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Deals – 29 May 2009

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Allens Arthur Robinson has acted as Australian counsel for the underwriters, Deutsche Bank AG Sydney branch, JP Morgan Australia Limited and UBS AG Australia Branch, of ANZ’s A$2.5 billion (approx US$1.9b) institutional share placement. The transaction is expected to provide ANZ with greater financial flexibility to pursue growth opportunities and strengthen its capital position. Partner and Co-Head of Equity Capital Markets Robert Pick led the Allens team. Legal firm Sidley Austin acted as US counsel for the underwriters, whilst ANZ received Australian legal advice from Blake Dawson and US legal advice from Sullivan & Cromwell.

Allens Arthur Robinson has also acted for Charter Hall Group (CHG), an Australian property funds management and development company, in respect of its A$118 million (approx US$93.5m) raising with strategic investment from property investment group Gandel Group. Sydney-based partners Stuart McCulloch and Anna Lenahan led the Allens team.

Amarchand Mangaldas has advised Indiabulls Real Estate (IRE) on its completed QIP transaction valued at over US$550 million. In addition to its real estate business, IRE has various power projects in development which it runs through its subsidiaries. Amarchand Mangaldas was responsible for drafting the entire offer document.

Minter Ellison has assisted Japan’s largest housing developer, Sekisui House Ltd (Sekisui), in respect of its joint venture with Payce Consolidated Limited (Payce), an Australian Stock Exchange-listed company. Sekisui has chosen to expand into the Australian property market because of the country’s legal framework, demographics and stable housing market. The firm advised both Sekisui and Payce with respect to the transaction, with Martin Bennett and Nicole Green leading the team for Sekisui, and Victoria Mathewson leading the team for Payce.

Norton Rose (Asia) LLP has advised The Hongkong and Shanghai Banking Corporation Limited (HSBC), through its wholly-owned subsidiary HSBC Asia Pacific Holdings (UK) Limited, on its acquisition of 88.89 percent of PT Bank Ekonomi Raharja Tbk of Indonesia. The transaction, completed on 22 May 2009, is valued at US$607.5 million and will almost double HSBC’s presence in Indonesia. Singapore-based partner Jake Robson and Bangkok international managing partner Phillip John led the Norton Rose team with Hong Kong-based corporate partner Richard Crosby and Singapore-based finance partner Nick Merritt also advising. Hadiputranto, Hadinoto & Partners acted as Indonesian counsel to HSBC, led by Tuti Dewi Hadinoto.

Watson, Farley & Williams LLP has acted for ITS Tubular Services (Holdings) Ltd (ITS), a global supplier of oilfield products and drilling equipment and services to the upstream energy industry, in respect of its joint venture with Scomi Group Bhd (Scomi), a leading global service provider in the oil and gas services industry. The joint venture has formed ITS Scomi Pte Limited, which will focus on providing oilfield equipment and services in Asia Pacific. The transaction was led by partner Ken Cheung of Watson, Farley & Williams’ International Corporate Group.

WongPartnership LLP has acted for Ascendas Funds Management (S) Limited, as managers of Ascendas Real Estate Investment Trust (A-REIT), in the establishment of A-REIT’s S$1 billion (approx US$690.9m) medium term note (MTN) programme. This is first unsecured MTN programme established in Singapore whereby the real estate investment trust is the issuer, instead of a wholly-owned subsidiary. Partners Hui Choon Yuen and Winston Wong led the transaction.

Deals – 16 November 2006

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Mallesons Stephen Jaques has advised Dynasty Property Investments Limited, through an issuer, on its US$145 million real estate securitisation, China’s first cross-border commercial mortgage-backed securitisation. The Series 2006-1 Floating Rate Secured Notes are the first of their kind to be backed by onshore Chinese assets, being nine commercial properties. The properties are shopping centres located in nine cities in the eastern provinces of China. Mallesons negotiated all the financing documents, helped structure a unique offshore and onshore security package and advised on a complex swaps mechanism.

Khaitan & Co has advised KSK Power Ventur PLC, an innovative developer of private power projects in India, on its £30.9 million AIM Placing. Khaitan & Co advised KSK on its application for admission to AIM and also advised on a variety of aspects relating to Indian property legislation, foreign investment policy and structuring of the investing entities. The transaction is Khaitan & Co’s third AIM for the year, the others being the listing of the GDRs of Great Eastern Energy Corporation Limited and the raising of funds by Trinity Capital Plc.

Freshfields Bruckhaus Deringer has advised Credit Suisse Group as the placing agent on the US$223.5m (HK$1.7bn) placing of 470,000,000 shares by China Power International Development Limited.

Azmi & Associates (vide its Capital & Debt Market Practice Group) has acted as solicitors for the listing of Scan Associates Berhad, a premier security solution company in Malaysia on the Mesdaq Market of Bursa Malaysia Securities Berhad with its business interest in Middle East, North Africa, Asia etc.

Herbert Smith has advised on a US$400 million high-yield notes offering for Greentown China Holdings Limited. The notes were listed on the Singapore Exchange Securities Trading Limited, and the offering was made in reliance on Rule 144A and Regulation S under the US Securities Act. Greentown China is one of the leading residential and commercial property developers in China with over 98 projects currently under development. They include residential complexes together with office and hotel projects in Shanghai, Beijing, Changsha, Ningbo, Zhejiang, Zhoushan, Heifei and Hangzhou.

Latham & Watkins LLP has represented Canadian Solar Inc in connection with its initial public offering of 7,700,000 common shares and listing on the Nasdaq Global Market. The offering raised US$115.5 million. Deutsche Bank Securities and Lehman Brothers acted as the joint bookrunners for the offering. Canadian Solar Inc is a leading China-based solar module manufacturer.

