Ali Budiardjo, Nugroho, Reksodiputro is acting as independent counsel for Landesbank Baden-Wuerttemberg and Bias Petrasia Persada, subsidiary of Indonesia-listed Resources Alam Indonesia, on a facility agreement to purchase, from Global Hydro Energy, turbines which will be used to operate a hydropower plant in Citatih, West Java, Indonesia. Partner Freddy Karyadi is leading the transaction, which is valued at €2.13 million (US$2.27m).
Allen & Gledhill has advised Oversea-Chinese Banking Corporation (OCBC) and Red Sail on the establishment by Red Sail of a US$10 billion global covered bond programme, unconditionally and irrevocably guaranteed by Red Sail, as covered bond guarantor. The programme was jointly arranged by Barclays Bank Singapore Branch, Credit Agricole Corporate and Investment Bank Singapore Branch and OCBC. Partners Margaret Chin, Magdalene Leong, Andrew Chan, Hoo Sheau Farn, Francis Mok, Evan Lam, Alexander Yap, Sunit Chhabra and Glenn David Foo led the transaction.
Ashurst has acted for PTT Trading, the trading arm of Thailand’s leading state-owned energy firm PTT, as buyer on a five-year US$600 million oil-backed contract with PetroEcuador, Ecuador’s state-run oil company. The firm has also acted for PTT Trading on its first US$2.5 billion oil-backed contract with PetroEcuador in July 2015. Jean Woo, supported by partner Philip Thomson, led the transaction.
AZB & Partners is advising Locon Solutions (operator of online portals www.housing.co.in and www.housing.com), Softbank and Nexus Venture Partners on the acquisition for approximately Rs3.8 billion (US$56m) by Elara Technologies of a majority share capital of Locon from its existing non-resident investors. Partners Srinath Dasari and Nanditha Gopal are leading the transaction, which was signed on January 10, 2017 and is yet to be completed.
AZB & Partners has also represented Zumrut Investments and GS Logistics Holdings on their sale of a sizeable minority stake in TVS Logistics to CDPQ and others. Partners Vaidhyanadhan Iyer and Ashwin Ramanathan led the transaction, which was valued at Rs10 billion (US$147m) and was completed on January 11, 2017.
Hadef & Partners has acted as UAE counsel for the sponsors on the Hassyan clean coal power project in Dubai. One of the largest project finance deals in the UAE and the region, this independent power project is to be fuelled by clean coal that will be shipped to the Hassyan site. It is a 2,400MW IPP, with US$3.4 billion financing, of which there is US$2.48 billion worth of debt. This is a pioneering project for the UAE and provides diversity of power supply, in contrast to gas solar and nuclear energy. The Hassyan clean coal power project is the first IPP to utilise coal. Currently all other IPPs in the UAE are gas, solar or nuclear powered. Head of banking parnter Alan Rodgers, assisted by partner Valeria Lysenko, led the transaction, which closed in December 2016.
J Sagar Associates has advised RGAM Investment Advisors, a wholly-owned subsidiary of Religare Enterprises, on the divestment of its entire stake in its wholly-owned subsidiary Cerestra Advisers to Cayman Islands-registered TCP Cerestra, India-registered Cerestra Managers and India-registered Elephant India Finance, the investment arm of the controlling shareholders at consumer goods maker Dabur. Partner Lalit Kumar led the transaction, which is expected to be closed by February 28, 2017, following receipt of all required regulatory approvals. Elephant Finance was represented by AZB & Partners while TCP and Ceretsra Managers were represented by Naveen Goel Law Offices.
Khaitan & Co has advised LiquidHub, a portfolio company of ChrysCapital Advisors, on its acquisition of a 77.6 percent stake in Annik Technology Services. LiquidHub is a customer engagement company that partners with businesses to improve customer experience and drive growth. Headquartered in Philadelphia and with operations in North America, Asia and Europe, it serves companies globally, helping them solve their most complex challenges through design expertise and technology innovation. Partner Joyjyoti Misra, supported by executive director Daksha Baxi, led the transaction.
Khaitan & Co has also acted as Indian counsel to the consortium of lenders, including Citibank, ICICI Bank, Axis Bank, Kotak Mahindra Bank, The Bank of Tokyo-Mitsubishi UFJ and HSBC, on a term loan facility of £385 million (US$475m) provided to Accord Healthcare for the acquisition of Actavis UK and Actavis Ireland, including the manufacturing unit at Barnstaple. The facility availed by Accord was primarily supported by a pledge of shares of Accord by Intas Pharmaceuticals, a corporate guarantee by Intas and assignment of shareholder’s loan from Intas to Accord in favour of the lenders. Simultaneously, the firm advised the consortium on an external commercial borrowing facility of €260 million (US$277.7m) provided to Intas for onward lending to Accord to partially finance the acquisition. Such facility was secured by way of charge over the entire movable and current assets of Intas, mortgage over certain immovable properties of Intas and charge over major brands of Intas. The transaction is part of the European Commission’s anti-trust divestiture requirements arising from Teva Pharmaceutical Industries’ acquisition of Allergan’s generics business. Partner Devidas Banerji led the transaction, which was one of the largest acquisitions offshore by a company in the pharmaceutical sector.
