|Allens has advised Charter Hall Retail REIT in respect of a A$100 million (US$103.6m) institutional placement and security holder purchase plan that will enable funding for the acquisition of three retail shopping centres. Partner Stuart McCulloch led the transaction. Clayton Utz advised the underwriter.
Allens has also advised ALE Property Group in respect of an A$80 million (US$82.9m) placement of stapled securities and ALE Notes 2, and a security holder purchase plan aimed at funding the simplification of ALE’s hedging arrangements. Partner Stuart McCulloch also led the transaction. Herbert Smith Freehills advised the placement agents.
Allen & Gledhill LLP is advising Suntory Beverage & Food Ltd (SBF) and its wholly-owned subsidiary Suntory Beverage & Food Asia Pte Ltd (SBFA) in respect of SBF’s decision to delist Cerebos Pacific Ltd (Cerebos). In conjunction with the de-listing, an exit offer will be made to acquire all the remaining issued ordinary shares of Cerebos not held by SBFA and its related corporations. Partners Andrew M Lim and Lee Kee Yeng are leading the transaction which is valued at approximately S$370 million (US$303m).
Amarchand & Mangaldas has acted as competition law advisors to Tokyo Stock Exchange listed Century Tokyo Leasing Corporation, a part of the Mizuho Financial Group, in respect of its acquisition of joint control of the leasing division of Tata Capital Financial Services Ltd, a core investment company registered with the Reserve Bank of India and a wholly owned subsidiary of Tata Capital Ltd. The Competition Commission of India approved the transaction within 20 days of filing the merger notification. Partner Nisha Kaur Uberoi led the transaction whilst Anderson Mori & Tomotsune advised on the transactional aspects of the deal.
Amarchand & Mangaldas has also acted as Indian law counsel to NTPC Ltd, acting through its Hong Kong Branch, in respect of the update of its US$ 2 billion medium term note programme pursuant to Regulation S of the US Securities Act of 1933 and the issue of US$500 million 4.75 percent notes due 2022 under the programme. Allen & Overy acted as international counsel to the dealers of the program and the joint lead managers of the drawdown, which included The Royal Bank of Scotland plc, Barclays Bank PLC, Citigroup Global Markets Inc and Deutsche Bank AG Singapore Branch. The update was completed on 10 August 2012 whilst the drawdown closed on 3 October 2012. Partner Niloufer Lam led the transaction.
AZB & Partners has advised L Capital Eco Ltd in respect of its acquisition of 10 percent of the share capital of PVR Ltd for approximately INR577 million (US$11m). Partner Vinati Kastia led the transaction which was announced on 1 August 2012 and was completed on 28 September 2012.
Baker & McKenzie.Wong & Leow and Hadiputranto, Hadinoto & Partners, the member firms of Baker & McKenzie International in Singapore and Indonesia, have advised Diamond Generating Asia Ltd, a subsidiary of Mitsubishi Corporation, in respect of the acquisition of 20 percent shares of independent power producer Star Energy Geothermal Pte Ltd (SEGPL), a holding company that manages the operation of the Wayang Windu Geothermal Power Project Plant, a geothermal power plant which has operated safely and efficiently in Indonesia since June 2000. The acquisition is Mitsubishi’s first geothermal project in Indonesia. Luke Devine led the transaction.
Clifford Chance has advised ABN AMRO in respect of its heavily oversubscribed S$1 billion (US$820m) tier-2 issuance at 4.7 percent notes due 2022 in the Singapore dollar bond market. The deal received a local record of S$17 billion (US$14b) from 170 accounts, the biggest for a European lender. The deal is the first S$ Tier 2 transaction from a European bank in over a decade and the first S$ Tier 2 from a non-Asian focused bank. The transaction was structured to comply with the draft CRD IV Tier 2 capital requirements (known at the time of issuance) and includes a specific reference to future statutory loss absorption. Jurgen van der Meer led the transaction.
Davis Polk has advised Merrill Lynch International, UBS AG Hong Kong Branch and ICBC International Securities Ltd as initial purchasers in respect of a US$250 million Regulation S offering by Fantasia Holdings Group Co Ltd of its 13.75 percent senior notes due 2017. Fantasia Holdings Group is a leading property developer and property-related service provider in China. Partners Eugene C Gregor and John D Paton led the transaction whilst Commerce and Finance Law Offices advised as to PRC law. Fantasia Holdings Group was advised by Sidley Austin as to US and Hong Kong law, King & Wood Mallesons as to PRC law and Conyers as to British Virgin Islands and Cayman Islands law.