Deals – 9 November 2006

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Clifford Chance advised State Street Global Advisors on Asia’s first gold exchange traded fund Gold Trust, which listed on the Singapore Exchange in October 2006.

Shearman & Sterling LLP represented the underwriters Merrill Lynch, Credit Suisse, Deutsche Bank, China International Capital Corporation Ltd and ICEA Capital Ltd in connection with the US$22 billion initial public offering and dual listing of Industrial & Commercial Bank of China (ICBC). This is the world’s largest IPO ever. ICBC is China’s largest commercial bank with more than 18,000 branches and more than 150 million customers. The Rule 144A/Regulation S offering is the first to be concurrently listed on the Hong Kong Stock Exchange and the Shanghai Stock Exchange.

Freshfields Bruckhaus Deringer advised Morgan Stanley and JP Morgan on the US$210.5 million placing of 169,200,000 subdivided H shares by Guangzhou R&F Properties.

White & Case and its Singapore affiliate Venture Law represented Australian mining company Straits Resources Ltd in the sale of a 35 percent stake in its Asian energy and trading business, Straits Asia Resources Ltd, through a S$221 million Singapore-listed Rule 144A/Regulation S initial public offering. The company’s assets include coal-mining operations in Indonesia’s Sebuku island, in the province of South Kalimantan, and a commodity trading business in Singapore called Straits Global Trading.

Clifford Chance advised TNT NV on the acquisition of Hoau Logistics Group, one of the largest freight and parcels transportation companies in China with 56 subsidiaries and over 1000 branches.

Allen & Overy advised MCB Bank Limited on a US$150 million offering of ordinary shares, represented by Global Depositary Receipts (GDRs) which were listed on the London Stock Exchange. This is the first Pakistani company to list on the LSE, and is also the first Pakistani bank offering GDRs. The offering comprised 8.6 million GDRs (each accounting for four ordinary shares), and is the first GDR offering to originate from Pakistan in over a decade. Merrill Lynch International acted as lead manager, sole book runner and global coordinator.

Freshfields Bruckhaus Deringer advised KarstadtQuelle on the sale of its international sourcing business to Hong Kong-based Li & Fung.

Paul Weiss Rifkind Wharton & Garrison advised The Carlyle Group (Carlyle), on a 160,000,000,000 Korean Won (approximately US$169 million) investment in newly issued share capital of Hyundai Communications & Network Co Ltd (HCN), a South Korean multiple cable system operator. The investment represents a 33.5 percent interest in HCN. This is Carlyle’s first Korean cable transaction.

Clifford Chance advised Khazanah Nasional Berhad on the groundbreaking issue of US$750 million of Shariah-compliant exchangeable trust certificates (sukuk). This transaction represents a number of firsts: the world’s first exchangeable Islamic bond; the largest ever exchangeable or convertible issue out of Malaysia; and the largest exchangeable or convertible issue out of Asia ex-Japan this year.

Baker & McKenzie has recently advised CapitaLand China Holdings in its agreement to acquire (through its wholly owned subsidiary, CapitaLand LF (Cayman) Holdings) an effective 29.75 percent stake in Central China Holdings Group for a total consideration of RMB601 million. CapitaLand LF (Cayman) Holdings also has the option to further increase its stake to over 40 percent by way of subscribing for new shares in Central China Holdings Group for RMB500 million.

Kanga & Company has recently advised Malaysia-based Navis Capital Partners, one of the strategic investors in India and currently managing US$500 million in capital commitments in eight countries across Asia, on one of the very important deals this year of majority acquisition of Oriental Containers Limited, manufacturer of aluminium collapsible tubes, plastic closures, swage seals, hycrown seals and roll on pilfer proof caps and a major supplier of plastic closures and hycrown seals to Coca Cola and Pepsi in India. The deal was done by way of subscription to the shares of the Company by Navigate Mauritius Limited. The deal was worth over US$22 million. Navis proposes to make further investments in the Company in future to acquire the entire share capital of the Company.

Gide Loyrette Nouel advised the European semiconductor company, STMicroelectronics NV and DBS Bank Ltd on the financing of a semiconductor manufacturing facility in China. The financing follows the establishment of a joint venture company for the construction, ownership and operation of a 12-inch and 8-inch wafer production line manufacturing facility in Wuxi, Jiangsu Province, People’s Republic of China jointly set up by STMicroelectronics NV and the Korean semiconductor company, Hynix Semiconductors Inc.

Clifford Chance and Shearman & Sterling LLP advised on the US$925 million bond financing of the Blue City development in Oman. Teams at Shearman & Sterling LLP and at Clifford Chance have completed a unique, rated, bond financing for the development of Phase 1 of the Blue City project in the Sultanate of Oman. The project, when completed, will involve the creation of an entirely new city comprising residential, retail, commercial, education, hospital and leisure properties and facilities. Phase 1 will include the building of over 200 villas and nearly 5,000 apartments, four hotels, five retail areas and two golf courses. The overall development is intended to be completed over the next 15-20 years. The bond issue, one of the senior classes of which is rated investment grade by Fitch, involved the use of classic “whole business” securitisation technology combined with project and property finance techniques. The bonds are listed on the Irish Stock Exchange.

Deals – 2 November 2006

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Herbert Smith has advised of Industrial & Commercial Bank of China (ICBC) in connection with the bank’s IPO. ICBC, the largest commercial bank in the People’s Republic of China, completed its initial public offering and dual listing on the Hong Kong Stock Exchange and Shanghai Stock Exchange of approximately 48 billion shares, raising gross proceeds of approximately US$19.1 billion. Sullivan & Cromwell represented The Goldman Sachs Group, Inc., Allianz AG and American Express Company, the strategic investors of ICBC. Commerce & Finance Law Offices acted as the PRC law counsel. This offering is the world’s largest-ever IPO.

