|Allen & Overy advised Sinofert Holdings Limited (previously known as Sinochem Hong Kong Holdings Limited) on three major acquisitions worth approximately HK$7.37 billion and an issuance of HK$5.0 billion new shares in the past months, including; an acquisition of an approximately 18.49 percent shares worth approximately HK$7.09 billion in the PRC listed Qinghai Salt Lake Potash Co. Ltd, one of the largest producers of potassium fertilizers in the PRC; an acquisition of 40 percent equity interest of approximately HK$219.75 million in Tianji Sinochem Gaoping Chemical Engineering Company Ltd, a fertilizer producer in Shanxi province; an acquisition of 51 percent equity interest of approximately HK$59.33 million in Sinochem Shandong Chemical Fertilizer Company Limited, a fertilizer producer in Shandong province; and a subscription of HK$5 billion new shares in Sinofert by Sinochem Corporation and Potash Corporation of Saskatchewan Inc. for raising funds for the acquisitions.
Cleary Gottlieb Steen & Hamilton is representing Temasek in its US$5 billion investment in Merrill Lynch. The deal marks the latest example of capital injections into major financial houses by sovereign wealth funds. Temasek will invest US$4.4 billion in Merrill Lynch common stock and has the option to purchase an additional US$600 million of Merrill Lynch common stock by March 28, 2008. Its ownership position will at all times represent less than 10 percent of Merrill Lynch’s outstanding common stock. Temasek is an investment holding company owned by the Singapore government. In May 2007, the firm advised Temasek and its wholly owned subsidiary, Singapore Technologies Semiconductors, in their US$2 billion tender offer for the remaining 64.4 percent interest of publicly-traded STATS ChipPAC (not owned by STS).
Clifford Chance advised Bank of East Asia Limited, whose shares are listed on the Hong Kong Stock Exchange and a Hang Seng Index constituent stock, in a USD$510 million placement of new shares to a wholly owned subsidiary of Criteria CaixaCorp, S.A. (Criteria). Criteria is a listed Spanish holding company controlled by ‘la Caixa’, a leading Spanish financial institution focused in retail banking, and holds several significant stakes in the services and in the financial sectors with a NAV of more than US$36 billion. Criteria’s stake in the Bank of East Asia Limited increased from 4.34 percent to 8.89 percent upon completion of the placement.
Clifford Chance advised Citigroup in respect of the IPO of 225,000,000 offering shares in First Resources Limited, an Indonesian palm oil company. The shares were listed on the Singapore Stock Exchange. International placement including a Rule 144A offering in the US.
Clyde & Co has advised Speedcar International Limited in relation to the soon-to-be-launched SPEEDCAR Series, a new motor racing series featuring globally renowned drivers, an audience of billions and millions of dollars in prize money. Featuring 24 drivers competing in identical V8 620bhp stock cars, deliberately lacking electronic driver aids the series promises close and electrifying racing, and thrilling viewing for both TV and trackside spectators alike. The SPEEDCAR Series was conceived and is set to fill a niche in the regional motor racing industry, taking place over eight weekends in winter and spanning the Middle East, Asia and Australasia. Clyde & Co worked with the Speedcar team on a number of matters including commercial contracts, trade marks, sponsorship and exploitation of intellectual property. Clyde & Co also advised on matters relating to the relationship between Speedcar and GP2 Asia, Speedcar’s co-partner in the Grand Racing Series.
Khaitan & Co. advised Venture Infotek Global Pvt Ltd (VI) in relation to investment made by Kubera Cross-Border Funds Limited (Kubera). VI is a leading ISO 9001:2000 transaction processing and knowledge management company. Kubera is a private equity firm, listed on the London stock exchange (AIM) which invests in cross-border companies. In this complex transaction Kubera made an investment in VI by buying a significant stake in its holding company Venture Infotek Limited in Mauritius through intermediate holding companies. The investment amount is US$20 million. The transaction tested the ability of Khaitan & Co. because the transaction had also to comply with the existing shareholders agreement and operate within the limits of the said agreement. The transaction also involved the infusion of new funds into the Company.
Milbank, Tweed, Hadley & McCloy has advised on the IPO for PT Indo Tambangraya Megah, Banpu’s coal assets in Indonesia, which raised US$337 million in one of the largest private listings of the year in Indonesia. Indo Tambangraya is Indonesia’s third-biggest coal producer.
Sullivan & Cromwell LLP is advising Citigroup in the US$12.5 billion investment in the company by a group that includes Government of Singapore Investment Corp. and Capital Research Global Investors, Capital World Investors, the Kuwait Investment Authority, the New Jersey Division of Investment, shareholder Prince Alwaleed bin Talal of Saudi Arabia and former chief executive of the company Sanford Weill and his family foundation, announced January 15, 2008.
WongPartnership LLP acted for CIMB-GK Securities Pte. Ltd., DBS Bank Ltd. and Goldman Sachs (Singapore) Pte., as joint bookrunners in the issue of US$600 million convertible bonds due 2012, by Wilmar International Limited.
WongPartnership LLP acted as Singapore counsel to Bain Capital Partners LLC in an agreement with American Standard Companies Inc. to acquire the Bath & Kitchen business of American Standard Inc.
WongPartnership LLP acted for MF Global Singapore Pte Ltd in successfully defending a million-dollar claim for a goodwill payment and shares, by its former Chief Executive Officer.
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Thirteen topics covered in the guidance that may be of interest to businesses affected by the regulations.
David Miles remembered
We mourn the passing of a remarkable lawyer and dear friend.
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