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Latest Deals from Law Firms and Legal Services Providers: 3rd August 2022

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Allen & Gledhill has advised Rimorchiatori Mediterranei (RMED), a leading harbour towage operator headquartered in Italy and subsidiary of Rimorchiatori Riuniti Group, on its 100 percent acquisition of Keppel Smit Towage and Maju Maritime. The transaction was signed in November 2021 after a highly competitive bidding process, and closed in June 2022 after obtaining approval from the Singapore Maritime Port Authority. Following completion of the transaction, RMED became the third-largest towage operator in the world. Partners Teoh Sze Min and Jonathan Choo led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Vulcan Capital Singapore Greenhouse, which co-led the US$8 million pre-Series A funding round in WatchTowr, a local start-up focused on providing cyber security technology and consultancy services. Partner Nicholas Soh led the firm’s team in the transaction.

Ashurst has advised Guangzhou Development District Investment Group (GDDIG) on its debut issuance of offshore bonds in the aggregate principal amount of US$400 million. The bonds are listed in Hong Kong, Chongwa (Macao) and Singapore. The firm advised the issuer on English law, as well as the listing agent for the HK and Macao listings of the bonds. The net proceeds from the issuance will be used to finance eligible sustainability projects of the issuer group and for related working capital purpose. GDDIG is a leading state-owned industrial investment and operation platform in Guangzhou Development District, Guangzhou, Guangdong Province, and is the only transportation infrastructure investment and construction platform in the Guangzhou Development District. The bonds are being issued as “sustainability bonds” under the sustainable finance framework. This is the first offshore US$ sustainability bonds issued in Guangzhou. Partners Melody He and Jessica Li led the firm’s team in the transaction.

AZB & Partners is advising Shell Overseas Investments, a wholly-owned subsidiary of Shell, on its Rs119 billion (US$1.5b) acquisition of 100 percent shareholding in Solenergi Power, a direct shareholder of the Sprng Energy group of companies in India, from Actis Solenergi. Partner Hemangini Dadwal is leading the firm’s team in the transaction, which was signed on April 29, 2022, approved by the Competition Commission of India on July 11, 2022, and is yet to be completed.

AZB & Partners has also advised Internet Fund VII, a fund managed by Tiger Global Management, on its Rs940 million (US$12m) acquisition, along with other investors, of equity stake via Series B fund raise round in PayGlocal Technologies, a provider of payment aggregator services and online payment gateway services. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was signed on May 27, 2022 and was completed on June 25, 2022.

Baker McKenzie has advised on the successful offering and listings of global depositary receipts on SIX Swiss Exchange (SIX) 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 advised Gem on its US$346 million offering (before greenshoe), with CLSA, BNP Paribas and Helvetische Bank as the underwriters. Gem is a leading company in the global new energy materials and urban mining industry, as well as a globally-advanced and representative enterprise in the green and low carbon industry. The firm also advised CICC, Haitong International, Huatai International, CLSA and ABCI, as the underwriters, on Gotion Hightech’s US$685 million offering. Gotion is a world-leading and rapidly expanding provider of new energy solutions, whose major products are electric vehicle batteries and energy storage system batteries. Moreover, the firm advised Citibank, as the depository bank, on Keda Industrial Group’s US$173 million offering, with CICC as the underwriter. Keda Industrial Group is the largest supplier of building ceramic machinery and equipment in Asia, and the second largest in the world. Further, the firm advised Citibank, as the depository bank, on Ningbo Shanshan’s US$319 million offering, with Huatai Financial, Guotai Junan, CLSA and Haitong International as the underwriters. Ningbo Shanshan is a global leading advanced material manufacturer dedicated to the design, development, manufacturing and sales of lithium-ion battery materials and polarizers. Partners Christina Lee (Hong Kong), Wang Hang (Beijing), Thomas Tarala (Hong Kong), Matthias Courvoisier (Zurick), Adam Farlow (London) and Simon Porter (London) led the firm’s teams in the transactions.

Baker McKenzie FenXun (FTZ) Joint Operation has advised Alpha Luck Industrial and AKM Meadville Electronics (Xiamen), as the joint offerors, on the privatization of AKM Industrial, via scheme of arrangement under Section 673 of the Companies Ordinance under Hong Kong law. The cash consideration paid by the joint offerors is approximately HK$1.8 billion (US$229.3m). The listing of the shares of AKM Industrial has been withdrawn in Hong Kong on July 28, 2022. Alpha Luck is an investment holding company, while AKM Meadville principally provides high-density interconnected printed circuit boards (rigid boards, flexible boards and rigid flexible boards), packaging substrates and solution services. AKM Industrial primarily produces flexible circuits and related module products. Baker McKenzie partners Hang Wang (Beijing) and Christina Lee (Hong Kong), supported by FenXun (Beijing) international capital markets partner Brian Wong (Hong Kong), led the firms’ team in the transaction.

Clifford Chance has acted as lead counsel on three out of four market-first global depositary receipts listings on the SIX Swiss Exchange by China-listed issuers. This follows the expansion of the original Shanghai-London Stock Connect scheme into China-Europe Stock Connect scheme to also encompass the Shenzhen Stock Exchange, SIX Swiss Exchange and German Stock Exchange. The firm advised leading lithium-ion power batteries company Gotion High Tech on its US$685 million offering. The firm also advised CLSA, as the sole global coordinator, on the GDR listing, with an offering size of US$346 million, of Gem, a green technology developer in waste battery recycling. Simultaneously, the firm advised Huatai Financial and Guotai Junan Securities, as joint global co-ordinators, on the GDR listing, with an offering size of US$319 million, of Ningbo Shanshan, which manufactures and sells lithium-ion anode materials and polarisers. China co-managing partner Tim Wang and partners Fang Liu and Jean Thio, supported by London partner Chris Roe on the depositary agreements and related GDR arrangements, led the firm’s team in all three listings.

Clifford Chance has also advised Carrefour Nederland and Carrefour SA on the sale of their 60 percent stake in Presicarre (Carrefour Taiwan) to local partner Uni-President Enterprise (Uni-President) at an enterprise value of €2 billion (US$2.04b). Following the completion of the transaction, Carrefour will continue to licence the Carrefour brand to Uni-President. Carrefour is a leading global retailer of hypermarket chains, grocery stores and convenience stores. Created in 1987, Carrefour Taiwan is a joint venture established between Carrefour and Uni-President. Today, the company employs 15,000 people across a network of 340 stores and 129 shopping malls. Partner Emma Davies, supported by partners Ling Ho, Dessislava Savova, Aline Cardin and Richard Blewett, led the firm’s team in the transaction, which is subject to regulatory approvals and other customary conditions.

Cyril Amarchand Mangaldas has advised TI Clean Mobility (TICM), a subsidiary of Tube Investments of India, on its approximately Rs2.45 billion (US$31m) proposed investment in IPLTech Electric. As a part of the transaction, TICM proposes to invest Rs2.45 billion (US$31m), via the primary and secondary rounds of funding. TICM proposes to invest Rs1.5 billion (US$19m) in the primary round, and Rs954 million (US$12m) in the secondary round. Out of Rs954 million (US$12m) in the secondary round, TICM will pay Rs278 million (US$3.54m) to IPLTech founders, and Rs676 million (US$8.6m) to the angel investors in IPLTech, to acquire a stake of 65.2 percent in IPLTech. After the secondary round of funding, the founders of IPL Tech will retain a stake of 23 percent in IPLTech. The remaining stake will be held by a few other small shareholders in IPLTech. The transaction will also allow a few angel investors (both resident and non- residents) to exit IPLTech by selling their shares to TICM. Partner Nagavalli G led the firm’s team in the transaction, which was signed on July 18, 2022. AP & Partners advised IPLTech.

JSA has advised Patentes Talgo SLU (Talgo Spain) and its wholly-owned subsidiary Talgo India on its joint venture with Bharat Forge Infrastructure to set up a joint venture which will manufacture high-speed passenger trains in the Indian railways sector. The JV will manufacture high-speed passenger trains to address future large business opportunities in the Indian railways sector, and tap the upcoming domestic requirements in the field. The JV will also focus on setting-up manufacturing, maintenance and life cycle support hub for new generation, energy-efficient, lightweight aluminium high-speed railway trains. The collaboration has been strategized amid the backdrop of the Ministry of Railways tender for the manufacturing and maintenance of 100 new generation lightweight energy-efficient trains. Talgo is a wholly-owned subsidiary of Spain-based world-leading high-speed passenger train manufacturer Patentes Talgo SLU, with more than 75 years of experience in the design, manufacture and maintenance of trains. Talgo trains come with unique technology that provides cost-effective operation to the operator due to its lightweight design. Partner Vishnu Sudarsan, supported by partners Shashank Singh and Sugandha Somani Gopal, and direct tax practice head Kumarmanglam Vijay and indirect tax practice head Manish Mishra, led the firm’s team in the transaction.

Khaitan & Co has advised Google International on its investment in Desiderata Impact Ventures, as the company raised a US$40 million Series C round, which also included Creation Investments and Tiger Global. Partner Nikhil Narayanan led the firm’s team in the transaction, which was announced on June 27, 2022.

Khaitan & Co has also advised upGrad Education on the acquisition of 100 percent share capital of Wolves Recruitment and Staffing. upGrad Education facilitates higher education and industry relevant programs through a technology platform, which spans across segments, like test prep to study abroad and undergrad degrees to campus courses in 250 universities. Wolves Recruitment and Staffing provides end-to-end recruitment services to organizations. Partners Monika Srivastava and Sanchit Agarwal led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Datang Group Holdings, and as BVI counsel to Dynasty Management International, as subsidiary guarantor, on Datang’s offer relating to 12.5 percent senior notes due 2022 to exchange for a minimum acceptance amount of the outstanding principal amount of the existing 12.5 percent senior notes due 2022 for US$283.95 million 12.5 percent senior notes due 2023. The Datang group is a property developer in China focusing on the development of residential and commercial properties in China. Partner Juno Huang led the firm’s team in the transaction, while Sidley Austin advised on US law and Hong Kong law, and Jingtian & Gongcheng advised on Chinese law. The dealer manager was advised by Linklaters as to US law, and by JunHe as to Chinese law.

Maples and Calder has also acted as BVI and Cayman Islands counsel to The Hongkong Land Notes Company and The Hongkong Land Finance (Cayman Islands) Company on the update of their US$7 billion guaranteed medium term note programme, guaranteed by The Hongkong Land Company. Partner Lorraine Pao led the firm’s team in the transaction, while Linklaters advised on English law, Hong Kong law and US law. Clifford Chance advised the dealers as to English law, Hong Kong law and US law.

Paul Hastings has advised Hanwha Systems, a South Korean shareholder in OneWeb, on its proposed combination with Paris-based satellite operator Eutelsat to create a global multi-orbit satellite broadband operator. The deal would combine Eutelsat’s satellite fleet in geostationary orbit (GEO) with OneWeb’s constellation in low Earth orbit (LEO) to become the first multi-orbit satellite operator offering integrated GEO and LEO solutions. Hanwha Systems, along with other OneWeb shareholders, will contribute its stake to Eutelsat in exchange for newly issued shares in the company, valuing OneWeb at US$3.4 billion. Existing Eutelsat and OneWeb shareholders will each get 50 percent of the combined company’s shares. Following the deal, OneWeb will continue to operate the LEO business from its headquarters in London, while Eutelsat would remain headquartered in Paris. In 2021, the firm also advised Hanwha Systems on its US$300 million investment in OneWeb. Additionally, the firm has advised on Hanwha Solutions’ debut issuance of green bondsHanwha Systems’ US$345 million Korea IPO, the US$1.2 billion merger of Hanwha Q CELLS and Hanwha SolarOne, and the US$370 million strategic equity investment of Hanwha Chemical in Solarfun Power. Partners Iksoo Kim (Seoul), Garrett Hayes (London), Matthew Poxon (London) and Charles Cardon (Paris) led the firm’s team in the transaction, which is expected to be completed by the end of the first half of 2023.

Rajah & Tann Singapore has acted for Lendlease on land-related matters in connection with a joint redevelopment of the Comcentre by Lendlease and Singapore Telecommunications. Comcentre will be redeveloped into a S$3 billion (US$2.17b) world-class sustainable workplace. Partners Norman Ho and Gazalle Mok led the firm’s team in the transaction.

Slaughter and May is advising Ineos on three landmark joint ventures with Sinopec for an aggregate value of US$7 billion, which comprise:  1.  Ineos acquiring 50 percent equity interests in Sinopec subsidiary Shanghai SECCO Petrochemical, which has an annual petrochemicals production capacity of 4.2 million tonnes, following its successful tender bid on the Shanghai United Asset and Equity Exchange;  2.  Sinopec acquiring 50 percent stake in Ineos Styrolution Advanced Materials (Ningbo), which is currently constructing a 600,000 tonnes per year ABS plant. Ineos and Sinopec also plan to work together on two additional 300,000 tonnes per year ABS plants, which will also be built based on Ineos’ world-leading Terluran® ABS technology; and,  3.  A 50:50 greenfield joint venture between Ineos and Sinopec to build a new 500,000 tonnes per year high-density polyethylene (HDPE) plant in Tianjin, with the plan to build at least two additional HDPE plants with similar capacity in the future to produce Ineos pipe grade under license. Once completed, these joint ventures are expected to generate combined annual turnover of approximately US$10 billion from nearly seven million tonnes of petrochemicals production capacity, which will significantly reshape Ineos’ petrochemicals production and technology in China. Ineos is a global chemical company, and a global manufacturer of petrochemicals, speciality chemicals and oil products. Comprising 36 businesses, Ineos operates 194 sites in 29 countries throughout the world. Sinopec is one of the largest integrated energy and chemical companies in China. Hong Kong partners Peter Brien (corporate), Justin Chan (corporate), Lisa Chung (financing) and Natalie Yeung (anti-trust), and London partners Hywel Davies (corporate), Caroline Phillips (financing), David Ives (intellectual property) and Laura Houston (intellectual property) are leading the firm’s team in the transaction.

