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Latest Deals from Law Firms and Legal Services Providers: 26th October 2022

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Allen & Gledhill has advised Bayfront Infrastructure Capital III, a wholly-owned subsidiary of Bayfront Infrastructure Management, on the issue of four classes of investment grade rated notes, comprising US$187.9 million Class A1 senior secured floating rate notes due 2044, US$110 million Class A1-SU senior secured floating rate notes due 2044, US$33.4 million Class B senior secured floating rate notes due 2044 and US$43 million Class C senior secured floating rate notes due 2044. Bayfront Infrastructure Management is the sponsor for the transaction and the holder of preference shares issued by Bayfront Infrastructure Capital. BIM Asset Management, a wholly-owned subsidiary of Bayfront Infrastructure Management, is the collateral manager for the transaction. The four classes of notes are backed by cash flows from a portfolio of project and infrastructure loans in the Asia-Pacific, Middle East and Americas regions. The notes were offered to institutional investors and are listed in Singapore. Partners Yeo Wico, Jeanne Ong, Andrew Chan, Jo Tay and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to PayU Fintech Investments on its participation in the US$13 million Series B financing round of AYO Technology (Ayoconnect), which was led by SIG Venture Capital. PayU is the payment and fintech business of Prosus. Ayoconnect is an open finance platform in Indonesia with more than 200 application programming interface (API) customers and 4,000 embedded finance products. Partner Nicholas Soh led the firm’s team in the transaction.

Ashurst has represented Rego Interactive on its HK$100.7 million (US$12.8m) global offering and listing of its shares in Hong Kong. A marketing service provider based in China, Rego Interactive primarily markets and promotes services, such as advertisement placement and distribution services, virtual goods sourcing and delivery services, and IT solutions, including mobile games, software development and maintenance services, and solutions on lottery-related software systems and equipment. Partner Frank Bi, supported by partner Li Jiang, led the firm’s team in the transaction.

AZB & Partners has acted as Indian counsel to Electronics Mart India on its IPO comprising an issuance of approximately 84.7 million equity shares at Rs59 (US$0.715) each, aggregating to approximately Rs5 billion (US$60.6m). The shares were listed on October 17, 2022. Partners Varoon Chandra and Agnik Bhattacharyya led the firm’s team in the transaction.

AZB & Partners has also advised Internet Fund VII, a fund managed by Tiger Global Management, on its acquisition, along with other investors, of equity stake via Series B fund raise round in Changejar Technologies, provider of an online platform to enable micro-saving and investments in India. Partners Ashwath Rau, Srinath Dasari and Gautam Ganjawala led the firm’s team in the transaction, which was valued at approximately Rs1.79 billion (US$21.7m) and was completed on September 26, 2022.

Cyril Amarchand Mangaldas has advised Vistaar Financial Services and its founders Mr Brahmanand Hegde and Mr Ramakrishna Nishtala on the proposed acquisition by Warburg Pincus of a majority stake in Vistaar, a leading NBFC focused on lending to MSME businesses in India. As a part of the transaction, Warburg Pincus has agreed to acquire a majority stake of Vistaar by purchasing shares from various existing shareholders. Vistaar’s existing investors WestBridge Capital, Omidyar Network, Elevar Equity and Saama Capital will exit as part of the deal. Corporate head partner Reeba Chacko and partner Saurav Samaddar, supported by partners Gazal Rawal and Kirthi Srinivas, led the firm’s team in the transaction, which was signed on October 8, 2022, and is subject to regulatory approval. AZB & Partners, led by partners Srinath Dasari and Nanditha Gopal, advised WestBridge Capital, Saama Capital and Omidyar Network.

Cyril Amarchand Mangaldas has also advised Trust Investment Advisors, as the investor and arranger, on the issuance of listed, secured, rated, redeemable, taxable, non-convertible bonds, with a green-shoe option for an aggregate issue size of Rs34.88 billion (US$423m), by Uttar Pradesh Power Corporation (UPPC), a company wholly-owned by the Government of Uttar Pradesh. The bonds are secured by a charge over the receivables and cashflows of UPPC, and guaranteed by an unconditional and irrevocable guarantee provided by the Government of Uttar Pradesh. Banking and finance partner Leena Chacko led the firm’s team in the transaction, which was signed and closed on October 7, 2022.

JSA represented Alcatel-Lucent IndiaMformation Software Technologies India and Alcatel-Lucent Managed Solutions India, as the transferor companies, and Nokia Solutions & Networks India, as the transferee company, in proceedings before the National Company Law Tribunal, Delhi Bench (NCLT) seeking sanction of a three-layered composite scheme of arrangement. The NCLT sanctioned the scheme on its order dated September 7, 2022. Partners Shivpriya Nanda and Amar Gupta, supported by partners Gaurav Arora and Divyam Agarwal, represented the clients on the matter.

JSA has also advised National Auto Parts, part of the Petromin Group, on its acquisition of a majority stake (primary and secondary) in Ecarobaar Technologies (SpareIt). Petromin Group is a leading multi-national organization in the Kingdom of Saudi Arabia, focusing on auto-products, services, fuels and EVs, among others. SpareIt is a mobile platform in the auto service sector in India, tailored to link garages with suppliers and logistic providers. Partner Rishabh Gupta led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Chailease Holding on its offering and listing of 12 million global depository shares, each representing five ordinary shares of the issuer. The GDSs are listed in Luxembourg, and the underlying ordinary shares represented by the GDSs are listed in Taiwan. Chailease Holding is a leading finance group with a client focus on small and medium enterprises providing a comprehensive suite of financing services in Taiwan, China, ASEAN countries, the UK and the US. The offering, which closed on July 6, 2022, raised approximately US$388 million. Partner Juno Huang led the firm’s team in the transaction, while Lee and Li advised on Taiwanese law and L&L-Leaven advised on Chinese law. The initial purchasers were advised by Grandall Law Firm (Shanghai) as to Chinese law and by Sullivan & Cromwell (Hong Kong) as to New York State and US federal law.

Maples and Calder has also acted as acted as Cayman Islands counsel to leading online LGBTQ platform BlueCity Holdings on its take-private transaction, representing an equity value of about US$60 million. Completed on August 12, 2022, the transaction was completed as a Cayman Islands statutory merger, under which the existing shareholders of BlueCity had their shares cancelled in exchange for merger consideration of US$3.20 per share or US$1.60 per American depositary shares of the company. As a result of the merger, BlueCity has become a privately held company and de-listed from the Nasdaq. The buyer group comprised of BlueCity director and CEO Baoli Ma, Metaclass Management ELP and CDH Entities, Aviator D, LP and Rainbow Rain. Hong Kong corporate partner Karen Zhang Pallaras led the firm’s team in the transaction.

Rajah & Tann Singapore is advising Tamaris Infrastructure on its exit offer for Moya Holdings Asia, pursuant to a voluntary delisting of the company. Based on the offer price of S$0.092 (US$0.064) per share, the group is valued at approximately S$386.7 million (US$273.5m). Partners Cynthia Goh and Danny Lim, alongside partner Ng Sey Ming, led the firm’s team in the transaction.

Rajah & Tann Singapore is also advising 9R on its acquisition of Compact Sensation. Partners Danny Lim and Tan Mui Hui are leading the firm’s team in the transaction.

WongPartnership has acted for Perennial Shenton Property, as the borrower, on the refinancing of the acquisition of, and the S$3 billion (US$2.12b) green loan syndicated financing of the project development at 8 Shenton Way. Mandated lead arrangers are DBS, OCBC, UOB, Bangkok Bank, Maybank, Shanghai Pudong Development Bank, China CITIC Bank and Hong Leong Finance. DBS and OCBC are also the green loan advisors. Partners Christy Lim and Tan Li Wen, together with partner Serene Soh, led the firm’s team in the transaction, which is the largest syndicated green loan financing in Singapore.

Latest Deals from Law Firms and Legal Services Providers: 12th October 2022

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Allen & Gledhill has acted as transaction counsel to JHF Mercury Capital Partners, acting through its general partner Mercury JHF Capital Partners, on the ¥15 billion (US$102m) revolving credit, letter of credit and bank guarantee facility, with an accordion increase up to ¥25 billion (US$170m), from United Overseas Bank, DBS Bank and Oversea-Chinese Banking Corporation as joint mandated lead arrangers and book-runners, lenders and issuing banks. The facility is used for funding expenses, investments and general working capital purposes, for which a capital call is expressly allowed to be made under the limited partnership documents relating to JHF Mercury Capital Partners. Partners Kok Chee Wai and Wong Jie Ning led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to DBS Bank, Sumitomo Mitsui Banking Corporation Singapore Branch, United Overseas Bank, Malayan Banking Singapore Branch, The Hongkong and Shanghai Banking Corporation Singapore Branch, Oversea-Chinese Banking Corporation and MUFG Bank Singapore Branch on the S$620 million (US$432m) and US$162 million dual currency loan facilities to Asia Mobile Holdings. The facilities are to finance, among others, its working capital requirements. Partner Lim Wei Ting led the firm’s team in the transaction.

Allen & Overy has advised Infinigate Group, a pan-European value-added distributor (VAD) of cybersecurity solutions and a portfolio company of private equity firm Bridgepoint, on its merger with StarLink. This is the latest important step in Infinigate’s expansion strategy, which will extend its reach to more than 50 countries, with offices in more than 30 countries. Founded in 2005 and based in Dubai, StarLink is a market-leading VAD in cybersecurity, secure cloud and secure networking in the Middle East and Africa. It employs more than 300 people across eleven countries, managing a portfolio of 60 vendors and 1,500 resellers. Headquartered in Rotkreuz, Switzerland, Infinigate offers state-of-the-art security solutions from more than 60 vendors through its European network of more than 10,000 partners, which includes resellers, integrators and consulting companies. Founded in 1996, Infinigate employs approximately 500 staff with a pan-European business in markets including Germany, Switzerland, Austria, the UK, Sweden, France, the Netherlands, Belgium, Denmark, Finland and Norway. Partners Dr Roman Kasten (Frankfurt) and Dr Nils Koffka (Hamburg), supported by partners David Foster (Dubai), Hugh Hollman (Brussels), Lydia Challen (London) and Robin Harvey (London), led the firm’s team in the transaction.

AZB & Partners has advised Mayo Clinic on its acquisition of stake in Karkinos Healthcare. Partners Darshika Kothari and Vasudha Asher led the firm’s team in the transaction, which was completed on August 31, 2022.

AZB & Partners has also advised Veritas Capital on its acquisition and combination, through an affiliate, of two complementary revenue cycle management businesses: Coronis Health and MiraMed Global Services, including their subsidiaries. Partner Roxanne Anderson led the firm’s team in the transaction, which was completed on August 4, 2022.

Christopher & Lee Ong, member firm of Rajah & Tann Asia, has advised Culture Convenience Club and Sojitz on establishing the first Tsutaya bookstore in Malaysia. The end-to-end assistance included advising on negotiations with Pavilion Trading Enterprise to establish Tsutaya bookstore as a franchised store, as well as the franchisor and franchisee registration, joint venture agreements, supply agreements and financing agreements relating to the franchise. Partner Yau Yee Ming led the firm’s team in the transaction.