Freshfields Bruckhaus Deringer advised Credit Suisse Group, CICC, Deutsche Bank, Merril Lynch and ICEA Capital on the US$19.1bn Hong Kong IPO and global offering of Industrial and Commercial Bank of China.

Allen & Overy has advised Mizuho Securities Co Ltd in relation to a JPY560,310,000,000 (US$4.8 billion) synthetic CLO for Mizuho Corporate Bank, Ltd. This transaction will assist Mizuho Corporate Bank Ltd to further control and enhance their proactive portfolio management strategy. The CLO relates to a portfolio of loans advanced to non-Japanese corporate borrowers (approximately 50 percent of which are US borrowers with the remainder based in Europe and Asia). In total JPY102 billion of Notes were issued by CuBic One Limited (a Cayman SPV), with ratings from Moody’s and S&P ranging from Aaa/AAA to Ba2/BB. The remainder of the credit default swaps were with super senior counterparties. The Note issue is the largest for a Japanese bank CLO with a non-Japanese loan portfolio.

Clifford Chance advised Asia Timber Products Company Limited, a special purpose vehicle established by funds advised by CVC Asia Pacific Limited, on its leveraged buyout of PTP Group (BVI) and PTP Hubei Group (BVI), the Chinese timber product business owned by Carter Holt Harvey, the leading New Zealand wood products company. The transaction is CVC’s first leveraged buyout investment in the PRC and one of the first leveraged buyouts that has been undertaken in PRC.

Freshfields Bruckhaus Deringer advised Yara, one of the world’s largest fertiliser manufacturers, on a strategic investment in China Blue Chemicals as part of its IPO.

Heller Ehrman represented H&Q Asia Pacific on the sale to Starbucks Corporation of H&Q Asia Pacific’s controlling interest in Beijing Mei Da Coffee Co. Ltd, the operator of over 60 Starbucks retail stores in Beijing and Tianjin, the PRC, and the authorized licensee of Starbucks Coffee International. As controlling shareholder of Beijing Mei Da Coffee, H&Q Asia Pacific, a leading private equity firm that has managed total assets of over US$2.1 billion, was instrumental in bringing Starbucks Coffee to China. It opened the first Starbucks store in China in 1999.

O’Melveny & Myers LLP has represented Mindray Medical International Limited, a leading developer, manufacturer and marketer of medical devices in China, in its initial public offering of American depositary shares (ADSs) on the New York Stock Exchange. The offering, including ADSs issued upon exercise of the underwriters’ option at closing, consisted of 23 million ADSs at US$13.50 per ADS. The US$310.5 million offering consisted of 12,643,000 ADSs offered by Mindray and 10,357,000 ADSs offered by selling shareholders. Mindray expects to use the net proceeds from this offering to construct a new headquarters building and expand its manufacturing, assembly and warehouse facilities, including the potential relocation into a new facility in Shenzhen, China, and to fund working capital and for other general corporate purposes.

Clifford Chance advised funds managed and advised by CCMP Capital Asia Pte. Ltd on the purchase by a newly formed Dutch investment company of the entire issued share capital of Buy The Way Co., Ltd (which operates a retail chain of convenience stores in South Korea), by way of a LBO, with a total transaction value of US$198 million.

Freshfields Bruckhaus Deringer advised Morgan Stanley on its acquisition of Nantung Bank in China.

Milbank, Tweed, Hadley & McCloy LLP has advised Hynix-ST Semiconductor Ltd on the recently completed US $1 billion bank debt financing for a semiconductor chip manufacturing plant being constructed in Wuxi, Jiangsu Province. The total construction cost will be approximately US $2 billion. Hynix-ST is a joint venture between two global leaders in the semiconductor industry, Korea’s Hynix Semiconductor Inc and Geneva-based STMicroelectronics NV. Milbank represented Hynix-ST and Hynix in the financing, which consisted of a US $750 million senior syndicated term loan facility co-led by Industrial and Commercial Bank of China, China Development Bank and Agricultural Bank of China, and a US$250 million junior loan from DBS Bank Ltd.

O’Melveny & Myers LLP lately represented Mindray Medical International Limited, a leading developer, manufacturer and marketer of medical devices in China, in its initial public offering of American depositary shares (ADSs) on the New York Stock Exchange. The offering, including ADSs issued upon exercise of the underwriters’ option at closing, consisted of 23 million ADSs at US$13.50 per ADS.

White & Case has represented Merrill Lynch, as lead manager and sole bookrunner, and Phatra Securities, as financial adviser, on a US$220 million offering of perpetual non-cumulative tier-one securities by Krung Thai Bank Public Company Limited. The Regulation S, English law transaction originally priced on 19 September, just before news of Thailand’s military coup became public. The transaction was mutually terminated by Merrill, Phatra and Krung Thai and re-priced in October.

Clifford Chance advised Government of Singapore Investment Corp Pte Ltd on its US$358 million investment in connection with the IPO of Industrial and Commercial Bank of China.

DLA Piper advised Softbank Asia Infrastructure Fund, a leading China focused venture capital firm, on the financing of Global IELTS Schools operated by the Beijing Global Education & Technology Group (aka the “Yasi” Schools). This financing comes at the heel of the successful listing of the New Oriental Education & Technology Group Inc. on the NYSE.

