|Allen & Gledhill LLP has advised the lead arrangers (composed of the Bank of Tokyo-Mitsubishi UFJ Ltd Singapore Branch, DBS Bank Ltd, Malayan Banking Berhad, Oversea-Chinese Banking Corporation Limited, Standard Chartered Bank, Sumitomo Mitsui Banking Corporation Singapore Branch and United Overseas Bank Limited), in respect of an agreement for the term and revolving loan facilities of up to S$1.6 trillion (US$1.2t) with Orchard Turn Retail Investment Pte Ltd, a wholly-owned subsidiary of Orchard Turn Holding Pte Ltd, which is a 50:50 joint venture company of CapitaMalls Asia Limited and Sun Hung Kai Properties Limited. Proceeds will be used primarily to refinance the financing previously obtained by Orchard Turn Holding Pte Ltd for the acquisition and development costs of ION Orchard, which matures in April 2011. Partner Kok Chee Wai led the transaction.
Allen & Gledhill LLP has also acted as Singapore law counsel for Credit Suisse (Singapore) Limited and DBS Bank Ltd, as joint lead managers, bookrunners and underwriters, in respect of the equity fund raising of Ascott Residence Trust Management Limited (acting for and on behalf of Ascott Residence Trust) which raised approximately S$525.8 million (US$401m). The transaction consisted of a placement of approximately 419.7 million new units and a non-renounceable preferential offering of about 67.9 million new units. Partners Tan Tze Gay, Shawn Chen and Foong Yuen Ping led the transaction.
Allens Arthur Robinson has advised leading international mining group Rio Tinto in respect of an agreement with international mining company Ivanhoe Mines to assume direct management of the Oyu Tolgoi copper-gold project in Mongolia. Under the agreement, Rio Tinto will deliver an interim loan facility which will accelerate the Oyu Tolgoi project’s completion date to late 2012. The agreement allows Rio Tinto to assume management of the project (subject to approval by the board of Oyu Tolgoi LLC) and increase its ownership in Ivanhoe Mines by 7.4 per cent, to a total of 49 per cent. Partner Nic Tolé led the advisory team.
AZB & Partners has acted as domestic legal counsel for Credit Suisse (Singapore) Limited and Standard Chartered Bank Singapore Branch as the joint bookrunners in respect of the issue by Videocon Industries Limited of approximately US$200 million 6.75 per cent convertible bonds due 2015. The bonds, which were launched on 2 December 2010, are convertible into ordinary shares. Partner Kalpana Merchant led the transaction.
AZB & Partners is also advising Rallis India Limited (Rallis) in respect of its acquisition of a majority stake of approximately 59 per cent in Metahelix Life Sciences Private Limited (Metahelix), a Bangalore based seeds research company. Rallis will enhance its shareholding in Metahelix to 100 per cent over a period of five years, in accordance with the terms of the definitive agreements. The transaction, valued at approximately US$27 million, was announced on 9 December 2010 and is pending completion. Partner Srinath Dasari led the transaction.
Baker & McKenzie has advised the shareholders of Easternwell Group (Easternwell), a leading Australian services provider to the mining, oil and gas, and infrastructure sectors, in respect of the A$575 million (US$569m) sale to Transfield Services Limited (Transfield), one of Australia’s leading oil and gas service providers. The sale, which was announced on 13 December 2010, remains conditional on Transfield’s funding requirements, including the accelerated non-renounceable entitlement offer also announced on 13 December 2010. Partner Brendan Wykes led the firm’s advisory team.
Baker & McKenzie has advised EQT Greater China II (EQT), one of the leading private equity groups in Northern Europe, in respect of its acquisition, through a new share issue, of 30 per cent of the shares in Modern Metal & Precision Holdings Limited (Modern Metal), a leading aluminum die casting manufacturer in China. The Modern Metal co-founders will remain majority owners after the new share issue. The new funds will be used to expand current production and to establish a new plant in China. The firm’s team was led by partners Cheung Yuk Tong and Tracy Wut.