WongPartnership is acting for Indonesia-based social commerce platform KitaBeli on its extended Series A funding round, as well as its subsequent US$20 million funding round. KitaBeli plans to use the fresh capital to expand its presence in Indonesia, as well as to launch new product categories, such as beauty, personal care, frozen food, and mother and baby products. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership is acting also for the liquidators of Three Arrows Capital in Singapore, the bankrupt billion-dollar cryptocurrency hedge fund. Partners Manoj Pillay SandrasegaraLionel Leo and Daniel Liu are leading the firm’s team in the matter.

Latest Deals from Law Firms and Legal Services Providers: 27th July 2022

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Allen & Gledhill has acted as transaction counsel to B Capital Group on its investment in the US$60 million Series C funding round of Fazz Financial Group. Fazz is a fintech group formed in 2020 after Payfazz invested in Xfers, a Singapore-based fintech company providing payments solutions and infrastructure in Indonesia and Singapore. Payfazz is an Indonesian fintech platform operating a branchless banking agent network that distributes financial services to the unbanked in Indonesia. Partner Julian Ho led the firm’s team in the transaction.

Allen & Gledhill has also advised JP Morgan (SEA) and UBS Singapore Branch, as the joint issue managers, on the secondary listing of Emperador in Singapore. Emperador is a leading global integrated manufacturer, bottler and distributor of brandy, Scotch whisky and other alcoholic beverages, with a market capitalisation of approximately US$5.2 billion, as of June 20, 2022, and whose shares are primary listed in the Philippines. Partners Tan Tze Gay and Rhys Goh led the firm’s team in the transaction.

Allen & Overy is advising Uni-President Enterprises and President Chain Store on the acquisition of a 60 percent majority stake in Carrefour Taiwan from the Carrefour Group, Uni-President’s long-term joint venture partner. Uni-President is a food and retail conglomerate based in Taiwan with a particularly strong footprint in Asia. Both Uni-President Enterprises and President Chain Store are listed in Taiwan. PresiCarre is a joint venture established by Euronext-listed Carrefour and Uni-President in 1987 that introduced hypermarkets to Taiwan under the Carrefour brand, which has proceeded to become one of the leaders in the retail sector in Taiwan. The transaction values Carrefour Taiwan at over US$2 billion enterprise value. After completion, Uni-President will become the sole owner of Carrefour Taiwan. Hong Kong corporate partner Tess Fang, supported by partners Nigel Parker (London) and Noah Brumfield (Washington DC), led the firm’s team in the transaction, which is expected to be completed in 2023, subject to merger control approvals.

AZB & Partners has advised Tata Sons and its indirect wholly owned subsidiary Air India on the acquisition by Air India of the balance of the entire equity share capital of Air Asia India from AirAsia Investment and Tata Sons. Partner Gaurav Bansal led the firm’s team in the transaction, which was approved by the Competition Commission of India on June 14, 2022.

AZB & Partners has also advised Google International on its Rs52.2 billion (US$653.5m) acquisition of 1.28 percent equity stake in Bharti Airtel. Partner Hemangini Dadwal led the firm’s team in the transaction, which was approved by the Competition Commission of India on June 30, 2022.

Bird & Bird ATMD has advised Australia-listed technology company Enero Group on its acquisition of 100 percent shares in the GetIT for up to US$15 million. Enero Group operates a global collective of marketing and communications specialist agencies. GetIT is a Singapore-based B2B technology marketing specialist providing telecom, IT and tech marketers with strategic advisory services, martech, products and programs that create end-to-end marketing success. The acquisition of GetIT will provide Enero Group with its own office network across Asia with a client portfolio that consists of high-profile tech brands, such as AWS, Oracle, Fortinet, Fujitsu, Cisco, Telecom Malaysia, Google Cloud and Trend Micro. Corporate partner Marcus Chow, supported by employment partner Seow Hui Goh, led the firm’s team in the transaction.

Clifford Chance has advised UBS, HSBC and CLSA, as joint global coordinators, and CICC and Haitong International, as joint book-runners, on Ming Yang Smart Energy Group’s global depositary receipts offering and listing in the Shanghai-London Stock Connect segment of the London Stock Exchange. The GDR offering is expected to raise gross proceeds of approximately US$657 million (US$707 million, including any exercise of the over-allotment option). Ming Yang Smart Energy is a leading wind turbine manufacturer and clean energy solutions provider in China. China co-managing partner Tim Wang, with partners Chris Roe (London) and Jean Thio (Singapore), led the firm’s team in the transaction.

Clifford Chance has also advised China Baowu Steel Group on the multi-jurisdictional merger control filings for its acquisition of a 51 percent stake in Xinyu Iron & Steel Group Co (XISCO). The value of the transfer is approximately Rmb 4.255 billion (US$630m). A state-owned iron and steel company headquartered in Shanghai, China Baowu Steel Group is the largest iron and steel company globally. With a crude steel output of 9.38 million tonnes in 2020, XISCO Group is the largest state-owned steelmaker in Jiangxi Province of China. Partner Yong Bai led the firm’s team in the transaction, while Clifford Chance’s associate firm in Istanbul CIFTCI Attorney Partnership, led by partner Itır Çiftçi, advised on Turkish law.

Cyril Amarchand Mangaldas has advised Max Estates on its 100 percent acquisition, via share purchase, of Accord Hotels and Resorts, which owns the 10 acres (40,468.36 sqm) land at Sector 128, Noida. Max Estates is the real estate development arm of the Max Group, while Accord Hotels holds title to the prominently located land. This acquisition marks the entry of Max Estates in the residential sector. Partners Mukul Sharma and Ashish Jain led the firm’s team in the transaction, which was signed on June 4, 2022 and closed on June 17, 2022.

Dentons Hong Kong has acted as the sole advisor to CMB International on the exchange offer by Huijing Holdings of at least a minimum acceptance amount of US$107.4 million of its outstanding US$138.0 million 12.5 percent senior notes due 2022 for 12.5 percent senior notes due 2023. Hong Kong partners Gordon Ng and Man Chiu Lee led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to 51job, a leading provider of integrated human resource services in China, on its take-private transaction, which was completed on May 6, 2022 at an implied equity value of US$4.3 billion, making it one of the largest take-private transactions for a US-listed Chinese business this year. The take-private transaction was completed as a Cayman Islands statutory merger, under which the existing shareholders of 51job had their shares cancelled in exchange for merger consideration of US$61.00 per share. As a result of the merger, 51job has become a privately-held company, and de-listed from the Nasdaq. The investor consortium included DCP Capital Partners II, Ocean Link Partners and Mr Rick Yan, the CEO of 51job. Recruit Holdings, the largest shareholder of 51job, also participated in the transaction with the investor consortium. Hong Kong corporate partner Richard Spooner led the firm’s team in the transaction.

Maples and Calder has also acted as Cayman Islands counsel to Bain Capital Private Equity on its acquisition of VXI Global Solutions from Carlyle Group, and the financing of the acquisition. VXI Global Solutions provides multinational companies with business process outsourcing and information technology services, and is considered as one of the biggest foreign BPO providers in China. Hong Kong corporate partner Karen Zhang Pallaras led the firm’s team in the transaction.

Rahmat Lim & Partners has advised LGMS on its listing in Malaysia, with a market capitalization of M$228 million (US$51m). Partner Zandra Tan led the firm’s team in the transaction, which was completed on June 8, 2022.

Rahmat Lim & Partners has also advised Cnergenz on its listing in Malaysia, with a market capitalisation of M$288.84 million (US$64.75m). Partners Zandra Tan and Tan Yan Yan led the firm’s team in the transaction, which was completed on May 24, 2022. 

Latest Deals from Law Firms and Legal Services Providers: 20th July 2022

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Allen & Gledhill has acted as transaction counsel to Singapore Telecommunications (Singtel) on its S$330 million (US$237m) acquisition of an additional 3.78 percent stake in Thailand-listed Intouch Holdings. Singtel’s acquisition was made via its wholly-owned subsidiary Singtel Global Investment, while the seller of the stake in Intouch Holdings is Anderton Investments, a wholly-owned subsidiary of Temasek. Partners Christian Chin, Yap Lune Teng and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to the Housing and Development Board (HDB) on the issue of S$1.1 billion (US$719m) fixed rate green notes due 2027, under its S$32 billion (US$23b) multicurrency medium term note programme. The issue was HDB’s second issuance of green bonds, proceeds of which are to be used to finance or refinance eligible green projects under the Project Category of Green Buildings, and for such other purposes, as set out in HBD’s Green Finance Framework. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Ashurst has advised Citibank Hong Kong Branch, as the senior noteholder, on establishing a securitisation warehouse facility backed by small and medium-sized enterprises (SME) loans originated by one of Singapore’s leading SME digital financing and credit investment platforms. In Asia, receivables, especially those relating loans to SMEs originated on digital lending platforms, are fast becoming a popular form of asset-backed lending / securitised assets. SMEs make up more than 96 percent of all Asian businesses, but they face challenges getting access to finance. Securitization plays a significant role in allowing digital lending platforms to raise capital to address this unmet need. Singapore partner Jean Woo, supported by partner Evan Lam and New York partner Margaret Sheehan, led the firm’s team in the transaction.

AZB & Partners is advising International Finance Corporation on its three-year US$-denominated loan facility to Sanima Bank for up to US$20 million. Partners Gautam Saha and Nikhil Bahl are leading the firm’s team in the transaction, which was signed on June 29, 2022 and is yet to be completed.

AZB & Partners is also advising Coats Group on its Rs19 billion (US$237.6m) acquisition of 100 percent shareholding of Texon International Group and Texon (India). Partners Darshika Kothari and Kunal Kumbhat are leading the firm’s team in the transaction, which was signed on July 6, 2022 and is yet to be completed.

Bird & Bird has acted as transaction counsel to ABC Impact, as the lead investor, on its US$36 million funding in Iceotope Technologies, a UK-based precision immersion cooling tech firm. ABC Impact is a Singapore-headquartered Asia-focused private equity firm. The transaction is illustrative of the interest around precision immersion cooling technologies for data centres on the back of climate change and need for environmentally sustainable solutions, as more data centres are set up globally. Joining ABC Impact in the investment syndicate are global electrical solutions provider nVent, Northern Gritstone, British Patient Capital, FTSE 250 investment company SDCL Energy Efficiency Income Trust, Pavilion Capital and existing investor Edinv. Singapore and Hong Kong partners Marcus Chow (corporate), Seow Hui Goh (employment), Anan Sivananthan (IP) and Pin-Ping Oh (IP) led the firm’s team in the transaction.

Clifford Chance has advised Xpansiv on the Australian law aspects of Blackstone’s US$400 million investment into Xpansiv’s market-infrastructure platform for global carbon and environmental commodities. Xpansiv connects buyers and sellers of environmental commodities, and provides market data for voluntary carbon offsets, renewable energy credits and low-carbon fuels, each of which are critical elements of global decarbonisation. Partner David Clee, supported by partners Elizabeth Hill and Mark Gillgren, led the firm’s team in the transaction.

Clifford Chance has also advised Morgan Stanley, CICC and CMBI, as the joint sponsors, and the joint global coordinators, including BNP Paribas and Credit Suisse, on Tianqi Lithium’s US$2 billion (after greenshoe) IPO and listing in Hong Kong. Shenzhen-listed Tianqi Lithium is one of the world’s largest lithium producers. Partners Fang Liu and Tianning Xiang, supported by New York partner Jefferey LeMaster, led the firm’s team in the transaction, which is the largest Hong Kong IPO for 2022 thus far.

Cyril Amarchand Mangaldas has advised Navi Finserv and book-running lead managers AK Capital Services and JM Financial on Navi Finserv’s maiden public issue of secured, rated, listed and redeemable non-convertible debentures to raise Rs4.95 billion (US$62m). The firm also advised to the issue. As a part of the transaction, Navi Finserv proposed to issue secured, rated, listed redeemable non-convertible debentures with face value of Rs1,000 (US$12.50) each for up to Rs3 billion (US$37.5m), with an option to retain oversubscription up to Rs3 billion (US$37.5m). Pursuant to a resolution of the debenture committee of Navi Finserv’s Board of Directors, approximately 49.6 million NCDs aggregating up to Rs4.96 billion (US$62m) were allotted on June 8, 2022. Partners Vijay Parthasarathi, Lakshmi Prakash and Rohit Tiwari led the firm’s team in the transaction, which was signed on April 18, 2022 and closed on June 8, 2022. 