Baker & McKenzie GJBJ Tokyo Aoyama Aoki Law Office (Gaikokuho Joint Enterprise) advised InterContinental Hotels Group, the world’s largest hotel group, on its hotel operating joint venture partnership with All Nippon Airways, Japan’s largest domestic carrier. All Nippon Airways was represented by leading domestic firm, Nagashima Ohno and Tsunematsu.

Makarim & Taira S. has acted as the Indonesian counsel to UBS AG and Deutsche Bank AG, Singapore Branch as Joint Global Co-ordinators and Underwriters for the offshore dual listing and offering of shares in PT Berlian Laju Tanker Tbk., one of Indonesia’s largest shipping companies. This is a pioneer deal since this is the first time an Indonesian publicly listed company has listed its shares with a foreign stock exchange (i.e. the Singapore Exchange Securities Trading Limited or “SGX-ST”) while its shares are already listed with the Jakarta Stock Exchange and Surabaya Stock Exchange.

Clifford Chance advised Government of Singapore Real Estate Limited on its joint venture with China Resources Limited to develop high end mixed use retail and residential projects in Dalian, the PRC.

Gide Loyrette Nouel advised the Emotion group, leader in the Asian events management market, on its takeover by Publicis Groupe. Publicis Groupe was advised by White & Case.

Latham & Watkins LLP represented Home Inns & Hotels Management Inc. in connection with its initial public offering of 9,085,000 American Depository Shares, representing 18,170,000 Ordinary Shares, and listing on the Nasdaq Global Market. The offering raised US$125 million. Credit Suisse and Merrill Lynch & Co. acted as the joint book runners for the offering. Home Inns & Hotels Management is a leading economy hotel chain in China.

Simmons & Simmons has advised Barclays Global Investors North Asia Limited on the first Exchange Traded Fund to offer Hong Kong’s investors exposure to the India market. This is the only such fund listed on The Stock Exchange of Hong Kong.

Deals – 26 October 2006

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Hadiputranto, Hadinoto & Partners’ securities/capital markets team recently advised Perusahaan Perseroan (Persero) PT Perusahaan Listrik Negara, Indonesia’s state-owned electricity company, in the sale of US$1 billion in bonds through its wholly-owned subsidiary, Majapahit Holding BV. This was Indonesia’s largest ever corporate debt sale overseas, and PLN’s first ever offshore bond offering.

Dorsey & Whitney has acted as special US counsel and Richards Butler has acted as Hong Kong counsel to Computime Group Limited, an electronic control and automation device company, in its initial public offering on the Stock Exchange of Hong Kong and global offering. The IPO and global offering closed with a total offering of 200 million shares at a price of HK$2.28 per share for a total amount raised of HK$456,000,000 (approximately US$58,000,000).

Paul, Hastings, Janofsky & Walker
has advised Japan’s SOFTBANK CORP on the successful sale of 500 million euro (approx. US $625 million) of high-yield senior notes. SOFTBANK, a major Japanese telecommunications and internet service provider, sold the bonds with a seven year maturity to international investors as part of a debt refinancing program.

Cleary Gottlieb
has served as a transaction counsel in the offering of US$200 million senior unsecured floating rate notes due 2011 by Samsung Corporation, a leading exporter and construction company in Korea. The Notes were offered pursuant to Regulation S and are listed on the London Stock Exchange. Arab Bank, The Bank of Nova Scotia, DBS Bank, Industrial Bank of Korea, ING Bank NV, Korea Exchange Bank and Mizuho International acted as mandated lead arrangers.

Paul, Hastings, Janofsky & Walker has advised Citigroup and Macquarie as joint arrangers of a three year US$145 million commercial mortgage-backed securitisation (CMBS) transaction. The deal was the first cross-border CMBS transaction in China.

DLA Piper announced today that the firm represented PT Bakrie Sumatera Plantations Tbk, one of Indonesia’s leading producers of natural rubber, latex and crude palm oil, in a US $110,000,000.00 offering of senior secured notes. BSP will use the net proceeds of the offering to repay certain existing indebtedness and for working capital and general corporate purposes.

Paul, Hastings, Janofsky & Walker has represented ABN AMRO Bank and The Royal Bank of Scotland, the lead arrangers of financing for the leveraged buyout of Plantation Timber Products by funds advised by CVC Asia Pacific Limited. The deal marks the first true management buyout to be completed in the PRC.

Johnson Stokes & Master has represented the majority owners in the successful application for a compulsory order for sale of Nos. 20A, 20B and 20C Shan Kwong Road, Hong Kong. Pursuant to the order, the property was sold by public auction on 12 October 2006 at a price of HK $661 million.

Morrison & Foerster has represented the Hong Kong Stock Exchange-listed Sino Biopharmaceutical Limited in the formation of a joint venture in the PRC which will undertake a US$620 million project utilising specialised technology to refine coal into olefin products. The project will be located in the coal-rich Shaanxi province in China, and targets to exploit the increased price differential between coal and petroleum as the base raw material for olefin products. The joint venture is capitalised at US$215 million, with Sino Biopharmaceutical taking up a 43 per cent stake.

Heller Ehrman LLP has served as counsel to SAIC Inc in its recently completed US $1.3 billion initial public offering and as counsel to its principal operating subsidiary, Science Applications International Corporation, in its related corporate restructuring, including the declaration of a US $2.45 billion dividend.

Milbank, Tweed, Hadley & McCloy LLP has represented Indonesia’s biggest retailer PT Matahari Putra Prima Tbk in its recently closed US $150 million 9.75 percent Regulation S bond offering. PT Matahari, the largest retailer in Indonesia, operating department stores, hypermarkets, supermarkets and specialty stores in 38 cities across the country, will use the funds for capital expenditure to expand its retail footprint. UBS and Credit Suisse were joint bookrunners for the offering, with PT Ciptadana Capital as financial advisor.