Clayton Utz is advising ASX, TSX and NSX listed uranium exploration and development company Extract Resources Ltd (ERL) in respect of a placement to its major shareholder, Kalahari Uranium Limited (KUL), to raise A$60.9 million (US$60.3m). The transaction is conditional upon ERL and KUL entering into a formal subscription agreement, and, if ASX requires, ERL shareholder approval. The placement is scheduled for completion on 7 January 2011 or, if shareholder approval is required, on a later date. Proceeds will be used to progress the company’s Husab Uranium Project in Namibia. Partner Mark Paganin led the transaction.
Davis Polk has advised Deutsche Bank AG and ING Bank NV as joint lead managers in respect of a US$300 million Rule 144A/Regulation S offering by China Oriental Group Company Limited, an integrated iron and steel manufacturer in the PRC, of 7 per cent senior notes due 2017. The notes benefit from a letter of support from ArcelorMittal, which is a significant shareholder of China Oriental Group. The firm’s team included partners Eugene C Gregor and John D Paton whilst Jun He Law Offices advised as to PRC law. China Oriental Group was advised by Freshfields Bruckhaus Deringer as to US and Hong Kong law, Conyers Dill & Pearman as to Bermuda and British Virgin Islands law and King & Wood PRC Lawyers as to PRC law.
Fangda Partners has acted as PRC legal counsel to the joint sponsors and joint book runners in respect of the IPO of Sateri Holdings Limited, one of the largest specialty cellulose producers in the world. The offering raised HK$3.3billion (US$424.4m) on the HKSE.
Fangda Partners is also acting as PRC counsel to TPG Capital, KKR, GIC and Great Eastern Life Assurance in respect of their purchase from Morgan Stanley of a 34.3 per cent stake in China International Capital Corporation Limited, China’s leading investment bank. Morgan Stanley expects to realise a pre-tax gain of approximately US$700 million upon consummation of the transaction, which is expected to close before the end of 2010.
Freshfields Bruckhaus Deringer has advised the underwriters in respect of the US$184 million IPO on the HKSE of Greatview Aseptic Packaging Company Limited (Greatview), an alternative supplier in China of aseptic packaging which is used for storing and transporting perishable food and drinks. Greatview will use the proceeds from the IPO to further expand operations both in China and internationally and to explore future potential acquisition opportunities. The firm’s team was led by managing partner Teresa Ko and partner Calvin Lai.
Khaitan & Co has advised the lenders, led by ICICI Bank Limited as the monitoring institution, in respect of the restructuring of US$550 million debts of Maytas Infra Limited as part of the corporate debt restructuring mechanism of the Reserve Bank of India. Partner Shishir Mehta led the transaction.
Khaitan & Co has also advised Elara Capital (India) Private Limited, Fortune Financial Services (India) Limited and Edelweiss Capital Limited, as the global coordinators and managers, in respect of the qualified institutional placement of Parsvnath Developers Limited’s equity shares which raised approximately US$59.5 million. Partner Sharad Vaid led the transaction.
Kim & Chang has advised Darby Hana Emerging Infrastructure Fund (DHEIF), a social overhead capital fund in Korea, in respect of its acquisition of a 30 per cent stake in MCB Co Ltd (MCB) from Macquarie Korea Infrastructure Fund (MKIF). MCB manages and operates Machang Bridge, a social overhead capital facility owned by the Provincial Government of Gyeongsangnam-do. The total value of the deal is approximately KRW17 billion (US$14.7m). In connection with the share acquisition, DHEIF and MKIF jointly provided a KRW158 billion (US$136.5m) subordinated debt facility to MCB. Partner Young-Kyun Cho led the transaction.
Maples and Calder has acted as Cayman and BVI counsel to ShiFang Holding Limited, an integrated print media and digital media services provider, in respect of its global offering and listing on the HKSE of approximately 183 million shares, raising approximately HK$580 million (US$75m). CCB International Capital Limited was the sole global coordinator, and joint bookrunner and joint lead manager together with China Merchants Securities (HK) Co Limited. Partner Greg Knowles led the transaction whilst DLA Piper advised as Hong Kong counsel and as to US laws. Paul, Hastings, Janofsky & Walker advised the sponsor and underwriters as Hong Kong and US counsel.