Clifford Chance has advised sponsor Huatai Securities on the US$1.3 billion global IPO of H Shares and listing of leading EV battery manufacturer CALB in Hong Kong. Jiangsu-based CALB is among the largest EV battery suppliers in China. Huatai, JP Morgan and Citi are the joint global coordinators and, together with Credit Suisse, are the joint book-runners and joint lead managers for the global offering. China co-managing partner Tim Wang, with partners Virginia Lee, Fang Liu and Tianning Xiang, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised abrdn (Mauritius Holdings) 2006 on the secondary trade by abrdn in HDFC Life Insurance. abrdn is one of the promoters of HDFC Life, and has undertaken multiple share sale after the IPO of the company. As a part of the transaction, abrdn undertook the sale via share sale on the screen-based trading of BSE for approximately Rs24.34 billion (US$295.7m). The transaction involved a sale by abrdn of 43 million equity shares, with face value of Rs10 (US$0.121) each, of HDFC Life, representing approximately two percent of HDFC Life’s total issued and paid-up equity share capital. BofA Securities India acted as the broker. Capital markets partner Abhinav Kumar, supported by taxation head partner SR Patnaik and partner Kunal Savani, led the firm’s team in the transaction, which was signed on September 13, 2022 and closed on September 15, 2022.

Cyril Amarchand Mangaldas has also advised Biocon on its sale, via bulk trade on the stock exchanges, of shares aggregating to Rs12.2 billion (US$148m) in Syngene International. Capital markets partners Reuben Chacko and Janhavi Manohar led the firm’s team in the transaction, which was signed on September 5, 2022 and closed on September 8, 2022. Spark Capital Advisors (India), the broker, was advised by Linklaters Singapore on US federal securities law.

Harneys has acted as Cayman Islands counsel to MTT Group Holdings on its successful IPO with net proceeds of HK$71.2 million (US$9.1m). Its shares were listed and commenced trading in Hong Kong on September 26, 2022. MTT Group is a vertically integrated IT solutions provider, principally engaged in the distribution of IT products in Hong Kong and the provision of system integration solutions in Hong Kong, China and Macau, operating through two different trade names, namely TriTech and Multisoft, respectively. Partner Raymond Ng led the firm’s team in the transaction, while Bird & Bird provided Hong Kong advice. P C Woo & Co provided Hong Kong advice to the sole sponsor, Innovax Capital.

Harneys has also acted as Cayman Islands counsel to AC Ventures on the establishment of its Fund V, which is structured as a Cayman Islands exempted limited partnership. Fund V is a US$250 million fund for Southeast Asia early stage startups with a focus in the consumer technology, B2B, digital media enablers, fintech and SME sectors. Investors span across Asia, the US, the Middle East and Europe, including Alibaba. Founded in 2014, AC Ventures has a portfolio of over 120 investments in Indonesia and the rest of Southeast Asia, including noteworthy companies Xendit, Carsome, Stockbit, Ula, Shipper and Aruna. Its team is mostly based in Indonesia, but also recently set up offices in Singapore and Malaysia. Asia Head of Funds and Regulatory Maggie Kwok led the firm’s team in the transaction.

JSA has represented Singapore Telecommunications (Singtel) on its sale of equity stake in Bharti Airtel to Bharti Telecom. Singtel eventually sold approximately 3.3 percent of total equity shares of Bharti Airtel for approximately S$2.54 billion (US$1.76b). Bharti Airtel is a public limited company incorporated in India, and its shares are listed and traded on India’s stock exchanges. Bharti Airtel is a global communications solutions provider with over 491 million customers in 17 countries across South Asia and Africa. It has four business segments, namely mobile services, home services, digital television services and Information and Communication Technology (ICT) business services. Partner Vikram Raghani, supported by Anand Lakra, led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Tencent Music Entertainment Group (TME), a company primarily listed in New York, on its secondary listing, via introduction of its Class A Ordinary Shares, in Hong Kong, which closed on September 21, 2022. TME is the largest online music entertainment platform in China, in terms of monthly active users, and offers online music and social entertainment services through its four major product brands – QQ Music, Kugou Music, Kuwo Music and WeSing. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Davis Polk & Wardwell advised on Hong Kong and US laws, and Han Kun Law Offices advised on Chinese law. The joint sponsors, JP Morgan Securities (Far East) and Goldman Sachs (Asia), were advised by Freshfields Bruckhaus Deringeras as to Hong Kong and US laws, and by CM Law Firm as to Chinese law.

Maples and Calder has also acted as Cayman Islands counsel to Dingdang Health Technology Group on its IPO of approximately 33.54 million shares and its listing in Hong Kong.  Dingdang Health Technology Group is a service provider in the digital retail pharmacy industry in China, and ranked No. 3 in such industry by revenue in 2021. It is also the largest product and service provider in the on-demand digital pharmacy industry in China by revenue in 2021. The offering, which closed on September 14, 2022, raised approximately HK$402 million (US$51.2m). Partner Juno Huang led the firm’s team in the transaction, while Clifford Chance advised on Hong Kong and US laws. The joint sponsors, China International Capital Corporation Hong Kong Securities and CMB International Capital, and the underwriters were advised by Paul Hastings as to Hong Kong and US laws.

Milbank (Hong Kong) has advised Union Bank of the Philippines on its acquisition, through a highly competitive auction process, of the consumer banking business of Citigroup in the Philippines. The transaction is significant in the development of UnionBank’s retail banking business. In addition to expanding its customer base by approximately one million customers, the investment is anticipated to advance UnionBank’s credit-card and banking business in the higher-end segment of the consumer market. UnionBank is a leading universal bank in the Philippines. Citigroup is the largest foreign commercial bank in the Philippines providing corporate and investment banking services, treasury and trade solutions, markets and securities services, consumer banking services and business process outsourcing services. Hong Kong global corporate partner Neeraj Budhwani and Hong Kong global capital markets partner James Grandolfo led the firm’s team in the transaction, which was valued at more than US$1 billion.

Rajah & Tann Singapore is acting as Singapore counsel to Keppel Infrastructure Trust on its S$191.6 million (US$133m) joint venture with Keppel Renewable Investments to invest S$233.6 million (US$162.3m) in a diversified portfolio of operational and pipeline onshore wind projects across Norway, Sweden and the UK, sponsored by Fred Olsen Renewables. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

Trilegal has acted as sole advisor to ZEE Entertainment Enterprises and Essel Group on securing an approval from the Competition Commission of India (CCI) for the proposed ZEE – Sony amalgamation, which was cleared on October 4, 2022, subject to certain modifications. The resultant entity will be the largest entertainment media player in India, and ZEE – Sony will combine their linear networks, digital assets, production operations and program libraries. The CCI issued a show-cause notice with their prima facie competition concerns, and sought an explanation as to why a detailed investigation in Phase II should not be undertaken. The firm’s team advanced legal and economic arguments and successfully convinced the CCI to approve the amalgamation in Phase I, with certain remedies. Competition law national head partner Nisha Kaur Uberoi and partner Gautam Chawla led the firm’s team in the matter.

WongPartnership is acting as Singapore counsel to the sellers on the €1.3 billion (US$1.26b) acquisition of Worldwide Flight Service by SATS. Managing partner Ng Wai King and partners Alvin ChiaJames Choo and Kevin Ho are leading the firm’s team in the transaction.

WongPartnership is also acting for ESR-Logos Funds Management, as manager of ESR-Logos REIT, on ESR-Logos REIT’s S$35.3 million (US$24.5m) divestment of its property at 2 Jalan Kilang Barat. The divestment is expected to be completed in Q4 2022, subject to the approval of Singapore Land Authority. Partner Serene Soh is leading the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 5 October 2022

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Allen & Gledhill has acted as transaction counsel to Immuni Software on its US$24 million Series A financing, led by Framework Ventures. Immunefi is a bug bounty and security services platform for Web3, which provides cybersecurity software and services to blockchain and DeFi projects. Partner Nicholas Soh led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to CIMB Bank Singapore Branch and Shanghai Pudong Development Bank Singapore Branch on the US$150 million term and revolving green loan facilities granted to Shining Pearl Investments, as part of an offshore-onshore linked financing. The proceeds were used to, among others, refinance existing borrowings and to finance Shining Pearl Investments’ general and working capital purposes, in relation to real estate located in Shanghai’s central business district. Partner Kok Chee Wai led the firm’s team in the transaction.

AZB & Partners has advised Mayo Clinic on its acquisition of stake in Karkinos Healthcare. Partners Darshika Kothari and Vasudha Asher led the firm’s team in the transaction, which was completed on August 31, 2022.

AZB & Partners has also advised Radici Plastics India on its acquisition, via slump sale as a ‘going concern’ for an aggregate all-cash consideration of approximately Rs2.9 billion (US$35.6m), of the engineering plastics business of Ester Industries. Partners Srinath Dasari, Nohid Nooreyezdan, Nanditha Gopal, Aditya Singh Chandel, Bharat Budholia and Veena Gopalakrishnan led the firm’s team in the transaction, which was completed on September 15, 2022.

Bird & Bird ATMD has acted for East Ventures, a pioneering and leading sector-agnostic and Indonesia-focused venture capital firm, as the lead investor on the US$26 million Series A fundraising round of Gokomodo, an Indonesian agriculture supply chain platform. This transaction represents one of the largest Series A investment amounts in Indonesia to date, and enables Gokomodo to assist agribusiness companies and farmers in parts of Indonesia, where digital infrastructure is lacking, to reach out to their customers through technology. Singapore corporate partner Marcus Chow led the firm’s team in the transaction.

Clifford Chance has advised Chinese EV maker Zhejiang Leapmotor Technology on its US$807 million IPO and listing in Hong Kong. Hangzhou-based Leapmotor designs and produces electric vehicles for the mid to high-end market in China. In 2021, the company was one of the fastest-growing among the leading pure-play EV makers based in China. 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 worldwide digital engineering firm Srijan Technologies and its founder and CEO Mr Rahul Dewan on the acquisition, via share purchase, of 100 percent shareholding of Srijan by Material Holdings. Srijan is one of the world’s leading Drupal service providers, with over 600 digital and data engineers in India. Dewan also serves on the board of the Drupal Association. Partner Ritika Rathi, supported by partners Gyanendra Kumar and Ritika Rathi, led the firm’s team in the transaction, which marks Material’s first acquisition in India, and was completed on September 14, 2022. Morrison Cohen acted as international counsel to Srijan. Davis Polk & Wardwell acted as US counsel, while Baker & McKenzie acted as international counsel to Material Holdings.

JSA has advised skincare product manufacturer Curatio Healthcare on its 100 percent acquisition by Ahmedabad-based Torrent Pharmaceuticals for Rs20 billion (US$246m). Curatio has a strong presence in the cosmetic dermatology segment, with a portfolio of over 50 brands marketed in India. Curatio’s portfolio consists of leading brands, such as Tedibar, Atogla, Spoo, B4 Nappi and Permite, which are ranked among top five brands in their covered market. With this acquisition, Torrent Pharma will enter the league of top ten players in the dermatology segment, and will be the leader in the cosmetic dermatology space. Partner Aarthi Sivanandh, supported by partner Bhavana Elizabeth Alexander, led the firm’s team in the transaction.