Deals – 19 October 2006

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Paul, Weiss, Rifkind, Wharton & Garrison has represented The Carlyle Group, in relation to a 160,000,000,000 Korean Won (approximately US$169 million) investment in newly issued share capital of Hyundai Communications & Network Co Ltd (HCN), a South Korean multiple cable system operator. The investment, upon consummation, will represent a 33.5 percent interest in HCN. This is Carlyle’s first Korean cable transaction.

Sullivan & Cromwell LLP has represented the underwriters, led by Goldman Sachs and UBS, in the SEC-registered initial public offering (IPO) and New York Stock Exchange listing of Mindray Medical International Limited, a leading developer, manufacturer and marketer of medical devices in the PRC. The aggregate size of the offering was approximately US$310 million. This offering was the largest US IPO by a PRC company this year and the largest everoffering by a PRC company in the medical/healthcare sector.

Clifford Chance Wong has advised State Street Global Advisors on Asia’s first gold exchange traded fund (ETF), streetTRACKS® Gold Trust, which listed on the Singapore Exchange (SGX). State Street is an affiliate of the marketing agent for the ETF, State Street Global Markets, LLC. The deal is especially significant for the Singapore market as it represents the first commodity-based collective investment scheme to be listed on the SGX. SGX is also the first Asian stock exchange on which the ETF has been listed outside of New York.

Drew & Napier LLC has acted as counsel to the initial public offering, and to the manager, of the Cambridge Industrial Trust (CIT) which was successfully listed on the Singapore Exchange Securities Trading Limited. The total size of CIT is approximately S$525 million (US $331million) and the initial public offering of 206,109,000 units at an offering price of S$0.68 per unit amounting to approximately $140 million. CIT, Singapore’s first independent real estate investment trust, is established with the objective of investing directly or indirectly in income-producing real estate and real estate-related assets which are used mainly for industrial (including warehousing) purposes.

Sullivan & Cromwell LLP has represented The Carlyle Group as selling shareholder in connection with the SEC-registered secondary offering of American depositary shares of Focus Media Holding Limited. Focus Media is the largest out of-home advertising network operator in the PRC. The aggregate size of the offering, which was underwritten by Credit Suisse Securities (USA) LLC, was approximately US$140 million.

Linklaters has acted for Merrill Lynch International as lead manager, sole bookrunner and global coordinator on a US$150 million offering of ordinary shares, represented by Global Depositary Receipts (GDRs), by MCB Bank Limited. The offering comprised 8.6 million GDRs (each accounting for four ordinary shares) and was the first ever Pakistani bank offering of GDRs. It was also the first GDR offering to originate from Pakistan in over 10 years.

Sullivan & Cromwell LLP has represented the underwriters, led by Goldman Sachs, Morgan Stanley and UBS, in the US$1.14 billion global equity offering of shares of NYSE-listed Chunghwa Telecom Co Ltd, the largest telecommunications service provider in Taiwan. The global equity offering consisted entirely of secondary shares sold by the Ministry of Transportation and Communications of the Republic of China and Taiwan Mobile Co Ltd, and included an SEC-registered public offering in the United States, an international offering outside the United States and Taiwan and a public auction in Taiwan.

Milbank, Tweed, Hadley & McCloy LLP has represented the lenders in a US$2 billion loan transaction with a syndicate of 52 international banks to finance the construction of the Reliance Petroleum’s oil refinery and petrochemical facility located in Jamnagar in the western state of Gujarat, India. Milbank represented the banks in negotiating and structuring the US $2 billion loan transaction which is the largest limited recourse transaction in India since the early 2000s and the largest in Asia (excluding China) since the Asian financial crisis of 1997.

Gide Loyrette Nouel has advised French group, U10 on its acquisition of a controlling interest in Smerwick Group for US$17 million. U10 is a provider of comprehensive solutions to retailers and international importers and the acquisition establishes a footing in China. Smerwick group specialises in sourcing and production logistics, and exports an extensive range of goods.

Latham & Watkins has acted as international counsel to the lead managers in connection with the offering of US$110 million 10.75 percent senior secured notes due 2011 by BSP Finance BV, a subsidiary of PT Bakrie Sumatera Plantations Tbk. The issuer is one of Indonesia’s oldest producers of natural rubber, its single largest latex producer and one of its leading crude palm oil producers.

Dorsey & Whitney has represented Cornerstone Overseas Investments Limited on the acquisition of Wham-O, Inc. The strategic acquisition – a complex, leveraged transaction – brings additional established brands to Cornerstone’s global distribution infrastructure. Hong Kong based Cornerstone is considered one of the leading China-based toy manufacturing companies. Wham-O Inc. is based in California and markets more than 70 proprietary products, including the Frisbee, the Hula Hoop and the Hacky Sack.

Johnson Stokes & Master has acted for CITIC Pacific in the realignment of shareholding structures in Cathay Pacific, Dragonair and Air China. The deal creates one of the world’s strongest airline groupings. The changes are expected to deliver significant benefits to the Chinese aviation industry and strengthen the position of Beijing and Hong Kong as key hubs in the region. CITIC Pacific realised cash of approximately HK $5 billion (US $641 million), to be used for pursuing development of its core businesses.

Deals – 12 October 2006

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Clifford Chance has advised AXA Investment Managers SA on the establishment of a fund management joint venture company in China, with Shanghai Pudong Development Bank as the other main joint venture partner and Shanghai Dragon Investment Co, Ltd as a financial investor. The firm has also advised Grosvenor Asset Management Limited and Grosvenor Limited in relation to its investment in the “Yoyogi-koen” luxury residential development by way of an offshore joint venture.

