2022. Latham and Watkins acted as international counsel for Morgan Stanley.

Cyril Amarchand Mangaldas has also advised a consortium of lenders led by Bank of Baroda on the Rs39.4 billion (US$476m) facility extended to JSW Renewable Energy (Vijayanagar) for setting up an 825 MW AC hybrid power project (225 MW Ac solar project and 600 MW wind project) at Ballari and Koppal districts in the State of Karnataka to meet the captive power requirement of JSW Steel. This credit facility is secured by, inter alia, creating a first ranking pari passu charge / mortgage on all movable, intangible assets and immovable assets, excluding forest land, in relation to the project, pledge over certain percentage of equity shares, and the other securities issued by JSW Renewable to JSW Future Energy, the promoter of JSW Renewable. Partner Ramanuj Kumar led the firm’s team in the transaction, which was completed on August 16, 2022.

Herbert Smith Freehills has advised e& enterprise, part of e& (formerly known as Etisalat Group, a UAE-based global technology and investment group), on its joint venture with Bespin Global, a leading global public cloud managed services provider. The joint venture, which responds to huge regional demand for cloud-based services, will create a major player in this field in the Middle East, Turkey, Africa and Pakistan. By combining e& enterprise’s strong local market presence and Bespin Global’s best-in-class skills in cloud operations, the JV will allow to extend products and services to governments and large enterprises to meet their needs to accelerate digital transformation in the region. To operate as Bespin Global MEA, the JV will be 65 percent owned by e& enterprise and 35 percent owned by Bespin Global. The total investment and future commitments are expected to be over US$100 million. Both e& enterprise and Bespin Global will contribute their existing public cloud businesses from the region to the JV. At the same time, e& will access the South Korean market, and potentially unlock further collaboration with existing shareholders of Bespin Global by making a primary investment of US$60 million in Bespin Global, with the option to invest another US$60 million in Bespin Global within 18 months from completion of the transaction. Partners Chris Walters and Aaron White led the firm’s team in the transaction.

Khaitan & Co has advised Poonawalla Fincorp (formerly Magma Fincorp) on entering into definitive agreements for the sale of its housing finance subsidiary, Poonawalla Housing Finance, to global private equity fund TPG at a pre-money equity valuation of Rs39 billion (US$472m), subject to regulatory approvals, including approvals of the Reserve Bank of India and the National Housing Bank. BSE and NSE-listed Poonawalla Fincorp is a Cyrus Poonawalla group promoted non-deposit taking systemically important non-banking finance company, registered with the RBI, with a majority stake owned by Rising Sun Holdings, a company owned and controlled by Mr Adar Poonawalla. TPG will also infuse additional equity capital of up to Rs10 billion (US$121m) into Poonawalla Housing Finance in the near term to support expansion. Partners Haigreve Khaitan, Ashraya Rao, Anshuman Mozumdar and Saswat Subasit, supported by partners Purti Minawala, Arindam Ghosh, Abhishek Dadoo and Anshul Prakash, led the firm’s team in the transaction, which was executed on December 14, 2022.

Khaitan & Co has also advised upGrad Education on its acquisition of a minority stake in Global Study Partners Holdings Australia, through a share swap along with an advancement of loan to Global Study Partners Holdings Australia. Partners Monika Srivastava and Sanchit Agarwal, supported by partner Pranjal Prateek, led the firm’s team in the transaction, which was completed on November 3, 2022. Gilbert + Tobin, led by partner John Williamson-Noble, and Bird & Bird, led by Australia managing partner Shane Barber, also advised on the deal.

Paul Hastings has advised Morgan Stanley Asia, China International Capital Corporation Hong Kong Securities and UBS Securities Hong Kong, as joint sponsors, on the US$130.3 million global offering of Weilong Delicious Global Holdings and its listing in Hong Kong. UBS Hong Kong Branch, Morgan Stanley Asia and China International Capital Corporation Hong Kong Securities acted as the joint global coordinators, joint book-runners and joint lead managers; BNP Paribas Securities (Asia) and Futu Securities International (Hong Kong) acted as the joint book-runners and joint lead managers; CCB International Capital acted as the one of the joint lead managers; and Silverbricks Securities and I Win Securities acted as the co-managers. Backed by major investors, including Tencent, Sequoia Capital China, CPE and Hillhouse, Weilong is a Chinese spicy snack food maker with a 2021 market share of 6.2 percent and top ranking among all spicy snack food enterprises in China. Greater China chair global partner Raymond Li and corporate partners Chaobo Fan and Vincent Wang led the firm’s team in the transaction.

TT&A has advised Asian Development Bank on its partnership with IndusInd Bank to establish a US$70 million partial guarantee program to support micro small and medium-sized enterprises in India that aim to participate in trade through environmental and socially sustainable supply chains. Partners Gautam Saha and Pallavi Meena led the firm’s team in the transaction.

TT&A has also advised the United States International Development Finance Corporation on its up to US$20 million loan facility via an external commercial borrowing to Orb Energy to finance the manufacturing (assembly from component parts) of solar photovoltaic panels, and installation of such panels into rooftop-mounted solar photovoltaic systems and solar photovoltaic subarrays in Karnataka. Senior partner Gautam Saha and partner Ambarish Mohanty led the firm’s team in the transaction.

WongPartnership is acting as defence counsel for the China Railway Tunnel Group (Singapore Branch) on charges relating to the Prevention of Corruption Act, pertaining to the alleged bribery of a high-ranking LTA official. Partner Paul Loy is leading the firm’s team in the matter.

WongPartnership is also acting for the Interim Judicial Managers of Hodlnaut, a Singapore-based crypto lender, on the restructuring of its business and its US$300 million debt. Partners Stephanie YeoDaniel Liu and Deya Dubey are leading the firm’s team in the matter. 

Latest Deals from Law Firms and Legal Services Providers: 14th December 2022

0

Allen & Gledhill has acted as transaction counsel to DBS Bank, Oversea-Chinese Banking Corporation, United Overseas Bank, Malayan Banking Singapore Branch, Shanghai Pudong Development Bank Singapore Branch, Hong Leong Finance and China CITIC Bank International Singapore Branch, as the discharging lenders, as well as Bangkok Bank Singapore Branch and China CITIC Bank International, which, together with the discharging lenders, are the incoming lenders, on the S$3 billion (US$2.2b) secured loan facilities obtained by Perennial Shenton Property. The facilities are for, inter alia, refinancing existing loan facilities and financing the redevelopment of 8 Shenton Way. Refinancing of the existing loan facilities involved the discharge of security relating to existing loan facilities between, inter alia, Perennial and the discharging lenders. Partners Daselin Ang, Jafe Ng, Ong Kangxin and Lyn Wee led the firm’s team in the transaction, which is the largest real estate green loan facility in Asia.

Allen & Gledhill has also advised Public Utilities Board on the issue of S$300 million (US$222.4m) 3.66 percent notes due 2025, under its S$10 billion (US$7.4b) multicurrency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra are leading the firm’s team in the transaction.

Ashurst has advised the senior finance parties, comprising eleven local and international commercial banks, on the handover of the approximately US$1.33 billion Singapore Sports Hub facility to the Government of Singapore, the termination of the partnership agreement between the Government and the private consortium that was running the facility, and the early payment of the senior debt. The Singapore Sports Hub is a sports and recreation district in Kallang, Singapore, which was opened to the public in 2014. The hub is anchored by a 55,0000 capacity National Stadium, as well as an aquatics facility, indoor sports hall, water sports center, public sports facility and retail facilities. Singapore’s national sports agency Sport Singapore (SportSG) announced in June 2022 that it would be taking over the management and operations of the Singapore Sports Hub, ending its 25-year public-private partnership with a consortium of private partners ahead of schedule, in order to gain greater control and flexibility over the sports facilities and make it more accessible to the public. The management of the hub will be handled by a new entity, Kallang Alive Sport Management, a wholly-owned subsidiary of Kallang Alive Holding, incorporated by SportSG. The firm also advised the senior finance parties on the debt financing for the Singapore Sports Hub PPP in 2013 and on the refinancing in 2015. Partner Alfred Ng led the firm’s team in the transaction.

AZB & Partners is advising LT Foods on the Rs1.75 billion (US$21.2m) acquisition by LT Foods Americas of a 29.52 percent stake of Daawat Foods from United Farmers Investment, a subsidiary of SALIC. Partners Daksh Trivedi and Ankit Tandon are leading the firm’s team in the transaction, which is yet to be completed.

AZB & Partners has also advised IHC Capital Holding on the approximately Rs38 billion (US$460m) acquisition by Green Transmission Investment Holding (GTIH), a company where IHC Capital Holding is the current principal shareholder, of a 1.26 percent stake in Adani Green Energy, the approximately Rs77 billion (US$933m) acquisition by GTIH of a 3.53 percent stake in Adani Enterprises, and the approximately Rs38.49 billion (US$466m) acquisition by GTIH of a 1.26 percent stake in Adani Transmission. Partner Srinath Dasari led the firm’s team in the three transactions, which were completed on May 12, 2022.