Latham & Watkins has advised SATS on its proposed acquisition of Worldwide Flight Services (WFS), the world’s largest air cargo handling firm, from an affiliate of Cerberus Capital Management. The transaction values WFS at an enterprise value of €2.25 billion (US$2.24b), with an equity purchase price of €1.18 billion (US$1.8b). SATS is Asia’s leading provider of food solutions and gateway services. With operations in over 60 locations and 14 countries across the Asia Pacific, UK and the Middle East, SATS has been listed in Singapore since May 2000. Founded in 1984, WFS is the world’s largest air cargo logistics provider, and one of the leading providers of ground handling and technical services, with annual revenues of €1.8 billion (US$1.8b). Its 32,300 employees serve over 300 customers at 168 major airports in 17 countries on five continents. The combined group is set to become a global leader in the aviation services sector, with more than 200 stations in over 20 countries, covering trade routes responsible for over 50 percent of all global air cargo volume. The proposed transaction is expected to complete in March 2023, subject to receiving the requisite SATS shareholder and regulatory approvals. Following the successful completion of the transaction, WFS will become a wholly-owned subsidiary of SATS. Singapore partner Sharon Lau, supported by partners Michael Sturrock, Timothy Hia (Singapore), Damara Chambers (Washington DC), Joshua Holian (San Francisco), Luca Crocco (Brussels), Max Hauser (Frankfurt), Rob Moulton (London), Sarah Gadd (London), Jane Greyf (New York), Charles-Antoine Guelluy (Paris), Quentin Gwyer (London), Paul Davies (London), Christopher Norton (Orange County) and Karl Mah (London), led the firm’s team in the transaction.

Maples and Calder has acted as BVI counsel to Wuxing Industry Investment Husheng on its issue of US$150 million four percent guaranteed bonds due 2025, backed by an irrevocable standby letter of credit issued by Bank of Shanghai Hangzhou Branch, and unconditionally and irrevocably guaranteed by Huzhou Wuxing Industrial Investment Development Group. The issuer’s group is a state-owned enterprise, which serves as the core operating entity responsible for infrastructure construction, land consolidation and development, as well as sale of resettlement housing, in Huzhou City. Partner Juno Huang led the firm’s team in the transaction, while Chungs Lawyers, in association with DeHeng Law Offices, advised on English law, and DeHeng Law Offices (Hangzhou) advised on Chinese law. The joint lead managers were advised by Jingtian & Gongcheng as to English and Chinese laws.

Maples and Calder has also acted as Cayman Islands counsel to Ahaaha on the US$14.8 million series angel round financing invested by Northern Light Venture Capital and Lightspeed Venture Partners. Ahaaha focuses on cross-border e-commerce platform business for European and American markets. Partner Everton Robertson led the firm’s team in the transaction.

Paul Hastings has advised Onewo on its approximately US$738 million global offering and spin-off listing in Hong Kong. CLSA Capital Markets, Citigroup Global Markets Asia and Goldman Sachs (Asia) acted as the joint sponsors. Onewo is a leading property management service provider in China, and a subsidiary of China Vanke, one of the top Chinese property developers. Onewo has also expanded its business beyond property management, and has become a leading service provider with a growth model built upon the synergy of businesses across community, commercial and urban spaces, with flagship projects such as Phoenix TV’s Beijing headquarters, Shenzhen Bao’an International Airport and Guangdong-Macao In-Depth Cooperation Zone in Hengqin of Zhuhai. Global partner and chair of Greater China Raymond Li and corporate partners Vincent Wang and Chaobo Fan led the firm’s team in the transaction.

Rajah & Tann Singapore is acting as Singapore counsel to Keppel Infrastructure Trust on its S$346.4 million (US$244m) joint venture with Keppel Infrastructure Holdings and Keppel Asia Infrastructure Fund for the S$666.1 million (US$468.5m) acquisition of Eco Management Korea Holdings. Partners Danny Lim and Penelope Loh are leading the firm’s team in the transaction.

Rajah & Tann Singapore is also acting for Mapletree Investments on its sale of Oakwood Worldwide, a premier global serviced apartment provider, to The Ascott, a wholly-owned lodging business unit of CapitaLand Investment. Partners Sandy Foo and Favian Tan led the firm’s team in the transaction, alongside partner Benjamin Cheong, who advised on the intellectual property aspects, and partners Kala AnandarajahAlvin Tan and Linda Qiao, who advised on the employment aspects.

Simpson Thacher has represented the underwriters on the IPO and Rule 144A and Regulation S offering by Zhejiang Leapmotor Technology. Hong Kong-listed Leapmotor offered approximately 130.8 million H shares in its global offering, prior to the exercise of the underwriters’ overallotment option. The base offering size is HK$6.279 billion (US$800m). JP Morgan, CICC, Citi and CCB International acted as joint sponsors, overall coordinators, joint global coordinators, joint book-runners and joint lead managers. Leapmotor is a smart EV company based in China, primarily focusing on the mid- to high-end segment of China’s NEV market. Founded in 2015, Leapmotor is the only pure-play EV company based in China, and one of the few NEV companies in the China market (including domestic and international automakers that sell NEVs in China) with a full-suite of R&D capabilities. Hong Kong partners Christopher Wong, Yi Gao and Marjory Ding led the firm’s team in the transaction.

WongPartnership has acted for Singapore-based private equity firm Tower Capital Asia on its maiden blind-pool private equity fund at US$379 million, surpassing its original target of US$300 million. The vehicle, Tower Capital PE Fund I, comprises US$324 million in primary commitments and US$55 million in co-investment commitments. Partner Low Kah Keong led the firm’s team in the transaction.

WongPartnership has also acted for Frasers Property on its retail bond issuance of S$500 million (US$352m) five-year green notes due 2027 at 4.49 percent, under its S$5 billion (US$3.5b) multicurrency debt issuance programme. This is Singapore’s first corporate green retail note offering, and the second retail bond offering issued by its subsidiary Frasers Property Treasury and guaranteed by the group. Partner Trevor Chuan led the firm’s team in the transaction.

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

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Allen & Gledhill has acted as transaction counsel to The Hongkong and Shanghai Banking Corporation Singapore Branch, as the facility agent for both the financing and the lending group, consisting of 19 banks from Australia, Canada, Europe, Japan, the Middle East, Singapore and the US. The facility was for the refinancing of Olam Food Ingredients’ existing loans and general corporate purposes. The interest margin on the financing is linked to the achievement of sustainability targets across environmental, social and governance areas. Partner Mark Hudspeth led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to DBS Bank, Oversea-Chinese Banking Corporation and United Overseas Bank on the S$1.2 billion (US$830m) facilities to Grand Dunman (sponsored by SingHaiyi Group, Haiyi Holdings and China Construction (South Pacific) Development). The facilities are to finance the acquisition of the government land sale site at Dunman Road, Singapore and the construction of a residential development with more than 1,000 units. Partners Lim Wei Ting and Ernest Teo led the firm’s team in the tranaction.

AZB & Partners is advising Gruppo Mutuionline on the Indian aspect of its Rs12 billion (US$147m) acquisition from ZPG Comparison Services Holdings UK of 100 percent share capital of group entities Preminen Price Comparison Holdings, Rastreator.com and LeLynx SAS, and the business acquisition of the India branch office of Inspop.com. Partners Roxanne Anderson and Gautam Ganjawala are leading the firm’s team in the transaction, which was signed on August 28, 2022 and is yet to be completed.

AZB & Partners is also advising Reliance Industries, via its subsidiary Reliance Strategic Business Ventures, on its Rs16.7 billion (US$204m) acquisition of 50.1 percent equity stake in Sanmina SCI India, the Indian arm of Sanmina Corporation. The Competition Commission of India approved the deal on August 1, 2022. Partner Gaurav Bansal is leading the transaction, which is yet to be completed.

Baker McKenzie has acted as US and Swiss counsel to CLSA and other underwriters on Joincare Pharmaceutical Group Industry’s global depositary receipts (GDR) listing in Switzerland. Listed in Shanghai since June 2001, Joincare Pharmaceutical is an innovation-driven integrated pharmaceutical company that combines pharmaceutical R&D, manufacturing and commercialization. It is a pioneer and leader in the field of complex formulation in China. Partners Ivy Wong (Hong Kong), Thomas Tarala (Hong Kong) and Dr Matthias Courvoisier (Zurich) led the firm’s team in the transaction.

Baker McKenzie has also advised on the successful offering and listings of Global Depositary Receipts (GDR) on the SIX Swiss Exchange of four Chinese companies — GEM, Gotion High-tech, Keda Industrial Group and Ningbo Shanshan. The four companies are the first to issue GDR in the Swiss capital market through the China-Switzerland Stock Connect, after China Securities Regulatory Commission reformed the Stock Connect scheme and the Swiss regulators recently finalized the revised SIX listing rules in late July 2022. The firm fielded a cross-border team from China, Zurich and London to provide seamless, comprehensive advice in the four landmark transactions. The China team was led by partners Christina Lee and Wang Hang, supported by partner Thomas Tarala. The Zurich team was led by partner Matthias Courvoisier, while the London team was led by partners Adam Farlow and Simon Porter.

Clifford Chance has advised Lepu Medical Technology (Beijing) on its offering and listing of global depositary receipts (GDRs), in reliance on Rule 144A and Regulation S, in Switzerland. The GDR offering is expected to raise gross proceeds of approximately US$224.2 million. Lepu Medical is a leading medical device and pharmaceuticals company in China, specialised in the development, manufacturing and distribution of medical equipment. Partners Fang Liu and Jean Thio, support byLondon partner Chris Roe, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas advised Social Worth Technologies and its founders on a US$110 million Series D fundraise from TPG, Norwest Capital and Piramal Capital. Social Worth operates the app “EarlySalary“. Partner Maheshwari Sundaresh, supported by partner Avinash Umapathy, led the firm’s team in the transaction, which was signed on August 18, 2022 and closed in August 2022.

Cyril Amarchand Mangaldas has also advised Abrdn Investment Management, a subsidiary of Abrdn (formerly known as Standard Life Aberdeen), on the block trade by Abrdn in HDFC Asset Management Company (HDFC AMC). Abrdn Investment Management is one of the promoters of HDFC AMC, and had undertaken several rounds of secondary trade of equity shares of HDFC AMC on the stock exchange in the past. As part of the transaction, Abrdn Investment Management undertook the sale, via one or more share sales on the screen-based trading of the Indian stock exchanges, for approximately Rs24.77 billion (US$302m). The transaction involved a sale by Abrdn Investment Management of 12.8 million equity shares, with face value of Rs5 (US$0.061) each of HDFC AMC, representing six percent of the paid-up equity share capital of HDFC AMC. Jefferies India acted as broker. Capital markets head partner Yash Ashar and partner Abhinav Kumar, supported by partner SR Patnaik, led the firm’s team in the transaction, which was signed on August 15, 2022 and closed on September 18, 2022.

JSA has represented MO Alternate Investment Advisors, a subsidiary of the conglomerate Motilal Oswal Financial Services, on its investment in Join Ventures Solutions. Join Ventures owns and operates a portfolio of digital-first brands offering handmade, personalised and curated products across food, home and fashion categories. Its brands include direct-to-consumer gifting brand IGP, flower gifting platform Interflora, corporate gifting entity IGP for Business, and gourmet food brand Masqa. This funding round was led by MO Alternate Investment Advisors. Convivialité Ventures, global beverage player Pernod Ricard’s venture capital arm, as well as existing investors DSG Consumer Partners, Venture Catalysts and ZNL Growth, also participated in this funding round. Partner Anand Lakra is leading the firm’s team in the transaction, which was valued at approximately US$23.5 million.