Maples and Calder has also acted as Cayman Islands counsel to SYSWIN Inc, a leading primary real estate provider in China, in respect of its IPO on the NYSE of 9.6 million ADSs representing 38.4 million shares, priced at US$7.00 per ADS, which closed on 1 December 2010. The firm’s team consisted of Greg Knowles and Richard Spooner whilst Skadden, Arps, Slate, Meagher & Flom LLP acted as US counsel. Shearman & Sterling LLP acted for the underwriters, composed of Morgan Stanley & Co International plc, William Blair & Company LLC. Oppenheimer & Co Inc and Roth Capital Partners LLC.
Norton Rose Hong Kong has advised Vale SA, the second largest metals and mining company in the world, in respect of the secondary listing by way of introduction of its common shares and Class A preferred shares in the form of depositary receipts on the HKSE. Trading commenced on 8 December 2010. JP Morgan acted as the sponsor of the listing, which is the first depositary receipts transaction and the first listing of a Brazilian company in Hong Kong. Vale’s common shares and Class A preferred shares are listed on both the BM&FBOVESPA in Sao Paulo and in the NYSE. Partner Julian Chung led the transaction.
O’Melveny & Myers LLP has recently acted as international counsel to Goldman Sachs, JP Morgan India Private Limited and SBI Capital Markets Limited in respect of the further public offering of Power Grid India Limited, India’s principal electric power transmission company. The offering, which raised approximately US$1.7 billion, consisted of 840 million shares (of which 420 million were offered by the company and 420 million were offered by the government of India). The transaction consisted of a public offering in India, and a placement to qualified institutional buyers in the US under Rule 144A and outside the US under Regulation S. The firm’s team was led by Andrew Hutton, Pooja Sinha, David Makarechian and Anirudh Rastogi whilst AZB & Partners, led by partner Meera Singh Joyce, acted as domestic legal counsel to the underwriters, composed of SBI Capital Markets Limited, Goldman Sachs (India) Securities Private Limited, ICICI Securities Limited and JP Morgan India Private Limited.
Orrick, Herrington & Sutcliffe LLP has advised Prudential Mortgage Asset Holdings 1 Japan LPS (Prudential Mortgage), an affiliate of Prudential Mortgage Capital Company, as the lender, in respect of a ¥3 billion (US$35.5m) debt financing to a property trust formed by a J-REIT. Mizuho Trust & Banking Co Ltd is acting as trustee to the property trust. Partner Asahi Yamashita led the transaction.
Paul, Hastings, Janofsky & Walker has advised HKSE listed Yuzhou Properties Company Limited (Yuzhou Properties), a leading property developer in China’s Fujian province, in respect of its issuance of senior notes valued at approximately US$200 million. The firm’s team was led by partners Raymond Li, Vivian Lam, Neil Torpey and David Grimm.
Paul, Hastings, Janofsky & Walker LLP has also advised Vancl.com, China’s largest online clothing retailer, in respect of its US$100 million equity financing from a consortium of investors, including Ceyuan Ventures, Tiger Global Management LLC, IDG Capital Partners, and SAIF Partners Ltd. The firm’s team was led by partner Roger Peng.
Rajah & Tann LLP is acting as Singapore counsel for China Animal Healthcare Ltd, an animal drug manufacturer in the PRC, in respect of its listing by way of introduction on the HKSE. The shares will commence trading on 21 December 2010. Partners Chia Kim Huat and Danny Lim led the advisory team whilst Deacons, Jingtian & Gongcheng and Conyers, Dill & Pearman acted as Hong Kong, PRC and Bermuda counsels, respectively. Shearman & Sterling and Jun He Law Offices acted as Hong Kong and PRC counsels, respectively, to Macquarie Securities Capital Limited as the sole sponsor.
