Deals – 20 January 2011

Allen & Gledhill has also advised AIMS AMP Capital Industrial REIT Management Limited (AIMSAMPIREIT) , as its manager in respect of AIMSAMPIREIT’s acquisition of 27 Penjuru Lane, Singapore for approximately S$161 million (US$125.5m) from AMP Capital Business Space REIT. The acquisition was partly financed by a fully underwritten and renounceable rights issue of approximately 513.3 million new units in AIMSAMPIREIT which raised gross proceeds of S$79.6 million (US$62m). Partners Jerry Koh and Foong Yuen Ping led the transaction.

Clifford Chance has advised EQT Greater China II (EQT) in respect of its acquisition of a majority stake of Qinyuan Bakery (Qinyuan), a retail bakery chain in Southwest China with a market share of approximately 40 per cent in its two main markets, namely Chongqing and Guiyang. EQT will, over a two-year period and subject to certain conditions, acquire a total of 65 per cent of Qinyuan while the founding entrepreneurs will retain the remaining 35 per cent. Beijing corporate partner Terence Foo led the transaction.

Fangda Partners has represented Focus Media Holding Limited, one of China’s largest lifestyle community digital out-of-home media companies, in respect of its purchase of approximately 15.3 million newly issued common shares of VisionChina Media Inc for approximately US$61 million. The firm’s team was led by corporate partner Michael Qi.

Fangda Partners has also represented A O Smith Corporation in respect of the sale of its electric motor division to NYSE listed Regal Beloit Corporation for US$875 million. The deal was announced on 13 December 2010. The firm’s team was led by corporate partner Seagull XIONG.

J Sagar Associates has advised Cethar Vessels Ltd (Cethar), a Tiruchirappalli based company engaged in the manufacture of boilers for power plants, in respect of Baring Private Equity Partners India’s acquisition of a minority stake of approximately US$90 million in Cethar. Partner Sanjay Kishore led the transaction. Barings Private Equity Partners was advised by Luthra & Luthra Delhi.

Majmudar & Co has acted as Indian legal counsel to Reliance Venture Asset Management Limited (RVAML), an investment arm of India-based private sector business house Reliance–Anil Dhirubhai Ambani Group, in respect of its Series A investment of US$12 million in AllGreen Energy India Private Limited (AllGreen). GE Mauritius Infrastructure Holdings Limited, one of the affiliates of GE Oil and Gas, was also a party to the Series A investment in AllGreen. The transaction was led by partner N Raja Sujith.

Khaitan & Co has advised Techno Electric & Engineering Company Limited (TEEC) in respect of its 49 per cent investment in Jhajjar KT Transco Private Limited (Jhajjar), an SPV involved in the development, operation and maintenance of a 400kV/220kV transmission project of Haryana Vidyut Prasaran Nigam Limited. The PPP project, undertaken on a Design, Build, Finance, Operate and Transfer basis, was awarded to the consortium comprising Kalpataru Power Transmission Limited, which holds a 51 per cent stake in Jhajjar, and TEEC. Partner Amitabh Sharma led the transaction.

Khaitan & Co has also advised French multinational oil and gas company Total SA France in respect of the sale of businesses of coatings resins of Cray Valley and Cook Composite Polymers, as well as the photocure resins of Sartomer, to global chemical company Arkema SA France (Arkema) for approximately US$720 million. The transaction is designed to strengthen Arkema’s acrylics segment. Partner Rabindra Jhunjhunwala advised on the transaction.

Latham & Watkins has advised STATS ChipPAC Ltd in respect of its US$200 million Rule 144A and Regulation S bond offering due 2016 with a coupon of 5.375 per cent. Deutsche Bank AG Singapore Branch was the sole bookrunner for the transaction. The firm’s team was led by Singapore partners Michael Sturrock and Min Yee Ng.

LS Horizon Limited and LS Horizon (Lao) Limited has represented Electricite Du Laos (EDL), the Lao People’s Democratic Republic state enterprise, in respect of the incorporation and the IPO of up to 217.1 million ordinary shares of EDL-Generation Public Company. The total value of the offering was approximately US$115.6 million on the newly-established Lao Securities Exchange. Partners Sunpasiri Sunpa-a-sa and Sawanan Limparangsri led the transaction.