JSA has also represented Marvel Sigma Homes on a proceeding between Marvel, as appellant, and Union of India, NCLT Mumbai Bench and ICICI Homes Finance, as respondents, before the Bombay High Court. Marvel, thru the writ petition, questioned NCLT’s acts in depriving Marvel the opportunity to file its reply to the company petition filed by ICICI under Section 7 of the Insolvency and Bankruptcy Code 2016 and make submissions on merits, and in NLTC’s oral indication that the order of admission is being passed in the company petition. Marvel challenged the NCLT order dated July 20, 2022, admitting the company petition and imposing moratorium under Section 14 of the IBC upon Marvel. The Bombay High Court allowed the petition, on the grounds that the impugned order violates principles of natural justice. The Court held that the NCLT ought not to have refused Marvel the opportunity to file its reply to the company petition, and should have permitted Marvel to advance oral submissions. The Bombay High Court set aside the impugned order and restored the company petition to file. Partner Varghese Thomas, supported by partner Hormuz Mehta, led the firm’s team on the matter, which was valued at approximately US$22.75 million.

Kudun and Partners has represented Nature Best Food, the first manufacturer and distributor of seaweed in Thailand, on the approximately β250 million (US$6.6m) sale, via entire business transfer, of its seaweed processing and distribution business to TS Food Holding, a subsidiary of Thai Sugar Terminal, a provider of rental services for port-warehouses.

Rajah & Tann Singapore is advising AIMS APAC REIT Management, as manager of AIMS APAC Real Estate Investment Trust, on its appointment of SP Group to install rooftop solar photovoltaic systems across six of its properties in Singapore. Partners Shemane Chan and Loh Yong Hui are leading the transaction.

Rajah & Tann Singapore is also advising Indonesia-based nickel ore miner Silkroad Nickel in the S$109.7 million (US$75.3m) voluntary conditional general offer by Horowitz Capital to take Silkroad Nickel private. Partners Danny Lim and Penelope Loh are leading the transaction.

Simpson Thacher is representing KKR on its US$450 million investment in Hero Future Energies (HFE), the renewable energy arm of the Hero Group. HFE is a leading independent power producer in India, with a diversified portfolio of 1.6 GW of operating solar and wind projects. KKR makes its investment from its Asia Pacific Infrastructure Fund. Partner Ian Ho, supported by transaction manager Shirley Foo (M&A-Hong Kong) and London partners Clare Gaskell (M&A-London) and Yash Rupal, is leading the firm’s team in the transaction.

Slaughter and May Hong Kong has advised Hong Kong-listed Tencent Holdings on the secondary listing, via introduction in Hong Kong, of its subsidiary, Tencent Music Entertainment Group (TME). The joint sponsors to TME’s secondary listing are JP Morgan Securities (Far East) and Goldman Sachs (Asia). Listed in Hong Kong since June 2004, Tencent is one of the largest internet companies in the world, offering internet value-added services through the operation of communications and social services, games and other digital content platforms, as well as online advertising, fintech, cloud and other business services for enterprise clients. The largest online music entertainment platform in China, in terms of monthly active users, TME offers online music and social entertainment services through its four major product brands – QQ Music, Kugou Music, Kuwo Music and WeSing. TME has been listed in New York since December 2018. Dealings in TME’s shares in Hong Kong commenced on September 21, 2022. Hong Kong partners Peter Brien and Jing Chen led the firm’s team in the transaction.

S&R Associates has represented Light Microfinance, an RBI-registered NBFC, on its Rs1.96 billion (US$24m) Series B funding round led by British International Investment (UK), with participation from existing impact investors Nordic Microfinance Initiative (Norway), Triple Jump (Netherlands) and Incofin (Belgium). Partner Viral Mehta led the firm’s team in the transaction.

WongPartnership is acting for the offeror, TLW Success, on the privatisation of Singapore Medical Group at S$0.37 (US$0.26) per share. Partners Andrew Ang and Nicolette Lye are leading the firm’s team in the transaction.

WongPartnership is also acting for an entity under Keppel Offshore and Marine on seeking an injunction from the Singapore court to prohibit payment on a US$126.6 million standby letter of credit, amid a customer claim involving a rig contract. Partners Wendy Lin and Jill Ann Koh are leading the firm’s team in the matter.

Latest Deals from Law Firms and Legal Services Providers: 22nd September 2022

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Allen & Gledhill has advised Public Utilities Board (PUB) on the establishment of S$10 billion (US$7b) multicurrency medium term note programme and issue of US$800 million 3.43 percent green notes due 2052. The notes will be used to finance or refinance new or existing eligible green projects under PUB’s Green Financing Framework. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised Housing and Development Board on the issue of S$1 billion (US$709m) fixed rate notes due 2029, under its S$32 billion (US$22.7b) multicurrency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra also led the firm’s team in the transaction.

AZB & Partners advised Tata Sons affiliate Tata Digital on its acquisition, along with certain other existing shareholders, of stake in Tata 1MG Technologies (formerly known as 1MG Technologies), pursuant to a rights issue undertaken by 1MG. The total rights issue size is Rs3.2 billion (US$40m), while the amount invested by Tata in 1MG is Rs2.54 billion (US$32m). Partner Nilanjana Singh led the firm’s team in the transaction, which was completed on September 2, 2022.

AZB & Partners is also advising Internet Fund V, a fund managed by Tiger Global Management, on the Rs1.25 billion (US$15.6m) acquisition of equity stake by Oaks India Consumer Fund-I (OAKS Asset Management) in Wow Momo Foods, via Series D fund raise round. Internet Fund V is an existing investor in Wow Momo Foods. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal are leading the firm’s team in the transaction, which was signed on September 05, 2022 and is yet to be completed.

Baker McKenzie has acted as international counsel for ESR Group on the formation of ESR Data Centre Fund I, a private equity real estate fund which will invest in data centre projects across the Asia Pacific region. The fund, which successfully raised US$1 billion at its first closing, has attracted investments from among the world’s largest institutional investors. The firm also acted as transaction counsel on ESR’s investment in the joint venture with US-based hyperscaler STACK Infrastructure to build a 48-MW data centre in Incheon, Seoul. Singapore principals Derek Kwan and Jens Carle led the firm’s team in the fund formation, while Singapore real estate principal Geraldine Ong and Hong Kong partner Rico Chan led the firm’s team in the real estate and data centre aspects.

Clifford Chance has advised Sinosteel Group on the multi-jurisdictional merger control filings for its acquisition of control of Samancor Chrome. The transaction obtained antitrust clearance with conditions in South Africa. Sinosteel is a state-owned enterprise engaged in developing and processing of metallurgical mineral resources, trading and logistics of metallurgical raw materials and products, and related engineering technical service and equipment manufacture. South Africa-based Samancor Chrome is one of the largest ferrochrome producers in the world. Partner Yong Bai led the firm’s team in the transaction, while Bowmans advised on South African law.

Dentons Rodyk has successfully represented Singapore-listed PNG Sustainable Development Program (PSDP) before the Singapore Court of Appeal on the dismissal on September 15, 2022 of an appeal against the High Court’s (General Division) decision in Ok Tedi Fly River Development Foundation Ltd and others v Ok Tedi Mining Ltd and others [2021] SGHC 205 to strike out the US$1.5 billion claim on behalf of some 150,000 affected by the environmental damage in Papua New Guinea’s (PNG) Western Province. The claim against PSDP was mounted on the basis that PDSP owed fiduciary duties to the affected communities, having allegedly undertaken to act in their interest. It was also asserted that some US$1.5 billion earmarked for the sustainable development of PNG was held on trust for them. PSDP maintained that its mission was to promote sustainable development for all of PNG, as enshrined in the contracts that the company had entered into with the Independent State of Papua New Guinea and mining company BHP, and remained the exclusive preserve of the contractual counterparties. Litigation practice co-head Mark Seah, supported by partners Andrea Gan and Martin See, led the firm’s team on the matter. TSMP Law, led by partner Adrian Tan and Dr Tang Hang Wu, represented the appellants.

Maples and Calder has acted as Cayman Islands and BVI counsel to Powerlong Real Estate Holdings on its exchange offer of the 4.0 percent guaranteed senior notes due 2022 and 7.125 percent guaranteed senior notes due 2022 issued by Powerlong for new approximately US$170 million 4.0 percent guaranteed senior notes due 2023 and approximately US$263 million 7.125 percent guaranteed senior notes due 2024. The new notes are listed in Singapore. Powerlong is a leading property developer in China specialising in the development and operation of high-quality, large-scale, integrated commercial and residential complexes. Corporate partner Karen Zhang Pallaras led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Linklaters acted as US counsel to Haitong International Securities, the dealer manager.

Maples and Calder has also acted as BVI counsel to New World Development (NWD) on its issue of US$200 million 5.875 percent guaranteed notes due 2027, under its US$7 billion medium term note programme guaranteed by NWD. The firm also acted as BVI counsel to NWD on its offer to repurchase the US$950 million 4.375 percent guaranteed notes due 2022. Further, the firm acted as BVI counsel to NWD Finance on its issue of US$500 million 6.15 percent guaranteed senior perpetual capital securities, guaranteed by NWD. NWD is one of the largest Hong Kong-based property developers listed in Hong Kong, in terms of market capitalisation. Corporate partner Karen Zhang Pallaras also led the firm’s team in the transaction, while Linklaters advised as to English and Hong Kong laws. The joint global coordinators, joint bookrunners and joint lead managers were advised by Clifford Chance as to English law.

Paul Hastings has advised China International Capital Corporation Hong Kong Securities and CMB International Capital, as the joint sponsors and the joint global coordinators, on the global offering and listing of Dingdang Health Technology Group in Hong Kong. Dingdang Health Technology is a service provider in providing express digital healthcare services in China. The company has been facilitating the transformation and upgrade of China’s healthcare industry by on-demand pharmaceutical retail and medical consultation, primarily with online-to-offline solutions, including operations related to its online platforms, offline smart pharmacies and express delivery service. Global partner and chair of Greater China Raymond Li and corporate partners Vincent Wang and Chaobo Fan led the firm’s team in the transaction.

Pinsent Masons MPillay has advised Ikigai Ventures, a company acquiring target businesses that have a strong positive social impact and/or environmental, social and governance strategy, on its listing in London. Singapore-based Asia Pacific corporate head Nicholas Hanna and Singapore corporate co-head Mark Tan led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for K3 Ventures on its participation in the Series A extension fundraising by Merkle Science, a fast-growing New York and Singapore-based predictive crypto risk and intelligence platform. Partner Terence Quek led the firm’s team in the transaction, which raised over US$24 million.

S&R Associates has represented DSG Consumer Partners, an existing investor in StayVista, a manager of luxury villas and holiday homes in India for vacation rentals, on the Rs400 million (US$5m) Series B funding round also involving Capri Global and certain existing investors. Partner Prachi Goel led the firm’s team in the transaction.

S&R Associates has also represented Bunch Microtechnologies (Classplus), a B2B edtech platform, on its acquisition of a minority stake in Testbook Edu Solutions, an online test preparation services provider for government job aspirants. Partner Mohit Gogia led the firm’s team in the transaction.