Clifford Chance has advised leading global private markets firm Partners Group on its sale of CWP Renewables, a vertically integrated renewable energy platform in Australia, to Squadron Wind Energy Assets. CWP Renewables is a major Australian renewable energy developer, with a platform spanning onshore wind and battery farms. It currently operates over 1.1 GW of wind assets. CWP’s portfolio also includes a construction-ready 414 MW wind farm and a 30 MW battery project. The platform has a project pipeline, including 5 GW of near-medium term projects and an additional 15 GW at an early stage of development. The firm previously advised Partners Group on the formation of the renewable energy platform, including the acquisition of CWP Renewables and on the acquisition of multiple assets within the portfolio, including Murra Warra I & II and Bango Wind Farm. Partners Andrew Crook and Nadia Kalic led the firm’s team in the transaction, which represents Australia’s largest renewable energy deal. The transaction also involved an innovative portfolio-level debt financing, on which the firm also advised. Partner Chad Bochan and Australia managing partner Richard Gordon led the infrastructure debt financing aspects of the transaction.

Clifford Chance has also advised Beijing-based Sunshine Insurance Group on its IPO and listing in Hong Kong. The total funding raised is approximately HK$6.7 billion (US$861m). China co-managing partner Tim Wang and partners Fang Liu and Tianning Xiang led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Adani Ports and Special Economic Zone (Adani Ports) on its acquisition 49.38 percent shareholding in Indian Oiltanking (IOT) from Oiltanking India, as well as 10 percent shareholding in IOT Utkal Energy Services from Oiltanking. IOT is one of India’s largest developer and operator of liquid storage facilities. Post this transaction, Adani Ports would become India’s largest third-party liquid tank storage player. Partners Paridhi Adani and Mudit Shah led the firm’s team in the transaction, which was valued at approximately Rs10.5 billion (US$127m) and was signed on November 9, 2022.

Cyril Amarchand Mangaldas has also advised the arrangers and dealers, namely BNP Paribas, DBS Bank, MUFG Securities Asia, State Bank of India (London Branch) and Standard Chartered Bank, to the existing US$7 billion global Medium Term Note programme of REC on the annual update to the MTN Programme. The net proceeds from each issue of the notes under the MTN Programme are to be used by REC to finance the power infrastructure projects in India, or to refinance existing borrowings extended to such projects, in accordance with the approvals granted by the RBI from time to time, and in accordance with the ECB Guidelines. REC’s MTN Programme is listed in Singapore, London, and in India’s International Exchange and the NSE IFSC, via offering circular dated September 8, 2022. The update of the MTN Programme was completed on September 9, 2022. Markets practice (north) regional head partner Gokul Rajan led the firm’s team in the transaction, while Linklaters Singapore acted as international counsel. Allen & Overy (Asia) acted as international counsel for REC.

Gide has advised Multicultural IngenuityTM digital expert Datawords on its acquisition of award-winning integrated communication Chinese company Switching-Time. The acquisition, which was supported by Keensight Capital, Datawords’ majority shareholder, aims to empower international brands with digital campaign solutions in China. Shanghai partner Fan Jiannian led the firm’s team in the transaction.

Harneys has acted as Cayman Islands counsel to Gaush Meditech on its successful IPO with net proceeds of HK$672 million (US$86.4m). Its shares were listed and commenced trading in Hong Kong on December 12, 2022. Gaush is a leading supplier of ophthalmic medical devices in mainland China. Proceeds from the listing will be used to enhance the company’s research and development capability, accelerate the commercialisation of its patents, and upgrade its equipment product portfolio relating to ophthalmic diagnostic and screening. Shanghai corporate partner Calamus Huang, supported by Hong Kong global banking & finance and corporate partner Raymund Ng, led the firm’s team in the transaction, while Tian Yuan Law Firm, O’Melveny & Myers and Commerce & Finance Law Offices provided Hong Kong, US and Chinese advice, respectively. Sullivan & Cromwell (Hong Kong) advised the joint sponsors and underwriters on Hong Kong and US laws, while Jingtian & Gongcheng advised on Chinese laws.

IndusLaw has advised Sequoia on its partial exit from Paper Boat, as part of the US$50 million Series D investment into Paper Boat. Partner Rashi Saraf led the firm’s team in the transaction. Talwar Thakore & Associates acted for Paper Boat, Shardul Amarchand Mangaldas & Co acted for GIC, and Veritas Legal acted for Kotak.

JSA has advised Temasek on its investment in leading consumer nutrition platform HealthKart. Temasek led the round, along with A91 Partners. Founded originally in 2011 by Sameer Maheshwari, HealthKart is run by Bright Lifecare and makes supplement brands, such as MuscleBlaze, The Protein Zone, TrueBasics, HKVitals, bGreen, Nouriza and Gritzo. The company retails its products via its direct-to-consumer platform, about 140 offline stores and e-commerce sites. Partners Vikram Raghani and Abhijeet Sonawane led the firm’s team in the transaction.

Khaitan & Co has advised Innova Captab, as a resolution applicant, on the corporate insolvency resolution process of Sharon Bio-Medicine. The resolution plan submitted by Innova Captab has been approved with a significant majority by its committee of creditors, and it has been declared as a successful resolution applicant. Restructuring & insolvency / banking & finance partner Siddharth Srivastava led the firm’s team in the transaction, which was completed on November 17, 2022. Cyril Amarchand Mangaldas represented the resolution professional.

Khaitan & Co has also acted as transaction counsel to SAEL, Canal Solar Energy and Universal Biomass Energy on the issuance of rated, unlisted, secured, redeemable, non-convertible debentures aggregating to Rs7.4 billion (US$89.5m) to certain identified investors on private placement basis. The funds raised by the issuers shall be used to refinance the existing lenders who have funded their renewable assets (solar and biomass power plants). Restructuring & insolvency / banking & finance partner Siddharth Srivastava also led the firm’s team in the transaction.

K&L Gates has advised Aigens Holdings, an innovative food and beverage omni-channel SaaS technology company, on its Series A financing led by Ant Group. Velocity Ventures, Phillip Private Equity and Prizm Ventures also participated in the Series A financing. Aigens plans to use the proceeds from the Series A financing to accelerate its expansion across the Asia-Pacific region, and help more restaurants digitalize and enhance their competitiveness. Founded in 2012, Aigens was the first to introduce QR code ordering technology to Hong Kong, Singapore and Malaysia. The company operates in 14 markets and serves more than 4,000 restaurant outlets, including global and regional names like Jollibee Group, Burger King, Starbucks, Shake Shack and Pizza Hut. Aigens processes over US$1.5 billion in GMV and 140 million orders annually. Ant Group, the fintech arm of the e-commerce giant Alibaba, is a world-leading financial services provider to consumers and small businesses, and owns China’s largest digital payment platform Alipay, which serves over one billion users and 80 million merchants. Corporate partner Willian Ho led the firm’s team in the transaction.

Luthra & Luthra Law Offices India has successfully defended the Automotive Tyre Manufacturers Association (ATMA) and its office bearer on the issue of cartelization before the National Company Law Appellate Tribunal (NCLAT). In its order dated March 8, 2018, the Competition Commission of India (CCI) held that five of the largest domestic tyre manufacturers, namely Apollo, Ceat, JK, MRF and Birla, including their key managerial personnel, were guilty of cartelization. The CCI concluded that the tyre manufacturers, under the aegis of ATMA, had indulged in information exchange, thereby violating Section 3 of the Competition Act 2002. In addition to ‘cease and desist’ directions, the tyre companies and ATMA were slammed with a total penalty of Rs17.89 billion (US$217m). The NCLAT observed that the findings of the CCI were laced with arithmetical errors, incorrect calculation of penalty, errors with respect to violation of Section 3(3) (b) of the Act, among other reasons. The NCLAT further held that the basis for the inquiry by the CCI in the present case did not comply with the CCI General Regulations 2009. It also observed, “The object of the Competition Act 2002 requires to keep in view the economic development of the country also. If violations are done by domestic industries, no doubt they should be penalized and be given a chance of reformatory, instead of virtually putting the organization on weak health.” On December 1, 2022, the NCLAT issued a landmark judgment, remanding the tyre cartel matter to the CCI for its review. Competition practice head partner G R Bhatia led the firm’s team representing the client.

TT&A has acted as Indian counsel to HSBC, MUFG and Standard Chartered Bank, as the arrangers, on a term loan facility of up to US$ 1.2 billion availed by a UK subsidiary of Biocon Biologics, in connection with acquisition of the biosimilars business of the Viatris group. Partners Sonali Mahapatra and Nidhi Rani led the firm’s team in the transaction.