Davis Polk has also advised Morgan Stanley & Co International plc as initial purchaser, sole book-runner and lead manager in respect of a US$1.2 billion Rule 144A/Regulation S debt offering by Bangkok Bank Public Company Ltd, acting through its Hong Kong branch, consisting of US$400 million of 2.75 percent notes due 2018 and US$800 million of 3.875 percent notes due 2022. Bangkok Bank is the largest commercial bank in Thailand and one of the leading commercial banks in Southeast Asia. Partners Mark J Lehmkuhler and John D Paton led the transaction.
Freshfields Bruckhaus Deringer has advised BOCI Asia Ltd, as the sole placing agent, in respect of the RMB-denominated share placement by HKSE-listed Hopewell Highway Infrastructure Ltd (HHI). The transaction will make HHI the first issuer to have its shares traded in the HKSE in both Hong Kong dollars and Renminbi. HHI is expected to raise up to RMB375m (US$60m) through the placement of 120 million shares that will be priced, traded and settled in Renminbi on the HKSE. A dual-counter trading arrangement has been implemented to permit investors to sell and transfer shares of HHI between the RMB and HKD counters. China chairman Teresa Ko and partner Charles Ching led the transaction. Maples and Calder, led by Christine Chang, and Woo, Kwan, Lee & Lo acted as Cayman Islands and Hong Kong counsels, respectively, to HHI.
Herbert Smith Freehills has advised the underwriters, composed of UBS AG, China International Capital Corporation, JP Morgan Securities (Asia Pacific) Ltd, Deutsche Bank AG, Agricultural Bank of China International and Haitong International, in respect of the HK$3.97 billion (US$509m) IPO of Shanghai Fosun Pharmaceutical Group Co Ltd (Fosun Pharma) on the HKSE and Rule 144A/Regulation S global offering on 30 October 2012. The deal marks one of the largest IPOs in the world’s pharmaceutical industry since June 2011 and is one of the few recent significant new listings in Hong Kong since July this year. Partner Gary Lock led the transaction.
J Sagar Associates has advised L Capital Asia, a private equity firm of LVMH group, in respect of its INR900 million (US$16.7m) investment by subscribing to additional capital in Genesis Luxury Fashion Pvt Ltd (GLF), increasing their stake to 39.8 percent from 25.5 percent, and to the rights issue of its joint venture with GLF, GLF Lifestyle Brands Private Ltd. GLF is a subsidiary of Sanjay Kapoor promoted Genesis Colors Pvt Ltd and is in the business of marketing and distribution global luxury brands such as Jimmy Choo, Canali, Paul Smith and Bottega Veneta in India. Partners Akshay Chudasama and Manisha Kumar led the transaction.
Khaitan & Co has advised Tobacco Board in respect of a master service agreement for implementation of an e-auction project by NIIT Technologies Ltd for procurement of tobacco on a build-own-operate model. The Government of India established the Tobacco Board under The Tobacco Board Act, 1975 to bring about an all-round planned development to the tobacco industry in the country. Partner Abhilekh Verma led the transaction.
Khaitan & Co has also advised CESC Ltd and its wholly-owned subsidiary Spen Liq Private Ltd in respect of the acquisition of controlling stake in Firstsource Solutions Ltd and an agreement to acquire 15 percent of post preferential allotment share capital from ICICI Bank Ltd, Temasek Holdings and Fidelity Investments for approximately US$170 million. CESC is a part of the RP-Sanjiv Goenka Group which has interests across five different business sectors. Partners Haigreve Khaitan and Aakash Choubey led the transaction, with assistance from partner Arindam Ghosh in relation to the open offer.
King & Wood Mallesons has advised Canada Pension Plan Investment Board (CPPIB) in respect of its A$436 million (US$451.8m) equity investment in AMP Capital Retail Trust (ACRT). As an incoming equity investor, CPPIB will own a 37 percent interest in ACRT, which is part owner of two of Australia’s premier shopping centres. ACRT holds a 50 percent stake in Macquarie Centre in Sydney and an 80 percent stake in Pacific Fair Shopping Centre on the Gold Coast. AMP Capital managed funds, CPPIB and Harina Company Ltd, a wholly-owned subsidiary of the Abu Dhabi Investment Authority, will fund two major developments of Macquarie Centre and Pacific Fair, totalling almost A$1 billion (US$1.03b), creating two world class shopping and leisure destinations. Partners John Sullivan and Stuart Dixon-Smith led the transaction.
Majmudar& Partners has advised Tata subsidiary York Transport Equipment Singapore in respect of availing a US$4 million facility from Exim Bank India. The facility was sought to be secured by a counter guarantee provided by TRF India Ltd, the ultimate parent, and YTE India, an Indian subsidiary. The transaction was led by partner Prashanth Sabeshan.