Withers has represented MUFG Bank and Crédit Agricole Corporate and Investment Bank Tokyo Branch on their provision of a loan facility to AirTrunk to finance the hyperscale data centre operator’s efforts towards a sustainable future. The facility is the first data centre green loan in Japan, and will be used to finance the development of Airtrunk’s newest hyperscale data centre in Tokyo. AirTrunk’s latest data centre, named TOK2, will deliver 110MW of capacity in western Tokyo to complement the existing 300MW TOK1 campus that serves eastern Tokyo. As the eighth data centre in AirTrunk’s platform, TOK2 is built across more than 4.6 hectares of land, and powered by high-voltage substations. Japan partners Gerald Fujii and Naoki Ueyama, supported by partner Steven Wheeler, led the firm’s team in the transaction.

WongPartnership is acting for WeWork on the lease of 21 Collyer Quay, WeWork’s largest location in the Pacific region, consisting of Australia, South Korea and South East Asia. Partner Cornelia Fong is leading the firm’s team in the transaction, together with partner Lee Hwai Bin.

WongPartnership is also acting for Ascendas Real Estate Investment Trust (REIT) on the proposed acquisition of a cold storage logistics facility for S$191.9 million (US$136m). The property, which is located at 1 Buroh Lane, is the REIT’s first cold storage facility investment in Singapore. Partners Chan Sing Yee and Daniel Chui are leading the firm’s team in the transaction, together with partner Dorothy Marie Ng.

 

Latest Deals from Law Firms and Legal Services Providers: 8 September 2022

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Allen & Gledhill has acted as transaction counsel to Oversea-Chinese Banking Corporation, CIMB Bank Singapore Branch and Maybank Securities, as the mandated lead arrangers, on the S$978 million (US$696.7m) sustainability-linked credit facilities to DBS Trustee, in its capacity as trustee of OUE Commercial Real Estate Investment Trust and OUE Hospitality Sub-Trust. The facilities will be used to refinance the existing borrowings of OUE Commercial Real Estate Investment Trust and OUE Hospitality Sub-Trust. Partners Lim Wei Ting and Wong Jie Ning led the firm’s team in the transaction.

AZB & Partners has advised De Lage Landen Financial Services India (DLL India) on the sale of its agricultural and healthcare equipment financing portfolio to Kotak Mahindra Bank. Partners Darshika Kothari, Anand Shah and Nikunj Maheshwari led the firm’s team in the transaction, which was completed on July 8, 2022.

AZB & Partners has also advised Voltas on the Rs11.88 billion (US$149m) sale of its domestic projects business (relating to mechanical, electrical and plumbing; heating, ventilation and air conditioning and water projects; mining and construction equipment business; and textile machinery division business) to its 100 percent wholly-owned subsidiary Universal MEP Projects & Engineering Services. Partner Qais Jamal led the firm’s team in the transaction, which was completed on August 2, 2022.

Baker McKenzie has advised the mandated lead arrangers, the joint social loan coordinators and the lenders on the US$ 1.1 billion syndicated social loan facility to Housing Development Finance Corporation). The loan proceeds will be applied to fund affordable housing projects in India. This facility is the world’s largest social loan to date, India’s largest social financing issuance, the first social external commercial borrowing (ECB) loan out of India, and the largest ECB loan deal from a housing finance company. CTBC Bank, Mizuho Bank, MUFG Bank, State Bank of India and Sumitomo Mitsui Banking Corporation acted as joint social loan coordinators and mandated lead arrangers. Finance and projects principal Kah Chin Chu led the firm’s team in the transaction.

Clifford Chance has advised Biocare Projects on its long-term carbon removal project with Australia-listed timber company Kiland. ​Biocare Projects specialises in identifying, sourcing and financing project development in the carbon space, supporting businesses to improve processes which reduce carbon impact and unlock carbon monetisation opportunities. The Biocare-Kiland project involves the conversion of 4.5 million tonnes of fire damaged timber from Kiland’s timber plantations on Kangaroo Island in South Australia into approximately 900,000 tonnes of biochar, a stable form of carbon made from biomass which acts as a carbon store that can endure in soil for hundreds to thousands of years. The project will take place over the next six to ten years, and is expected to generate approximately 1.8 million carbon credits. Partner Reuben van Werkum led the firm’s team in the transaction.

Gide has advised Adeo, the European leader and third largest global player in the home improvement and DIY market, on the sale of 100 percent of equity in Leroy Merlin Consulting (Beijing), and the transfer of its property in Beijing to Ministorage Investment V, a Hong Kong-registered company operating a self-storage business in Asia. Partners Guo Min and David Boitout led the firm’s team in the transaction.

Khaitan & Co has advised the Lighthouse Canton group on setting up their first venture debt fund in India, which will primarily invest in venture debt instruments and make further investments in such equity and equity-linked instruments of portfolio entities for maximizing return for investors. The fund proposes to raise investments of Rs5.5 billion (US$69m), with an additional green shoe option of accepting Rs5.5 billion (US$69m), totalling to a proposed fund size of Rs11 billion (US$138m). The fund has not announced its first close yet. Partners Siddharth Shah and Vivek Mimani led the firm’s team in the transaction.

Khaitan & Co has also advised Foundation Holdings, as a continuing investor, on the part sale of its stake in ASG Hospital to General Atlantic and Kedaara Capital. ASG Hospitals raised funds, through primary and secondary investment from General Atlantic and Kedaara Capital, with an overall deal value of Rs15 billion (US$188m). The secondary component included a complete exit for Invest Corp Private Equity Fund and a partial stake sale by Foundation Holdings. Partner Mayank Singh led the firm’s team in the transaction. Shardul Amarchand Mangaldas, Veritas Legal and AZB & Partners also advised on the deal.

Maples and Calder has advised Gogox Holdings on its IPO of 31.2 million shares, and listing in Hong Kong. The offering closed on June 24, 2022 and raised approximately HK$670 million (US$85m), before it issued a further 4.68 million shares in an overallotment. Gogox is the first Hong Kong logistics unicorn to go public in Hong Kong. Corporate partner Everton Robertson led the firm’s team in the transaction, while CYL & Partners, in association with Cooley Hong Kong, acted as Hong Kong counsel. Paul Hastings acted as Hong Kong counsel to the joint sponsors UBS Securities Hong Kong, China International Capital Corporation Hong Kong Securities, BOCOM International (Asia) and ABCI Capital, and the underwriters.

Maples and Calder has also acted as Cayman Islands counsel to Nano Labs on its IPO of 1.77 million American Depositary Shares, representing its class A ordinary shares, and its listing on the Nasdaq. Nano Labs is a leading fabless integrated circuit design company and product solution provider in China. The offering, which closed on July 14, 2022, raised approximately US$20.3 million. Partner Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati and Zhong Lun Law Firm acted as US and Chinese counsels, respectively. Hogan Lovells and DeHeng Law Offices (Shenzhen) acted as US and Chinese counsels, respectively, to the underwriters, AMTD Global Markets, Maxim Group and US Tiger Securities.

Paul Hastings has advised Chongqing Hongjiu Fruit on its HK$561 million (US$71.5m) global offering and listing in Hong Kong. A fast-growing and multi-brand fruit company in China with an end-to-end supply chain, Hongjiu Fruit focuses on managing the entire supply chain for quality fruits primarily grown in China, Thailand and Vietnam. China International Capital Corporation Hong Kong Securities acted as the sole sponsor and, together with Citigroup Global Markets Asia and UBS AG Hong Kong Branch, acted as the joint global coordinators in this transaction. Global partner and Greater China chair Raymond Li and corporate partners Vincent Wang and Chaobo Fan led the firm’s team in the transaction.

Trilegal has acted as sole advisor to Prosus and PayU India on securing an unconditional approval from the Competition Commission of India on the proposed acquisition of IndiaIdeas.com (BillDesk). This was an acquirer only filing made by PayU India, with the firm acting as the sole counsel for PayU. This is the largest acquisition in the digital payments sector in India. The combined entity will be India’s largest digital payments entity, and among the top ten online payments providers globally. The CCI issued a show-cause notice with their prima facie competition concerns, and sought an explanation why a detailed investigation in Phase II should not be undertaken. The firm successfully convinced the CCI to approve the transaction in Phase I without any remedies. This is the first and only instance of the CCI clearing the transaction unconditionally (without any remedies) after issuing a show-cause notice. Partner and competition law national head Nisha Kaur Uberoi, supported by partner Gautam Chawla, led the firm’s team in advising the client. AZB & Partners and Shardul Amarchand Mangaldas represented the seller shareholders on M&A aspects.

WongPartnership is acting for 8S Capital Holdings, which is jointly-owned by KKR Credit Funds and the founders of 800 Super Holdings, on the disposal of 800 Super Holdings to Keppel Asia Infrastructure Fund and Keppel Infrastructure Holdings for S$380 million (US$271m). Partner Quak Fi Ling is leading the firm’s team in the transaction, together with partners Kylie Peh and Jerry Tan.

WongPartnership is also advising Mr William Lee, the co-founder of 800 Super Holdings, on his post-transaction shareholding arrangements, following the disposal of 800 Super Holdings to Keppel Asia Infrastructure Fund and Keppel Infrastructure Holdings. Partners Audrey Chng and Nicolette Lye are leading the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 31th August 2022

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Allen & Gledhill has acted as transaction counsel to SeaTown Holdings International, which manages SeaTown Private Capital Master Fund, on its US$50 million investment in OnPoint Holdings, an e-commerce enabler in Vietnam. Partners Chong Zhuo Chen, Oh Hsiu-Hau and Teoh Sze Min led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to venture capital firm Openspace Ventures on leading the US$6.4 million pre-Series A funding round in Nano Technologies, a Vietnam-based earned-wage access start-up which operates the flexible payroll application, VUI, empowering low-income workers to access their salary. Partner Nicholas Soh led the firm’s team in the transaction.

AZB & Partners has advised Kohlberg Kravis Roberts & Co and investment funds, vehicles and/or entities managed and/or advised by it or its affiliates on the Rs91 billion (US$1.1b) sale by Kayak Investments Holding, an affiliate of Kohlberg Kravis Roberts & Co, of equity stake in Max Healthcare. Partners Ashwath Rau, Atreya Bhattacharya and Lionel Almedia led the firm’s team in the transaction, which was completed on August 16, 2022.

AZB & Partners has also advised Greenizon Agritech Consultancy (doing business as Jai Kisan) on the Rs4 billion (US$50m) acquisition by GMO Venture Partners, Yara Growth Ventures and DG Daiwa Ventures, as well as existing investors, including Blume Ventures, Arkam Ventures, Mirae Asset and Snow Leopard Ventures, of equity stake in Jai Kisan. The debt funding was provided by Northern Arc, Alteria and MAS Financial. Partners Vaidhyanadhan Iyer, Gautam Ganjawala and Veena Gopalakrishnan led the firm’s team in the transaction, which was completed on July 29, 2022.

Cyril Amarchand Mangaldas has acted as Indian counsel to JP Morgan India, as the sole broker, on the bulk sale of approximately 37.6 million shares of Crompton Greaves Consumer Electricals, held by MacRitchie Investments, a promoter entity and indirect wholly-owned subsidiary of Temasek Holdings. Partner Abhinav Kumar led the firm’s team in the transaction, which was signed on August 05, 2022 and closed on August 10, 2022.