TT&A has also advised Asian Development Bank (ADB) on the definitive documentation with ABIS Exports India, pursuant to which ADB proposes to subscribe to non-convertible debentures up to US$$16 million (in equivalent Indian rupee) to be issued by ABIS, to support the construction of a micro fish feed plant  training farmers in climate-resilient fish farming practices. Partners Ambarish Mohanty and Pragya Sood led the firm’s team in the transaction.

WongPartnership has acted for Sun Venture on its acquisition of the remaining 30 percent stake not held by it in PSGourmet, the parent of restaurant chain PS.Cafe. Partner Soong Wen E led the firm’s team in the transaction.

WongPartnership is also acting for Go-Ventures, as co-lead investor, on the series seed funding round of Indonesian greentech firm Fairatmos. Fairatmos plans to use the fresh funding for product development, marketing and hiring purposes. Partner Kyle Lee is leading the firm’s team in the transaction. 

Latest Deals from Law Firms and Legal Services Providers: 7th December 2022

0

Allen & Overy has advised Abu Dhabi Ports Group on its acquisition of Spanish logistics firm Noatum for AED2.5 billion (US$681m). The acquisition propels AD Ports Group to one of the most significant logistics and freight forwarding companies in the world. The investment in Noatum, which has over 2,600 employees and operates in 26 countries, including Spain, the US, the UK and other Asian and European markets, will significantly extend AD Group’s global connectivity to create a market-leading international logistics brand. Moving forward, Noatum will lead AD Ports Group’s Logistics Cluster, consolidating the company’s existing logistics offering into its operations. This marks the group’s third major international acquisition this year, following the acquisition of a 70 percent stake in Transmar and TCI in September, and the acquisition of 80 percent stake in Dubai-based Global Feeder Shipping this month. Abu Dhabi managing partner Ibrahim Mubaydeen, Abu Dhabi corporate partner Nick Stuart and Spanish corporate partner Fernando Torrente led the firm’s team in the transaction, which is subject to regulatory approvals and is expected to close in the first half of next year.

AZB & Partners has advised Perfect Day on its approximately Rs6.5 billion (US$79m) acquisition of Sterling Biotech. Partners Hardeep Sachdeva, Ravi Bhasin, Kamal Shankar and Parag Maini led the firm’s team in the transaction, which was completed on November 11, 2022.

AZB & Partners has also advised Sukoon Healthcare Services on the approximately Rs1.2 billion (US$14.5m) acquisition by Lightrock India, via LR India Fund II IFSC, of a significant controlling stake in Sukoon Healthcare Services. Partner Ankit Tandon led the firm’s team in the transaction, which was completed on November 23, 2022.

Clifford Chance has advised Home Credit Group on its agreement to sell 100 percent of its Philippines and Indonesian consumer finance businesses to a consortium of Mitsubishi UFJ Financial Group (MUFG) affiliates, led by Krungsri Bank, in deals worth approximately €615 million (US$643m). Headquartered in the Netherlands and majority owned by investment group PPF, Home Credit is an international consumer finance provider with current operations in seven countries in Central and Eastern Europe and Asia. Krungsri and MUFG Bank are to purchase 75 percent and 25 percent, respectively, of Home Credit Philippines for a valuation of €406 million (US$424m). In Indonesia, Krungsri, Adira Finance (a subsidiary of Bank Danamon, which is an affiliate of MUFG) and an Indonesian investor, as required by local regulations, are to purchase 75 percent, 10 percent and 15 percent, respectively, of Home Credit Indonesia for a valuation of €209 million (US$218.5m). The deals are subject to Krungsri shareholder approval, as well as customary regulatory approvals. Partners Emma Davies, Bryan Koo and Valerie Kong, supported by London partners Zayed Al Jamil and partner Nicola Helmsley and director Edward Page, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised multinational automotive parts manufacturer Continental Automotive Components (India) on the acquisition of Southgate Tech Park, located at Electronic City, Bangalore. The one million sq ft campus is one of the largest and key R&D locations of Continental Auto Components globally, and can house around 6,500 employees. The technical centre was inaugurated on November 23, 2022. Partner Abhilash Pillai, supported by partner Sharan Kukreja, led the firm’s team in the transaction, which represents the largest buyout deal of ready commercial assets in 2022.  

Cyril Amarchand Mangaldas has also advised Five-Star Business Finance on its approximately Rs15.93 billion (US$193m) IPO. Five-Star is an NBFC providing secured business loans to micro-entrepreneurs and self-employed individuals, each of whom are largely excluded by traditional financing institutions. It has a strong presence in south India. Southern region markets practice co-head partner Vijay Parthasarathi and partner Rohit Tiwari led the firm’s team in the transaction, which closed on November 17, 2022. Sidley Austin acted as international counsel to the book-running lead managers.

HHP Law Firm has advised Indonesia’s sovereign wealth fund, Indonesia Investment Authority (INA), and China’s Silk Road Fund (SRF) on their joint investment in the Indonesia-listed pharmaceutical producer and distributor Kimia Farma and its unit Kimia Farma Apotek. Subject to the fulfilment of all conditions precedent, at closing, INA and SRF will acquire a 40 percent stake in Indonesian state-owned pharmaceutical company Kimia Farma’s subsidiary, Kimia Farma Apotek. The investment will be used to fund Kimia Farma Apotek’s strategic business expansion, working capital needs and initiatives to further improve operational efficiency. INA and SRF will also participate in Kimia Farma’s rights issue, which proceeds will be used to support the expansion plans and improve healthcare services in Indonesia. Gerrit Jan Kleute led the firm’s team in the transaction, supported by the broader Baker McKenzie‘s regional team.

Rajah & Tann Singapore has acted for Insignia Ventures on its US$10 million Series A investment in Konvy, Thailand’s leading beauty e-commerce platform. Partner Terence Quek led the firm’s team in the transaction, alongside partner Pakpoom Suntornvipat from R&T Asia (Thailand).

Rajah & Tann Singapore has also acted for NoonTalk Media on its IPO and listing in Singapore, the first listing in Singapore of a homegrown, one-stop provider of high-quality, bespoke events and entertainment solutions. Partners Raymond Tong and James Chan led the firm’s team in the transaction. 

Trilegal has advised the merchant bankers Axis Capital, Credit Suisse Securities (India) and Edelweiss Financial Services on the initial offer by Anzen India Energy Yield Plus Trust of up to 75 million units, representing an undivided beneficial interest at a price of Rs100 (US$1.21) per unit, aggregating to Rs7.5 billion (US$91m). The issuance was undertaken via private placement, under the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations 2014 (InvIT Regulations). The Trust, which has been established to own power transmission and renewable energy assets in India, is the first infrastructure investment trust from the Edelweiss group. The transaction involved a complex structure, with the Trust acquiring equity and debt securities in two power transmission assets, including through a swap of units of the Trust. As part of the transaction, the Trust also acquired the right of first offer to acquire 12 renewable energy assets from its sponsor and affiliates. Partner Richa Choudhary led the firm’s team in the transaction.

TT&A has advised ATC Telecom Infrastructure on its Rs16 billion (US$194m) investment in Vodafone Idea towards subscription of up to 16,000 unsecured, unrated, unlisted, optionally convertible debentures in one or more tranches, which are convertible into equity shares at a conversion price of Rs10 (US$0.121) per equity share. The funds raised by Vodafone are to be utilized towards amounts owed by Vodafone to ATC under the master lease agreements and, to the extent of any remainder, for general corporate purposes of Vodafone. Senior partner Gautam Saha and partner Amrita Patnaik led the firm’s team in the transaction.

TT&A has also advised Asian Development Bank (ADB) on its loan facility, via an external commercial borrowing, of up to US$30 million to Smartchem Technologies to finance the capital expenditure of the borrower for, inter alia, its fertilizers business, environmental, health and safety-related capex etc. in India. The loan is supported by a corporate guarantee from listed company Deepak Fertilisers and Petrochemicals Corporation. Senior partner Gautam Saha and partner Ambarish Mohanty led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 30th November 2022

0

AZB & Partners is advising R Systems International and its promoter / promoter group on the Rs15 billion (US$183.6m) acquisition by BCP Asia II Topco II, a fund set by Blackstone, of 51.67 percent of R Systems International from Fairfax, along with General Atlantic Singapore Fund. Partners Anil Kasturi, Niladri Maulik and Siddharth Khanna are leading the firm’s team in the transaction, which was signed on November 16, 2022 and is yet to be completed.

AZB & Partners is also advising India Infrastructure Fund II, a fund managed by Global Infrastructure Partners India, on the Rs28 billion (US$343m) acquisition by Green Infra Wind Energy, a wholly-owned subsidiary of Sembcorp Green Infra, of 100 percent stake in Vector Green Energy from India Infrastructure Fund II. Partners Zia Mody, Atreya Bhattacharya and Aditya Periwal are leading the firm’s team in the transaction, which was signed on November 12, 2022 and is yet to be completed.