MinterEllison has acted as Australian counsel to Japanese heavy machinery manufacturer Hitachi Construction Machinery on its acquisition of H-E Parts International and H-E Parts Australian Holdings. The two companies provide solution services to the mining, quarrying, heavy construction and materials processing. They develop, manufacture, sell and repair aftermarket parts for mining and construction machines in Australia, USA and other markets. Headquartered in Japan with over 20,000 staff globally, Hitachi is a leading manufacturer of construction and mining equipment and markets its products worldwide through a global network of company-owned independent retailers. Hitachi manufactures hydraulic excavators of all sizes, as well as rigid frame mining dump trucks and a wide range of wheel loaders. Partner Geraldine Johns‐Putra (corporate M&A), supported by partners Alberto Colla (corporate M&A) and Geoff Carter (competition), led the transaction, which was valued at A$284.2 million (US$214.4m) and was completed on December 21, 2016. Mori Hamada & Matsumoto and Locke Lord acted as Japan and US counsel, respectively, to Hitachi. Kirkland & Ellis and HWL Ebsworth acted as US and Australia counsel, respectively, to H-E Parts International and H-E Parts Australian Holdings.
Rajah & Tann Singapore is acting for CDH Investments on the purchase of Tembusu Growth Fund II’s entire 36 percent stake in Ednovation, including new shares in Ednovation, to obtain a majority stake. CDH Investments is one of the largest alternative asset management institutions in China. Partners Lim Wee Hann and Celeste Lee are leading the transaction.
Rajah & Tann Singapore is also advising Singapore-listed Sunmart Holdings on the exit offer by Sun Bingzhong, Sunmart’s executive chairman and chief executive, on its voluntary delisting in Singapore. Based on the offer price of S$0.07 (US$0.05) per share, the group is valued at approximately S$28.14 million (US$19.8m). The group produces and sells spray products, such as spray pumps, aluminium cans and plastic bottles, that are used in the packaging of fast-moving consumer goods, pharmaceutical products and health supplements. Partner Danny Lim is leading the transaction, which is yet to be completed.
Shardul Amarchand Mangaldas & Co has advised Nidec on its acquisition of sole control over select businesses of Emerson Electric. The Competition Commission of India approved the proposed acquisition of Emerson Electric’s motors, drives and electric power generation businesses, which are currently conducted under the brand names Leroy-Somer Electric Power Generation, Leroy-Somer Motors & Drives, Control Techniques and Kato Engineering. Partners Aparna Mehra and Shuva Mandal (national practice head-general corporate, M&A and private equity) led the transaction, which was valued at approximately US$1.2 billion. Sidley Austin acted as Nidec’s global counsel while Davis Polk & Wardwell acted as global counsel for Emerson Electric.
Simmons & Simmons has advised Gangtai Group, a leading privately owned conglomerate from China, on the acquisition of an 85 percent stake of Buccellati Holding Italia, a prestigious Italian luxury jewellery brand with close to 100 years of history. The equity value of the transaction is approximately €230 million (US$245.6m). On December 23, 2016, Gansu Gangtai Holding (Group), a controlled subsidiary of Shanghai-listed Gangtai Group, announced a plan to inject the Buccellati business into Gangtai Holding. The transaction, which is still subject to conditions precedent, will introduce Buccellati into one of the most important Chinese groups in the jewellery business with a plan to expand the brand globally. Partners Dario Spinella (Milan) and Eric Lin (Beijing) led the transaction.
Simpson Thacher is representing Kohlberg Kravis Roberts (KKR) on the planned tender offer by its affiliate, HK Holdings, to obtain up to 100 percent of the issued and outstanding common shares of Hitachi Koki. In connection with the tender offer, KKR has entered into a tender agreement with Hitachi and Hitachi Urban Investment (HUI), pursuant to which Hitachi and HUI have agreed, subject to certain conditions, to tender their approximately 40.25 percent and 10.9 percent holdings, respectively, of Hitachi Koki’s common shares. The planned offer price and other transaction terms value Hitachi Koki at approximately ¥147.1 billion (US$1.3b). The commencement of the tender offer is subject to the fulfilment of certain regulatory approvals and other conditions. Partner David Sneider is leading the transaction.
Sullivan & Cromwell is representing Lazard as financial adviser to Ariad Pharmaceuticals (US) on its definitive agreement to be acquired by Takeda Pharmaceutical (Japan) for a total enterprise value of US$5.2 billion. New York corporate partner Keith Pagnani is leading the transaction, which was announced on January 9, 2017.
White & Case has advised Saudi Arabian Oil Company (Saudi Aramco) on its joint venture development agreement with Pertamina (Persero), Indonesia’s state-owned oil and gas company, for the approximately US$5 billion upgrade of the Cilacap refinery in Indonesia. The agreement was signed on December 22, 2016 between Saudi Aramco President and CEO Amin Nasser and Pertamina President-Director and CEO Dwi Soetjipto, detailing the framework for moving the project to the next phase of development. This followed the heads of agreement signed in November 2015. Located in central Java, the Cilacap refinery forms part of Pertamina’s Refinery Development Master Plan. Once the upgrade is completed, the refinery is expected to have the capacity to process 400,000 barrels of crude oil per day. It is designed to process Arabian crude to be provided by Saudi Aramco and to yield refined products that meet Euro V specifications, basic petrochemicals and Group II base oil for lubricants. Partners Steve Payne (Singapore) and Saul Daniel (London) led the transaction.