Mallesons Stephen Jaques has advised Campbell Soup, reputedly the world’s largest soup company, in respect of its agreement with HKSE listed Swire Pacific to form a joint venture in China to develop the growing soup market in Mainland China. Called Campbell Swire, the JV will be responsible for manufacturing, packaging, branding, marketing and distributing soup, broth and stock products in China and will commence operations in early 2011. Swire Pacific will own a 40 per cent stake while Campbell will have a 60 per cent ownership. The transaction was led by partner Stuart Valentine.

Mallesons Stephen Jaques is also acting for Citi Infrastructure Investors (Citi) and one of its major investors in respect of the acquisition of a major stake in DP World’s Australian port interests for A$1.5 billion (US$1.5b). Dubai listed DP World operates container terminals in Sydney, Brisbane, Melbourne, Adelaide and Fremantle. Under the deal, Citi and its investor will assume control of the Australian container terminals with a 75 per cent majority ownership, while DP World will maintain a 25 per cent slice of its Australian container terminals and will continue to provide management services to the ports. The transaction will be partially funded through an acquisition finance facility provided by HSBC, NAB, ANZ, CBA, Westpac, Banco Santander and Credit Agricole. The firm’s team was led by partners Scott Gardiner, Ros Anderson and Chris Wheeler.

Mayer Brown JSM has advised SEACOR Capital (Asia) Limited (SEACAP), a wholly owned subsidiary of diversified multinational oil company SEACOR Holdings Inc, in respect of its US$25 million minority investment in newly issued common equity of Hawker Pacific Airservices Limited (Hawker Pacific). Under the terms of the transaction, SEACAP has also appointed representatives to the Hawker Pacific Board of Directors. The investment aims to help Hawker Pacific expand its business across the Asia Pacific and Middle East regions. Corporate partners Stephen Bottomley and Jeremy Cunningham led the transaction which was completed on 15 December, 2010.

Mori Hamada & Matsumoto has advised Itochu Corporation (Itochu) in respect of Yoshinoya Holdings’ buy back of its own 133,000 shares from Itochu via the TSE’s ToSTNet-3 system. Itochu agreed to sell the shares, which are equivalent to a 21.07 per cent stake in Yoshinoya Holdings. This deal, valued at approximately JPY14 billion (US$170m), was completed on 18 January 2011. Partner Katsumasa Suzuki led the transaction.

Norton Rose Group has advised Australia and New Zealand Banking Group Limited, The Hongkong and Shanghai Banking Corporation Limited and Cooperative Centrale Raiffeisen-Boerenleenbank BA in respect of its US$1.3 billion and A$600 million (US$602m) syndicated loan facilities to SGX listed agribusiness company Wilmar International Limited (Wilmar) for its acquisition of Sucrogen Limited from CSR Limited. The facilities are guaranteed by Wilmar. Banking partner Yu-En Ong led the transaction. Wilmar was advised by Allen & Gledhill on the Singapore law aspects and Minter Ellison on the Australian law aspects.

Paul, Hastings, Janofsky & Walker has advised HKSE listed China SCE Property Holdings Limited in respect of its offering of a five-year RMB2 billion (US$301m) synthetic offshore renminbi bond. Deutsche Bank AG Singapore Branch and The Hongkong and Shanghai Banking Corporation Limited were the joint bookrunners. The transaction is significant in that the bond is denominated in renminbi, yet settlement is in US dollars. The firm’s team was led by Raymond Li, Vivian Lam and David Grimm.

Paul, Weiss, Rifkind, Wharton & Garrison has represented General Atlantic in respect of the sale of its interest in global IT services and business solutions provider Patni Computer Systems (Patni) to technology outsourcing company iGATE Corporation USA (iGate) and its subsidiaries. The transaction is valued at US$1.22 billion and involves a mandatory open offer to the public shareholders of Patni to purchase up to 20 per cent of the fully diluted share capital of the company. The firm’s team includes partners Mark S Bergman, David K Lakhdhir and Richard J Bronstein.