Clifford Chance has advised Rizal Commercial Banking Corporation (RCBC) on the international aspects of the investment by Sumitomo Mitsui Banking Corporation (SMBC) into RCBC, increasing SMBC’s stake in RCBC to 20 percent. The investment involves RCBC’s sale to SMBC of common stock held by RCBC in treasury, as well as the subscription by SMBC of new common stock in RCBC, for a total consideration of PHP27.13 billion (US$479.5m). With over 400 branches nationwide, RCBC is a leading commercial bank in the Philippines, recognised for its digital banking and ESG initiatives. The SMBC investment will enhance RCBC’s digital plans, extend the reach of its Sustainable Finance Framework, and expand its core business to key customer segments. The strategic investment by SMBC expands the Japanese bank’s presence across South East Asia. Singapore managing partner Valerie Kong led the firm’s team in the transaction, while Romulo Mabanta Buenaventura Sayoc & de los Angeles advised on Philippine law aspects of the deal.

Cyril Amarchand Mangaldas has advised Blackstone Group on the acquisition of Indian-listed R Systems International, a company which renders digital and product engineering services globally. The acquisition is for a total consideration of US$359 million, and involves a delisting offer by Blackstone. As a part of the transaction, Blackstone Group, through a company in Singapore, BCP Asia II Topco II, has agreed to purchase a majority stake in R Systems from its current promoters. Partners Shishir Vayttaden and Gautam Gandotra, supported by partners Abhishek Sharma (real estate co-head), Abhilash Pillai, Ashish Jain, Arun Prabhu (TMT head), Anirban Mohapatra, Richa Mohanty Rao, Avaantika Kakkar (competition head); Kaustav Kundu and Bharat Vasani, led the firm’s team in the transaction, which was signed on November 16, 2022. Simpson Thacher & Bartlett acted as international counsel.

Cyril Amarchand Mangaldas has also advised BofA Securities India, as the broker, on the US$200 million sale by SoftBank Group member SVF India Holdings (Cayman) on India’s stock exchanges of approximately 29.35 million equity shares of One 97 Communications, representing 4.5 percent stake in the company. Markets practice western region head partner Abhinav Kumar led the firm’s team in the transaction, while Sidley Austin acted as international counsel. Khaitan & Co acted as Indian counsel, while Walkers (Cayman) acted as Cayman counsel to SVF India Holdings (Cayman).

Khaitan & Co has advised Kotak Mahindra Bank on its investment in secured, unlisted, redeemable and non-convertible debentures aggregating to Rs5 billion (US$61m) issued by Torrent Pharmaceuticals. Torrent Pharmaceuticals proposed to utilize the proceeds of the debentures towards reimbursement of capital expenditure, fresh capital expenditure, research and development expenditure, long-term working capital requirements and purchase of brand or any other approved purposes. The debentures would be secured by a first-ranking pari passu charge over Torrent Pharmaceuticals’ identified movable and immovable assets, including its intellectual property rights. Partners Kumar Saurabh Singh and Rahul Chakraborti led the firm’s team in the transaction, which was announced on November 9, 2022.

Khaitan & Co is also advising B9 Beverages (Bira 91) on its US$70 million second round of investment from Kirin Holdings, which had invested US$30 million in Bira 91 in 2021. A start up with the mission to bring a craft beer revolution in India, B9 Beverages manufactures and markets Bira91 beer. Partner Mayank Singh, supported by partner Pranjal Prateek, is leading the firm’s team in the transaction, which was announced on November 22, 2022 and is yet to be completed.

Paul Hastings has advised Haitong International Capital, as the sole sponsor, and the underwriters on the HK$340 million (US$43.5m) global offering and listing of LX Technology Group in Hong Kong. LX Technology is a device lifecycle management solution provider, which sells refurbished de-commissioned IT devices, and provides device and IT technical subscription services to SMEs in China. Global partner and Greater China chair Raymond Li and corporate partners Jean Yu, Vincent Wang and Peter Cheng led the firm’s team in the transaction.

Rajah & Tann Singapore is advising Sinochem International (Overseas) on its US$180.9 million sale of shares in Singapore-listed Halcyon Agri to China Hainan Rubber Industry Group. The sale will result in China Hainan Rubber triggering a pre-conditional mandatory general offer for all the shares in Halcyon Agri, which values the group at US$502.4 million. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

Rajah & Tann Singapore has also acted for ST Engineering Land Systems on the sale of the entire issued and paid-up share capital of its wholly-owned subsidiary, Singapore Test Services, to Element Materials Technology Singapore. Partners Chia Kim Huat and Favian Tan led the firm’s team in the transaction, alongside partners Benjamin Tay (corporate real estate aspects) and Vikna Rajah (tax aspects).

Trilegal has advised Keystone Realtors (Rustomjee) and its promoters (selling shareholders) on its IPO of equity shares aggregating to Rs6.35 billion (US$78m). Established in 1995, Rustomjee is a prominent real estate developer based out of Mumbai, and has developed approximately 20.22 million square feet of high-value and affordable residential buildings, premium gated estates, townships, corporate parks, retail spaces, schools and iconic landmarks. The IPO comprises a fresh issuance of equity shares and an offer for sale by existing shareholders. The proceeds from the fresh issuance are proposed to be deployed towards repayment of certain loans, funding acquisition of future real estate projects and general corporate purposes. The IPO was anchored by marquee investors, such as Abu Dhabi Investment Authority, Morgan Stanley and SBI Life Insurance, among others. The equity shares were listed at a premium on the bourses on November 24, 2022. Partner Richa Choudhary, supported by partner Mridul Kumbalath, led the firm’s team in the transaction.

Trilegal has also represented TPG Growth IV SF on the block sale of approximately 54.2 million equity shares of FSN E-Commerce Ventures (Nykaa), amounting to Rs10 billion (US$122.4m). TPG was an investor in Nykaa prior to its IPO, and sold its partial stake in the same. The block sale is its second sale post-expiry of the IPO lock-in period, and closely follows a previous trade with Morgan Stanley, which was also advised on by the firm. Citi was the placement agent for the block sale. Partner Richa Choudhary, supported by corporate practice group head partner Yogesh Singh, led the firm’s team in the transaction. 

Latest Deals from Law Firms and Legal Services Providers: 23rd November 2022

0

Allen & Gledhill has advised the Singapore Exchange on the establishment of its S$500 million (US$361.6m) euro-commercial paper programme, arranged by DBS Bank. Partners Margaret Chin, Delwin Singh and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to AC Ventures, as co-lead investor, on the US$5 million Series A financing of Waste4Change, a waste management platform for companies, individuals and government agencies in Indonesia, which is currently present in 21 Indonesian cities. AC Ventures is a South-east Asian venture capital firm investing in early-stage start-ups focused on Indonesia and ASEAN. Partner Julian Ho led the firm’s team in the transaction, while Soemadipradja & Taher, led by partner Emalia Achmadi, advised on Indonesian law.

AZB & Partners is advising Kohlberg Kravis Roberts & Co and investment funds, vehicles and/or entities managed and/or advised by it or its affiliates on the Rs32 billion (US$391m) acquisition of majority equity stake by Greenlake Asia Holdings II, an affiliate of Kohlberg Kravis Roberts & Co, in Serentica Renewables. Partners Ashwath Rau and Atreya Bhattacharya are leading the firm’s team in the transaction, which was signed on November 7, 2022 and is yet to be completed.

AZB & Partners is also advising SK Capital Partners on its acquisition of 100 percent shareholding of Apotex Pharmaceutical Holdings, which also resulted in acquiring 100 percent of Apotex’s two Indian subsidiaries, namely Apotex Research and Apotex Pharmachem India. Partners Ashwath Rau and Jasmin Karkhanis are leading the firm’s team in the transaction, which was signed on September 22, 2022 and is yet to be completed.

Baker McKenzie has advised F88 Business Joint Stock Company on successfully mobilizing a secured loan of US$50 million from CLSA Capital Partners (HK), through Lending Ark Asia Secured Private Debt Fund, and an additional US$10 million from the UK’s Lendable. F88 plans to use the new funds for network development and business scale growth. F88 is a secured lending company in Vietnam that aims to bring affordable, transparent and instant access to financial services for 50 million unbanked and underbanked individuals, and MSMEs that have limited access to credit. Lending Ark is Asia’s leading company in the field of secured private credit. Lendable is a leading provider of financial loans to fintech companies in many frontiers and emerging markets. Partner Oanh Nguyen led the firm’s team in the transaction.