Khaitan & Co is advising JSW Energy on the acquisition by its wholly-owned subsidiary, JSW Neo Energy, of 100 percent shareholding in 16 SPVs and one ancillary SPV of Mytrah Energy (India), along with majority shareholding in one SPV, totalling to 1753 MW of renewable capacity. The total acquisition portfolio consists of ten Wind SPVs with a capacity of 1,331 MW and seven Solar SPVs with a capacity of 422 MW (487 MWp DC) and one ancillary SPV. With an enterprise value of Rs105.31 billion (US$1.3b), the deal is the largest acquisition by JSW Energy since its inception. Partners Akhil Bhatnagar and Kumar Saurabh Singh, supported by partners Arva Merchant, Sudheer Madamaiah, Divya Chaturvedi, Kingshuk Banerjee and Anisha Chand, are leading the firm’s team in the transaction, which was announced on August 10, 2022 and is yet to be completed. HSA Legal, led by partner Saurya Bhattacharya, is also advising on the transaction.

Khaitan & Co has also advised Fluence Energy on setting up a 50:50 joint venture with ReNew Power to boost the energy storage sector in India. A joint venture between global energy company AES and Siemens, Fluence Energy is a global market leader in energy storage products and services and digital applications for renewables and storage. The JV between Fluence Energy and ReNew Power will cater to a market projected to reach 27GW/108GWh by 2030. Managed and operated by an independent management team and board, the JV aims to bring market-leading energy storage technology and global experience to Indian customers by localizing and integrating Fluence’s energy storage products and packages in India. The new JV will provide energy storage solutions to a diversified customer base in the Indian energy market, powered by Fluence’s global experience and ReNew’s pioneering role in the sector. Its first customer will be ReNew for 150MWh BESS at its 300 MW Peak Power Project site with SECI. Partners Niren Patel and Vidur Sinha, supported by partners Adheesh Nargolkar and Smriti Yadav, led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Tuya on its global offering of 7.3 million Class A ordinary shares and dual primary listing in Hong Kong. The offering closed on July 5, 2022 and raised approximately HK$140 million (US$17.8m). The firm previously advised Tuya on the Cayman Islands aspects of its IPO of American depositary shares in New York in 2021. Corporate partner Karen Zhang Pallaras led the firm’s team in the transaction, while Davis Polk & Wardwell advised on Hong Kong and US laws, and Jia Yuan Law Offices advised on Chinese law. Cleary Gottlieb Steen & Hamilton (Hong Kong) acted as Hong Kong and US counsel, while Jingtian & Gongcheng acted as Chinese counsel to the joint sponsors China International Capital Corporation Hong Kong Securities, Merrill Lynch (Asia Pacific) and Morgan Stanley Asia, and the underwriters.

Maples and Calder has also acted as Cayman Islands counsel to OCFT, a company primarily listed and traded in New York, on its dual primary listing via introduction of its ordinary shares in Hong Kong. Shares in the company commenced trading in Hong Kong on July 4, 2022. The firm previously advised OCFT on the Cayman Islands aspects of its IPO of American depositary shares in New York in 2019. Partner Lorraine Pao led the firm’s team in the transaction, while Cleary Gottlieb Steen & Hamilton advised on Hong Kong and US laws, and Haiwen & Partners advised on Chinese law. Clifford Chance and Grandall Law Firm advised the joint sponsors Goldman Sachs and HSBC as to Hong Kong and US laws, and on Chinese law, respectively.

Mayer Brown has advised Weave Living on the formation of a US$140 million equity joint venture with LaSalle Investment Management, and advised the joint venture on its first acquisition of an en-bloc apartment building on Robinson Road, a highly-coveted residential area in Hong Kong. Weave Living is Asia Pacific’s leading fully integrated lifestyle rental accommodation provider, while LaSalle is one of the world’s leading real estate investment management firms. The acquisition of the property on 68 Robinson Road for HK$275 million (US$35 million) is Weave Living’s third in Hong Kong this year, and marks LaSalle’s return to the Hong Kong property market. The firm represented the joint ventures between Weave Living and its capital partners Angelo Gordon and PGIM Real Estate in the previous acquisitions in Hong Kong this year. Hong Kong real estate partners Peter Ho and Eugene Wong led the firm’s team in the transaction.

Slaughter and May Hong Kong has advised Cathay Pacific Airways on the annual update of the US$2.5 billion Medium Term Note Programme of its wholly-owned subsidiary, Cathay Pacific MTN Financing (HK). Notes issued under the programme are guaranteed by Cathay Pacific Airways and may be listed in Hong Kong. Hong Kong partner Lisa Chung led the firm’s team in the transaction.

Trilegal has advised DAM Capital, ICICI Securities and IIFL Securities, as the book-running lead managers, on the IPO of equity shares by Syrma SGS Technology. The offer included a fresh issue of equity shares amounting to Rs7.66 billion (US$96m) and an offer for the sale of Rs741.26 million (US$9.3m) by a promoter selling shareholder. Incorporated in 2004, Syrma SGS Technology is a Chennai-based technology-focused engineering and design company engaged in turnkey electronics manufacturing services. Capital markets partners Bhakta Patnaik and Brajendu Bhaskar led the firm’s team in the transaction.

WongPartnership is acting for Ascott Residence Trust on the proposed acquisition of nine serviced residences, rental housing and student accommodation properties from its sponsor, The Ascott. The acquisition will increase Ascott Residence Trust’s distribution by S$9.2 million (US$6.6m) and its distribution per stapled security by 2.8 percent, on a pro forma FY2021 basis. Partners Chan Sing Yee and Nicolette Lye are leading the firm’s team in the transaction, together with partner Long Chee Shan.

Latest Deals from Law Firms and Legal Services Providers: 24th August 2022

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Allen & Gledhill has acted as transaction counsel to the Monetary Authority of Singapore (MAS) on the establishment of the Government of Singapore’s medium term note programme, and the inaugural issue of S$2.4 billion (US$1.7b) fixed rate bonds due 2072 under the programme. MAS is appointed to act on behalf of the government by the Significant Infrastructure Government Loan Act 2021 of Singapore (SINGA), as an agent for issuing securities for moneys borrowed under the SINGA. Under the programme, the SINGA securities, which are in the form of bonds or notes only (such bonds or notes being defined as “SGS (Infrastructure)”) may be issued from time to time via syndication, in accordance with the SINGA and the Significant Infrastructure Government Loan Regulations 2021. The proceeds from the issuance of SINGA securities are to be applied towards financing nationally significant infrastructure projects, subject to the safeguards in the SINGA. The SGS (Infrastructure) to be issued under the programme may include “Green SGS (Infrastructure)”, the issuance proceeds of which are intended to be applied in accordance with the Singapore Green Bond Framework. The bonds are Singapore’s inaugural sovereign green bonds, and the first issuance of SGS via syndication. The bonds also extend the yield curve for SGS to its longest tenor. DBS Bank acted as the arranger of the programme. Partners Yeo Wico, Jeanne Ong, Andrew Chan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Mercatus Strategic Investment Management, as investment manager to NTUC Income Co-operative, on the sale, via sale of shares in property holding company Savu Investments, by NTUC Income Co-operative of its interest in Income@Raffles. Partners Richard Young and Shalene Jin led the firm’s team in the transaction.

AZB & Partners has advised Ivanhoe OP India on the sale of its 1.45 percent equity stake in Macrotech Developers. Partners Vaidhyanadhan Iyer, Ananya Sharma and Lionel D’Almeida led the firm’s team in the transaction, which was valued at Rs7.26b (US$91m) and was completed on August 8, 2022.

AZB & Partners has also acted as Indian counsel to Uber on the sale of its 7.78 percent equity stake in Zomato. Partners Ashwath Rau, Jasmin Karkhanis and Lionel D’Almeida led the firm’s team in the transaction, which was valued at Rs30.8 billion (US$385.6m) and was completed on August 5, 2022.

Baker McKenzie has advised Mars Australia on signing a power-purchase agreement (PPA) with Lightsource. This PPA will enable Mars to source renewable energy from Lightsource’s already operational 200MWp Wellington Solar Farm and its Welllington North Solar Farm, which has begun early stages of construction and is due to be completed in 2024. Partner Aylin Cunsolo led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised online learning platform Harappa Learning and its founders Mr Pramath Raj Sinha and Ms Shreyasi Singh on the acquisition, via multistage transaction aggregating to approximately Rs3 billion (US$37.6m), of majority stake in Harappa by upGrad Education. As a part of the transaction, upGrad is to acquire the stake via share purchase from the founders of Harappa, and a share swap with Bodhi Tree Systems VCC, the majority shareholder of Harappa. After first closing of the transaction, Harappa will be merged into and with upGrad. Partner Ritika Rathi, supported by partners Gyanendra Kumar, Bharath ReddyRashmi Pradeep, SR Patnaik (taxation head) and Anirban Mohapatra, led the firm’s team in the transaction, which was signed on July 15, 2022, with the first closing expected by the end of August 2022.

JSA has advised Ford Motor and its subsidiaries on its proposed sale / transfer to Tata Passenger Electric Mobility (TPEM), a subsidiary of Tata Motors, of (a) land and building owned by Ford India situated at Sanand, Ahmedabad; (b) all assets, machinery, equipment of Ford India’s Sanand vehicle manufacturing plant; and, (c) all eligible employees of the plant. Further, Ford India would continue the operations of its existing powertrain manufacturing plant at Sanand and, for which purpose, it would lease back from TPEM the land, buildings, structures and facilities which pertain to the powertrain manufacturing plant. Additionally, TPEM has agreed to offer employment to the eligible employees of the powertrain manufacturing plant in the event of Ford India’s cessation of such operations. The completion of the transaction will be subject to the receipt of relevant approvals of the government authorities and fulfilment of customary conditions. Partner Venkatesh Raman Prasad, supported by partners Ronak Ajmera, Shivani Chugh, Bijal H Chhatrapati, Bharat Bhushan Sharma, Vaibhav Choukse (competition head), Kumarmanglam Vijay (direct tax head) and Nand Gopal Anand, led the firm’s team in the transaction, which was valued at approximately Rs7.26 billion (US$91m). Hogan Lovells International assisted with the assessment of global anti-trust filing requirements. AZB & Partners, led by partners Vaidhyanadhan Iyer, Vasudha Asher, Monika Bhonsale and Bharat Budholia, advised Tata Motors.

JSA has also advised Bharat Petroleum on the consent solicitation exercises by Bharat and its indirect wholly-owned subsidiary BPRL International Singapore (BISPL), in relation to a series of unsecured senior US$500 million notes issued by Bharat under the medium-term note programme, and two series of standalone senior US$500 million notes, as well as US$600 million notes issued by BISPL and guaranteed by Bharat under the medium-term note programme. As a result of completion of the consent solicitations, Bharat and BISPL received the approval of the bond/ noteholders to (a) make certain amendments to the terms and conditions of such series of notes, and (b) to give certain directions to the relevant trustee to vote for the purpose of approving the proposed amalgamations, viz Bharat Oman Refineries and Bharat Gas Resources, two wholly-owned subsidiaries of Bharat which are in the process of being amalgamated with Bharat. Partner Dina Wadia, supported by partner Uttara Kolhatkar, led the firm’s team in the transaction.