Dentons has represented Gaoyou City Construction Investment Development Group, a leading state-owned infrastructure construction company principally engaged in the construction of municipal infrastructure, water facilities, roads, environmental governance-related facilities and shantytown redevelopment projects in Gaoyu City and Suzhou City, on the global offering under Regulation S of its English law-governed US$46 million Credit Enhanced Bonds due 2025, with the benefit of an irrevocable Standby Letter of Credit issued by Bank of Nanjing Yangzhou Branch, underwritten by China Industrial Securities International, Industrial Bank Co Hong Kong Branch, CEB International, Guotai Junan International, Central Wealth Securities Investment, China Securities International, China Galaxy International, Soochow Securities (Hong Kong) and Haitong International. Hong Kong capital markets partner Man Chiu Lee and China senior partner Jianghong Xu, along with partner Dandan Wang, led the firm’s team in the transaction.

JSA has advised Luminar Technologies on the India leg of its acquisition of the assets of Solfice Research. The employees of Solfice’s Indian entity were also transferred to Luminar. Solfice is a US-based big data analytics company in the market segments of transportation and physical infrastructure. Partner Rupinder Malik, supported by partner Ipsita Chowdhury and direct tax practice head partner Kumarmanglam Vijay, led the firm’s team in the transaction.

JSA has also advised Akay Natural Ingredients, SpiceRich Seasonings, Akay Spices, Akay Europe, Akay USA, Akay Flavours and Aromatics (Cambodia) and their promoter shareholders on the acquisition by Oterra. A leading player in the natural colors and nutraceutical ingredients industry, the Akay Group serves over 40 countries, has four manufacturing sites in southern India and employs more than 400 people. Oterra is the largest provider of natural food colors worldwide, and is an EQT portfolio company. Partner Sidharrth Shankar, supported by partner Prakriti Jaiswal, led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Aimfinity Investment I on its IPO of 8.05 million units, including 1.05 million units issued upon exercise in full by the underwriters of the over-allotment option, and its listing on the Nasdaq. The issuer is a SPAC formed to pursue business combination targets, which focuses on identifying unique business concepts with high-performing organizations that have both aspirations to accelerate growth and create enduring value within the technology sector. The offering, which closed on April 28, 2022, raised approximately US$80.5 million. Partner Juno Huang led the firm’s team in the transaction, while Sidley Austin acted as US counsel. Winston & Strawn acted as US counsel to the underwriters

Maples and Calder has also acted as Cayman Islands counsel to Denali Capital Acquisition on its IPO of 8.25 million units, including 750,000 units issued upon a partial exercise by the underwriters of the over-allotment option, and its listing on the Nasdaq. The issuer is a SPAC formed to pursue business combination targets, which focuses on companies in the technology, hospitality and consumer services sector. The offering, which closed on April 11, 2022, raised approximately US$82.5 million. Partner Juno Huang also led the firm’s team in the transaction, while Sidley Austin acted as US counsel. Winston & Strawn acted as US counsel to the underwriters.

R&T Asia (Thailand) has advised the Government Savings Bank (GSB) on a deal and established a joint investment project among GSB, Bangchak Corporation and TIP Exponential, a subsidiary of Dhipaya Insurance, to provide loans based on land collaterals and land consignment. The non-bank joint venture company, Mee Tee Mee Ngern, will increase its registered capital from β20 million (US$545,467.00) to β1 billion (US$27.3m), and is expected to be ready to provide services in the third quarter of 2022. Partners Piroon Saengpakdee and Dussadee Rattanopas led the firm’s team in the transaction.

Simpson Thacher has represented the underwriters on the IPO and Regulation S offering by Readboy Education of 52 million shares, prior to exercise of the underwriters’ overallotment option. The base offering size was HK$395.2 million (US$50.3m). Readboy’s shares are listed in Hong Kong. China Securities (International) Corporate Finance and Macquarie Capital acted as joint sponsors, joint global coordinators, joint book-runners and joint lead managers for the global offering. Readboy is a smart learning device service provider in China, focusing on the design, development, manufacturing and selling of smart learning devices embedded with digital educational resources, for China’s primary and secondary students, their parents and school teachers. Hong Kong partners Christopher Wong, Yi Gao and Marjory Ding led the firm’s team in the transaction.

Simpson Thacher has also represented the underwriters on the IPO and Rule 144A and Regulation S offering by MicroPort of 13.7 million shares, prior to the exercise of the underwriters’ overallotment option. The base offering size is HK$337.57 million (US$43m). The shares of MicroPort NeuroTech are listed in Hong Kong. JP Morgan and CICC acted as joint sponsors, joint global coordinators, joint book-runners and joint lead managers. MicroPort NeuroTech is a China-based company in the neuro-interventional medical device industry, dedicated to providing innovative solutions for physicians and patients. Hong Kong partners Christopher Wong and Yi Gao led the firm’s team in the transaction.

Slaughter and May (Hong Kong) is advising Swire Beverages Holdings (SBH), a subsidiary of Swire Pacific, on its proposed purchase of the entire equity interests in six of the beverage preparation and packaging subsidiaries of Coca-Cola Bottlers Manufacturing Holdings (CCBMH) in the Chinese Mainland (in Nanning, Hangzhou, Foshan, Wuhan, Dongguan and Suzhou), as part of the restructuring of CCBMH, pursuant to a master agreement entered into on July 15, 2022. Subsidiaries of SBH, China Foods and The Coca-Cola hold 41 percent, 21 percent and 38 percent, respectively, of the shares in CCBMH. Through its subsidiaries in the Chinese Mainland, CCBMH prepares and packages still beverages, including enhanced water, juice, tea, dairy drinks and coffee, which are then distributed by bottlers across the Chinese Mainland. Pursuant to the proposed restructuring of CCBMH contemplated in the master agreement, such beverage preparation and packaging operations will be transferred to subsidiaries of SBH and China Foods, respectively.

Trilegal has represented Wipro on a suit before the Bombay High Court seeking an injunction against an advertisement campaign by USV. The advertisement compared Wipro’s product ‘Santoor’ with USV’s product ‘Sebamed’ in a manner that was disparaging of Santoor. On June 16, 2022, a single judge bench of the Bombay High Court granted an interim injunction against the continuation of the advertisement campaign, pending the disposal of the suit. This interim order was challenged by USV before a Division Bench of the Bombay High Court. On July 13, 2022, the Division Bench dismissed the appeal filed by USV, and upheld the interim order in favour of Wipro. Partners Nitesh Jain, Tine Abraham and Siddharth Ranade led the firm’s team in the matter. 

WongPartnership has advised HelloRide, a Chinese bicycle-sharing operator, on incorporation and compliance matters in relation to setting up a bicycle sharing business operation in Singapore. This marks the first time since China-based players exited the market. HelloRide has been awarded a Type 2 sandbox licence to operate a fleet of up to 1,000 shared bicycles. Type 2 licence is valid for up to a year, after which operators will need to apply for Type 1 full licence that allows them to operate a larger fleet. Partners Lam Chung Nian and Miao Miao led the firm’s team in the transaction, together with partner Chan Jia Hui.

Latest Deals from Law Firms and Legal Services Providers: 6th July 2022

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Allen & Gledhill has advised Genius Group on its IPO and listing in New York, which raised gross proceeds of US$19.6 million. Partner Leonard Ching led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to MTC Japan Investment and CapitaLand Investment on the divestment of 100 percent of the issued share capital in Southernwood Property to CapitaLand Integrated Commercial Trust (CICT) and CapitaLand Open End Real Estate Fund FCP-RAIF. The agreed property value was S$1.26 billion (US$898m). The divestment was completed on April 27, 2022. After completion of the divestment, Southernwood Property owns the property located at 79 Robinson Road known as CapitaSky, a Grade A office building located in Singapore’s central business district. Partners Eudora TanFoong Yuen Ping, Lim Mei Ann and Teh Hoe Yue led the firm’s team in the transaction.

Allen & Overy has advised TECOM Group, the owner, manager and operator of ten strategic, sector-focused business districts across Dubai, on its IPO and listing in Dubai Financial Market. TECOM Group provides high-quality real estate products and value-added services, contributing to the growth and development of six vital non-oil sectors, including technology, media, science, education, design and manufacturing. The IPO, which comprised a sale of existing shares by TECOM Group’s shareholder, DHAM, raised approximately Dh1.7 billion (US$463m), and drew substantial demand from regional and international investors. The offering was oversubscribed over 21 times, with the UAE retail offer achieving a remarkable oversubscription multiple of almost 40 times, surpassing any IPO on the DFM. Abu Dhabi partner Khalid Garousha and US securities partner Adam Wells led the firm’s cross border team in the transaction.

AZB & Partners has advised Internet Fund V, a fund managed by Tiger Global Management, and DF International Partners II, a fund managed by Dragoneer Partners, on their acquisition, along with other investors, of equity stake, via Series F fund raising round, in Dreamplug Technologies, operator of Cred, an India-based credit card dues repayment platform. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at US$140 million and was completed on June 18, 2022.

AZB & Partners is also advising Internet Fund III, a fund managed by Tiger Global Management, on its sale, along with other investors, to Zomato of equity stake in Blink Commerce, operator of grocery and e-commerce platform “Blinkit”, and Hands On Trade. Partners Ashwath Rau and Jasmin Karkhanis are leading the firm’s team in the transaction, which was valued at approximately Rs45.07 billion (US$570m).

Baker McKenzie Wong & Leow and Wong & Partners, the Singapore and Malaysia member firms, respectively, of Baker McKenzie International, have acted as Singapore, Malaysia and international counsel to Sime Darby Property (SDP) on its successful first close of a US$250 million inaugural Shariah-compliant industrial development fund. The fund was established and will be jointly managed by a joint venture between SDP and LOGOS Property, and has secured 70 percent in capital commitments, anchored by Permodalan Nasional and unit trust funds under its management, and Kumpulan Wang Persaraan (Diperbadankan). The fund will enable the development of sustainable, large-scale, integrated modern logistics real estate assets in Malaysia with green building certification over the next three years. At its maiden site, the 177-acre E-Metro Logistics Park, the fund is set to deliver logistics assets spanning eight million square feet in gross lettable area. Located in SDP’s township of Bandar Bukit Raja, Klang in Selangor, Malaysia, the E-Metro Logistics Park will feature a combination of ready-built or built-to-specification facilities. Singapore principal Derek Kwan, supported by principals Jens Carle and Eunice Tan, and partners Andre Gan and Stephanie Phua, supported by partner Esther Chik, led their firms’ respective team in the transaction.

Bird & Bird ATMD has acted as transaction counsel for the lead investor ACA Investments, a growth fund established by ACA Partners and Daiwa Securities Group, on the Series B funding round for freeD Group, an award-winning AI digital solution company utilizing artificial technology, big data and machine learning technologies to provide end-to-end digital solutions. Raising approximately US$15 million, the Series B funding round also includes investments from Musketeers Capital, SOSV IV, 500 Startups IV, and Innovation and Technology Venture Fund Corporation. Singapore partner Marcus Chow led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised JP Morgan India on the block trade by Bata (BN) in Bata India. JP Morgan acted as broker to the sale transaction, which aggregated to approximately Rs6.69 billion (US$84.6m). As a part of the transaction, Bata (BN), the promoter of Bata India, undertook the sale, via one or more share sales on the screen-based trading in India’s stock exchanges, for approximately Rs6.69 billion (US$84.6m). The transaction involved a sale by Bata (BN) of Bata India’s 3.6 million equity shares, with face value of Rs5 (US$0.063) each, representing 2.8 percent of Bata India’s paid-up equity share capital. The transaction was signed on May 31, 2022 and was closed on June 3, 2022. Partner Abhinav Kumar led the firm’s team in the transaction, while Linklaters acted as international counsel. 

Cyril Amarchand Mangaldas has also advised a consortium of ten lenders, led by Union Bank of India, on the resolution plan for Imagicaaworld Entertainment. The debt availed by Imagicaaworld from the lenders was approximately Rs14.17 billion (US$179m). The resolution plan was implemented pursuant to the Reserve Bank of India’s Prudential Framework for Resolution of Stressed Assets dated June 7, 2019. Malpani Parks has agreed to acquire a controlling stake in Imagicaworld, and restructure the debt of Imagicaaworld, pursuant to the resolution plan submitted by Malpani Parks to the consortium of lenders. Partners Amey Pathak and Madhav Kanoria, supported by partner Gautam Gandotra, led the firm’s team in the transaction, which closed on June 23, 2022.

Harneys has acted as Cayman Islands counsel to NaaS Technology, one of the biggest and fastest-growing Chinese electric vehicle service providers, on the merger between its predecessor RISE Education Cayman and Dada Auto (NaaS). This is the first successful overseas listing of a leading Chinese electric vehicle charging company, resulting in a combined valuation of over US$600 million. Following the completion of the mergers that result in NaaS becoming a wholly-owned subsidiary of RISE, pursuant to a definitive merger agreement between RISE and NaaS, and the name change of RISE to NaaS Technology in June 2022, RISE continues to be listed on the Nasdaq. NaaS Technology envisions powering the world with carbon neutral energy, and has 290,000 charging stations in 288 Chinese cities, with over 200,000 that are fast-charging, which accounts for 51 percent of China’s fast-charging piles. Hong Kong senior legal manager Nicholas Fong, supported by partner Raymond Ng, led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom served as US counsel. Kirkland & Ellis served as US counsel to the audit committee of the board of directors of RISE

JSA has advised Chicago-based Creation Investments Social Ventures Fund V on its investment in the Series C round of Desiderata Impact Ventures (Progcap). The round of US$40 million was led by existing investors Creation and Tiger Global, with the participation of Sequoia Capital, another existing investor, and Google. The fundraise valued Progcap at US$600 million. Progcap provides collateral-free working capital loans through its financing solution to retailers. It has facilitated credit disbursals worth over Rs65 billion (US$822m), working with over 700,000 small and medium businesses. Partner Lalit Kumar, supported by partners Bharati Joshi and tax practice head Kumarmanglam Vijay, led the firm’s team in the transaction. AZB & Partners, led by partners Ashwath Rau and Srinath Dasari, advised Tiger Global, thru its managed fund Internet Fund VII.