Clifford Chance has advised blockchain-based payment network Partior on its Series A financing and fundraising round, which sees Standard Chartered join Partior’s founding consortium, including DBS Bank, JP Morgan Chase and Temasek. The firm had previously advised the consortium that first established Partior in 2021. The investment accelerates and scales utility of Partior’s open industry platform across global capital markets, with Standard Chartered serving as Partior’s first euro settlement bank, broadening platform currency offerings beyond its first slate of eight global currencies. Partior also recently launched its Hyderabad Development Centre, and remains on track to deliver on its vision to transform global payments, and become the worldwide ledger for financial institutions’ value exchange, having achieved a record end-to-end SG$-US$ settlement in less than 120 seconds in October 2022. Singapore managing partner Valerie Kong, supported by partners Lena Ng (Singapore regulatory), Michael Seaton (US tax), Richard Blewett (antitrust) and Ling Ho (IP), led the firm’s team in the transaction, which is subject to regulatory approvals and other customary closing conditions.

Clifford Chance has also advised SINO-CEEF Capital Management, a market-oriented private equity investment company launched by the Industrial and Commercial Bank of China (ICBC) together with other shareholders, on the establishment of SINO-CEE Fund II in Luxembourg. Fund II builds on the experience of SINO-CEE Fund I, and will focus on investments in Central and Eastern Europe, particularly in the infrastructure, advanced manufacturing and consumer sectors, with a fund size targeted at €600 million (US$619.5m). The firm also previously advised ICBC on the establishment of SINO-CEE Fund I in 2016. Partners Ying White (Beijing), Paul Van den Abeele (Luxembourg) and Geoffrey Scardoni (Luxembourg) led the firm’s team in the transaction. 

Cyril Amarchand Mangaldas has advised General Electric on the India leg of the sale of its Steam Power’s nuclear activities to Électricité de France (EDF), a French state-owned electric utility company. M&A head partner Akila Agrawal and partner Navin Kumar, supported by real estate partner Mudit Shah, led the firm’s team in the transaction, which is expected to close in the second half of 2023, and is subject to customary closing conditions, including regulatory approvals. 

Herbert Smith Freehills and its associate firm Hiswara Bunjamin & Tandjung (HBT) have advised China’s Silk Road Fund on a strategic partnership with Kimia Farma, jointly with Indonesia Investment Authority (INA). Indonesia’s vice minister of state-owned enterprises Pahala Mansury attended the signing ceremony on the stage of the B20 Indonesia in Bali on November 13, 2022. As part of the partnership, Silk Road Fund and INA will participate in a planned rights issuance in Kimia Farma, and invest in its subsidiary Kimia Farma Apotek. Beijing corporate partner Monica Sun led the firm’s cross-border team in the transaction. In Jakarta, HBT partners Stephanie and Cellia Cognard advised on Indonesian law aspects of the transaction, with HBT partner Santi Darmawan advising on foreign investment issues.

JSA has advised Axis Bank, as the investor, and IDBI Trusteeship Services, as the debenture trustee, on a financing via subscription to unlisted, secured, pari passu and senior non-convertible debentures (NCDs) issued by CESC for Rs3 billion (US$36.7m). CESC is a flagship company of the RP-Sanjiv Goenka Group, engaged in the generation and supply of electricity in Kolkata, Howrah and adjoining areas. The NCDs have been issued by CESC on private placement basis, for multiple purposes, including meeting its capital expenditure requirements and incurring general business expenditure. Partner Soumitra Majumdar led the firm’s team in the transaction. Khaitan & Co advised CESC.

JSA has also successfully represented one of the former directors of Karvy Stock Broking (KSB) in proceedings initiated by the Securities and Exchange Board of India (SEBI), in respect of portfolio management activities of KSB. SEBI issued a Show Cause Notice (SCN) to certain directors of KSB. The SCN alleged that these directors were liable for the defaults / violations / non-compliance by KSB of various provisions of the SEBI (Portfolio Managers) Regulations 1993 and certain SEBI circulars. In its order dated November 15, 2022, SEBI exonerated the former director on the ground that there is no evidence / material available to show that these individuals were involved in the active management or day-to-day affairs of the portfolio management activities of KSB. SEBI concluded the proceedings without any adverse observations, and acknowledged the well-settled principle that directors of a company cannot be held vicariously liable for the acts of a company, unless their involvement in the affairs of the company / alleged violations can be established through board processes / other documentary evidence. Partner Vikram Raghani led the firm’s team representing the client.

Khaitan & Co has advised Mahindra and Mahindra Financial Services (MMFS) and Mahindra Insurance Brokers (MIB) on the proposal by MMFS to acquire 20 percent of the share capital of MIB, which is currently held by Inclusion Resources, a downstream subsidiary of AXA XL. The proposed acquisition is subject to IRDAI’s approval and, upon completion, MIB will become a wholly-owned subsidiary of MMFS. A part of the Mahindra Group, MMFS is one of India’s leading non-banking finance companies. Focused on the rural and semi-urban sector, MMFS has over 7.3 million customers and has an AUM of over US$11 billion. Licensed in 2004, MIB is a subsidiary of MMFS and part of the US$19.4 billion Mahindra Group. A licensed Composite Broker (Direct and Reinsurance), MIB is a one-stop-shop for insurance solutions. The company provides direct insurance broking for corporates, small and medium enterprises, retail customers, and a range of products for life and non-life insurance. Partners Bhavik Narsana and Saswat Subasit led the transaction, which was valued at approximately Rs2 billion (US$24.5m) and was announced on October 21, 2022.

Khaitan & Co has also advised Bikaji Foods International on its IPO of equity shares, comprising of an offer for sale of approximately 29.4 million equity shares aggregating up to approximately Rs8.8 billion by Shiv Ratan Agarwal, Deepak Agarwal, India 2020 Maharaja, Intensive Softshare, IIFL Special Opportunities Fund, IIFL Special Opportunities Fund-Series 2, IIFL Special Opportunities Fund-Series 3, IIFL Special Opportunities Fund-Series 4, IIFL Special Opportunities Fund-Series 5 and Avendus Future Leaders Fund I. Executive Director Sudhir Bassi and partner Madhur Kohli led the firm’s team in the transaction, which was completed on November 16, 2022.

Rajah & Tann Singapore is advising Duchess Avenue, as offeror, on its approximately S$2.23 billion (US$1.6b) privatisation of Singapore-listed Golden Energy and Resources, via a conditional exit offer for shares in Golden Energy. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

Rajah & Tann Singapore has also acted for Hywel Investments, as vendor, on the sale of 100 percent shares of Universal Storage, the holding company of the region’s largest self-storage operator, Extra Space Asia, to a consortium comprising of APG Asset Management and CapitaLand Investment. Partners Norman Ho and Benjamin Tay from the corporate real estate practice group are leading the firm’s team in the transaction, alongside partner Favian Tan from the capital markets / M&A practice group.

Simpson Thacher is representing Blackstone on its acquisition of a majority stake in R Systems International. Blackstone will acquire an approximately 52 percent stake in R Systems from its promoters, and launch a conditional delisting offer. R Systems is a leading provider of digital Information Technology services, and serves customers in the technology, media, telecom and financial services sectors globally. R Systems is a partner of choice for enterprise customers with a strong suite of capabilities in product engineering, artificial intelligence, data analytics, internet of things, robotic process automation and cloud, employing over 4,400 people across 18 delivery centers in North America, Europe, Asia Pacific and India. Partners Ian Ho (Hong Kong-M&A), Lori Lesser (New York-IP) and Greg Grogan (New York-executive compensation and benefits) are leading the firm’s team in the transaction, which is subject to customary closing conditions.

S&R Associates is representing the Flipkart group on its investment in Health ARX Technologies (BeatO), a diabetes care startup, on a Series B funding round led by Lightrock, with participation from HealthQuad and other existing investors. Partners Sudip Mahapatra and Raya Hazarika are leading the firm’s team in the transaction, which is subject to customary closing conditions.

Trilegal has represented TPG Growth IV SF on the block sale of approximately 10.84 million equity shares of FSN E-Commerce Ventures (Nykaa), amounting to approximately Rs2 billion (US$24.5m). TPG was an investor in Nykaa prior to its IPO, and sold its partial stake in the same. The block sale marks its first sale, post expiry of the IPO lock-in period. Morgan Stanley was the placement agent for the block sale. Partner Richa Choudhary led the firm’s team in the transaction.

TT&A has successfully represented Match Group on its complaint against Google for anti-competitive conduct. On October 25, 2022, the Competition Commission of India (CCI) issued an order holding that Google has abused its dominant positions in Android OS and Play Store by imposing a slew of unfair and discriminatory conditions on app developers. The CCI has imposed a provisional penalty of approximately Rs9.4 billion (US$115m) on Google, calculated at seven percent of its revenue from India operations. This is the second such penalty imposed on Google in relation to its Android mobile ecosystem in the last week. The CCI has also issued a number of remedial measures to correct the harms identified, and directed Google to submit a compliance report. Most importantly, the CCI has directed Google not to restrict app developers from using third-party payment processing services in India, and has directed Google not to impose any price or condition which is unfair, unreasonable, discriminatory or disproportionate to the services it provides to app developers. Partner Sonam Mathur led the firm’s team representing the client.

