Allen & Gledhill has advised Mapletree Logistics Trust and its wholly-owned subsidiaries MapletreeLog Treasury and MapletreeLog Treasury (HKSAR) on the establishment of a S$3 billion (US$2.2b) euro medium-term securities programme. Partner Glenn Foo led the transaction.
AZB & Partners is advising Hero on its acquisition of over 25 percent of the share capital of Corvi Led. Partners Anil Kasturi and Nandita Govind are leading the transaction, which was signed on July 25, 2017 and was valued at Rs700 million (US$11m).
AZB & Partners has also advised SAIC Motor on the acquisition by SAIC Motor HK Investment, through its Indian subsidiary, of certain selected assets of a plant owned by General Motors India in Halol, Gujarat. Partners Zia Mody and Anind Thomas led the transaction.
DLA Piper is advising China Eastern Airlines on a global joint venture between Air France KLM, Delta Airlines and China Eastern Airlines, which have been consolidated by investments by China Eastern and Delta in Air France KLM. Delta and China Eastern will each acquire a 10 percent stake in Air France-KLM’s share capital within the framework of reserved capital increases totalling €750 million (US$887m). Air France-KLM and China Eastern will step up their commercial cooperation and reinforce their partnership within the framework of the existing JV. The transaction will seal a long-term partnership to secure Air France-KLM’s access to the Chinese market and give it a European leadership position in Shanghai, the main business market in China. Shanghai country managing partner Qiang Li, corporate partners Stewart Wang (Shanghai) and Paris location head Jeremy Scemama, and litigation and regulatory partners Casper Hamersma (Netherlands), Alexandra Kamerling (London) and Asia head of investigations and antitrust and competition Nate Bush (Singapore) led the transaction.
Herbert Smith Freehills has advised global TMT investor Softbank on its investment in a new equity funding round for Southeast Asia’s Grab, an online transportation and payments platform. Softbank will lead the investment in the current funding round, alongside China’s Didi Chuxing, the world’s leading one-stop mobile transportation platform, to together invest up to US$2 billion. With an additional US$500 million anticipated before close, this would be the largest single tech financing in Southeast Asia. Asia head of TMT Mark Robinson, assisted by Asia head of competition Mark Jephcott and partners Graeme Preston (Tokyo-corporate) and Kyriakos Fountoukakos, led the transaction, working closely with Prolegis, its formal law alliance Singapore firm, and partner Sakurayuki from Hiswara Bunjamin & Tandjung, its associate Indonesian firm in Jakarta. Didi Chuxing was advised by Paul, Weiss, led by corporate partners Judie Ng Shortell, Jack Lange and Betty Yap.
J Sagar Associates has advised Jasper Infotech (Snapdeal) on its proposed sale of 100 percent shares of its subsidiaries Freecharge Technologies and Accelyst Solutions to Axis Bank. Freecharge operates prepaid wallet and provides card processing, payment aggregation, merchant acquisition and payment support services. Partner Sidharrth Shankar led the transaction. Axis Bank was represented by Cyril Amarchand Mangaldas.
J Sagar Associates has also advised Inter Partner Assistance on the sale of 100 percent of the total issued, paid-up and subscribed share capital of its wholly-owned subsidiary AXA Assistance India to Roadzen. AXA provides automobile assistance, travel assistance, health assistance, lifestyle assistance and security interest services. Partner Vivek K Chandy led the transaction.
Khaitan & Co has advised Chryso Group on the acquisition of Chryso India by Cinven Partners from LBO France. Headquartered in France, Chryso is a leading international producer of additives and admixtures which improve the performance of concrete and cement, and construction systems for the repair and maintenance of buildings. The group operates across Europe, Africa, the Middle East, Asia and the US, with sales in more than 100 countries worldwide. Cinven Partners is a leading international private equity firm, founded in 1977 with offices in London, Frankfurt, Guernsey, Hong Kong, Luxembourg, Madrid, Milan, New York and Paris. Funds managed by Cinven acquire companies with a European focus that will benefit from Cinven’s expertise of growing and building companies globally and require an equity investment of €200 million (US$236.5m) or more. Partner Rabindra Jhunjhunwala led the transaction.
Khaitan & Co has also advised Mahindra & Mahindra Financial Services on the tranche 1 public issue of unsecured, subordinated, redeemable non-convertible debentures aggregating to Rs11.5 billion (US$179m) out of total shelf limit of Rs20 billion (US$312m), proposed to be listed on the debt segment in Bombay, to Indian retail and institutional investors. Mahindra & Mahindra Financial Services is one of India’s leading rural NBFC headquartered in Mumbai. It is among the top tractor financer in India and offers a wide range of financial products to address varied customer requirements. Executive director Sudhir Bassi and partner Manisha Shroff led transaction.