Khaitan & Co has advised Jindal Poly Films on the divestment of its plastics films business to its wholly-owned subsidiary, JPFL Films. Brookfield Asset Management, through an SPV incorporated by its special investments program, has acquired, via a mix of primary and secondary investment, a minority stake in JPFL Films. Senior partner Haigreve Khaitan and partners Bharat Anand and Pashupati Nath, supported by partners Pranjal Prateek, Indruj Singh Rai and Siddharth Srivastava, led the firm’s team in the transaction, which was completed on August 2, 2022. Trilegal, Wadia Ghandy & Co and Weil, Gotshal & Manges (London) advised Brookfield Asset Management.

Khaitan & Co has also advised Abu Dhabi Investment Authority (ADIA), one of the world’s largest sovereign wealth funds owned by the Government of Abu Dhabi, on its proposed investment of approximately Rs6.65 (US$83m) for acquiring a 9.99 percent stake in Aditya Birla Health Insurance (ABHI), one of India’s leading and fastest growing health insurance companies. This is ADIA’s first investment in the insurance sector in India, and this investment aims to help drive ABHI’s growth in the health insurance market in India. Partners Niren Patel and Saswat Subasit led the firm’s team in the transaction, which was announced on August 11, 2022. Cyril Amarchand Mangaldas, led by partner Indranath Bishnu, represented Aditya Birla Health Insurance.

Maples and Calder has acted as Cayman Islands counsel to Noah Holdings on its global offering of 1.1 million Class A ordinary shares and secondary listing in Hong Kong. American Depositary Shares representing the Class A ordinary shares of Noah have been listed in New York since November 2010. The offering closed on July 13, 2022 and raised approximately HK$321.2 million (US$41m). A leading high-net-worth wealth management service provider in China, Noah Holdings manages wealth for high-net-worth clients by connecting asset managers around the world to deliver asset allocation and other comprehensive client services. The company operates in numerous cities in mainland China, as well as in Hong Kong, Taiwan, New York, Silicon Valley and Singapore. Hong Kong corporate partner Richard Spooner led the firm’s team in the transaction, while Kirkland & Ellis advised on Hong Kong and US laws, and Zhong Lun Law Firm advised on Chinese law. Freshfields Bruckhaus Deringer acted as Hong Kong and US counsel, while King & Wood Mallesons acted as Chinese counsel to the sole sponsor Goldman Sachs (Asia) and the underwriters.

Maples and Calder has also acted as Cayman Islands counsel to ClouDr Group on its IPO of 19 million shares and its listing in Hong Kong. ClouDr Group is one of the largest digital chronic condition management solution provider in China, in terms of numbers of SaaS installations in hospitals and pharmacies in China and number of online prescriptions issued through their services in 2021. The offering, which closed on July 6, 2022, raised approximately HK$579.5 million (US$74m). Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised on Hong Kong and US laws, and Tian Yuan Law Firm advised on Chinese laws. The joint sponsors, Morgan Stanley Asia and JP Morgan Securities (Far East), and the underwriters were advised by Cleary Gottlieb Steen & Hamilton (Hong Kong) as to Hong Kong and US laws, and by Han Kun Law Offices as to Chinese laws.

Mayer Brown has advised Hong Kong-listed ESR Group, through its wholly-owned subsidiary, on the formation of a joint venture with Chinachem Group, with a total capital commitment from shareholders of up to HK$14 billion (US$1.8b), to develop a prime cold storage and logistics facility in Kwai Chung, Hong Kong. ESR is the largest real asset manager in Asia Pacific. In partnership with Chinachem, a leading property developer in Hong Kong, ESR plans to develop a seven-story facility on the site to answer the growing deman​d for storage space driven by the rise of e-commerce in Hong Kong. Last month, ESR won the rights to the 55,245 square-meter site through a government tender, which the firm also advised on. A club of five lenders comprising UOB, SMBC, MUFG, OCBC and CITIC Bank will provide the term loan facilities to fund the winning bid by ESR. Hong Kong real estate finance partners Peter Ho and Eugene Wong, supported by corporate and securities partner Chester Wong, led the firm’s team in the transaction. The team representing the syndicate of lenders was led by banking and securities partner Doos Choi and real estate partner Alvin Yeung.

S&R Associates has represented Retail Holdings (India), a promoter selling shareholder, on the Indian tax aspects of the Rs642.5 million (US$7.8m) sale of 22.34 percent shares of Singer India, a listed manufacturer and marketer of sewing machines and home appliances, on the BSE. Partner Sumit Bansal led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 17th August 2022

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Allen & Gledhill has acted as transaction counsel to Maybank Securities and more than ten banks and financial institutions on a S$200 million (US$145m) syndicated term loan facility to Ethoz Capital. Maybank Securities was appointed mandated lead arranger and book-runner. Partner Aloysius Ng led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to venture capital firm Wavemaker Pacific 4, which led series seed round investments in Beppo Ltd, the Singapore-based holding company of Beppo Inc, a Philippines-based fintech start-up which operates a mobile bookkeeping application for individuals and small businesses, and WriterZen, a Singapore-based software which pulls data from Google keyword and suggestion databases to help users generate content ideas. Partner Nicholas Soh led the firm’s team in the transaction.

AZB & Partners has advised Pharmeasy group (API Holdings) on its Rs22.8 billion (US$287m) structured debenture issuance to Goldman Sachs India AIF Scheme-1 and Goldman Sachs India Alternative Investment Trust AIF Scheme-2. Partners Anand Shah, Hufriz Wadia, Karthik Mudaliar and Shriram Shah led the firm’s team in the transaction, which was completed on June 23, 2022.

AZB & Partners is also advising Ageas Insurance International NV on its Rs5.8 billion (US$73m) acquisition of 25 percent equity stake in Ageas Federal Life Insurance from IDBI Bank. The Competition Commission of India Form 1 notification was filed on June 22, 2022 and was approved on July 15, 2022. Partner Bharat Budholia is leading the firm’s team in the transaction, which is yet to be completed.

Bird & Bird ATMD has acted as Singapore counsel for Exo Imaging, a pioneering health information and devices company, on its acquisition of MEDO.AI, an artificial intelligence medical imaging company. With the integration of Medo’s proprietary Sweep AI™ technology into its ultrasound platform, Exo has made ultrasound imaging more accessible to a wider range of caregivers. Ultrasound imaging is complex, and requires specialised education and training, which limits the number of caregivers who can use point-of-care ultrasound to significantly improve patient care. Medo’s unique ultrasound AI technology radically lowers the expertise required to diagnose common and critical conditions through automated image acquisition and interpretation, allowing non-experts to conduct high-quality exams quickly and accurately. Singapore partner Marcus Chow led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Aditya Birla Health Insurance and the promoter Aditya Birla Capital on the Rs6.65 billion (US$83.8m) fundraise from Abu Dhabi Investment Authority, one of the major sovereign wealth funds in the world. Aditya Birla Health Insurance is a joint venture between Aditya Birla Group and South Africa-based Momentum Metropolitan Holdings. As part of the transaction, Abu Dhabi Investment Authority will infuse Rs6.65 billion (US$83.8m) in Aditya Birla Health Insurance, through a primary issuance for a 9.99 percent minority stake. The completion of the transaction is subject to statutory and regulatory approvals, including approval from the Insurance Regulatory and Development Authority of India. Partner Indranath Bishnu, supported by partners Pranjita Barman and Ankita Ray, led the firm’s team in the transaction, which was signed on August 11, 2022.

Gide has advised Bel, a major European player in the healthy fruit and dairy single-serving portion snacking, on its acquisition of 70 percent of Shandong Junjun Cheese’s share capital to accelerate its growth in China and strengthen its international footprint. Shanghai partner Fan Jiannian led the firm’s team in the transaction.

Harneys has acted as Cayman Islands counsel to Linmon Media, a Tencent-backed Chinese drama series company, on its HK$420 million (US$53.6m) Hong Kong IPO. Its shares were listed and commenced trading on August 10, 2022. Linmon Media offers popular drama series and video-based content to top online platforms and major TV channels. Funds raised from the listing will be used for content production, recruitment of writers, marketing activities, investments and acquisitions, as well as working capital. Jessie Xu, supported by Shanghai partner Calamus Huang, led the firm’s team in the transaction, while Clifford Chance advised on Hong Kong and US laws, and CM Law Firm advised on Chinese law. Herbert Smith Freehills and Jingtian & Gongcheng advised the joint sponsors and underwriters on Hong Kong and Chinese laws.

Harneys has also acted as Cayman Islands counsel to the buyer consortium on the going-private transaction of BlueCity Holdings, China’s largest LGBTQ online platform. The buyer consortium consists of Metaclass Management ELP, BlueCity founder Mr Baoli Ma and the CDH entities that established and control Multelements and Diversefuture. Upon the closing of the going-private transaction on August 12, 2022, BlueCity continues to exist as the surviving entity, with Multelements becoming the sole shareholder of BlueCity. The firm also advised on the fund formation of Metaclass Management ELP, a Cayman private equity fund, the controlling shareholder of Multelements. NewBornTown (HK 9911), China’s largest social networking product developer targeting on global markets, is one of the limited partners of Metaclass Management ELP. Moreover, the firm advised the buyer consortium and BlueCity on dissenting shareholders’ requests. Shanghai corporate partner Calamus Huang led the firm’s team in the transaction, while Simpson Thacher & Bartlett and Skadden Arps, Slate, Meagher & Flom acted as US counsel to the buyer consortium and the special committee of BlueCity, respectively.

Kudun and Partners has represented Saha Pathana Inter-Holding, a leading company engaged in consumer goods, food and beverage and industrial park development, on the acquisition from existing shareholders of approximately 41.81 percent of the total issued shares of Thanulux, valued at approximately β1 billion (US$28.3m), and on making a mandatory tender offer for all remaining shares in Thanulux. The transaction is complex and complicated, as both Saha Group and Thanulux are connected parties. As both companies are public listed companies, the structure of the transaction is highly regulated, requiring a delicate and careful structuring of the transaction. Bangkok Bank acted as the tender offer preparer and financial advisor of this transaction. Thitawan Thanasombatpaisarn led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Miniso on its global offering of 41.1 million ordinary shares and dual primary listing in Hong Kong. The offering closed on July 13, 2022 and raised approximately HK$567.2 million (US$72.4m). The firm previously advised Miniso on the Cayman Islands aspects of its IPO of American depositary shares in New York in 2020. Hong Kong corporate partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised on Hong Kong and US laws, and JunHe advised on Chinese law. Sidley Austin acted as Hong Kong and US counsel, while Zhong Lun Law Firm acted as Chinese counsel to the joint sponsors Merrill Lynch (Asia Pacific), Haitong International Capital, UBS Securities Hong Kong and the underwriters.

Maples and Calder has also acted as Cayman Islands counsel to MicroPort NeuroTech on its IPO of 13.7 million shares and its listing in Hong Kong. MicroPort NeuroTech is the largest Chinese neuro-interventional medical device company with comprehensive product portfolio of approved therapeutic products covering neurovascular disease. The offering, which closed on July 15, 2022, raised approximately HK$278.1 million (US$35.5m). Partner Richard Spooner led the firm’s team in the transaction, while Sidley Austin advised on Hong Kong and US laws. The joint sponsors, JP Morgan Securities (Far East) and China International Capital Corporation Hong Kong Securities, and the underwriters were advised by Simpson Thacher & Bartlett on Hong Kong and US laws.