TT&A has also advised Dabur India on its proposed purchase of 100 percent of the share capital of the Badshah Masala from its shareholders, via purchase of 51 percent share capital of the company from certain existing shareholders in the first instance, and purchase of the remaining 49 percent stake, subsequently, based on timelines agreed between parties. The consideration for the 51 percent acquisition is approximately Rs5.9 billion (US$72m), subject to agreed adjustments. This also marks Dabur’s entry into the over Rs250 billion (US$3b) branded spices and seasoning market in India. This acquisition is in line with Dabur’s strategic intent to expand its foods business to Rs5 billion (US$61m) in three years, and expand into new adjacent categories. Senior partner Gautam Saha and partner Swati Chauhan led the firm’s team in the transaction.

WongPartnership is acting for the Independent State of Papua New Guinea on an ICSID arbitration against a Singapore-incorporated company involved in telecommunications infrastructure in Papua New Guinea. The dispute arose out of the State’s imposition of tax measures on companies in the telecommunications sector, resulting in a tax of over US$100 million being levied against the claimant’s subsidiary in Papua New Guinea. Partners KOH Swee Yen , Senior Counsel , Joel QUEK and Alessa PANG are leading the firm’s team in the matter .

WongPartnership has also acted for the borrower, a consortium comprising of Far East Organisation, Perennial Holdings and Sino Land, on the syndicated financing of the acquisition and development of conservation landmark Golden Mile Complex. This commercial building was the first modern, large-scale strata-titled development to be gazetted for conservation for its historical and architectural significance. DBS, Maybank and OCBC were the mandated lead arrangers. Partners Christy Lim and Clarence Kang led the firm’s team in the transaction, together with partner Serene Soh.

Latest Deals from Law Firms and Legal Services Providers: 16th November 2022

0

Ashurst has represented Zhongtai International Capital, as the sole sponsor, and the underwriters on the listing of shares in Hong Kong and Regulation S offering of Many Idea Cloud Holdings, an integrated marketing and SaaS services company in China. Many Idea Cloud Holdings is the third largest event content marketing services in China, and the second largest in the industry for sports events marketing. It provides integrated marketing solutions services in China, and its customers include some large well-known Chinese brands, such as HongXing Erke, ABC Kids, Liby, FILA, Gold Crown, Panpan, Hengan, Anjoy, CR Land and Vanke. The company will further increase its market share by expanding its SaaS interactive marketing business. The proceeds raised from the global offering will be used to support the company’s expansion plan, and further enhance its competitiveness in integrated marketing services. Partner Melody He led the firm’s team in the transaction.

Ashurst has also represented Southeast Asian-focused private equity fund Altair Capital on its significant minority stake investment into Beyond Medical Group, a Singapore-based award-winning multi-disciplinary private specialist healthcare group, with a portfolio of 12 doctors and 16 centers in Singapore. Altair Capital is a private equity firm focused on buyout or significant minority investments in quality companies across Southeast Asia. It is owned and managed by Southeast Asian professionals with over 50 years’ combined experience of leading successful private equity investments in the ASEAN market. Its leadership team comes with a strong track record in building values and helping portfolio companies strengthen their businesses through IPOs on regional exchanges. Altair Capital is the ASEAN affiliate of Polaris Capital Group, a leading buyout group in Japan with over US$4 billion in assets under management. ADTLaw Director Yi Ming Choo led the firm’s team in the transaction.

AZB & Partners has advised Carlyle Group fund CA Basque Investments and Advent affiliate Verventa Holdings on their approximately Rs89 billion (US$1.1b) acquisition of up to 20 percent equity stake in Yes Bank. Partner Bharat Budholia led the firm’s team in the transaction, which was approved on October 20, 2022.

AZB & Partners has also advised Warburg Pincus, via its affiliate South Elm Investments, on its approximately Rs15.9 billion (US$196m) acquisition of equity stake in Micro Life Sciences. Partners Vaidhyanadhan Iyer and Nandan Pendsey led the firm’s team in the transaction, which was completed on May 25, 2022.

Clifford Chance has advised Hangzhou GreatStar Industrial Co on its offering and listing of global depositary receipts in Switzerland. The GDR offering is expected to raise gross proceeds of approximately US$155 million. Hangzhou GreatStar is a leading industrial hardware and hand tools manufacturer in China. China co-managing partner Tim Wang and partner Jean Thio led the firm’s team in the transaction.

Luthra and Luthra has advised the lenders on the structuring of the transaction, negotiating, finalization and execution of the financing documents in connection with financial assistance to:  a)  supply, configuration and integration of Rs1.1 million (US$15,532) ‘smart energy meters” and auxiliary components for Southern Power Distribution Company of Andhra Pradesh, under the ‘YSR Uchita Vyavasaaya Vidyut Pathalkam’ policy of the government of Andhra Pradesh; and b) refinancing the existing project indebtedness of its operational 30 MW (2×15 MW) solar photovoltaic grid-connected power projects at Villages Chadiyana and Charanka (with 15 MW capacity each), Patan District in the State of Gujarat, India. Partner Girish Rawat led the firm’s team in the transaction.

Rajah & Tann Singapore has acted for Intel Capital on its investment in Biofourmis Holdings’ Series D funding round, which raised US$320 million. Partners Tracy Ang and Kala Anandarajah led the firm’s team in the transaction.

Rajah & Tann Singapore is also advising Leader Environmental Technologies on its issue of redeemable zero-coupon convertible bonds to InnoVision Pomelo. Partners Danny Lim and Cynthia Wu are leading the firm’s team in the transaction.

Skadden has advised the underwriters on the US$510 million IPO and Indonesia listing by Global Digital Niaga, the holding company for the Blibli (e-commerce), Tiket.com (travel) and Ranch Market (groceries) platforms. The offering consisted of approximately 17.8 billion common shares at an offer price of Rp450 (US$0.029) per share, for a total offer value of US$510 million. Trading commenced on November 8, 2022. Partners Jonathan Stone (Hong Kong) and Rajeev Duggal (Singapore) led the firm’s team in the transaction, which is the second largest Indonesian IPO in 2022.

S&R Associates has represented AM Mining India, a part of the ArcelorMittal Nippon Steel joint venture, on its Rs40 billion (US$492m) acquisition of Uttam Galva Steels, a manufacturer of cold rolled steel and galvanized steel, pursuant to corporate insolvency resolution under the Insolvency and Bankruptcy Code 2016. Partners Rajat Sethi, Sudip Mahapatra and Lakshmi Pradeep, supported by partner Shahezad Kazi, led the firm’s team in the transaction.

TT&A has acted as Indian counsel to Standard Chartered Bank on its financing, via US$15million term loan facility, of Route Mobile (UK). The financing is credit-enhanced by a guarantee provided by Route Mobile’s Indian parent company. The deal involves a listed Indian parent company making an overseas financial commitment to guarantee the financing being availed by its overseas subsidiary, after the advent of the new regime around overseas investments introduced by the RBI on August 22, 2022. Partners Sonali Mahapatra and Nidhi Rani led the firm’s team in the transaction.

TT&A is also advising DFC on its loan facility, via external commercial borrowing, of up to US$35 million to CreditAccess Grameen, a NBFC-MFI. CreditAccess Grameen, which is India’s largest micro-finance institution, is the first institution in India to partner with DFC in a new initiative aimed to increase financial inclusion for marginalized women. Partners Gautam Saha, Pallavi Meena and Pragya Sood are leading the firm’s team in the transaction.

WongPartnership has acted for ESR LOGOS REIT on the ¥7.1 billion (US$50m) syndicated financing relating to its acquisition of ESR Sakura Distribution Centre, located at Sakura City, Chiba Prefecture, Japan. MUFG Bank and Sumitomo Mitsui Banking Corporation Singapore Branch are the mandated lead arrangers, book-runners and lenders to the financing. This marks the REIT’s first acquisition in Japan. Partners Christy Lim and Clarence Kang led the firm’s team in the transaction.