JSA has also advised DHN Agritech, owner and operator of the brand “Happy Nature”, on its Rs60 million (US$758,726) Pre Series A round, which saw participation of angel investors and a family office. Happy Nature is a technology-enabled direct-to-home startup in the farm fresh dairy and breakfast foods category. It aims to serve dairy and breakfast products to customers in a convenient and efficient manner. Partner Lalit Kumar, supported by tax practice head partner Kumarmanglam Vijay, also led the firm’s team in the transaction.

Khaitan & Co has acted as Indian counsel to Inox Green Energy Services and Inox Wind, as the selling shareholder, on Inox Green Energy’s IPO of equity shares, comprising of a fresh issue of equity shares aggregating up to Rs3.7 billion (US$46.7m), and Inox Wind’s offer for sale of equity shares aggregating up to Rs3.7 billion (US$46.7m). Incorporated in 2012, Inox Green Energy is one of the major wind power operation and maintenance service providers within India. It is a subsidiary of Inox Wind, and is a part of the Inox GFL group of companies. Upon being listed, it will be among the first few listed companies in India which are engaged only in the O&M services business. Edelweiss Financial Services, DAM Capital Advisors (formerly IDFC Securities), Equirus Capital, IDBI Capital Markets & Securities and Systematix Corporate Services acted as book-running lead managers. Partners Madhur Kohli and Chirayu Chandani led the firm’s team in the transaction, which was announced on June 17, 2022. Trilegal, led by capital markets partner Richa Choudhary, acted as Indian counsel, while Linklaters Singapore, led by South and Southeast Asia capital markets head partner Amit Singh, acted as international counsel to the book-running lead managers.

Khaitan & Co has also advised Jagsonpal Pharmaceuticals and its promoters on the sale of 43.73 percent promoter shareholding to the funds managed by Infinity Investment Management and advised by Convergent Finance. The transaction required the funds (Infinity Holdings, Infinity Holdings Sidecar I and Infinity Consumer Holdings) to make an open offer, in terms of the SEBI Takeover Code. Partner Aditya Patni, supported by executive director Sudhir Bassi and partners Abhishek Dadoo, Shailendra Bhandare, Jeevan Ballav Panda, Avnish Sharma and Kshitij Bishnoi, led the firm’s team in the transaction, which was valued at Rs2.69 billion (US$34m) and was completed on June 27, 2022.

Maples and Calder has acted as Cayman Islands counsel to Zhihu on its global offering of 26 million Class A ordinary shares and dual primary listing in Hong Kong. American Depositary Shares representing the Class A ordinary shares of Zhihu have been listed in New York since March 2021. The offering closed on April 22, 2022 and raised approximately HK$833.6 million (US$106m). Zhihu is the first Chinese internet company to have completed a dual primary listing in Hong Kong and the US with a weighted voting rights structure. Hong Kong corporate partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom advised as to Hong Kong and US laws, and Han Kun Law Offices advised as to Chinese law. Clifford Chance acted as Hong Kong counsel, while Jingtian & Gongcheng acted as Chinese counsel to the joint sponsors Credit Suisse, JP Morgan, CICC and CMB International, and the underwriters.

Maples and Calder has also advised Cayman Islands-incorporated NIO on its listing of Class A Ordinary Shares in Singapore on May 20, 2022. NIO is the first Cayman Islands company to be listed on three stock exchanges, following its listing in New York and Hong Kong, the latter of which also occurred in 2022. Hong Kong finance partner Lorraine Pao led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom, WongPartnership and Han Kun Law Offices advised as to US law, Singapore law and Chinese law, respectively. Simpson Thacher & Bartlett, Allen & Gledhill and Commerce & Finance Law Offices advised the joint issue managers as to US law, Singapore law and Chinese law, respectively.

Paul Hastings has advised the sole sponsor and underwriters on the HK$559 million (US$71m) global offering and listing of TI Cloud in Hong Kong. China International Capital Corporation Hong Kong Securities acted as the sole sponsor and, together with Macquarie Capital, as the joint global coordinators, joint book-runners and joint lead managers. CMB International Capital Corporation, BOCI Asia, Shenwan Hongyuan Securities (HK), Tiger Brokers (HK) Global and Futu Securities International (Hong Kong) acted as the joint book-runners and joint lead managers. Livermore Holdings and Silverbricks Securities acted as the joint lead managers. As one of the largest providers of customer contact solutions deployed in public clouds in China, TI Cloud offers a broad array of cloud-native customer contact solutions that enable enterprises to engage in multi-channel customer interactions. Global partner and Greater China chair Raymond Li and corporate partners Chaobo Fan and Vincent Wang led the firm’s team in the transaction, while CM Law Firm advised as to Chinese law. Harneys, led by Jessie Xu and supported by partners Calamus Huang (Shanghai) and Raymond Ng (Hong Kong), advised on Cayman Islands law, working with CYL & Partners in Association with Cooley HK and Commerce & Finance Law.

R&T Asia (Thailand), a member firm of Rajah & Tann Asia, is acting for Bangkok Media & Broadcasting on its IP portfolio management, including trademarks filings and prosecutions in many ASEAN countries. Partner Nuttaphol Arammuang is leading the firm’s team in the transactions.

R&T Asia (Thailand), a member firm of Rajah & Tann Asia, is also acting for B L Hua & Co and its affiliated companies on their IP portfolio management, including trademarks filings and prosecutions in many ASEAN countries. Partner Nuttaphol Arammuang is also leading the firm’s team in the transactions.

WongPartnership is acting for Vulcan Capital, the investment arm of late Microsoft co-founder Paul Allen, as lead investor on the US$10.5 million Series A funding round of Singapore-based biotech firm AMILI (Asian Microbiome Library). The funds will be used to develop AMILI PRIME, and AMILI’s presence in South East Asia. Partner Kyle Lee led the firm’s team in the transaction, together with partner Kylie Peh.

WongPartnership has also acted for Fraser and Neave and Frasers Property on their investment in the S$4.2 million (US$3m) Series A+ funding round of Ross Digital, a robotics and automatic company. Partner Kyle Lee also led the firm’s team in the transaction, together with partners Kylie Peh and Miao Miao.

Latest Deals from Law Firms and Legal Services Providers: 29th June 2022

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Allen & Gledhill has advised Oversea-Chinese Banking Corporation on the issue of US$750 million 4.602 percent subordinated notes due 2032, under its US$30 billion global medium term note program. Barclays, Citibank, JP Morgan and OCBC were the joint lead managers for the notes. Partner Glenn Foo led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Keppel Infrastructure Fund Management, as trustee-manager of Keppel Infrastructure Trust, on the issue of S$250 million (US$180m) 4.11 percent notes due 2027, under its S$2 billion (US$1.4b) multicurrency debt issuance programme. Partners Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Overy is advising Mubadala Investment on the sale of stakes in Abu Dhabi Future Energy (Masdar) to Abu Dhabi National Energy (TAQA) and Abu Dhabi National Oil Company (ADNOC). Announced last year by UAE President His Highness Sheikh Mohamed bin Zayed Al Nahyan, the transaction will create a global clean energy powerhouse that consolidates the renewable energy and green hydrogen efforts of TAQA, Mubadala and ADNOC under the Masdar brand. The transaction values the new Masdar joint ventures at approximately Dh7 billion (US$1.9b), on a 100 percent equity basis. TAQA will acquire a 43 percent controlling stake in Masdar’s renewables business, with Mubadala retaining a 33 percent interest, and ADNOC owning the remaining 24 percent interest. Meanwhile, ADNOC will hold a 43 percent controlling stake in Masdar’s new green hydrogen joint venture, Mubadala will retain a 33 percent interest, and TAQA will hold a 24 percent effective stake. Together, the three partners will supercharge Masdar’s growth and expansion, with each shareholder playing a key role. Abu Dhabi managing partner Ibrahim Mubaydeen led the firm’s team in the transaction, which remains subject to the completion of necessary requirements, including obtaining relevant third party and regulatory approvals.

Ashurst has advised One Stop Warehouse (OSW) and its major shareholder GCL System Integration Tech on GCL’s partial share sale in OSW, and OSW’s share issuance to Hillhouse Capital Group. OSW is Australia’s largest distributor of PV panels, inverters, mountings, electrical components, battery storage systems and ancillary equipment. GCL is a subsidiary of an international energy conglomerate specialising in clean and sustainable energy, which provides comprehensive solar solutions. Hillhouse, as one of the largest and most influential Asia private equity funds, has reserved substantial financial resources to pair up with GCL, and support OSW’s mid-term growth with a series of European acquisitions in the pipeline. This is the second successful deal that Hillhouse and the GCL group companies have executed in the renewable energy sector in the past 12 months. The capital raising will support the expansion of OSW, and the company is also fast-tracked towards a major stock exchange listing. Partners Dan Yang and Murray Wheater led the firm’s team in the transaction.

AZB & Partners is advising United States International Development Finance Corporation on the up to US$30 million long term loan facility, via external commercial borrowing, it extended to India Shelter Finance. Partners Gautam Saha and Pallavi Meena are leading the firm’s team in the transaction, which was signed on May 5, 2022 and is yet to be completed.

AZB & Partners has also advised SVM Services (Singapore), an affiliate of Terminix International, on the Rs7.7 million (US$97,748) sale of the 49.99 percent stake held by Terminix in Terminix SIS India to SIS. Partner Aditya Vikram Bhat led the firm’s team in the transaction, which was signed on May 23, 2022 and was completed on June 2, 2022.

Cyril Amarchand Mangaldas has advised the United States International Development Finance Corporation (DFC) on the US$250 million External Commercial Borrowing facility extended to Shriram Transport Finance. Shriram will use the loan to expand financing to MSMEs for purchase of new and used commercial vehicles. The facility has been structured as a corporate financing with structured finance features, including security over a portfolio of downstream loan receivables. Partner Ramanuj Kumar, supported by partner Aditi Misra, led the firm’s team in the transaction, which was signed on May 17, 2022 and closed on June 3, 2022. White & Case acted as US counsel to DFC.

Cyril Amarchand Mangaldas is also advising the State Bank of India (SBI) on the Rs157.27 billion (US$2b) financial assistance proposed to be provided by SBI to Jindal Steel Odisha, a wholly-owned subsidiary of Jindal Steel & Power. The facility, which is one of the largest project financing transaction in the steel sector, is to be utilized by Jindal Steel Odisha to set-up the 6MTPA integrated steel plant at Angul, Odisha. Banking and finance co-head partner Amey Pathak and partner Yash Jain are leading the firm’s team in the transaction, which was signed on June 1, 2022, and is expected to close within this financial year, upon satisfaction of conditions precedent.

Khaitan & Co has acted as Indian counsel to Axis Capital and JM Financial, as the book-running lead managers, on Deltatech Gaming’s IPO of equity shares, comprising of a fresh issue of equity shares aggregating up to Rs3 billion (US$38m) by Deltatech Gaming, and an offer for sale of equity shares by Delta Corp, the selling shareholder, aggregating up to R2.5 billion (US$32m). Deltatech Gaming is a technology-led gaming platform, which offers real money gaming through its platforms, Adda52.com (poker), Adda52Rummy (rummy) and Adda.games (multi-games). It is one of the earliest companies in the real money gaming segment in India, and its poker offering, Adda52.com, is India’s first online poker platform offering multiple poker variants. As on March 31, 2021, Adda52.com was India’s no. 1 pure-play poker platform, in terms of revenue. Pursuant to the IPO, it will be one of the first real money gaming platforms to have its equity shares listed in India’s stock exchanges. Partners Aditya Cheriyan and Chirayu Chandani led the firm’s team in the transaction, which was valued at Rs5.5 billion (US$70m) and was announced on June 16, 2022. With a team led by partners Varoon Chandra and Lionel D’Almeida, AZB & Partners is advising Deltatech Gaming and Delta Corp as to Indian law.

Khaitan & Co has also acted as a common counsel to Inventys Research, a company which researches on, manufactures and supplies agro and pharma actives, electronic chemicals and specialty chemicals, among others, on the investment in Inventys Research by Arpit Khandelwal (representing Plutus Wealth Management), via primary subscription of securities for approximately Rs2.25 billion (US$28.5m), and India Inflection Opportunity Fund, via secondary acquisition of securities for approximately Rs300 million (US$3.8m). Partners Kartick Maheshwari and Tanu Banerjee led the firm’s team in the transaction.

Maples and Calder has acted as Cayman Islands counsel to Yoho Group Holdings on its IPO of 55 million shares, and the listing in Hong Kong. Yoho is one of the leading players in business-to-consumer e-commerce industry in Hong Kong. The offering, which closed on June 10, 2022, raised approximately HK$115 million (US$14.6m). Partner Derrick Kan led the firm’s team in the transaction, while Deacons advised as to Hong Kong law. Chiu & Partners advised CMBC International Capital, as the sole sponsor, and the underwriters as to Hong Kong law.