Link Legal India Law Services has represented 1MG on raising US$15 million in its Series C round of investment from a group of investors, which was led by HBM Healthcare and joined by Sequoia Capital, Maverick Capital, Omidyar Network, GHI and Kae Capital. 1MG is one of the leading players in online drugs and healthcare space and deals with online pharmacy, e-diagnostic services and e-consultation services, amongst others. The new round takes the total capital raised by 1MG upwards of US$36 million, with Maverick and Sequoia as the largest shareholders. It also gives the company enough resources to expand its e-diagnostics and e-consultation verticals, as well as launch allied services. Partner Manish Gupta led the transaction. HBM Healthcare and Maverick Capital were represented by Shardul Amarchand Mangaldas Delhi, led by partner Ekta Gupta. Sequoia Capital was represented by Themis Associates, led by principal associate Archan Chakraborty.
Luthra & Luthra has represented Kalanithi Maran and KAL Airways (KMKAL) on a dispute relating to share transfer against SpiceJet before the Supreme Court of India. The dispute emanates from a share purchase agreement, whereby Maran and KAL Airways had transferred their entire 58.46 percent stake in SpiceJet, amounting to Rs350.4 million (US$5.47m) shares, to Ajay Singh in February 2015, leading to a change in ownership of the airline. Under the share purchase agreement, KMKAL were to receive warrants and preference shares in return for the roughly Rs6.79 billion (US$106m) that they made available to the airline. However, SpiceJet failed to issue the warrants and preference shares on the premise of ‘regulatory non-approval / impossibility’. Aggrieved by this, an application was filed seeking deposit of the amount in court. The Single Judge, as well as the Division Bench of the High Court, ruled in favour of the petitioners and ordered SpiceJet to deposit Rs5.79 billion (US$90.4m). SpiceJet filed a special leave petition, arguing that the order of deposit would bring about the financial death of the airline and ought to be modified. KMKAL argued that both the Courts below had balanced equities in the case very fairly and secured only a fraction of the amount in dispute. It was urged that their claim in the continuing arbitration is above Rs20 billion (US$312m) and, in such circumstances, the interests of KMKAL ought to be protected and amount should be secured. The bench dismissed SpiceJet’s petition. Partner Anirban Bhattacharya led the transaction.
Norton Rose Fulbright has advised on the establishment and offering of L1 Capital UK Residential Property Fund. L1 Capital is a specialist fund manager established in 2007 and manages money for a range of clients, including large superannuation funds, financial planning groups, family offices and high net worth individuals. Its property investment arm, L1 UK Property Investments, will manage the fund formed to take advantage of long term investment opportunities in the UK residential property market. Sydney corporate partner Fadi Khoury led the transaction.
Rajah & Tann Singapore has acted for China Jinjiang Environment Holding on the issuance of US$200 million 6 percent senior notes due 2020, which is listed in Singapore. Jinjiang Environment’s issuance of senior notes is the debut issuance by the Chinese waste-to-energy (WTE) industry in the international debt capital markets and is also the first time a Chinese WTE operator has been assigned an international credit rating. Partners Chia Kim Huat, Lee Xin Mei, Hoon Chi Tern and Chor Zhi Chao led the transaction.
Shardul Amarchand Mangaldas has advised affiliates of GE on the sale of their entire shareholding in their cards business in India. SBI Cards is the second largest cards company by market share in India. The cards business is operated by SBI Cards and Payment Services and GE Capital Business Process Management Services, two joint venture companies between SBI and affiliates of GE. As a part of the transaction, the affiliates of GE, namely GECMOI and GEREIH, entered into definitive agreements for the sale of their entire shareholding amounting to 40 percent of SBI Cards and Payment Services and 60 percent of GE Capital Business Process Management Services to each of the State Bank of India (an existing shareholder of both the companies) and the Carlyle Group. Pursuant to the proposed transaction, the affiliates of GE will completely exit the JV companies, and SBI shall hold 74 percent while Carlyle Group shall hold 26 percent of each the JV companies. Partners Shuva Mandal, Abhishek Guha and Abhay Sharma led the transaction, which was signed on July 21, 2017 and is expected to close in the fourth quarter of 2017, subject to receipt of regulatory approvals from the CCI and the RBI. Slaughter and May advised GE. Latham and Watkins and Cyril Amarchand Mangaldas advised Carlyle. Desai & Diwanji advised SBI.
Shearman & Sterling is advising the controlling shareholder of Future Land Development Holdings on its privatisation proposal for Future Land by way of a scheme of arrangement. Under the scheme, all the shares in Future Land held by the third party shareholders will be cancelled in exchange for HK$3.30 (US$0.42) in cash each, at the total consideration of approximately HK$5.1 billion (US$652.7m). After closing, the listing of Future Land shares in Hong Kong is anticipated to be withdrawn. Future Land is a leading market player in property development, property investment and property management in China. Partners Colin Law (Hong Kong-capital markets) and Ben Shorten (Singapore-project development & finance), are leading the transaction.