WongPartnership has also acted for Go-Ventures, as lead investor, on the US$15 million Series A funding round of Skuad, a Singapore-based global employment and payroll platform which offers services such as payroll, cross-border payments, local and IC compliance, taxes and benefits. Partner Kyle Lee led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 2nd November 2022

0

Allen & Gledhill has acted as transaction counsel to the Housing and Development Board (HDB) on the issue of S$1.2 billion (US$850m) fixed rate green notes due 2027, under its S$32 billion (US$22.7b) multicurrency medium term note programme. The proceeds of the issuance are intended to be used to finance or refinance eligible green projects under the Project Category of Green Buildings and for such other purposes, as set out in HDB’s Green Finance Framework. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised CIMB Bank Singapore Branch, as the appointed arranger and dealer; The Bank of New York Mellon, Singapore Branch, as the appointed trustee, CDP issuing and paying agent, CDP calculation agent, CDP transfer agent and CDP registrar; The Bank of New York Mellon London Branch, as the appointed non-CDP issuing and paying agent and non-CDP calculation agent; and The Bank of New York Mellon SA/NV Dublin Branch, as the appointed non-CDP registrar and non-CDP transfer agent, on the establishment of a S$300 million (US$212.5m) multicurrency debt issuance programme by Elite Commercial REIT. Partners Margaret Chin, Sunit Chhabra and Magdalene Leong led the firm’s team in the transaction.

AZB & Partners is advising AM Marketplaces (LimeRoad), its parent company MA Willmind Holdings and its founder Suchishree Mukherjee on the approximately Rs311 million (US$3.8m) acquisition by V-Mart Retail of LimeRoad. Partners Anil Kasturi and Anisha Shridhar are leading the firm’s team in the transaction, which was signed on October 17, 2022 and is yet to be completed.

AZB & Partners has also advised Qatar Investment Authority on its acquisition, along with other investors, of equity stake in Byju’s Investment (Think and Learn, doing business as “Byju’s”). Partners Ashwath Rau, Atreya Bhattacharya and Nikunj Maheshwari led the firm’s team in the transaction, which was valued at approximately Rs20 billion (US$242m) and was completed on October 17, 2022.

Baker McKenzie has advised Yageo on its binding commitment with Schneider Electric to acquire its Telemecanique Sensors business. The proposed all-cash acquisition values the Telemecanique Sensors’ business at an enterprise value of €723 million (US$715.4m), with an estimated equity value of approximately €686 million (US$678.8m), assuming customary adjustments at closing, and will be financed entirely through existing cash. Partners Louis Hsieh and Lawrence Lee led the firm’s team in the transaction.

Baker McKenzie has also advised APG Asset Management, the investment manager of the largest pension provider in the Netherlands, on its joint venture with CapitaLand Investment, a leading global real estate investment manager with a strong Asia foothold, to establish an Asia-focused self-storage platform. The 90:10 joint venture, to which APG and CapitaLand have committed an initial equity investment of S$570 million (US$404m) that could potentially go up to S$1.14 billion (US$807.6m), will fund the acquisition of Extra Space Asia (ESA) and its expansion needs. ESA is one of the region’s largest self-storage businesses, with about 70 owned and leased facilities spanning over one million square feet of net lettable area across Hong Kong, Kuala Lumpur, Seoul, Singapore, Taipei and Tokyo. The acquisition of ESA comes with an experienced management team. Following the acquisition, ESA will be re-positioned into operating company / property company structure to facilitate future expansion. Partner Jason Ng led the firm’s team in the transaction.

Clifford Chance has advised leading investment management firm Ares SSG Capital Management on the establishment of a joint venture with listed property developer New World Development Company for the construction, development, marketing and sale of a commercial complex located at Wing Hong Street in Cheung Sha Wan, Kowloon, Hong Kong. Scheduled for completion in late 2023, the joint venture captures anticipated demand for grade-A commercial properties in Kowloon, one of Hong Kong’s core business districts. Partners Amy Ho and Maggie Lo led the firm’s team in the transaction.

JSA has represented home building materials platform Mistry.Store (Infraequity Technologies) and its founders Vaibhav Vijay Poddar and Bhanu Mahajan on a funding round led by Omidyar Network. Mistry.Store is a digital platform which simplifies the procurement/purchase of various home construction materials, and enables home interior professionals to procure affordable and high-quality building materials on behalf of their customers. Waveform VC and Bharat Founders Fund, along with Maninder Gulati (OYO), Vasant Sridhar (OfBusiness), Sumer Juneja (SoftBank), Vikram Chopra (Cars24), Rohit Kapoor (Swiggy), Alok Mittal (Indifi) and Sharad Goenka (Globalfaces) and others, also participated in the round. Partner Kartik Jain led the firm’s team in the transaction.

JSA is also representing JSW Cement on the 100 percent acquisition of Springway Mining from India Cements. Springway Mining owns limestone-bearing land in Madhya Pradesh, and this acquisition provides JSW Cement access to substantial limestone reserves pursuant to a mining lease. JSW Cement will be investing about Rs32 billion (US$386.7m) to set up two greenfield cement manufacturing facilities in central India. Partners Upendra Nath Sharma and Kartik Jain, supported by partners Vishnu Sudarsan, Kartikeya GS, Bharat Bhushan Sharma, Kumarmanglam Vijay (direct tax practice head) and Vaibhav Choukse (competition law practice head), are leading the firm’s team in the transaction.

Maples and Calder has advised MC Hologram on a business combination with Golden Path Acquisition, a publicly traded special purpose acquisition company listed on the Nasdaq, via Cayman Islands statutory merger of Golden Path’s wholly-owned subsidiary with and into MC Hologram, with MC Hologram becoming the surviving company and a wholly-owned subsidiary of Golden Path. As a result of the merger and business combination, existing MC Hologram shareholders received approximately 44.6 million ordinary shares of Golden Path (which was renamed to MicroCloud Hologram), representing approximately 84.07 percent of the total issued shares of MicroCloud Hologram. Following the business combination, MicroCloud Hologram continues to be listed on the Nasdaq. Completed on September 16, 2022, the transaction values MC Hologram, its subsidiaries and businesses at US$450 million. Hong Kong corporate partner Derrick Tan led the firm’s team in the transaction.

Maples and Calder has also acted as Cayman Islands counsel to Social Capital Suvretta Holdings I, a Cayman Islands special purpose acquisition company formed by SCS Sponsor I and listed on the NASDAQ, on its business combination with Boston-based Akili Interactive Labs. Social Capital, led by Chamath Palihapitiya and Kishen Mehta, is focused on identifying and investing in innovative and agile biotechnology companies. Akili is a leading digital medicine company pioneering the development of cognitive treatments through game-changing technologies. The business combination was effected via migration of Social Capital out of Cayman Islands and registration via continuation as a Delaware corporation. Karibu Merger Sub, a Delaware subsidiary of Social Capital, merged with and into Akili, with Akili surviving the merger as a wholly-owned subsidiary of Social Capital. Upon consummation of the business combination, Akili commenced trading on the Nasdaq on August 22, 2022. Akili raised more than US$163 million from the business combination. The combined company is valued at an equity value post-money of up to US$1 billion. Partner Matt Roberts led the firm’s team in the transaction, while Lipton, Rosen & Katz acted as US counsel. Goodwin Procter acted as US counsel to Akili Interactive Labs.

Rajah & Tann Singapore has acted for Float, producer of Singapore’s first oat milk brand “OATSIDE”, on an approximately S$90 million (US$63.8m) Series A fundraising round led by Temasek Holdings and GGV Capital, which valued Float at over S$290 million (US$205.4m) on a post-completion basis. Partner Tan Mui Hui led the firm’s team in transaction.

R&T Asia (Thailand), member firm of Rajah & Tann Asia, has acted for Krung Thai Bank on the grant of a β1 billion (US$26.6m) loan to Krung Thai Asset Management, as trustee of DTP Hospitality Freehold and Leasehold Real Estate Investment Trust (DTPHREIT), with buy-back condition. The loan is to be utilised for the investment in hotel and serviced apartment properties, with the total investment of DTPHREIT being approximately β4.1 billion (US$109m) in value. Partner Piroon Saengpakdee led the firm’s team in the transaction.

S&R Associates has also represented asset lifecycle manager OPC Asset Solutions on its acquisition by CHG-MERIDIAN AG, an international technology management and financing company for IT, industrial and healthcare technology. Partners Sanjeev Adlakha and Prachi Goel led the firm’s team in the transaction.

S&R Associates has represented IRB Infrastructure Developers on the Rs21.33 billion (US$257.7m) investment by IRB and an affiliate of GIC (Singapore’s sovereign wealth fund) in Meerut Budaun Expressway (MBE), the concessionaire for a portion of the six-lane Ganga Expressway toll-road project in Uttar Pradesh. IRB and GIC subscribed to equity shares aggregating to Rs5.33 billion (US$64.4m) in the ratio of 51:49 in MBE, and will subscribe to non-convertible debentures issued by MBE aggregating to Rs15.99 billion (US$193.2m) in multiple tranches linked to certain milestones for funding the project. Partners Sandip Bhagat and Pratichi Mishra led the firm’s team in the transaction.

