|Allen & Gledhill has advised the Housing Development Board in respect of the issue of S$600 million (US$473.9m) fixed rate notes under its S$22 billion (US$17.37b) multicurrency medium term note programme. Partners Margaret Chin and Sunit Chhabra led the transaction.
Allen & Gledhill has also advised DBS Bank Ltd and DBS Trustee Ltd in respect of a US$500 million multicurrency medium term note programme established by Petra Foods Ltd. DBS was appointed arranger, issuing and paying agent and agent bank. DBS Trustee was appointed trustee for holders of the notes. Partners Margaret Chin and Sunit Chhabra also led the transaction.
Amarchand & Mangaldas & Suresh A Shroff Co has advised Avantha Holdings Ltd in respect of the raising by Avantha Holdings Ltd and its wholly-owned subsidiary Salient Financial Solutions Ltd of INR6.8 billion (US$111.5m) corporate finance through a combination of loan facilities and unlisted non-convertible debentures from a group of lenders consisting of, inter alia, KKR India Financial Services Private Ltd, L&T Finance Ltd, L&T Fincorp Ltd and Family Credit Ltd. IL&FS Trust Company Ltd acted as trustee. Partner Kalpataru Tripathy led the transaction. The lenders and debenture holders were advised by AZB & Partners.
AZB & Partners has advised Loop Mobile (India) Ltd in respect of Bharti Airtel Ltd’s proposal to purchase Loop Mobile’s telecom business comprising of, inter alia, its subscribers, telecom infrastructure and assets, subject to regulatory approvals and execution of definitive agreements between the parties. Partner Abhijit Joshi led the transaction which was signed on 18 February 2014 and is yet to be completed.
AZB & Partners has also advised Muthoot Finance Ltd in respect of its public issue of secured and unsecured non-convertible debentures aggregating to approximately US$83 million. ICICI Securities Ltd is the lead manager to the issue. Partner Srinath Dasari led the transaction which was completed on 10 February 2014.
Clifford Chance has advised BNP Paribas and Bank of America Merrill Lynch as joint global coordinators in respect of Haichang Holdings Ltd’s HK$2.45 billion (US$315.56m) global offering and listing on the HKSE. The company sold a total of one billion shares at HK$2.45 (US$0.316) each. Haichang, which started trading in Hong Kong on 13 March 2014, is a developer and operator of theme parks and ancillary commercial properties in China. The company operates six marine theme parks located in Dalian, Qingdao, Tianjin, Yantai, Wuhan and Chengdu, and will complete acquisitions of two additional theme parks, Dalian Discoveryland and Chongqing Caribbean Water Park, by the end of 2014. Partners Jean Yu, Tim Wang and Jean Thio led the transaction. Maples and Calder, led by John Trehey and Derrick Kan, acted as Cayman Islands legal counsel to Haichang Holdings Ltd whilst Milbank Tweed Hadley & McCloy acted as Hong Kong counsel and Akin Gump Strauss Hauer & Feld acted as US counsel.
Conyers has advised Jadara Capital Partners in respect of the formation and launch of the Jadara Frontier Fund, a concentrated long/short hedge fund investing primarily in listed equities across global frontier and small emerging markets with focus on Sub-Saharan Africa, Middle East & North Africa, Eastern Europe, Central Asia, Southern Asia and Central & Southern America. Jadara Capital Partners is a Dubai International Financial Centre-based independent asset management firm investing in frontier emerging markets with a geographic scope, including the Middle East and North Africa, Sub-Saharan Africa, Southern Asia, Central Asia, Eastern Europe and Latin America. Jadara was founded by Ahmad Zuaiter, a former money manager for Soros Fund Management. Director Fawaz Elmalki led the transaction whilst Dechert acted as international counsel to Jadara Capital Partners and the Jadara Frontier Fund.
Eversheds has advised Brady Corporation, a leading global provider of precision engineered components, in respect of the sale of its Asian and European die-cut business to US-based Boyd Corporation. NYSE-listed Brady announced in May 2013 that the die-cut operations no longer fit with the company’s overall strategy. The disposal allows Brady to focus on its Identification solutions and workplace safety businesses. Brady’s die-cut business operates in China, Singapore, Thailand, Korea, Taiwan and Germany, among other countries. The deal was signed on 24 February 2014 and is due to complete in two phases later this year, each subject to customary closing conditions. Partner Antony Walsh led the transaction whilst Baker & McKenzie acted as US counsel.