Linklaters has acted for the managers, UBS Investment Bank, CIMB and HSBC Amanah as Joint Bookrunners and Joint Lead Managers on the first Islamic exchangeable Sukuk issue, the US$750 million exchangeable trust certificates issued by the Malaysian Government’s investment arm, Khazanah Nasional Berhad. This is the first Sharia’a compliant Sukuk issue which incorporates the full convertibility features usually seen in conventional equity-linked transactions. The issue is also the largest equity-linked instrument in Asia (excluding Japan) this year.

Lovells acted for Nam Tung (Macao) Investment Limited and Bank of China Macau Branch in the 100% acquisition of Nan Tung Bank Ltd, Zhuhai, by Morgan Stanley International Bank Limited. Nan Tung Bank Ltd., Zhuhai is a wholly foreign owned bank in China under Nam Tung (Macao) Investment Limited, a subsidiary of Bank of China Macau Branch. It is one of the 11 foreign-funded banks in China, and was auctioned off as part of BOC’s restructuring.

Freshfields Brackhaus Deringer has advised Morgan Stanley and JP Morgan on the US$210.5 million placing of 169,200,000 subdivided H shares by Guangzhou R&F Properties. The firm has also advised Morgan Stanley on its acquisition of Nantung Bank in China and KarstadtQuelle on the sale of its international sourcing business to Hong Kong-based Li & Fung.

Baker & McKenzie has closed a groundbreaking transaction establishing the largest ever private sector syndication of a Clean Development Mechanism project in China. The firm acted for and advised Climate Change Capital Limited, the investment banking group, in relation to the establishment of the syndicate that will fund and purchase carbon credits generated by Zhejiang Juhua Co Ltd, a Chinese chemical company.

Allen & Overy Shook Lin & Bok has advised Credit Suisse as private placement agent and the note purchasers in relation to the sale of US$900 million Floating Rate Notes (FRN) due 2011 and 2012 by IndoCoal Exports (Cayman) Limited. The proceeds of the sale were used to refinance the US$800 million fixed rate notes due 2006 issued by IndoCoal Exports in April 2006 and for other corporate expenses. This is the largest bond sale by an Indonesian corporate and the largest FRN private placement out of Indonesia. The deal is also one of the largest securitisations ever from Asia.

Sullivan & Cromwell LLP has advised client ChipMOS Technologies (Bermuda) Ltd on the completion of a Regulation S offering of Convertible Senior Notes Due 2011 with an aggregate principal amount of US$100 million. The firm has also advised The Carlyle Group and other selling shareholders of Focus Media Holding Limited on the completion of a SEC-registered secondary offering of Focus Media ADSs. Focus Media is the largest out-of-home advertising network operator in the People’s Republic of China.

Hadiputranto, Hadinoto & Partners has represented Credit Suisse as the Arranger in PT Bumi Resources’ sale of US$900 million of floating rate notes. This is a landmark transaction, being the largest corporate bond ever from Indonesia, and the largest private placement deal to date from Asia. Bumi is Indonesia’s largest coal exporter. Credit Suisse arranged the sale as a loan-style floating rate and the notes contain a binding aspect, which makes them similar to a loan.

Latham & Watkins LLP has acted as counsel to US private equity firm, Indigo Partners LLC, in connection with its acquisition of a 49 percent stake of PT Mandala Airlines from PT Cardig International Aviation. This is the first foreign acquisition of an Indonesian airline.

Clifford Chance has advised Asia Timber Products Company Limited, a special purpose vehicle established by funds advised by CVC Asia Pacific Limited, on its leveraged buyout of the Chinese timber product business owned by Carter Holt Harvey, the leading New Zealand wood products company. The transaction is CVC’s first leveraged buyout investment in the PRC and one of the first leveraged buyout that has been undertaken in PRC.

Baker & McKenzie has advised Krung Thai Bank, as Thai and US law counsel, on its US$220 million perpetual non-cumulative tier-1 global bond offering. The offering was revived after being withdrawn on 22 September 2006, following the coup in Thailand. The proceeds from the offering will be used for strengthening Krung Thai Bank’s Tier I capital base.

Johnson Stokes & Master has advised Ocean Park on a financing project for its HK$5.55 billion redevelopment plan. The financing arrangement is that 25 percent of the funding will be advanced by the Government of HKSAR on a subordinated basis; and the remaining 75 percent funding will be provided by commercial banks by two separate tranches.

Cleary Gottlieb has represented The Export-Import Bank of Korea in connection with its offerings of US$300 million, 5.375 percent notes due 2016 and US$500 million floating rate notes due 2011. The transaction was a takedown from KEXIM’s US$8 billion Euro Medium Term Note Programme. The notes were listed on the Singapore Stock Exchange.

Rajah & Tann has advised eneral Nice Resources (Hong Kong) Limited on the acquisition of 65 percent of the issued shares in Abterra Ltd for a total consideration of about S$5 million, and also advised General Nice in its mandatory unconditional general offer for Abterra Ltd. The firm has also advised DBS Bank Ltd, Oversea-Chinese Banking Corporation Limited, United Overseas Bank Limited, BNP Paribas Singapore Branch, Citibank N.A. Singapore Branch and Southern Bank Berhad Singapore Branch in a restructuring exercise with its Creditor Banks and the Singapore Investor, Mr Chng Gim Huat, involving a debt size of approximately S$85 million in principal amount.