Maples and Calder has also acted as Cayman Islands counsel to Yunkang Group on its IPO of approximately 138.2 million shares, and the listing in Hong Kong. Yunkang is a medical operation service provider in China offering a full suite of diagnostic testing services for medical institutions. The offering, which closed on May 18, 2022, raised approximately HK$1.09 billion (US$139m). Partner Derrick Kan also led the firm’s team in the transaction, while Kirkland & Ellis advised as to Hong Kong and US laws and Zhong Lun Law Firm advised as to Chinese law. The joint sponsors, CMB International and SPDB International, and the underwriters were represented by Herbert Smith Freehills as to Hong Kong and US laws, and by Tian Yuan Law Firm as to Chinese law.

O’Melveny has advised SK Innovation on its investment in Amogy, a pioneer of ammonia power solutions. Announced on June 23, 2022, SK Innovation’s investment accounted for US$30 million of a total US$46 million in additional capital raised by Amogy. The transaction is a bridge note financing, convertible into equity upon certain further equity financings. Established in 1962 as South Korea’s first and largest oil refining company, SK Innovation is SK Group’s intermediate holding company in the field of energy, petrochemical, lubricants, E&P, e-mobility battery, and information and electronic materials businesses, along with eight major subsidiaries. Founded in 2020 and headquartered in New York, Amogy offers ammonia-based, emission-free, high energy-density power solutions to decarbonize transportation for a sustainable future. Korea corporate practice head Daniel Kim and partner Woojae Kim led the firm’s team in the transaction.

Paul Hastings has advised Mega Genomics, the largest consumer genetic testing platform in China in terms of the cumulative number of tests administered, on its HK$215 million (US$27.4m) global offering and IPO in Hong Kong. China Securities (International) Corporate Finance acted as the sole sponsor for the transaction. Mega Genomics is a leading full-spectrum genetic testing platform in China for consumer genetic testing, cancer screening, nutrition and metabolism, chronic disease susceptibility, and pharmacogenetic and infectious disease testing. Mainland China co-chairs Jia Yan and David Wang and corporate partner Samuel Ng led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for Cuscaden Peak on the proposed mandatory cash offer of all the issued and outstanding units in SPH REIT, marking the first mandatory offer following a scheme of arrangement for a listed REIT in Singapore. This is pursuant to the privatisation scheme offer for SPH, being the first competing offer for a company listed in Singapore via competing schemes of arrangement. Partners Sandy Foo and Favian Tan are leading the firm’s team in the transaction.

R&T Asia (Thailand), a member firm of Rajah & Tann Asia, is acting for various companies in Thai Bev Group on their IP Portfolio Management, including trademarks and designs filings and prosecutions in more than 30 jurisdictions thought out the world. Partner Nuttaphol Arammuang is leading the firm’s team in the transactions.

Simmons & Simmons has advised Samsung Asset Management (Hong Kong) on the launch of the Samsung Blockchain Technologies ETF, the first global blockchain ETF listed in Asia. The blockchain ETF was listed on June 24, 2022 in Hong Kong. The ETF will employ an active management investment strategy, and will seek to achieve long-term capital growth by investing primarily in equity securities of companies, which are actively involved in the development and/or utilisation of blockchain technologies. The ETF may also, on an ancillary basis, invest in other ETFs that are related to development and/or utilisation of blockchain technologies, including cryptocurrency futures ETFs listed in the US. The ETF was created in a bid to capitalise on growing demand for exposure to blockchain technologies globally. Partner Eva Chan led the firm’s team in the transaction.

Trilegal has represented GE India Energy Investments (GE EFS) on its investment in convertible instruments issued by Morjar Windfarm Development. Post the investment, GE is expected to hold approximately 49 percent stake on a fully diluted basis in Morjar. The remaining 51 percent stake will continue to be indirectly owned by a global infrastructure fund managed by Morgan Stanley Infrastructure. Morjar Windfarm is developing a 148.5-MW onshore wind power generation project in Kutch, Gujarat. The project is to be connected to the Bhuj-II substation, owned and operated by the Power Grid Corporation of India. Partners Vaibhav Kothari (corporate), Nayantara Nag (projects) and Rahul Arora (real estate) led the firm’s team in the transaction. 

WongPartnership is acting for DeClout on its mandatory cash offer for the shares of IT solutions provider Procurri at S$0.425 (US$0.31) per share. Partner Andrew Ang led the firm’s team in the transaction.

WongPartnership is also advising Sembcorp on its project to build 200 MW of battery storage systems at Singapore’s industrial hub on Jurong Island, including drafting and negotiating the Energy Storage System Agreement with the Energy Market Authority of Singapore (EMA), the Engineering, Procurement and Construction contracts, and the agreements for supply of equipment and provision of services with various contractors and suppliers. EMA issued an expression of interest in May for the project to build, own and operate 200MW/200MWh of battery storage systems, and the project was awarded to Sembcorp. Partners Tay Peng Cheng and Linda Low led the firm’s team in the transaction.

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

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Allen & Gledhill has advised Singapore Telecommunications (Singtel) and Singtel Group Treasury on the issue of US$100 million 3.56 percent sustainability-linked notes due 2027, under the S$10 billion (US$7.3b) guaranteed euro medium term note programme guaranteed by Singtel. United Overseas Bank is the sole lead manager for the issue of the notes. The issue of the notes is a partnership by Singtel Group Treasury with UOB and digital securities exchange ADDX. This is the largest foreign currency digital bond in Singapore, and also the Singtel Group’s first digital sustainability-linked bond. Partners Yeo Wico, Bernie Lee, Sunit Chhabra, Yeo Boon Kiat, Alexander Yap and Adrian Ang led the firm’s team in the transaction.

Allen & Gledhill has also advised Village Global on its investment in the US$30 million seed funding round of Recur Club, the operator of a platform that helps companies raise financing against their recurring revenues and allows investors to invest in the recurring revenue streams of companies. Village Global is an early-stage venture capital firm that is backed by some of the world’s most successful entrepreneurs, such as Bill Gates, Jeff Bezos, Mark Zuckerberg and Reid Hoffman. Partner Julian Ho led the firm’s team in the transaction.

Allen & Overy has advised Prosus, one of the world’s largest global technology investors, as lead investor on a US$170m Series C funding round by Foodics, the leading cloud-based technology and payment platform for restaurants in the MENA region. The transaction represents the largest SaaS Series C round in MENA. The funding round was also led by Sanabil Investments, a PIF-owned investment company focused on private growth investments in various stages of the business cycle. Other investors included Sequoia Capital India and existing investors, including STV and Endeavor Catalyst. Majority-owned by Naspers, Prosus is a global consumer internet group, and one of the largest technology investors in the world. Headquartered in Riyadh, Saudi Arabia, Foodics is a restaurant management and fintech ecosystem that empowers F&B owners and merchants to run their operations more seamlessly and efficiently. This funding round will support Foodics’ regional and international expansion. Middle East corporate head partner David Foster led the firm’s team in the transaction.

AZB & Partners has advised Internet Fund V, a fund managed by Tiger Global Management, on its acquisition, along with other investors, of equity stake in Sirion Labs, including its Indian subsidiary. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs7 billion (US$90.3m) and was completed on April 25, 2022.

AZB & Partners is also advising eMudhra on its IPO of fresh issue of equity shares aggregating up to Rs1.61 billion (US$21m) and an offer for sale of up to 9.83 million equity shares by the promoter and other selling shareholders. The Red Herring Prospectus was filed with the Registrar of Companies on May 10, 2022. Partners Varoon Chandra and Agnik Bhattacharyya are leading the firm’s team in the transaction, which is yet to be completed.

Baker & McKenzie (Gaikokuho Joint Enterprise) has advised the Goto Floating Wind Farm Consortium, led by Toda as well as ENEOS, Osaka Gas, INPEX, Kansai Electric Power and Chubu Electric Power, on the construction of a 16.8 MW floating wind project in Goto Islands, Nagasaki, Japan. The consortium was selected as the winner of Japan’s first offshore wind auction, since the Renewable Sea Area Utilization Law came into effect in April 2019. Construction is scheduled to start in September this year, and the wind farm is expected to be commissioned in January 2024. The project is the first to be awarded a public procured exclusive plan certification as an offshore wind power generation facility to be constructed based on the Renewable Sea Area Utilization Law. The wind farm will feature eight Hitachi 2.1 MW wind turbines installed on hybrid spar-type, three-point mooring floating foundations off the shore of Goto City, Nagasaki Prefecture. renewable energy group co-head Naoaki Eguchi and partner Tsutomu Kobayashi led the firm’s team in the transaction.

Baker McKenzie FenXun, the joint operation platform of Baker McKenzie and Chinese law firm FenXun, acted as international and Chinese domestic law counsel to Jin Jiang International Holding Company on the privatization, via merger by absorption under Chinese law, of Hong Kong-listed Shanghai Jin Jiang Capital. The cash consideration paid by Jin Jiang was approximately HK$4.3 billion (US$548m). The H shares of Shanghai Jin Jiang Capital were delisted in Hong Kong on May 5, 2022. Jin Jiang is one of the largest hotel and tourism conglomerates, in terms of scale, in China. It is a state-owned enterprise controlled by Shanghai SASAC, and is the controlling shareholder of Shanghai Jin Jiang Capital. Orient Capital (Hong Kong) and Nomura International (Hong Kong) acted as the financial advisers to Jin Jiang. Shanghai Jin Jiang Capital is a joint stock limited company incorporated in China and listed in Hong Kong. The company is principally engaged in full service hotel operation and management, select service hotel operation and franchising, restaurant operation, passenger transport logistics, travel agency and other related businesses. Baker McKenzie international capital markets partners Christina Lee (Hong Kong) and Hang Wang (Beijing), supported by FenXun partner Yingzhe Wang, led the firm’s team in the transaction.

Clifford Chance has advised Mitsui & Co on its merger of Certis Europe and Belchim Crop Protection. The two European crop protection distribution businesses are affiliates of Mitsui’s wholly-owned subsidiary Mitsui AgriScience International. Partner Natsuko Sugihara, supported by partners Jeroen Thijssen (Amsterdam), Mark Jan Arends (Amsterdam), Xavier Remy (Brussels), Richard Blewett (Brussels) and Marc Besen (Dusseldorf), led the firm’s team in the transaction. The firm previously advised Mitsui on its 2019 investment in Belchim Crop Protection.

Cyril Amarchand Mangaldas has advised the Adani Group on its acquisition of controlling interest held by Holcim Group in Ambuja Cements and ACC. Signed on May 15, 2022 and valued at US$10.5 billion, this is the largest transaction in India’s infrastructure and materials space, and has triggered two open offers, each in respect of Ambuja Cements and ACC. As a part of the transaction, Endeavour Trade and Investment, a Mauritius-incorporated company belonging to the Adani Group, is to acquire 100 percent shareholding of Holderind Investments Mauritius, the promoter of Ambuja Cements and ACC, from Holderfin, a Holcim group company. Managing partner Cyril Shroff, along with partners Anchal Dhir and Paridhi Adani, supported by partners Anchal Dhir, Aditya PrasadNavin KumarSantosh Janakiram, Subhalakshmi Naskar, Avaantika Kakkar and Kirthi Srinivas, led the firm’s team in the transaction, while Latham & Watkins acted as English law counsel.

Cyril Amarchand Mangaldas has also advised Viacom 18, a subsidiary of TV18 Broadcast, and Reliance Projects & Property Management Services, a wholly-owned subsidiary of Reliance Industries, on the Rs135 billion (US$1.74b) investment by Bodhi Tree Systems and Rs16.45 billion (US$212m) by Reliance Projects, in Viacom 18. The transaction also contemplates the transfer of the “Jio Cinema” OTT app to Viacom 18. Partners L Viswanathan (corporate deputy head), Nivedita Rao (corporate deputy head), Aditi Singhvi and Anand Jayachandran, supported by partners Arun Prabhu (TMT head), Anirban MohapatraAvaantika Kakkar (competition head) and Kirthi Srinivas, led the firm’s team in the transaction, which was signed on April 27, 2022.

Eversheds Sutherland has advised NWS Holdings on its acquisition of a portfolio of six premium logistics properties in Chengdu and Wuhan. The assets were acquired from Goodman China Logistics Partnership, an industrial and warehousing property fund managed by Goodman Group, for Rmb2.29 billion (US$343.4m). The firm also advised on the formation of a joint venture operating company to manage and operate the portfolio and future assets. This transaction marks a milestone in NWS’s strategic expansion plan in the logistics segment. Following the transaction, the gross leasable area of NWS’s logistics properties will double to over 11 million sq ft. The portfolio will bring an immediate contribution to the cash flow and financial performance of NWS. NWS will partner with Goodman Group to explore further collaboration opportunities in Mainland China. Hong Kong corporate partner Dickson Ng, supported by Hong Kong partner Amy Yu, led the firm’s team in the transaction.

IndusLaw has advised Ocean Sparkle, India’s largest third-party marine services provider, on the acquisition by Adani Ports and Special Economic Zone, via its subsidiary Adani Harbour Services, of 100 percent stake in Ocean Sparkle at an enterprise valuation of Rs170 billion (US$2.2b). The transaction involved the sale of 100 percent of the shares of Ocean Sparkle from the four promoters, their holding company, four separate PE investors (QIC, IEP and Affirma Capital) and angel investors. Considering that the PE shareholders held a majority stake, this was more challenging to ensure that the sale took place on terms that were acceptable to all the shareholders. Partner Ravi Kumar led the firm’s team in the transaction. Cyril Amarchand Mangaldas acted for Adani Ports and Special Economic Zone, JSA acted for the selling PE shareholders QIC, IEP and Affirma Capital, and AZB & Partners acted for IFC, another selling shareholder.