Rajah & Tann is advising SGX listed China Gaoxian Fibre Fabric Holdings Ltd (China Gaoxian), a supplier of premium differentiated fine polyester yarn and warp knit fabric in the PRC, in respect of in its dual listing by way of depository receipts on the KRX Kospi Market. China Gaoxian is issuing 30 million depository receipts at 7,000 KRW (US$6.28) per depository receipt, which will raise net proceeds of approximately S$223.8 million (US$174.5m). The depository receipts will commence trading on 25 January 2011. Daewoo Securities Co Ltd acted as the main underwriter. Partners Chia Kim Huat and Danny Lim led the transaction.

Shook Lin & Bok has acted for Aspial Corporation Limited in respect of a renounceable non-underwritten rights issue of approximately 70 million new ordinary shares on the basis of one rights share for every five existing ordinary shares in the capital of the company, to raise net proceeds of approximately S$14.5 million (US$11.3m). Partner Janet Tan acted on the matter.

Slaughter and May has advised China Resources (Holdings) Company Limited in respect of the establishment of an intra-group lending arrangement for the China Resources group. The arrangement involves four of China Resources’ HKSE listed companies – China Resources Land Limited, China Resources Enterprise, Limited, China Resources Cement Holdings Limited and China Resources Microelectronics Limited – which may lend in excess of US$1.05 billion. The transactions constitute non-exempt continuing connected transactions under the Hong Kong Listing Rules and have been approved by the independent shareholders of each listed company. Partner Peter Lake led the transaction.

Weerawong, Chinnavat & Peangpanor has acted for Thailand based lifestyle entertainment company Major Cineplex Group Plc and Kasikorn Asset Management Co, as the management company of Major Cineplex Lifestyle Leasehold Property Fund (MJLF), in respect of the capital increase of the fund for the acquisition of Suzuki Avenue Ratchayothin Lifestyle Shopping Complex in the form of a leasehold right from Siam Future Development Plc. The capital increase was made through a public offering of the REIT units for local and international investors. The deal was valued at approximately THB1.15 billion (US$38.33m). The transaction, which closed on 29 December 2010, was led by partner Pakdee Paknara.

Weerawong, Chinnavat & Peangpanor has also advised TMB Bank Plc and Krung Thai Bank Plc in respect of the THB38.5 billion (US$1.28b) bridge loan facility to Big C Super Center Plc for the acquisition of the Thailand business of French retail chain Carrefour and also in respect of refinancing. The transaction, led by Kulachet Nanakorn, was closed on 20 December 2010.

White & Case LLP has represented China Development Bank (CDB) in respect of its financing of Perilya Canada Limited’s (Perilya Canada) US$183 million acquisition of GlobeStar Mining Corporation, an Ontario-based company which operates the Cerro de Maimón mine in the Dominican Republic. Perilya Canada, a wholly owned subsidiary of Australia-based Perilya Limited, secured a financing package of up to US$100 million from CDB and funded the remainder of the acquisition through existing cash resources. Xiaoming Li, head of the firm’s China practice, led the transaction.

WongPartnership has acted as counsel to Orchard Turn Retail Investment Pte Ltd, a company jointly owned by CapitaMalls Asia Limited and Sun Hung Kai Properties Limited, in respect of the grant of syndicated credit facilities of up to S$1.62 billion (US$1.26b). The facilities were arranged by 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 for, inter alia, refinancing facilities which were previously obtained for the acquisition and development costs of ION Orchard Singapore. Partner Christy Anne Lim acted on the matter.

WongPartnership has also acted for United Overseas Bank Limited, the financial advisor and financier to R&Y Holdings Limited (R&Y Holdings), in respect of the proposed voluntary delisting of Reyoung Pharmaceutical Holdings Limited (RPH) from the SGX, and the exit offer by R&Y Holdings to acquire all the issued ordinary shares in the capital of RPH other than those shares held by RPH as treasury shares and those shares already owned, controlled or agreed to be acquired by R&Y Holdings and certain RPH shareholders. Partners Andrew Ang, Dawn Law and Christy Anne Lim acted on the matter.