Deals – 5 October 2006

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White & Case Thailand has advised Barclays Capital, Citigroup Global Markets Asia Ltd, and a consortium of Thai banks, including Bangkok Bank Public Company Limited, Krungthai Bank Public Company Limited, Government Savings Bank, Siam City Bank Public Company Limited, The Siam Commercial Bank Public Company Limited, and TMB Bank Public Company Limited in connection with an US$805 million bridge-loan facility for Thai Petrochemical Industry Public Company Limited.

Baker & McKenzie has advised China BlueChemical Ltd, as Hong Kong and US law counsel, on its US$341 million (HK$2.66 billion before exercise of the over allotment option) global offering. The shares commenced trading on the Hong Kong Stock Exchange on 29 September 2006. China BlueChemical is the one of the largest nitrogenous fertilizer makers by production volume in China. The proceeds from the IPO will be used for building a production plant, reducing debt and for working capital purposes.

Clifford Chance has advised The Coca Cola Company on the acquisition of a controlling shareholding in Kerry Beverages Limited, its bottling joint venture with the Kerry Group, a conglomerate based in Hong Kong.

Johnson Stokes & Master has advised China Star Entertainment Limited on, and finalised, the sale of a Film Library which comprises 100 movies to Fortune Star, a subsidiary of the STAR (TV) Group. The consideration is for US$18,000,000. Of the Film Library, 48, 31 and 21 Pictures are Grade A, B and C respectively.

Freshfields Bruckhaus Deringer has advised Mitsui on the possible acquisition of a 25 percent stake in China’s Erdos Electrical Power & Metallurgical Co Ltd for an estimated US$155 million.

Watson, Farley & Williams has advised DVB Bank, ING Bank and BTMU Capital Corporation on the purchase and manage-back arrangements and financing to acquire 60 percent of Florens Container Holdings’ container portfolio. Florens, a wholly-owned subsidiary of Cosco Pacific Ltd, sold approximately 600,468 TEUs for approximately US$870 million to BUSS Group, a leading KG issuing house for container funds.

Deacons has acted as the Hong Kong legal adviser for DBS Asia, the Global Coordinator, the Sponsor and the Underwriters of the IPO of Beijing Jingkelong on the Hong Kong GEM board. Beijing Jingkelong, a Beijing-based supermarket chain operator owned by the Beijing Chaoyang Government runs about 170 retail outlets in Beijing, offered 132 million H-shares and raised about HK$600 million in its IPO. This is one of the largest GEM listing in the recent years.

Clifford Chance has advised Asian Development Bank on its investment of up to US$30 million in Hangzhou City Commercial Bank, equivalent to approximately 5 percent of the total outstanding shares.

Latham & Watkins LLP has acted as US counsel to Lehman Brothers, sole bookrunner of the US$100 million offering of convertible senior notes due 2011 of ChipMOS Technologies (Bermuda) Ltd, a leading independent provider of semiconductor testing and assembly services. ChipMOS is based in Taiwan and listed on the Nasdaq Global Select Market. This is Latham’s first deal in Taiwan and was led out of the firm’s Hong Kong office.

Clifford Chance has advised The Small and Medium Enterprise Development Bank of Thailand on a US$80 million loan from the Japan Bank for International Co-operation. Small Thai businesses that support Japanese businesses in Thailand will be able to borrow money from the SME Bank for the purchase of new technology or machinery.

Linklaters has advised Volvo Construction Equipment on its acquisition of a 70 percent stake in Shandong Lingong Construction Equipment Machinery Co Ltd (Lingong), a major construction machinery manufacturer with a comprehensive dealer network throughout China. The transaction is subject to regulatory approval.

Herbert Smith has advised JP Morgan and UBS as joint global coordinators on the global offering of China BlueChemical, the fertilizer unit of CNOOC, China’s third largest petroleum company. The transaction raised HK$2.66 billion (approximately US$342 million) and included both a Hong Kong public offering and an international offering within and outside the United States. China BlueChemical successfully offered a total of 1.4 billion shares at HK$1.90 per share.

Clifford Chance has advised Shell China Holdings BV on its indirect acquisition of a 75 percent share in Beijing Tongyi Petroleum Chemical Company Limited and Xianyang Tongyi Petroleum Chemical Company Limited.

Sidley Austin has represented Agile Property Holdings Limited, a company listed on The Stock Exchange of Hong Kong, as US and Hong Kong counsel in connection with its issuance of US$400 million 9 percent Senior Notes due 2013 including “high yield” covenants, pursuant to Regulation S and Rule 144A, with a listing on the Singapore Stock Exchange. The high-yield issuance marks Agile’s first international debt offering.

Deals – 22 September 2006

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Makarim & Taira S has acted as Indonesian counsel to Deutsche Bank Singapore and PT AAA Securities in connection with the Issuance of US$168 million Secured Guaranteed Notes due 2011 by Indonesian biggest media company group, Media Nusantara Citra (MNC) through its Netherlands subsidiary. This issuance of offshore bonds/notes by an Indonesian company to be listed with the Singapore Stock Exchange is one of the only offshore bond deals in Indonesia to close recently.

Johnson Stokes & Master has advised a joint venture of Alliance Construction Materials Limited (j.v. of Cheung Kong Infrastructure Holdings Limited and Hanson plc) and K Wah in their successful tender for the last quarrying contract with the Civil Engineering and Development Department (CEDD) of the Hong Kong Government at Lam Tei in Hong Kong. The contract was awarded by CEDD and will involve the extraction of 6.4 million tonnes of aggregates over an eight year period and the associated rehabilitation.