JSA has advised Nirlon on the secured credit facilities of up to Rs12.3 billion (US$158.6m) availed from HSBC. The credit facilities have been extended in the form of ‘green term loan’ and ‘overdraft facility’. Nirlon will utilise the facilities, among others, towards refinancing its existing loan from HDFC, which was availed for development of a green project. Partner Anish Mashruwala, supported by partner Pratish Kumar, led the firm’s team in the transaction.

JSA has also advised A91 Partners and Alpha Wave Global on the Series B fund-raise by VideoVerse, formerly known as Toch AI. VideoVerse’s flaghsip product, Magnifi, uses proprietary AI models to extract highlights and key moments from enterprise video content to auto-produce social ready clips. This enables fans to connect with real time, relevant and customized video content, and makes content discoverability easier. Partner Probir Roy Chowdhury led the firm’s team in the transaction, which was valued at US$46 million.

O’Melveny has represented energy provider and battery producer Dragonfly Energy on its definitive business combination agreement with Nasdaq-listed Chardan NexTech Acquisition 2 that will result in Dragonfly becoming a publicly traded company. The transaction was announced on May 16, 2022, and implies a combined company pro forma enterprise value of US$500 million. The deal is expected to close in the second half of 2022, subject to closing conditions. Upon closing, the combined company will be renamed Dragonfly Energy and is expected to be listed on the Nasdaq. Headquartered in Reno, Nevada, Dragonfly is a leading producer of deep cycle lithium-ion batteries, which are used to power a range of devices and appliances. Partners Portia Ku, Kurt Berney, Noah Kornblith and Wenting Yu led the firm’s team in the transaction.

Rajah & Tann Singapore has acted for Provident Capital on its participation in a US$359 million fundraising by blockchain gaming firm Animoca Brands, putting the company at a US$5 billion valuation. Partner Brian Ng led the firm’s team in the transaction.

Rajah & Tann Singapore has also acted for Pluang Technologies on several rounds of its series financing, namely its series A round for US$20 million led by Openspace Ventures, with participation from Go Ventures and other returning investors; its series B round for US$35 million led by Square Peg; and their latest series C round for US$55 million led by Accel, with participation from BRI Ventures and existing investors, such as Square Peg, Go-Ventures, UOB Venture Management and Openspace Ventures. Partners Brian Ng and Debbie Woo led the firm’s team in the transactions. 

Shearman & Sterling has represented UBS Securities, Citigroup Global Markets, Credit Suisse Securities (USA) and China International Capital Corporation Hong Kong Securities, as placement agents, on the PIPE in connection with Prenetics Global’s previously announced business combination with Artisan Acquisition. The transaction was completed on May 18, 2022, and the shares of Prenetics began trading on the Nasdaq. A global leader in genomic and diagnostic testing, Prenetics is entering the US market through a merger with Artisan, a special purpose acquisition company privately founded by cultural entrepreneur Adrian Cheng. The transaction gave Prenetics an enterprise value of US$1.25 billion, with a combined equity value of US$1.7 billion, making it the first Hong Kong startup valued at more than US$1 billion to be publicly listed in any market. Hong Kong capital markets partner Kyungwon Lee led the firm’s team in the transaction. 

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

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Allen & Gledhill has acted as transaction counsel to the Housing and Development Board on the issue of S$900 million (US$650m) fixed rate notes due 2025, under its S$32 billion (US$23b) multicurrency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Circle Internet Financial on its acquisition of all issued and outstanding shares of Cybavo, a crypto technology company that is a pioneer in core crypto security, custody, operations and blockchain infrastructure platform services, providing services to firms across nearly every sector of the crypto and Web3 landscape. Partners Nicholas Soh and Adrian Ang led the firm’s team in the transaction.

AZB & Partners is advising WestBridge AIF I, along with co-investors MMPL Trust and Konark Trust, on their acquisition, along with other investors, of equity stake via Series A funding round in PhysicsWallah. Partners Gautam Saha, Amrita Patnaik and Punita Gupta are leading the firm’s team in the transaction, which was valued at Rs7.78 billion (US$100m) and is yet to be completed.

AZB & Partners is also advising Blu-Smart Mobility on the acquisition by multiple investors of equity stake via Series A fundraising round in Blu-Smart Mobility. Partners Anil Kasturi and Ashish Pareek are leading the firm’s team in the transaction, which was valued at Rs1.1 billion (US$14m) and is yet to be completed.

Baker McKenzie has advised Radisson Hotel Group on a definitive agreement for the approximately US$675 million acquisition of the franchise business, operations and intellectual property of Radisson Hotel Group Americas by New York-listed Choice Hotels International. The addition of Radisson’s nine hotel brands in the Americas is the latest chapter in Choice’s successful strategy to expand its growth opportunities by bringing the company’s best-in-class franchising platform to adjacent hotel segments and to a new set of hotel owners. The added 624 hotels with over 68,000 rooms expand Choice Hotels’ presence in the upscale and core upper-midscale hospitality segments, particularly in the West Coast and Midwest of the US. The transaction has been unanimously approved by Choice Hotels’ Board of Directors, and is expected to close in the second half of 2022, pending regulatory approvals and customary closing requirements. Choice Hotels International is one of the largest lodging franchisors in the world, with nearly 7,000 hotels, representing nearly 600,000 rooms, in 35 countries and territories as of March 31, 2022. Radisson Hotel Group is one of the world’s largest and most dynamic hotel groups with nine distinctive brands, more than 1,700 hotels in operation and under development, more than 260,000 rooms and a footprint spanning over 120 countries and territories. Radisson Hotel Group Americas represents Radisson Hotels operations and brands in the US, Canada, Latin America and the Caribbean. Partners Howard Wu (Shanghai) and Derek Liu (San Francisco) and FenXun’s Jacky Zhu led the firm’s team in the transaction, which was announced on June 13, 2022. Choice Hotels International was represented by Willkie Farr & Gallagher.

Baker McKenzie has also advised Knight Dragon Investments and its subsidiary KD Tokens on the tokenization of economic interests in Building 4 in Upper Riverside Development, which is at the heart of Knight Dragon’s ten million sq ft iconic Greenwich Peninsula development. The project is the first tokenization of prime real estate in Central London. With an anticipated market valuation of £140 million (US$172m), the transaction involves the minting of digital tokens that entitle token holders to share 80 percent of the gross profit generated by Building 4 in Upper Riverside Development. Knight Dragon is an entrepreneurial urban regenerator and property developer. Backed by Dr Henry Cheng, Chairman of Chow Tai Fook Enterprises, and led by entrepreneur Sammy Lee, Knight Dragon has a solid foundation and a global outlook. Its flagship project is Greenwich Peninsula in London, one of the largest regeneration projects in Europe, where the team is delivering a new district that encapsulates Knight Dragon’s approach and expertise in creative placemaking. Virtual asset specialist Joy Lam led the firm’s team in the transaction.

Clifford Chance has advised Mitsui & Co on its acquisition of a 28.6 percent minority stake in Rol-Ryż, a leading European pulses and rice distributor and a subsidiary of Italian rice company Euricom. Through this investment, Mitsui will accelerate the use of its global trading functions and business infrastructure relating to a wide range of food resources and products, expand sales routes throughout Europe and Asia, and contribute to the improvement of dietary lifestyles globally. Partners Natsuko Sugihara (Tokyo) and Wojciech Polz (Warsaw) led the firm’s team in the transaction.

Cyril Amarchand Mangaldas and Norton Rose Fulbright has advised Chubu Electric Power, through its wholly-owned subsidiary, on a share subscription agreement to acquire 25.1 percent stake in OMC Power. Chubu will be utilizing its comprehensive insight in power transmission and distribution for the improvement of the generation facilities. As part of the transaction, Chubu would acquire the stake in OMC Power via subscription to equity shares and Series C CCPS. The deal was signed on May 31, 2022, and is subject to anti-trust filings (EU and China) and lender consents. Partners Sangita John and Manan Mehta led the firm’s team in the transaction, which was valued at approximately US$39 million. Norton Rose Fulbright acted as International counsel to Chubu.

Khaitan & Co has advised a consortium of 16 lenders led by State Bank of India on the resolution/settlement of the Rs135 billion (US$1.73b) outstanding debt liability extended by the lenders to Suzlon Energy, Suzlon Generators, Suzlon Global Services, Suzlon Gujarat Wind Park and Suzlon Power Infrastructure. The settlement was implemented by the Suzlon group by obtaining fresh fund-based facilities and non-fund-based facilities from REC and Indian Renewable Energy Development Agency, and allotment of equity shares to the lenders against the existing optionally convertible debentures and compulsorily convertible preference shares held by the lenders. The other lenders comprised of Axis Bank, Bank of Baroda, Bank of India, Bank of Maharashtra, Union Bank (erstwhile Corporation Bank), Central Bank of India, ICICI Bank, IDBI Bank, Indian Overseas Bank, Punjab National Bank, Yes Bank, Life Insurance Corporation of India, Saraswat Co-operative Bank, Export Import Bank of India and Power Finance Corporation. Senior partner Haigreve Khaitan and partner Kumar Saurabh Singh, supported by capital market partner Aditya Cheriyan and Oishik Bagchi, led the firm’s team in the transaction, which was completed and was announced on May 24, 2022. Cyril Amarchand Mangaldas also advised on the deal.

Khaitan & Co has also advised Mr Aakash Chaudhry, as lead investor, on his approximately Rs300 million (US$3.8m) investment on the US$5 million Series A funding round of Sequelone Solutions (aka HONO, an Indian human resource technology start-up). The deal structure involved primary and secondary transactions. Partner Bharat Anand led the firm’s team in the transaction, which was completed on April 25, 2022.

Rajah & Tann Singapore has successfully concluded the sale of the Tuaspring Power Plant to a subsidiary of YTL Power International. The conclusion of the sale is a highlight for the firm, as the team was faced with many challenges, including complexities posed by the de-coupling of what had been constructed as a single integrated desalination and power plant project. The power plant was sold for S$270 million (US$195m) in cash. Partners Tan Chuan Thye, SC and Shemane Chan, supported by partners Sandy Foo, Benjamin TayWilson Zhu and Loh Yong Hui, led the firm’s team in the transaction.

R&T Asia (Thailand) is acting for True Corporation on the copyright infringement lawsuit before the Central IP&IT Court in Thailand. Partner Nuttaphol Arammuang is leading the firm’s team in the transaction.

 

Latest Deals from Law Firms and Legal Services Providers: 9th June 2022

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Allen & Gledhill has acted as transaction counsel for Astrea 7 on the issue of S$526 million (US$383m) Class A-1 secured fixed rate bonds due 2032, US$175 million Class A-2 secured fixed rate bonds due 2032, and US$200 million Class B secured fixed rate bonds due 2032. All three classes of bonds are listed in Singapore. The bonds are the fourth issuance of retail bonds in Singapore backed by cash flows from private equity funds. Partners Yeo Wico, Jeanne Ong, Andrew Chan, Jo Tay and Lim Pek Bur led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Sequoia Capital India’s Surge, as the lead investor, on the US$3 million seed financing of Grupin, an Indonesia-based social commerce platform. Surge is a biannual scale-up programme for start-ups in Southeast Asia and India. Partner Julian Ho led the firm’s team in the transaction, while Soemadipradja & Taher, led by partner Emalia Achmadi advised on Indonesian law.

AZB & Partners is advising Bundl Technologies (Swiggy) on its acquisition of Dineout from Times Internet. Partners Ashwath Rau and Atreya Bhattacharya are leading the firm’s team in the transaction, which was signed on May 12, 2022 and is yet to be completed.

AZB & Partners is also advising Voltas on its acquisition of 40 percent equity stake in the joint venture, for setting up an inverter compressor manufacturing facility in India, formed with Highly International (Hong Kong), a wholly-owned subsidiary of Shanghai Highly (Group). Partners Bahram Vakil and Qais Jamal are leading the firm’s team in the transaction, which was valued at Rs2.5 billion (US$32m) and is yet to be completed.

Baker McKenzie has advised Orient Capital (Hong Kong), as the sole financial adviser, and Orient Securities (Hong Kong), a joint stock company incorporated in China and carrying on business in Hong Kong as “DFZQ”, as the sole global coordinator, sole book-runner and sole lead manager, on DFZQ’s H share rights issue. DFZQ offers comprehensive one-stop professional integrated financial services. The aggregate net proceeds raised under the A+H share rights issue amounted to approximately Rmb12.6 billion (US$1.9b). Partner Christina Lee led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Adani Enterprises on the acquisition, by Adani’s wholly-owned media arm AMG Media Networks, of 49 percent stake in Quintillion Business Media from Quintillion Media. Quintillion Business owns and operates an exclusive business and financial news digital media platform, such as www.bqprime.com (formerly known as www.bloombergquint.com). This investment marks the foray of the Adani Group into the media business. Partners Smruti Shah and Paridhi Adani led the firm’s team in the transaction, which was signed on May 13, 2022.

Cyril Amarchand Mangaldas has also advised Plus Health Tech Ventures (Ayu Health) and Vertex Ventures, an existing investor in Ayu Health, on the Series B round of funding of Ayu Health. As part of the transaction, Ayu Health issued and allotted, via preferential allotment on a private placement basis, compulsorily convertible preference shares and equity shares for approximately Rs1.6 billion (US$20.6m). Simultaneously, Ayu Health’s existing shareholders transferred certain equity shares for an aggregate consideration of Rs30.4 million (US$391,000). Partner Nagavalli G led the firm’s team in the transaction, which was signed on April 12, 2022 and closed on April 30, 2022.