O’Melveny has advised Custom Power, a leader in engineering and manufacturing highly customized, mission-critical power solutions, on its sale from investment firm Elan Growth Partners to Solid State, an electronics distributor and original equipment manufacturer (OEM). Based in Orange County, California, Custom Power designs and develops complex battery systems, focusing on “what’s next” for customers’ advancing power needs. Headquartered in Park City, Utah, Elan Growth Partners invests in companies that aspire to accelerate growth and enhance enterprise value. Elan tailors solutions for succession planning, family-owned business transitions and accelerated growth. Through its five principal trading companies in the UK, Solid State specializes in industrial and ruggedized computing, displays, battery power solutions, communications, imaging technologies and electrical and electronic components. Silicon Valley M&A partner David Makarechian, head of the emerging technologies group, led the firm’s team in the transaction, which was announced on August 11, 2022.

Rahmat Lim & Partners has advised Maybank Investment Bank and RHB Investment Bank, as the joint principal advisers, joint lead arrangers and joint lead managers, on the issuance of Islamic medium term notes by Sarawak Petchem, pursuant to an Islamic medium term notes programme of up to M$6 billion (US$1.34b) in nominal value, based on the Shariah principle of Wakalah Bi Al-Istithmar. Proceeds from the first multi-tranche issuance of M$4 billion (US$895.7m) under the programme will be used to part-finance the costs and expenses of the development and operation of the first methanol plant in the state of Sarawak, with a production capacity of 5,000 metric tonnes per day, under a collaboration with Petroliam Nasional (Petronas). Partners Kelvin Loh and Syed Rashid bin Rahim Alsree led the firm’s team in the transaction.

S&R Associates has represented Lectrix E-Vehicles, a SAR Group company, on its investment in Orxa Energies, a performance electric vehicle and energy systems manufacturer. Partner Mohit Gogia led the firm’s team in the transaction.

WongPartnership is acting for digital health startup Biofourmis on the US$20 million investment by Intel Capital, the strategic investment arm of chipmaker Intel Corporation, as an extension to its Series D financing. This additional funding brings Series D round led by General Atlantic to US$320 million. Partner Kyle Lee led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 11th August 2022

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Allen & Gledhill has acted as transaction counsel to The Ascott, a wholly-owned lodging business unit of CapitaLand Investment, on its acquisition of Oakwood Worldwide, the hotel and serviced residence business. The transaction involved the acquisition of brand IP rights and the global operating platform of Oakwood by Ascott. Partners Richard Young, Lauren Chung, Tham Kok Leong, Liew Wan Lin, Sunit Chhabra and Elsa Chen led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to venture capital firm Accel Management, which led a series seed investment in Tokuten, a Singapore-based fintech start-up which provides digital asset management products and solutions. Partner Nicholas Soh led the firm’s team in the transaction.

Allen & Overy has advised New York-based investment advisory firm Atalaya Capital Management, as one of the lenders, on a US$150 million debt financing for Dubai-based buy now, pay later (BNPL) provider Tabby. The financing was jointly provided with San Francisco-based Partners for Growth, and will be used to support Tabby’s continued growth. Launched in 2020, Tabby is the largest BNPL provider in the Middle East. Tabby’s platform allows customers to purchase goods from over 3,000 global brands and small businesses, and pay later in instalments. Dubai banking partner Samer Eido led the firm’s team in the transaction, which marks one of the largest credit facilities secured by a fintech company in the Gulf Cooperation Council, and is also Atalaya Capital Management’s first deal in the Middle East. 

AZB & Partners is advising BlackRock Alternatives Management LLC on the approximately Rs40 billion (US$503.4m) acquisition by its affiliate, BlackRock Alternatives Management Ltd, of equity stake in Tata Power Renewable Energy. The Competition Commission of India Form I notification was filed on June 3, 2022 and was approved on July 26, 2022. Partners Bharat Budholia and Gaurav Bansal are leading the firm’s team in the transaction, which was signed on April 14, 2022 and is yet to be completed.

AZB & Partners is also advising Yes Bank on the approximately Rs89 billion (US$1.12b) 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 are leading the firm’s team in the transaction, which was signed on July 29, 2022 and is yet to be completed.

Bird & Bird has acted for ST Engineering Ventures, the corporate venture capital arm of Singapore Technologies Engineering, on its Series B investment in Skyports, a UK company which designs, builds and operates passenger and cargo vertiports to enable safe and efficient flight operations, and also operates drone delivery, survey and surveillance operations. The Series B funding round included investments from existing institutional shareholders, including Deutsche Bahn Digital Ventures, Groupe ADP, Solar Ventus, Irelandia and Levitate Capital. These investors were also joined by Japanese conglomerate Kanematsu, global industrial property group Goodman Group, Italian airport platform 2i Aeroporti, backed by Ardian’s Infrastructure Fund and F2i Italian Infrastructure Fund, and US-based Venture Capital firm GreenPoint. The recent fundraise brings the total raised capital to over US$26.1 million. Partners Marcus Chow and Peter Willis led the firm’s team in the transaction.

Clifford Chance has advised BNP Paribas, Citi, Credit Suisse, DBS, Goldman Sachs, HSBC, JPMorgan and Morgan Stanley, as joint global coordinators, together with a syndicate of joint lead managers and joint book-runners, on a US$1.25 billion dual tranche Rule 144A/Reg S bond offering for Lenovo Group, and as dealer managers on a capped tender offer for US$750 million of existing 4.75 percent notes due 2023. The offering included a US$625 million green tranche due 2032. The offering was Lenovo’s inaugural offering of green bonds under its new Green Finance Framework. Partners Alan Yeung and Matt Fairclough led the firm’s team in the transaction.

JSA has advised Avendus Future Leaders Fund I and II on their secondary investment into Busybees Logistics Solutions (XpressBees). Avendus has acquired the stake in Xpressbees via purchase of securities from existing investor Elevation Capital. Avendus Future Leaders Fund I and II are focused on investing in ‘best of breed’ market leaders/ emerging leaders, with the objective of mid-long term value creation. The fund leverages the strengths of the Avendus ecosystem – its network, relationships and industry insights and invests minority stakes in late stage companies. Core sectors of focus for the fund are digital technologies, consumption and financial services. Xpressbees is India’s fastest growing B2B, B2C, Cross Border, 3PL logistic service provider, and has received investments from several marquee private equity investors. Partner Sidharrth Shankar, supported by partner Prakriti Jaiswal, led the firm’s team in the transaction, which was valued at approximately Rs1.95 billion (US$24.5m).

JSA has also represented Clearlake Capital Group and Motive Partners on the Indian leg of their acquisition of BETA+ assets from Refinitiv India, a London Stock Exchange Group company. BETA+ encompasses the assets of BETA (a securities processing, custody, clearing and asset servicing technology), Maxit (cost and tax basis reporting software), and Digital Investor (front-end client solutions). By acquiring the BETA+ assets from LSEG and creating a standalone platform, Clearlake and Motive intend to execute on a buy and build strategy, supported by Clearlake’s proprietary O.P.S.® framework, and Motive’s value creation plan. Joint managing partner Vivek Chandy, supported by partners Shafaq Sapre, Kumarmanglam Vijay (direct tax head), Shareen Gupta, Karthik BM, Vaibhav Choukse (competition practice head), Anjana Potti and Preetha S, led the firm’s team in the transaction.

Kudun and Partners has represented Yong Concrete, one of the largest manufacturers and distributors of precast and ready-mixed concrete products in central and western Thailand, on its IPO with a market capitalization of β1.7 billion (US$33m). At the opening of this first trading day, the company received an 80 percent increase in its IPO subscription price from β2.50 (US$0.07) per share to β4.50 (US$0.127) per share.

Maples and Calder has acted as Cayman Islands counsel to Ginko International and the special committee of the board of directors of Ginko on its take-private by a buyer consortium comprising of Baring Private Equity Asia, New Path International and Hydron International, and the financing of the take-private.  Completed on April 29, 2022, the transaction is valued at US$976.43 million, and is considered one of the largest privatisation of a listed company in the Taiwan consumer market. Hong Kong corporate partners Richard Spooner and Juno Huang led the firm’s team in the transaction, while C&A Law Firm and Kirkland & Ellis also advised to Ginko and the special committee. Baker & McKenzie advised Hydron International and New Path International, while Lee and Li advised Baring Private Equity Asia.

Maples and Calder has also acted as Cayman Islands counsel to Poema Global Holdings, a Cayman Islands SPAC formed by Poema Global Partners and listed on Nasdaq, on its business combination with Taiwan-based Gogoro. Gogoro is an innovation company with a mission to accelerate the shift to sustainable urban life by eliminating the barriers to electric fuel adoption to bring smart and swappable electric power within reach of every urban rider in the world. The business combination was effected via Cayman Islands statutory mergers, pursuant to which Poema merged with and into Starship Merger Sub I, with Poema surviving the first merger as a wholly-owned subsidiary of Gogoro, and immediately following the first merger, Poema as the surviving entity from the first merger merged with and into Starship Merger Sub II, with Starship Merger Sub II surviving the second merger as a wholly-owned subsidiary of Gogoro. Upon consummation of the business combination, Gogoro commenced trading on the Nasdaq. The transaction valued Gogoro at approximately US$2.35 billion, with Gogoro receiving approximately US$550 million gross proceeds, including an oversubscribed PIPE (private investment in public equity) of over US$250 million and US$345 million held in trust by Poema. Investors in the PIPE include strategic partners like Hon Hai (Foxconn) Technology Group and GoTo, the Indonesian tech giant created through the merger of Gojek and Tokopedia, and new and existing investors like Generation Investment Management, Taiwan’s National Development Fund, Temasek and Dr. Samuel Yin of Ruentex Group, Gogoro’s founding investor. Citibank and UBS acted as placement agents in connection with the PIPE financing. Corporate partner Matt Roberts led the firm’s team in the transaction, while Kirkland & Ellis International also advised Poema. Wilson Sonsini Goodrich & Rosati advised Gogoro.

Rajah & Tann LCT Lawyers and R&T Sok & Heng, member firms of Rajah & Tann Asia, have acted for the sellers on the acquisition by Swire Coca-Cola of Coca-Cola bottling businesses in Vietnam and Cambodia. Partners Vu Thi Que and Heng Chhay led the firm’s team transaction in each respective jurisdiction.

Rajah & Tann Singapore has acted for Ethoz Group and Tan Chong Investments on the S$305 million (US$221m) acquisition by Tan Chong of the remaining 50 percent stake in Ethoz. This transaction represented one of the largest publicly-announced acquisitions in the automotive and financing solutions industry in Singapore in recent years. Partners Evelyn WeeTan Mui Hui and James Chan led the firm’s team in the transaction.

Shearman & Sterling has represented Citigroup Global Markets and JP Morgan Securities on Duddell Street Acquisition’s business combination with FiscalNote Holdings, a leading AI-driven enterprise SaaS company that delivers legal and regulatory data and insights. The transaction was completed on July 29, 2022, and FiscalNote’s Class A common stock and warrants began trading in New York on August 1, 2022. Sponsored by Hong Kong-based hedge fund Maso Capital, Duddell Street is a SPAC formed to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Hong Kong capital markets partner Kyungwon (Won) Lee led the firm’s team in the transaction.

WongPartnership has acted for a subsidiary of a global investment company on the joint venture with German agri-food multinational company, Cremer. The joint venture will invest S$6 million (US$4.35m) to produce plant-based alternative proteins. Partners Mark Choy and Daniel Chui led the firm’s team in the transaction, together with Partner Chan Jia Hui.