Deals – 18 December 2008

Drew & Napier LLC advised SGX-Listed Eng Wah Organisation Ltd on a S$675 million reverse takeover of Transcutaneous Technologies Inc. Pursuant to the reverse takeover, Eng Wah conducted a capital reduction exercise as well as a series of disposals of its existing assets and businesses, which were taken private. Directors Sin Boon Ann and Tony Toh advised Eng Wah Organization in relation to the reverse takeover as well as the capital reduction and disposals.

Gide Loyrette Nouel has advised the Citélum Group on the successful negotiation of a scheme for the comprehensive management of urban lighting in Kunming Municipality, Yunnan Province. This urban lighting public private partnership is the first of its kind in China, and includes a strong commitment to meet significant energy saving targets. The Beijing based team, led by partner Stephane Vernay, advised Citélum in structuring the deal, drafting the project documentation and concluding the negotiations.

Gide Loyrette Nouel has advised Veolia Transport regarding the establishment of a joint venture with Nanjing Zhongbei, a PRC company listed on the Shenzhen stock exchange with a majority ownership by Nanjing Municipality. Hong Kong office manager Rebecca Silli led the team assisting Veolia in the due diligence, drafting and negotiation of the joint venture’s contract documentation.

JSM advised the sole shareholder of Cytech Technology Ltd in selling its entire issued share capital to Macnica Inc, a company listed on the Tokyo Stock Exchange. The transaction involved the acquisition of Cytech and its PRC subsidiaries, and was valued at US$55 million. Lead Partners on the transaction included Hannah Ha and Julie Zhang on tax aspects and Hong Tran on employment issues

Nishith Desai Associates acted as legal and tax counsel for IL&FS Investment Managers Ltd in the final close of the IL&FS India Realty Fund II. The fund raised US$895 million, exceeding its target of US$750 million.

Nishith Desai Associates acted as legal counsel for Valiant Mauritius Partners FDI Ltd in their investment of 1 billion Indian rupees (approximately US$22 million) into Spandana Spoorthy Financial Ltd, a microfinance company based in Hyderabad.

Watson, Farley & Williams acted for a syndicate of lenders led and arranged by DVB Group Merchant Bank (Asia) Ltd, Skandinaviska Enskilda Banken AB (Publ), Singapore branch and Bayerische Hypo Und Vereinsbank AG, Singapore branch in relation to certain pre-delivery and post-delivery loan facilities made available to two subsidiaries of North China Shipping Holdings Co Ltd in respect of financing the acquisition of two VLCC new buildings currently being built by Dalian Shipbuilding Industry Co. The transaction involved several jurisdictions and was led by international finance partner Madeline Leong.