JSA has advised A91 on its Series D investment in Vellvettee Lifestyle. Doing business as ‘Sugar’ Cosmetics, Vellvette Lifestyle operates as a well-positioned online cosmetics company at the intersection of two major trends – a fast-growing beauty industry and rapidly increasing online penetration. Manufactured in state-of-the-art facilities across Germany, Italy, India, USA and Korea, the brand offers its bestselling products across various categories, such as Lips, Eyes, Face and Nails, to the global market. Partner Probir Roy Chowdhury led the firm’s team in the transaction, which was valued at US$50 million.

JSA has also represented the State Bank of India (SBI) on a Civil Appeal filed in the Supreme Court of India against the order of the National Company Law Appellate Tribunal (NCLAT) dated November 17, 2020 and of the National Company Law Tribunal (NCLT) dated September 16, 2020. SBI had filed an application under Section 7 of the Insolvency and Bankruptcy Code for initiation of CIRP proceedings for of more than of Rs1 billion (US$13m) with interest, which was classified as a Non-Performing Asset on June 10, 2014. However, NCLT and then NCLAT denied SBI’s right as a financial creditor of Krishidhan Seeds. However, in its letters dated January 19, 2016 and September 18, 2017, Krishidhan Seeds accepted its liability, while offering a one-time settlement to SBI in lieu of its debts. The Supreme Court held that SBI was entitled to the recourse under Section 18 of the Limitation Act, and it restored the proceedings before the NCLT for expeditious disposal within three months from the date of its order. Partner Varghese Thomas, supported by partners Divyam Agarwal and Fatema Kachwalla, led the firm’s team on the matter.

Mayer Brown has represented the West Kowloon Cultural District Authority (WKCDA), as borrower, on its inaugural HK$4 billion (US$510m) syndicated sustainability-linked loan (SLL) facilities.  WKCDA is a statutory body established by the Hong Kong government to develop the West Kowloon Cultural District, a 40-hectare land dedicated for arts and cultural venues. The SLL, which consists of term and revolving credit facilities, is the first of its kind among statutory bodies and arts and cultural institutions in Hong Kong. Under the terms of the SLL, WKCDA will receive a tiered discount rate on the interest margin throughout the loan tenure, if it achieves pre-determined ESG targets. Hong Kong banking and finance partner Francis Chen, supported by Hong Kong partner Alvin Yeung, led the firm’s team in the transaction.

O’Melveny has advised Global Infrastructure Solutions Inc (GISI) on a strategic merger to bring Asia-based professional engineering consultancy J Roger Preston Holdings (JRP) into the GISI group of companies. GISI is the largest privately-owned construction manager in the commercial building, industrial and healthcare markets, and a leading project/construction manager in the environmental and public infrastructure sectors. The company generates annual revenues in excess of US$8.8 billion. Established in Hong Kong in 1962, JRP is a leading design and consulting firm with a renowned reputation in mechanical, electrical and building services engineering in Asia, with offices in Hong Kong, China, Macau, Singapore, Malaysia and Vietnam. Hong Kong managing partner Nima Amini led the firm’s team in the transaction, which was announced on May 23, 2022 as having been completed.

Rajah & Tann Singapore has acted for the Trusting Social Group on its US$65 million Series C fund raising round from The Sherpa Company, a subsidiary of Masan Group. Partner Tracy Ang led the firm’s team in the transaction.

R&T Asia (Thailand) has acted for Krung Thai Bank on a US$130 million committed credit facility agreement, whereby Krung Thai Bank will provide financial support to SCG-Dow Group, a JV chemicals group of companies. Partner Piroon Saengpakdee led the firm’s team in the transaction.

Shearman & Sterling has advised Osaka Gas and its US subsidiary Osaka Gas USA (OGUSA) on the agreement with US-based renewable project developer Oriden to jointly develop a portfolio of more than 700 MWdc (600 MWac) of utility-scale solar and storage projects throughout certain US markets. This follows OGUSA’s acquisition of the 15.7 MWdc Brighter Future Solar Farm project in North Carolina from Oriden, in partnership with Mitsubishi Heavy Industries Group. OGUSA focuses on power generation, shale gas development, natural gas liquefaction at Freeport LNG and future energy development/innovation. Tokyo M&A partner Karl Pires led the firm’s team in the transaction.

S&R Associates has represented United Parcel Service (UPS), the global leader in logistics, on the creation of a joint venture in India with InterGlobe Enterprises, an Indian travel and hospitality conglomerate.  The joint venture will provide logistics services and solutions in India under the brand MOVIN. Partners Rajat Sethi and Dhruv Nath led the firm’s team in the transaction, along with King & Spalding, led by partners Rahul Patel and John Hyman.

Wong & Partners and Baker McKenzie have advised Petronas Chemicals Group on the acquisition of Perstorp. Partner Munir Abdul Aziz of Wong & Partners and Baker McKenzie partners Anders Fast (Stockholm) and Susannah Davies (London) led their respective firm’s team in the transaction, which was valued at R$10.5 billion (US$2.4b).

WongPartnership is acting for KitaLulus, an Indonesia-based career platform, on its series A funding round led by Tiger Global. KitaLulus plans to use the funding for hiring, product development, and expansion purposes. Partner Kyle Lee led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 1st June 2022

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Allen & Gledhill has advised NTUC FairPrice Co-operative on the establishment of its S$1 billion (US$730m) multicurrency medium term note programme, and the issue of S$300 million (US$219m) 3.46 percent notes due 2029 under the programme. Partners Margaret Chin, Delwin Singh and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel for Credit Suisse (Singapore) and Goldman Sachs (Singapore), as joint issue managers, on the secondary listing of Class A ordinary shares by NIO in Singapore. NIO is the first electric vehicle manufacturer to be listed in Singapore. Upon admission to the official list in Singapore, the company will have concurrent listings in Hong Kong and New York. Partners Tan Tze Gay and Rhys Goh led the firm’s team in the transaction.

AZB & Partners has advised AJ Capital, via AJ Capital Gaming 1, on its acquisition, along with other investors, of stake in Cashgrail (Zupee). Partner Arvind Ramesh led the firm’s team in the transaction, which was valued at more than US$5 million and was completed on May 17, 2022.

AZB & Partners is also advising Mayo Clinic on its acquisition of stake in Karkinos Healthcare. Partners Darshika Kothari and Vasudha Asher are leading the firm’s team in the transaction, which was signed on May 18, 2022 and is yet to be completed.

Bird & Bird ATMD has acted as Singapore counsel to lead investor EV Growth, a growth fund under Indonesian venture capital firm East Ventures, on the Series A+ funding round, which raised US$28 million for Singapore designer toy collectibles start-up Mighty Jaxx. The deal brings the company’s valuation to over US$200 million. The funding round also includes investments from Mirana Ventures, Teja Ventures and KB Investment. Other investors in the company also include Tencent and Greycroft. Partner Marcus Chow led the firm’s team in the transaction.

Clifford Chance has advised Bank of China (Hong Kong) and HSBC, as joint lead managers, on the issuance of Hong Kong SAR Government’s inaugural retail green bonds under the Government Green Bond Programme. Open for subscription on April 26, the government has more than tripled the offer size for the three-year note to HK$20 billion (US$2.55b). Partner Mark Chan led the firm’s team in the transaction, which is the largest retail green bond issuance globally.

Clifford Chance has also advised Goshawk Aviation (as seller) and NWS Holdings and Chow Tai Fook Enterprises (both as seller’s guarantor) on the sale of Goshawk Aviation’s commercial aircraft leasing platform to SMBC Aviation Capital. Under the terms of the agreement, substantially all of Goshawk Aviation’s assets, liabilities and contracts for the commercial aircraft leasing platform will be sold to SMBC for cash of approximately US$1.6 billion, at an enterprise value of approximately US$6.7 billion. NWS Holdings and Chow Tai Fook Enterprise each held 50 percent stake in Goshawk Aviation. Hong Kong corporate partner Virginia Lee, supported partners Ranbir Hunjan (London), Zarrar Sehgal (New York) Richard Blewett (Brussels), Sonia Gilbert (London), Michael Lyons (London) and Thomas Walsh (Hong Kong), led the firm’s team in the transaction, which is subject to regulatory approvals and other customary conditions.

Cyril Amarchand Mangaldas has advised Nithia Capital Resources Advisors and Jai Saraf, as the resolution applicants, on the submission, negotiations with the committee of creditors and implementation of the resolution plan for Crest Steel and Power, a company undergoing corporate insolvency resolution process under the provisions of the Insolvency and Bankruptcy Code 2016, as amended. As part of the transaction, the resolution plan dated December 7, 2019 (as amended from time to time until March 23, 2020) submitted by Nithia was approved by Crest Steel’s committee of creditors in March, 2020 and subsequently by the Cuttack Bench of the National Company Law Tribunal on November 1, 2022. The resolution plan was implemented, and closing was accomplished on April 4, 2022. Partners Amey Pathak and Madhav Kanoria, supported by partners Manan MehtaBhargav Joshi and Surya Sreenivasan, led the firm’s team on the matter.

Cyril Amarchand Mangaldas has also advised the United States International Development Finance Corporation (DFC) on the US$100 million Basel III compliant note issued by RBL Bank to DFC to augment its Tier 2 capital. As a part of the transaction, RBL Bank has issued an unsecured and subordinated Basel III compliant Tier 2 Note amounting to US$100 million to DFC. The deal was signed on April 29, 2022, and closed on May 13, 2022. Partners Ramanuj Kumar and Aditi Misra led the firm’s team in the transaction, while Mayer Brown International acted as offshore counsel. Khaitan & Co acted for RBL Bank.

Indus Law has advised Info Edge on its investment, along with other investors A91 Partners, Z3 Partners and Surge Ventures, into Shipsy. Partner Pallavi Kanakagiri led the firm’s team in the transaction, which was valued at US$25 million. J Sagar Associates, L&L Partners and Shardul Amarchand Mangaldas also advised on the deal.

JSA has represented Yamuna Expressway Industrial Development Authority (YEIDA) on 19 tagged special leave petitions (SLPs) before the Supreme Court of India against a decision of the Allahabad High Court, that had held YEIDA’s policy decision of demanding additional amount from land allottees for payment of enhanced compensation to farmers as being “unfair, unreasonable and arbitrary”. Following YEIDA’s land acquisition in Gautam Buddha Nagar, local farmers challenged the acquisition and sought additional compensation for their land. After deliberations with all stakeholders, the Uttar Pradesh government ordered in 2014 to enhance the compensation amount, adding that the additional financial burden would be borne by the allottees of the lands in question. Consequently, YEIDA adopted the order, and issued demand notices to the private parties to whom lands had been allotted. The allottees approached the Allahabad High Court against the additional demand notices, which were struck down. On May 19, 2022, the Supreme Court allowed the SLPs. Reiterating that interference with a policy decision is warranted only on limited grounds, and that public interest overrides private contracts, the Supreme Court reversed the High Court’s decision, and found that YEIDA’s decision was in the “larger public interest, taking care of the concerns of the allottees as well as the farmers”. Partner Amar Gupta, supported by partner Divyam Agarwal, led the firm’s team on the matter, which was valued at approximately US$677 million.

Khaitan & Co is advising Endurance Technologies on its approximately Rs3.1 billion (US$40m) 100 percent acquisition, on a staggered manner, of Maxwell Energy Systems. Partner Prasenjit Chakravarti, supported by partner Nitish Goel, is leading the firm’s team in the transaction, which was announced on May 18, 2022 and is yet to be completed. Mehta & Padamsey advised Maxwell Energy Systems and the sellers.

Khaitan & Co has also acted as Indian counsel for the Japan Bank for International Cooperation on the US$100 million external commercial borrowing extended to Export-Import Bank of India, a policy-based financial institution wholly-owned by India. The agreement was signed during the Japan-Australia-India-US Summit 2022 Meeting in Tokyo. The loan is co-financed with MUFG Bank, The Hachijuni Bank and The Bank of Kyoto. JBIC will also provide a guarantee for the co-financed portion by the private financial institutions. This loan will financially support, through EXIM-India, the Indian healthcare sector related to COVID-19, including vaccine manufacturers and pharmaceutical companies. Partner Devidas Banerji led the firm’s team in the transaction, which was completed on May 23, 2022. Allen & Overy acted as the Japanese counsel for JBIC.

L&L Partners has acted as lenders’ counsel to NIIF Infrastructure Finance on the up to Rs2.46 billion (US$31.7m) financial assistance for part-refinancing of three separate solar power projects set up in the state of Karnataka, under three project SPVs promoted by O2 Power. Partner Karan Mitroo led the firm’s team in the transaction.

Rajah & Tann Singapore has acted for KKR Asia on the S$598 million (US$436.5m) acquisition of the entire issued and paid-up share capital of Silver Peak Holdings, which owns the property situated at 20 Anson Road and known as “Twenty Anson”. Partners Norman HoSandy FooBenjamin Tay and Cindy Quek led the firm’s team in the transaction, which marks the first real estate office investment in Singapore by KKR.

Rajah & Tann Singapore has also advised Everblue Esports Ventures, as the lead investor, on its subscription of shares in Potato Play. Partner Tracy Ang led the firm’s team in the transaction.