Maples and Calder acted as British Virgin Islands counsel to Franshion Investment Ltd in respect of its offering of US$500 million principal amount of 4.7 percent senior notes due 2017. The notes are guaranteed by Franshion Properties (China) Ltd, an HKSE-listed PRC property company and subsidiary of state-owned Sinochem Corporation. Franshion is a leading developer and operator of large-scale and high-grade commercial properties, upscale residential properties, land, luxury hotels and commercial mixed-use complexes at prime locations in the PRC. The Royal Bank of Scotland, Deutsche Bank, Standard Chartered Bank and JP Morgan were the joint lead managers and book-runners for the offering and the Bank of New York Mellon acted as trustee and registrar. Partner Jenny Nip led the transaction whilst Paul Hastings, led by partners David Grimm and Vivian Lam, acted as US and Hong Kong counsel. Latham & Watkins and Tian Yuan Law Firm acted as US and PRC counsel, respectively, to the initial purchasers.
Paul Hastings has represented Yuzhou Properties Company Ltd, a leading property developer in China’s Fujian province listed on the HKSE, in respect of its issuance of senior notes in the aggregate principal amount of US$250 million. The notes will mature in 2017 and the proceeds will be used to repay existing loans, fund the acquisition of land for residential and commercial property development and for general corporate purposes. BOC International, HSBC, UBS and JP Morgan were the joint lead managers and joint book-runners on the transaction. Partners Raymond Li and Vivian Lam led the transaction.
Rahmat Lim & Partners has also advised Genting Berhad (GB), Genting Power (M) Ltd (GPML) and Genting Sanyen (Malaysia) Sdn Bhd (GSM) in respect of conditional sale and purchase agreements for the disposal of power generation assets and parcels of land. GB, GPML and Asia Trade Investments Ltd have entered into conditional share sale and purchase agreements with 1Malaysia Development Berhad (1MDB) for the disposal of power generation assets in Mastika Lagenda Sdn Bhd to 1MDB for approximately MYR2.55 billion (US$837m). GSM, an indirect subsidiary of GB, and Tiara Tanah Sdn Bhd (TTSB), an indirect wholly owned subsidiary of 1MDB, have entered into several conditional sale and purchase agreements for the disposal of six parcels of land within the Genting Sanyen Industrial Complex in Kuala Langat, Selangor to TTSB for approximately MYR38.8 million (US$12.7m). The land disposal is conditional on the completion of the Mastika Lagenda disposal. Partners Moy Pui Yee and Lee Yee Ling led the transaction.
Stamford Law is advising Mainboard-listed Kian Ann Engineering Ltd in respect of its S$200 million (US$164m) privatisation by way of a scheme of arrangement, pursuant to a cash offer by Invicta Asian Holdings Pte Ltd, an indirect subsidiary of Invicta Holdings Ltd, which is listed on the Johannesburg Stock Exchange. Bernard Lui and Lim Swee Yong led the transaction. WongPartnership, led by partners Mark Choy, Audrey Chng and Christy Lim, advised Invicta Holdings Ltd.
Stamford Law has also advised Mainboard-listed LionGold Corp Ltd in respect of its proposed share and warrants placement to raise in excess of S$100 million (US$82m) in gross proceeds, assuming the full subscription and conversion of the warrants. Bernard Lui and Lim Swee Yong also led the transaction.
Watson, Farley & Williams has advised AEC Education Plc in respect of the sale of its Singapore subsidiary, Education Resources Pte Ltd (ERPL), to Pearson Education South Asia Pte Ltd for £2.5 million (US$4b) in cash paid at completion and a deferred payment of an amount equal to the net consideration received by Pearson Education Ltd (a wholly owned subsidiary of Pearson Plc) for the sale of 3 million shares it holds in AEC. AIM listed AEC and Singapore limited liability company AEC College Pte Ltd were joint shareholders of ERPL, a company which provides London Chamber of Commerce & Industry examinations in Asia. Partner Nicholas Hanna led the transaction. Freshfields Bruckhaus Deringer advised Pearson.
WongPartnership has acted for United Overseas Bank Ltd (UOB Bank) in respect of the issue of US$500 million 2.875 percent fixed rate subordinated notes due 2022. The notes are issued under the S$5 billion (US$4.1b) euro-medium term note programme established by UOB Bank on 8 June 2010 and updated on 27 February 2012. Partners Hui Choon Yuen and Trevor Chuan led the transaction.
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