Azmi & Associates has advised Eastern Pacific Industrial Corporation Berhad, a company listed on Bursa Malaysia, in negotiating a Shareholders Agreement with another listed entity, Road Builder (M) Holdings Bhd. The Government of Malaysia has recently awarded privatisation rights to the concession company over the port facilities and services at East Wharf of Kemaman Port and the Liquid Chemical Berth, a port situated at the East Coast of Peninsular Malaysia.

Latham & Watkins LLP has advised on Guaranteed Secured Notes Offering by Media Nusantara Citra B.V. The firm acted as international counsel in connection with Media Nusantara Citra B.V offering of US$168 million 10.75 percent guaranteed secured notes due 2011. The issuer is Indonesia’s leading media and broadcasting company in terms of viewer share, with significant operations in television, radio and print media.

Rodyk & Davidson has advised listed Norwegian media leader Schibsted ASA in their strategic partnership with Singapore Press Holdings (SPH) to develop online ventures in Singapore, South-East Asia and Greater China. The tie-up will see the parties make initial investments of SGD 2 million (US$1.26 million each to set up two joint ventures. Schibsted is regarded as one of the world’s most successful media companies in terms of the profitability of its online businesses.

Freshfields Bruckhaus Deringer has advised Kuwait Finance House Malaysia on a US$230 million Sharia-compliant mudharabah/ijara syndicated facility with Asia’s largest low cost carrier AirAsia for the financing of up to six Airbus A320-200s. This is the first time that such a financing product was used to acquire aircraft in South East Asia.

White & Case has advised ALSTOM on the acquisition of a company in China involved in remote condition-based monitoring and diagnostic devices in the petrochemical and power generation industries.

Deals – 8 September 2006

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Linklaters advised Australia’s Telstra Corporation Limited on its US$254 million cash acquisition of a 51 percent stake in SouFun Holdings Limited, China’s largest real estate and home improvement website. In a move designed to capitalise on growth potential in one of the world’s fastest growing economies, Telstra is staking a claim for its Sensis advertising business which currently provides services to 420,000 Australian businesses, of which 90 percent are SMEs.

Freshfields Brackhaus Deringer advised Danish sugar and food ingredients group Danisco on the acquisition of Zhangjiagang Sanhui Chemical Co, a Chinese cellulose gum (CMC) producer. The benefits from the purchase of a plant in China include expansion opportunities for reasonable costs. Danisco’s portfolio already includes pectin, alginate, locust bean gum, carrageenan, xanthan and guar gum.

Gide Loyrette Nouel as French and International counsel and Llinks Law Offices as PRC counsel advised SEB Internationale S.A.S. (SEB), a wholly owned subsidiary of SEB S.A., on its strategic investment in Shenzhen-listed Zhejiang Supor Cookware (Supor), by which SEB will acquire up to 61 percent of the equity shares in Supor. SEB intends to buy shares from the founding shareholders, subscribe to a rights issue by Supor and make a partial public offer for other shares. The transaction value will amount up to RMB 2.37 billion. It is the first deal disclosed after the promulgation on July 31 2006 of the new Administration of the Takeover of Listed Companies Procedures; and the first ever deal that has adopted partial public offer in the China market.

Dorsey & Whitney represented Imation Corp., a large spin-off from 3M Company that is listed on the New York Stock Exchange, in its acquisition of the assets of Memorex International Inc., a leading consumer brand of optical and magnetic data storage media such as CD’s, DVD’s and flash memory. The consideration included the sum of US$330,000,000, and an “earnout” amount ranging from US$5,000,000 for US$45,000,000. Among the assets acquired were the worldwide intellectual property rights to the “Memorex” name and trademarks and the shares of operating subsidiaries based in the United States, the United Kingdom, France, Germany and Taiwan.

Gide Loyrette Nouel advised Vivendi and a consortium of European banks on the transfer of all of their equity and loan interests in the Hanoi Hilton Hotel in Vietnam to VinaCapital Investment Fund. The firm assisted the sellers in the drafting, negotiating, finalising and closing the Loan Transfer and Share Purchase Agreement for a combined amount of USD 42 million with VinaCapital.

Baker & McKenzie represented SUEZ Environment in the sale of 49 percent of its Indonesian subsidiary PT PAM Lyonnaise Jaya (PALYJA) to local partner PT Astratel Nusantara (Astratel) and Citigroup Financial Products Inc. (Citigroup). Under the arrangement, the PALYJA ownership is: SUEZ Environment (51 percent), Astratel (30 percent), and Citigroup (19 percent). PALYJA is one of the largest water service providers in Indonesia.

Llinks Law Offices advised the arranger The Industrial and Commercial Bank of China, Jiangsu Branch and the lenders on a US$750 million syndicated term loan facility to Hynix-ST VLSIC 12-inch and 8-inch plant, the largest semiconductor manufacture project in China sponsored jointly by Hynix Semiconductor and STMicroelectronics. The syndicated loan was participated by 20 Chinese and international banks including ICBC, CDB, ABC, Citibank and Credit Suisse.

White & Case represented the project sponsors in the US$2.6 billion financing of the Tangguh LNG project in Indonesia. This is the largest private sector project in Indonesia since the Asian financial crisis and also the first project involving BPMIGAS, Indonesia’s new upstream oil and gas regulator. The sponsor consortium includes BP, CNOOC, INPEX, Kanematsu, LNG Japan, Mitsubishi, Mitsui and Nippon Oil.

Johnson Stokes & Master acted for the Hong Kong Housing Authority in relation to proceedings in the High Court against B+B Construction Co. Ltd. (in liquidation) and its insurers arising from short piles at Tin Shui Wai Area 31 Phase I. As a result of a successful mediation of disputes, insurers have agreed to pay a substantial sum in damages to Hong Kong Housing Authority.