Slaughter and May Hong Kong is acting for China International Capital Corporation Hong Kong Securities (CICC), as the financial adviser, on the acquisition via auction by SAIC Motor Corporation of an approximately 71.04 percent shareholding in, and the possible unconditional mandatory cash offer for all the H shares and domestic shares of, Shanghai Dongzheng Automotive Finance (Dongzheng). SAIC Motor won the auction at the bid price of Rmb1.6 billion (US$240m). The vendor, China ZhengTong Auto Services Holdings, sold such shares pursuant to an administrative decision issued by the CBIRC Shanghai Office and an administrative ruling issued by the Shanghai Financial Court. The maximum consideration for the possible mandatory cash offers for the H shares and the domestic shares is approximately HK$670 million (US$85.4m) and Rmb84.6 million (US$12.7m), respectively. Shanghai-listed SAIC Motor is a leading automobile group in China. Hong Kong-listed Dongzheng is an automotive finance company which provides loans, direct leasing products and other financial services for purchases of vehicles in China. CICC is a licensed corporation under the SFO licensed to carry out Type 1 (dealing in securities), Type 2 (dealing in futures contracts), Type 4 (advising on securities), Type 5 (advising on futures contracts) and Type 6 (advising on corporate finance) regulated activities. Hong Kong partner Benita Yu led the firm’s team in the transaction, which was announced on May 26, 2022.

WongPartnership has acted for NIO, a pioneer and leading company in the premium smart electric vehicle (EV) market, on its listing in Singapore. With a market capitalisation of more than S$30 billion (US$21.9m) at the time of its listing in Singapore, NIO is now listed on three global exchanges in New York, Hong Kong and Singapore. Partners Gail OngJames Choo and Chong Hong Chiang led the firm’s team in the transaction.

Latest Deals from Law Firms and Legal Services Providers: 18th May 2022

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Allen & Gledhill has advised Singapore Technologies Engineering (ST Engg) on its updated US$5 billion global medium term note program, and its wholly-owned subsidiary ST Engineering Urban Solutions USA (STE URS USA) on the issue of US$700 million 3.375 percent notes due 2027 and US$300 million 3.75 percent notes due 2032. ST Engg is the guarantor of the updated program, under which notes may be issued by ST Engineering RHQ, ST Engineering Treasury and STE URS USA. Partners Tan Tze Gay, Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to Sembcorp Industries on the S$1.2 billion (US$865.6m) syndicated sustainability-linked revolving credit facility granted to its wholly-owned subsidiary Sembcorp Financial Services. This is the first and largest Singapore Overnight Rate Average-based syndicated sustainability-linked loan facility for an energy company in Southeast Asia. Partner Aloysius Ng led the firm’s team in the transaction.

AZB & Partners is advising Bodhi Tree, a platform between James Murdoch and Uday Shankar, via BTS Investment 2, on its Rs151 billion (US$2b) acquisition of equity stake in Viacom18 Media. Founding partner Zia Mody and partners Ashwath Rau and Roxanne Anderson are leading the firm’s team in the transaction, which was signed on April 27, 2022 and is yet to be completed.

AZB & Partners has also advised Hero Enterprise Venture Partners on its Rs2 billion (US$25.8m) acquisition of equity stake in Bluestone Jewellery and Lifestyle. Partners Anil Kasturi, Ashish Pareek and Hemangini Dadwal led the firm’s team in the transaction, the primary part of which was completed on May 12, 2022.

Clifford Chance has advised on global antitrust filings for the strategic restructuring of China XD Group (Xidian) and related subsidiaries of State Grid Corporation (State Grid). Under the restructuring plan, related subsidiaries of State Grid will be merged with Xidian into a new company, China Electrical Equipment Group, which will produce equipment related to electric transmission and distribution. Xidian and State Grid are ranked among the largest electric companies in China. Under the restructuring plan, both companies will combine their assets valued at close to Rmb120 billion (US$17.8b), and folded into China Electrical Equipment Group, which has four listed companies. China Electrical Equipment Group operates across more than 60 countries and regions around the world, and is committed to becoming a leading manufacturer of power transmission and distribution of equipment. Beijing partner and Greater China antitrust practice head Yong Bai, supported by Dusseldorf partner Torsten Syrbe, led the firm’s team in the transaction.

Cyril Amarchand Mangaldas has advised Kotak Mahindra Capital, JP Morgan India and IIFL Securities, as the book-running lead managers, on the Rs15.81 billion (US$204m) IPO of Rainbow Children’s Medicare, a leading multi-specialty pediatric and obstetrics and genecology hospital chain in India, operating 14 hospitals and three clinics in six cities. It is the first such company to list in India, and the IPO was subscribed over 12 times. Capital markets head Yash Ashar and partner Abhinav Kumar led the firm’s team in the transaction, while Sidley Austin acted as international counsel. AZB & Partners, led by partner Varoon Chandra and Lionel D’Almeida, advised Rainbow Children’s Medicare on the IPO, the equity shares of which were listed on May 10, 2022.

Cyril Amarchand Mangaldas has also advised Parry Chemicals, a wholly-owned subsidiary of Coromandel International, on its acquisition of 45 percent equity stake of Baobab Mining and Chemicals Corporation (BMCC) from Baobab Fertilizer Africa (BFA), an existing shareholder of BMCC, for Rs2.25 billion (US$29m). The Government of Senegal will also hold a 10 percent equity stake in BMCC. The acquisition is subject to the completion of the agreed conditions precedent, including receipt of approval from the Government of Senegal. As a part of the transaction, Parry Chemicals has entered into a share sale agreement with BFA; and a shareholder’s agreement with BMCC, BFA and the other shareholders of BMCC. Parry Chemicals has also agreed to extend a shareholder loan to BMCC for capital projects and expansion. Partner Gautam Gandotra led the firm’s team in the transaction, which was signed on May 6, 2022 and is expected to close in the second quarter of FY 2022-23. Popular Legal acted as international counsel to BFA & BMCC.

Harneys has acted as Cayman Islands counsel to New York-listed KE Holdings, which operates “Beike” as a leading integrated online and offline brokerage platform for mainland China housing transactions and services, on the dual primary listing of its class A ordinary shares via introduction in Hong Kong. The shares commenced trading on May 11, 2022. The company’s ADSs, each representing three class A ordinary shares, will continue to be primarily listed and traded in New York. Shanghai corporate partner Calamus Huang, supported by Shanghai managing partner Vicky Lord, led the firm’s team in the transaction. Freshfields Bruckhaus Deringer advised Beike as to Hong Kong law, Skadden, Arps, Slate, Meagher & Flom as to US law, and Han Kun Law Offices as to Chinese law. Davis Polk & Wardwell and Jingtian & Gongcheng acted as Hong Kong and Chinese counsel, respectively, to Goldman Sachs Asia and China International Capital Corporation Hong Kong Securities as the joint sponsors.

IndusLaw has advised Brainbees, Softbank and Valiant on the secondary sale of shares of Brainbees (FirstCry). Partners Winnie Shekhar, Aakash Dasgupta and Unnati Agrawal led the firm’s team in the transaction.

IndusLaw has also advised Paragon Partners, as the lead investor, on its investment into Pep Technologies (mCaffeine). Other investors who participated in this round include Singularity, RPSG and Amicus. Senior partner Kartik Ganapathy and partner Faraz Khan led the firm’s team in the transaction, which was valued at approximately US$30 million. Vertices Partners advised Pep Technologies, while Cyril Amarchand Mangaldas advised the existing investors RPSG and Amicus. IC Universal Legal advised Singularity.

JSA has advised Good Capital on its seed investment in Skillbee India, which raised US$3.2 million in the seed funding round led by Good Capital. Skillbee is a startup which helps migrant workers get jobs in the Middle East. Launched in the UAE amid Covid-19 to help Indian and other migrant workers get back on their feet, Skillbee has over 500,000 workers as registered users, while more than 20,000 companies have signed up to the app to meet their human resource requirements. Partner Probir Roy Chowdhury led the firm’s team in the transaction.

JSA has also advised Creation Investments India III on its investment via Series C fund raise round in Vivriti Capital. Vivriti Capital has raised US$55 million in this round, which saw participation from Creation and Lightrock India. Vivriti Capital intends to utilise these funds for business expansion, and developing new technology for customer acquisitions, product delivery and portfolio management. A portion of these funds will also be utilised by its subsidiary, Vivriti Asset Management, to build a global leading asset management platform focused on performing credits. Partner Lalit Kumar led the firm’s team in the transaction.

Khaitan & Co is advising Borosil Renewables, a solar glass manufacturing company in India, on its acquisition of GMB Glasmanufaktur Brandenburg and Interfloat. Borosil, along with its subsidiaries, will be acquiring 100 percent stake in these companies through purchase of entire shareholding of HSTG Glasholding and Blue Minds IF Beteiligungs, the shareholders of both companies. The parties have executed a binding share purchase agreement, and the closing of the transaction shall be subject to completion of conditions precedent. The deal involves payment of upfront cash consideration of US$56.6 million, while the balance is payable in the form of share swap. Senior partner Haigreve Khaitan and partner Kapish Mandhyan, supported by partner Arindam Ghosh, led the firm’s team in the transaction, which was announced on April 25, 2022 and is yet to be completed. Timo Betjemann from DLA Piper UK and Markus Stelzl from Nägele Attorneys at Law are advising Borosil on German and Liechtenstein law, respectively. HSTG Glasholding and Blue Minds IF Beteiligungs are represented by Schoenherr Attorneys and Ashurst.

Khaitan & Co is also advising Optimus Drugs, Optimus Pharma and Optimus Life Science, promoter Mr Srinivasareddy Desireddy, seller Unichem Laboratories and other sellers on Sekhmet Pharmaventures’ acquisition of majority stake in the three Optimus companies from the promoter, Unichem Laboratories and other sellers. Sekhmet Pharmaventures is a consortium among PAG, CX Partners and Samara Capital. Partners Bhavik Narsana and Vidur Sinha, supported by partners Anisha Chand, Nishad Nadkarni and Deepak Kumar, are leading the firm’s team in the transaction, which was announced on May 11, 2022 and is yet to be completed. AZB & Partners, led by partners Ashwath Rau, Kashish Bhatia and Atreya Bhattacharya, is advising Sekhmet Pharmaventures on its acquisition of controlling stake in Optimus Drugs.

K&L Gates has advised Silicon Motion Technology, an Asia-based global leader in developing NAND flash controllers for solid state storage devices, on entering into a US$3.8 billion cross-border take-private acquisition with MaxLinear, a California-based leading provider of radio frequency, analog, digital and mixed-signal integrated circuits. Under the agreement, MaxLinear will acquire Silicon Motion in a cash and stock transaction that values the combined company at US$8 billion in enterprise value. In the merger, each American Depositary Share of Silicon Motion will receive US$93.54 in cash and 0.388 shares of MaxLinear common stock, for total per ADS consideration of US$114.34 (based on MaxLinear’s May 4, 2022 closing price). The combination is projected to roughly double MaxLinear’s total addressable market opportunity, and to create a top-ten fabless semiconductor company. Corporate and capital markets partners James Chen and Robert Matlin, supported by partners Billy Chen, Christopher CunninghamRemsen Kinne, Rikki Sapolich-Krol, Francesco CarloniAmigo Xie, Steven Hill and Adam Tejeda, led the firm’s team in the transaction.

O’Melveny has represented Belite Bio on its IPO on the Nasdaq. The total gross proceeds of the offering were US$36 million, before the underwriter chooses to exercise its over-allotment option to issue up to an additional 900,000 ADSs. Belite made its first public filing with the SEC on April 5, 2022, priced on April 28, 2022 and listed on Nasdaq on April 29, 2022. The closing took place on May 3, 2022. The firm previously represented the company on its pre-IPO financings. Headquartered in San Diego, Belite is a clinical stage biopharmaceutical drug development company focused on novel therapeutics targeting currently untreatable eye diseases involving retinal degeneration and certain metabolic diseases. The Benchmark Company is acting as the lead underwriter of this offering. Corporate partners Portia Ku and Vincent Lin, supported by partners Rob Plesnarski, Kurt Berney and Robert Fisher, led the firm’s team in the transaction.

Slaughter and May has advised MTR Corporation on the Shatin to Central Link (SCL), the largest infrastructure investment in Hong Kong of over US$10 billion. The highly publicized project connects the Northeastern New Territories, central Kowloon and Hong Kong Island, creating a rail line that spans 46km through 16 stations. The SCL is part of a mega project that comprises two parts: the introduction of the Tuen Ma Line, connecting the Ma On Shan Line to the West Rail Line via East Kowloon, and the extension of the East Rail Line from Admiralty to Hung Hom, making it the fourth harbor-crossing railway line in Hong Kong. The completed mega project will relieve traffic congestion, and offer commuters a direct route between the Northeastern New Territories and the commercial and financial hubs of Hong Kong Island.

WongPartnership is acting for DBS Bank, as sole dealer, on the issuance of Keppel DC REIT’s €75 million (US$79m) fixed-rate notes due 2028 at 2.61 percent per annum. The Series 003 notes will be issued under the S$2 billion (US$1.44b) multicurrency debt issuance programme established by Keppel DC REIT MTN. Partner Trevor Chuan led the firm’s team in the transaction.

WongPartnership has also acted for Indonesian venture capital firm East Ventures on its fundraising for two new funds focused on South East Asian startups, totaling US$550 million. The firm acted as transaction counsel in East Ventures’ ninth fund for early-stage deals, and as Singapore counsel for its second growth-stage fund. Partner Felicia Ng led the firm’s team in the transaction.