WongPartnership has acted as transaction counsel to Borneo.io, a real-time data security pioneer backed by Vulcan Capital and Wavemaker Partners, on its acquisition of Spanish start-up Pridatect, which offers privacy solutions for SMEs, and with which Borneo.io seeks to expand its client base into Europe and Latin America. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership has also acted as Singapore counsel for leading global investment firm Francisco Partners on its acquisition of healthcare data and analytics assets from IBM. The assets were formerly part of IBM’s Watson Health business. The assets acquired by Francisco Partners include extensive and diverse data sets and products, including Health Insights, MarketScan, Clinical Development, Social Program Management, Micromedex and imaging software offerings. Partner Vivien Yui led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 19th October 2022

0

Allen & Gledhill has advised Mapletree Pan Asia Commercial Trust on the establishment of a S$5 billion (US$3.5b) euro medium term securities programme, pursuant to which it may issue notes or perpetual securities. Partners Glenn Foo and Delwin Singh led the firm’s team in the transaction.

Allen & Gledhill has also advised SATS, through its subsidiary SATS International SAS, on the S$3.1 billion (US$2.18b) sale and purchase agreement with Promontoria 52 Coöperatie (an affiliate of Cerberus Capital Management) and certain management sellers to acquire all of the issued shares of Promontoria Holding 243, which indirectly owns 100 percent of the shares in WFS Global Holdings SAS, the world’s largest air cargo handler with a global network of 164 stations across 18 countries. Partners Christopher Ong, Leonard Ching, Scott Clements, Michele Foo and Yap Lune Teng led the firm’s team in the transaction.

Ashurst has acted for New Vision Capital Partners on its investment, via subscription for shares, in Fano Labs, a Hong Kong-based start-up specialising in artificial intelligence technologies to help enterprises with customer services, compliance and other lines of businesses. This round of investment will provide Fano Labs with capital to strengthen its position as the market leader in Hong Kong’s enterprise speech technology field, and further accelerate its ambitious growth plans to expand its operations to reach regional markets. Partner Frank Bi led the firm’s team in the transaction.

AZB & Partners has advised Avanse Financial Services on the acquisition of equity stake by Warburg Pincus affiliate Olive Vine Investment and International Finance Corporation in Avanse. Partners Vaidhyanadhan Iyer and Bharat Budholia led the firm’s team in the transaction, which was valued at approximately Rs3.9 billion (US$47m) and was completed on September 16, 2022.

AZB & Partners has also advised the Holcim Group, Ambuja Cements and ACC on the approximately Rs19.3 billion (US$232.6m) acquisition by Endeavour Trade and Investment, an offshore entity of the Adani group, of Holcim Group’s 4.48 percent shareholding in ACC from Holderfin, the parent entity of Holderfin Investments, the promoter of Ambuja Cements and ACC. Partners Ashwath Rau, Kashish Bhatia, Samir Gandhi, Jasmin Karkhanis, Bharat Budholia and Toshit Shandilya led the firm’s team in the transaction, which was completed on September 15, 2022.

Baker McKenzie has advised Victory Securities, wholly-owned subsidiary of Hong Kong-listed Victory Securities (Holdings), on securing consent from the Hong Kong Securities and Futures Commission (SFC) to provide virtual asset-related services, in accordance with the “Joint circular on intermediaries’ virtual asset-related activities” issued by the SFC and the Hong Kong Monetary Authority on January 28, 2022. Victory Securities is licensed by the SFC to carry on Type 1 (dealing in securities), Type 2 (dealing in futures contracts), Type 4 (advising on securities) and Type 9 (asset management) regulated activities in Hong Kong. Following SFC consent, Victory Securities is now permitted to (i) provide virtual asset dealing services under an omnibus account arrangement; (ii) provide virtual asset dealing services via introducing eligible clients to licensed virtual asset platforms for direct trading; (iii) market and distribute virtual asset-related private funds to eligible clients; (iv) provide securities brokerage services to eligible clients with respect to virtual asset-related exchange traded funds (including exchange-traded virtual asset derivative funds); and (v) provide virtual asset advisory services. Joy Lam, Ryan Chan and Samantha Lai led the firm’s team in the matter.

Baker McKenzie has also advised Ganfeng Lithium Group on the acquisition of 100 percent equity interest in Argentina-focused lithium explorer Lithea, through its wholly-owned subsidiary GFL International, for up to US$962 million. Lithea acquires, explores and develops lithium mining rights, and owns the PPG Project, which consists of the Pozuelos and Pa stos Grandes lithium salt lake assets in Argentina’s Salta province. The deal does not involve any transfer of the PPG Project’s mining rights, which will remain with Lithea. Zhang Hong, private equity head at Baker McKenzie FenXun (FTZ) Joint Operation in Shanghai, supported by M&A partners Roberto Grané (Buenos Aires) and Lewis Popoff (Chicago), led the firm’s team in the transaction.

Clifford Chance has advised Citi, ING, MUFG, SMBC Nikko and Standard Chartered Bank, as joint lead managers and joint book-runners, on Bayfront Infrastructure Management’s US$402.7 million infrastructure securitisation by Bayfront Infrastructure Capital III. Citi is the sole global coordinator. The transaction is a publicly issued securitisation incorporating a dedicated sustainability tranche, backed by eligible green and social assets, which builds on successful issuances of Asia’s pioneering securitisation of project and infrastructure loans by Bayfront Infrastructure Capital in 2018 and 2021. The latest transaction will provide investors exposure to a US$402.7 million portfolio of 24 project and infrastructure loans, diversified across multiple sectors and geographies in Asia Pacific, the Middle East and the Americas, and marks the first issuance from the platform using Term SOFR as a reference rate. Partner Paul Landless (Singapore), supported by partners Ross Howard (Singapore), Julia Tsybina (London), Rob Villani (New York) and Gareth Old (New York), led the firm’s team in the transaction. The firm also previously advised on Bayfront Infrastructure’s landmark US$401 million securitisation of project and infrastructure debt – the first of its kind in Asia Pacific.

Maples and Calder has acted as Cayman Islands counsel to PlayNitride on its IPO of approximately 6.3 million shares and its listing in the Taiwan Innovation Board. PlayNitride, which specializes in the research and development of micro LED technologies for next-gen displays, is the first company listed on the Taiwan Innovation Board, a new trading platform launched by the Taiwan Stock Exchange in July 2021. The offering closed on August 18, 2022 and raised approximately NT$662 million (US$20.6m). Partner Juno Huang led the firm’s team in the transaction, while Lee and Li, Attorneys-at-Law advised as to the laws of Taiwan.

Maples and Calder has also acted as Cayman Islands counsel to GigaCloud Technology on its IPO of approximately 3.4 million class A ordinary shares, and its listing on the Nasdaq. A pioneer of global end-to-end B2B ecommerce solutions for large parcel merchandise, GigaCloud is a holding company incorporated in the Cayman Islands, which conducts its operations through its principal subsidiaries incorporated in mainland China, Hong Kong, Japan and the US and principal consolidated VIEs incorporated in the US and the UK. The offering, which closed on August 22, 2022, raised approximately US$36 million. Aegis Capital acted as the underwriter and the book-running manager of the offering. Partner Richard Spooner led the firm’s team in the transaction, while Latham & Watkins acted as US counsel. Kaufman & Canoles PC represented the underwriter.

Paul Hastings has advised NX Fund on the successful formation of its first US dollar fund, which is dedicated to early-stage new consumer industry investments, including technology-driven supply chains, product-driven new brands and efficiency-driven new channels. The fund has successfully attracted re-investments by key investors from NX Fund’s existing Rmb fund and certain new investors, including prestigious institutional investors and successful entrepreneurs. Founded in 2020, NX Fund is a private equity fund set up by MM Capital to target early-stage consumer industry investments. MM Capital is a major boutique Chinese investment bank with a particular long-term focus on consumer and technology. Beijing corporate partner Meka Meng led the firm’s team in the transaction.

Trilegal has advised Edelweiss Commodities on securing from the Competition Commission of India (CCI) a final order, issued on October 13, 2022, holding that Edelweiss Commodities did not engage in cartelisation in the pulses market. In 2018, the CCI had, on a suo moto basis, directed investigation against several entities in the agro-commodity supply chain for alleged cartelization, leading to increase in prices of pulses in 2015–16. The Office of the Director General (DG) conducted search and seizure operations at the premises of Edelweiss Commodities and three other market participants in March 2019. The firm submitted economic and legal arguments before the CCI, and no case of contravention was either recommended by the DG or found by the CCI against Edelweiss. This is the first instance where a party has been exonerated by the CCI after dawn raids conducting search and seizure proceedings. Competition national head partner Nisha Kaur Uberoi, supported by partner Gautam Chawla, led the firm’s team on the matter.

WongPartnership is acting for Sun Hung Kai Capital, the shareholder which has commenced a derivative action in the High Court of Singapore in the name of CMIG International Holding against CIMG’s former directors. Partner Lionel Leo is leading the firm’s team in the matter.