Deals – 15 May 2008

Berwin Leighton Paisner LLP advised Axia NetMedia Corporation as lead member in establishing OpenNet, a consortium made up of Canada’s Axia (30 percent), Singapore Telecommunications Ltd (30 percent), Singapore Press Holdings Ltd (25 percent) and Singapore Power subsidiary SP Telecommunications Pte Ltd (15 percent). Counsel also assisted in OpenNet’s bid to design, build and operate the passive optic fibre infrastructure relating to the Singapore Next Generation National Broadband Network (Next Gen NBN).

Berwin Leighton Paisner LLP represented Diligenta Ltd, the UK subsidiary of Tata Consultancy Services Ltd specialising in business process outsourcing in the life and pensions sector, on its £100 million contract with Sun Life Assurance Company of Canada (UK) Ltd which is set to commence in May.

Clifford Chance advised ACR Capital Holdings on the agreement with Khazanah Nasional and Dubai Islamic Investment Group (part of the Dubai Group) to establish a US$300 million retakaful joint venture company (ACR Retakaful Holdings Ltd) incorporated in the Dubai International Financial Center, which will be the world’s largest retakaful company and with operations in the Middle East and Malaysia.

Clifford Chance has advised leading private equity group CVC Asia Pacific on its recent investment in a Hong Kong-listed company. CVC has agreed to take a 35 percent stake by way of subscription for new shares in Hung Hing Printing Group, a printing and production house headquartered in Hong Kong, with five plants in China and over 18,000 employees. The subscription is subject to shareholder approval.

FoxMandal Little has advised Alcatel-Lucent on their Joint Venture with Reliance Communications to provide network services to telecommunications operators, both CDMA and GSM. Alcatel- Lucent has a 67 percent stake in the joint venture company to tap the $16 billion managed network services industry. The firm advised the client with respect to putting the Joint Venture structure in place, all negotiations with Reliance Communications, Joint Venture agreements and agreements thereafter, and in relation to the setting up of the joint venture.

Herbert Smith has advised Huaneng Power International, the listed unit of the mainland’s largest power producer, on the acquisition of SinoSing Power from Huaneng Group of approximately HK$26 billion (US$3.3 billion), including cash and debts.

JSM advised Shui On Construction and Materials Ltd on the Hong Kong Listing Rules compliance matters in respect of the disclosure of a 50:50 joint venture with China Central Properties Ltd in relation to the development of a piece of land located in Chengdu, the PRC, with an initial investment value of RMB 787 million and the disclosure of a 40:40:20 joint venture with CCP and another third party investor in relation to the development of a piece of land located in Shenyang, the PRC, with an initial investment value of US$149.6 million.

Lovells Lee & Lee advised on the financing of Genting International‘s US$4.4 billion (S$6 billion) integrated resort in Singapore – Resorts World at Sentosa – acting as lead arrangers’ counsel for DBS Bank Ltd, The Hongkong and Shanghai Banking Corporation Ltd, The Royal Bank of Scotland PLC and Sumitomo Mitsui Banking Corporation on the limited recourse financing facility.

Lovells Lee & Lee advised on China Huaneng Group‘s US$3.1 billion (S$4.235 billion) acquisition of shares in Tuas Power Ltd. Acting as lenders’ counsel for BNP Paribas, Calyon, DBS Bank Ltd, Fortis Bank S.A./N.V., Singapore Branch, Oversea-Chinese Banking Corporation Ltd and Sumitomo Mitsui Banking Corporation, this deal represented the largest divestment by Temasek Holdings (Pte) Ltd and the largest overseas purchase by a Chinese power company to date.

Rajah & Tann LLP advised Chartered Semiconductor Manufacturing Ltd (Chartered) and Hitachi Semiconductor Singapore Pte Ltd (Hitachi) in the acquisition by Chartered of 100 percent of the shares held by Hitachi Ltd and Hitachi Asia Ltd in Hitachi. Completion of the S$330.8 million (US$233 million) transaction was subject to clearance by the Competition Commission of Singapore (CCS). Chartered was able to demonstrate to the CCS that the merger would not raise any competition concerns and the CCS gave clearance for the deal to proceed within 30 days.

Rajah & Tann LLP acted as counsel to STMicroelectronics in the transfer of STMicroelectronic’s Singapore flash memory business to a special purpose vehicle (SPV), including a wafer fabrication plant. The firm also advised on and effected the subsequent sale of the SPV to Numonyx BV, the Dutch holding company in which STMicroelectronics acquired a 48.6 percent ownership interest, with Intel and Francisco Partners holding the remaining 45.1 percent and 6.3 percent interests respectively.

WongPartnership LLP acted as Singapore counsel for Henkel KGaA, a German maker of household chemicals and cosmetics, in relation to the closing of its transaction with Akzo Nobel N.V, Netherlands, to acquire the adhesives and electronic materials businesses of National Starch and Chemical Company, a subsidiary company of ICI, with an overall transaction value of US$5.4 billion.

WongPartnership LLP acted as Singapore counsel for The Royal Bank of Scotland Group PLC in connection with the closing of its commodities marketing joint venture with Sempra Energy, being RBS Sempra Commodities LLP, and the acquisition by RBS Sempra Commodities of Sempra Commodities and various subsidiaries of Sempra Energy, in a transaction valued at approximately US$1.35 billion.

WongPartnership LLP acted for an institutional international investor investing US$600 million in the Mapletree India-China Fund managed by Mapletree Investments which is seeking to raise between US$1.5 billion and US$2.0 billion of commitments.