Simpson Thacher is representing KKR on its investment in a new joint venture holding company with LS Group, one of South Korea’s largest diversified corporations, to acquire the business of LS Automotive. KKR will own 47 percent of the voting shares of the JV for LS Automotive, while LS Group will maintain control of the JV, owning 53 percent of the voting shares. As part of this transaction, KKR will also acquire LS Group affiliate LS Mtron’s copper foil and flexible copper clad laminate (CF/FCCL) business. KKR’s investment implies a combined enterprise value of LS Automotive and the CF/FCCL business of approximately W1.05 trillion (US$934m). LS Automotive is a leading auto parts company in South Korea that has established globally competitive positions in high-growth auto component segments, including switches, interior lamps and human machine interface (HMI) systems, and electrical and electronics components. LS Automotive is the top Tier-1 supplier of HMI components to Hyundai Kia Motors, as well as major global original equipment manufacturers (OEMs) in the US and Japan, and leading local OEMs in China and India. The CF/FCCL business manufactures and sells copper foils for large capacity lithium-ion batteries for primarily electric vehicle (EV) applications. The copper foil business for EV battery applications is expected to be among the fastest-growing segments of the auto industry due to rising demand for environmentally friendlier transportation. The CF/FCCL business supplies global EV battery leaders, including LG Chemical and major battery manufacturers in Japan and China. Hong Kong partners Jin Park (head of Korea practice) and Ian Ho are leading the transaction, which is subject to customary closing conditions.
Sullivan & Cromwell (Hong Kong) is representing JP Morgan as financial adviser to Orient Overseas (International) (Hong Kong) on its acquisition by Cosco Shipping Holdings (China), a majority-owned subsidiary of China Cosco Shipping (China), and Shanghai International Port (Group) (China). Corporate partners Kay Ian Ng (Hong Kong) and Gwen Wong (Beijing) are leading the transaction, which was announced on July 9, 2017 and is valued at approximately US$$6.3 billion.
Walkers has acted as Cayman Islands counsel to China Development Bank Financial Leasing as the issuer and the guarantor on its establishment of a US$3 billion medium term note programme. The programme involved a Cayman Islands incorporated keep well issuer, CDBL Funding 2, which would issue keep well notes, unconditionally and irrevocably guaranteed by Metro Excel, with the benefit of the keep well deed and other security given by China Development Bank Financial Leasing. Partner Jenny Nip led the transaction, while Linklaters advised on Hong Kong and international law and Global Law Office advised on PRC law.
Wong & Partners, the member firm of Baker McKenzie in Malaysia, has advised Touch ‘N Go (TNG) on the joint venture with Ant Financial Services Group. In a landmark collaborative effort to operate a world class online and offline payments business and deliver a mobile wallet solution and related financial services, TNG entered into a JV with Ant Financial, the parent company of Alipay. The JV represents Ant Financial’s first investment into Malaysia. With the establishment of the JV, it is anticipated that the financial services industry in Malaysia will be revolutionised, particularly where it relates to domestic and cross border payments. This JV will have a crucial role in contributing to Malaysia’s fast moving digital economy and its fintech agenda, resulting in innovative solutions for the benefit of consumers. TNG is Malaysia’s largest electronic payment system operator, while Alipay is the world’s leading digital financial services provider headquartered in China. Partners Andre Gan and Sue Wan Wong led the transaction.
WongPartnership is acting for Nesta Investment Holdings, which is controlled by a consortium comprising of HOPU Logistics Investment Management, Hillhouse Capital Logistics Management, SMG Eastern (an entity wholly-owned by the CEO of Global Logistics Properties), Bank of China Group Investment and Vanke Real Estate (Hong Kong), on the proposed acquisition of Global Logistic Properties for approximately S$16 billion (US$11.8b) by way of a scheme of arrangement. Managing partner Ng Wai King and partners Andrew Ang, Christy Lim, Quak Fi Ling and Felix Lee are leading the transaction, which is the largest public acquisition deal in Singapore to date.
WongPartnership is also acting for a consortium led by Yanlord Land Group and Perennial Real Estate Holdings on the acquisitions of an approximately 33.4 percent stake in United Engineers and a 29.9 percent stake in WBL, resulting in the consortium having to make mandatory general offers for the remaining stock units and preference shares of United Engineers, and possibly having to make a chain offer for the remaining shares of WBL, with a combined value of S$1.83 billion (US$1.35b). Managing partner Ng Wai King, partners Christy Lim, Chan Sing Yee, Chan Jia Hui and Lydia Ong are leading the transaction.
ZICO Insights Law has acted for ZICO Capital, as the sponsor and issue manager, and UOB Kay Hian, as the placement agent, on shopper360’s IPO and listing by way of placement of shares in Singapore. The IPO raised gross proceeds of approximately S$11.02 million (US$8.1m), and shopper360’s market capitalisation is approximately S$33.2 million (US$24.4m), based on the post-placement share capital of 114.4 million shares. shopper360 is a well-established shopper marketing services provider in the retail and consumer goods industries in Malaysia. Director Gregory Chan led the transaction, which was completed on June 30, 2017.