Rodyk & Davidson LLP is acting for the majority owners of Paramount Hotel & Shopping Centre (PHSC) in respect of the collective sale of PHSC to Far East Organisation’s Orchard Mall Pte Ltd for S$214 million (US$163m). The sale closed early December 2010, with several interested parties bidding for the land. The transaction, which is subject to the approval of STB/High Court, is the largest collective sale of 2010, both in terms of the sale quantum and size of the development. Upon completion, the deal will be the first ever collective sale in Singapore involving a hotel component. Partner Lee Liat Yeang led the team.
Skadden, Arps, Slate Meagher & Flom, led by partner Julie Gao, has advised two leading internet companies in China in respect of their respective IPOs on the NYSE.
Stamford Law is advising Advantest Corp, the world’s biggest maker of machines used to test memory chips, in respect of its unsolicited offer to buy Singapore firm Verigy Ltd, a maker of semiconductor test systems. The proposal came three weeks after California-based Verigy agreed to buy out smaller rival LTX-Credence Corp in an all-stock deal that Verigy values at about US$438 million. Advantest offered US$12.15 per share for Verigy’s 59.8 million outstanding shares, which would value Advantest’s proposal at around US$728 million.
Shook Lin & Bok LLP has acted as Singapore law counsel for Prime Dig Pte Ltd, a fully owned subsidiary of PT Bukit Makmur Mandiri Utama, in respect of the purchase for cash and solicitation of consents for any and all of its US$315 million 11.75 per cent senior notes due 2014 issue, which are listed on the SGX-ST. Partner Sandra Tsao advised on the matter.
Vinson & Elkins LLP is advising US independent oil company Occidental Petroleum Corporation (OPC), which holds interests in 23 production and exploration concessions in Santa Cruz, Mendoza and Chubut provinces in Argentina, in respect of the sale of all of its oil and gas assets in Argentina for US$2.45 billion. Completion of the transaction is subject to regulatory approvals. Partners Marcia Backus (Houston) and Xiao Yong (Hong Kong) led the transaction.
The Singapore office of Watson, Farley & Williams LLP has advised ABC One Pte Ltd in respect of a secured loan by NIBC of US$22.8 million for the construction of a vessel by an Indian shipbuilder. Partner Chris Lowe led the transaction.
The Singapore office of Watson, Farley & Williams LLP has also advised Credit Agricole Asia Shipfinance Limited (the agent for Credit Agricole Corporate and Investment Bank), as senior lender, and The Korea Development Bank, as junior lender, in respect of a US$78 million pre- and post- delivery financing to two Panamanian single purpose companies for the acquisition of two 115,000 DWT bulkcarriers. The acquisition of the ships was also funded by bonds issued by the borrowers to a Korean investment trust. Partner Madeline Leong led the transaction.
WongPartnership LLP has acted for Eccott Pte Ltd, a wholly-owned subsidiary of City Developments Limited (CDL), and Branbury Investments Ltd, a joint venture company in which CDL has approximately 42 per cent interest, in respect of the sale to HSBC Institutional Trust Services (Singapore) Limited (as trustee of Sabana Shari’ah Compliant Industrial Real Estate Investment Trust), of Pantech 21 at 200 Pandan Loop and 45 year leasehold interest in New Tech Park at 151 Lorong Chuan and subsequent leaseback of the properties from the buyer. Partners Dorothy Marie Ng and Tan Teck Howe acted on the matter.
WongPartnership LLP has also acted for the underwriters, composed of Credit Suisse (Singapore) Limited, BNP Paribas Singapore Branch, RHB Bank Berhad Singapore Branch and United Overseas Bank Limited, in respect of Mewah International Inc’s IPO which raised gross proceeds of approximately S$276.8 million (US$211m). The offering comprised of a Rule 144A and Regulation S international offering. Mewah International is one of the largest palm oil processors in the world by capacity and is an integrated agri-business focused on edible oils and fats with refineries and processing facilities in Malaysia and Singapore. Partner Lim Hon Yi acted on the matter.
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