IndusLaw has advised Vinculum Solutions Private Ltd and Accel India Venture II (Mauritius) Ltd in respect of the investment into Vinculum Solutions by IvyCap Ventures with participation of existing investor Accel. Vinculum Solutions, an SaaS (Software as a Service)-based software products developer for e-commerce and multi-channel retailers, has made inroads in the Southeast Asian markets besides India and is looking to expand to the US. Ashish Wadhwani, managing partner at IvyCap, will join the board of Vinculum as part of the investment. IvyCap is an early-to-growth stage venture capital firm looking to back ventures floated by alumni of top engineering and management institutions such as IITs and IIMs in the country. Accel Partners, an active early stage investor in India, had invested in the Series A funding round of Vinculum three years ago. KLaw Mumbai, led by partner Praveen Raju, also advised on the transaction.
Latham & Watkins has advised Amtek Engineering Ltd, a Singapore publicly-listed precision engineering company, in respect of a definitive agreement for the acquisition of US-based international precision engineering company Interplex Industries Inc for up to US$210 million. The transaction is expected to close in the second half of the year. Partners Chei Liang Sin and Adel Aslani-Far led the transaction.
Latham & Watkins has also advised Qatar Petroleum (QP) in respect of the US$880 million IPO of shares in its subsidiary Mesaieed Petrochemical Holding Company QSC (MPHC) at an offer price of QAR10 (US$2.75) per share plus offering and listing costs. The IPO, which closed on 21 January 2014 and was five times oversubscribed, was the first in Qatar since 2010, making it also the first IPO under the current listing rules of the Qatar Financial Markets Authority (QFMA) and the first since Qatar was upgraded from “frontier” to “emerging” market status by Morgan Stanley Capital International in 2013. Approximately 323 million MPHC shares were offered within Qatar to eligible investors (Qatari nationals and certain selected Qatari institutions). MPHC shares were admitted to trading on the Qatar Exchange in Doha on 26 February 2014. MPHC is a holding company owning large stakes in three key players in Qatar’s petrochemical sector. Partners Ahmad Anani and Andrew Tarbuck led the transaction.
Maples and Calder has acted as Cayman Islands counsel to JD.com, Inc (JD), a Cayman Islands company which is a leading online direct sales company in China, in respect of its strategic partnership with Tencent Holdings Ltd, a leading internet company serving the online community in China. In connection with the transaction, JD will issue to Tencent new shares representing approximately 15 percent of JD’s issued share capital upon closing of the transaction. Furthermore, Tencent will subscribe at IPO price for an additional five percent of JD on a post-IPO basis, expected to close concurrently with JD’s IPO. As part of the transaction, JD will acquire several of Tencent’s e-commerce businesses and gain a minority stake in 51Buy.com, known as Yixun, which specializes in consumer electronics. Skadden, Arps, Slate, Meagher & Flom acted as international counsel and Zhong Lun Law Firm acted as PRC counsel. Davis Polk & Wardwell acted as international counsel and Han Kun Law Firm acted as PRC counsel to Tencent.
Rajah & Tann has acted as Singapore counsel to.Shenzhen Stock Exchange-listed Yang Guang Co Ltd in respect of its US$309 million acquisition from Recosia China Pte Ltd of interest in Coralvest Private Ltd and Merino Private Ltd. Coralvest and Merino hold interest in Tianjin Jianshe Xinhui Trading Co Ltd and Tianjin Zijin Xinjia Trading Co Ltd, respectively, which are engaged in property development, construction, commercial project management and operation as well as retail-related commercial leasing in the PRC. Partners Danny Lim and Chia Lee Fong led the transaction which was announced on 21 February 2014 and is yet to be completed. Allen & Gledhill acted as Singapore counsel to Recosia China Pte Ltd.
Rajah & Tann is also acting for SGX-ST-listed Medtecs International Corporation Ltd (MIC) in respect of its proposed acquisition of approximately 3.4 million issued and paid-up common stocks in the capital of Medtecs (Taiwan) Corporation (MTC) held by Wang Wan Fa for approximately US$1.63 million which will be satisfied by the allotment and issue of approximately 32.64 million new ordinary shares in MIC’s capital at the issue price of US$0.05 per share. MTC is currently a 92.4 percent owned subsidiary of MIC and the sale shares held by the vendor comprise the balance of the issued share capital of MTC. Following completion of the acquisition, MTC will become a wholly-owned subsidiary of MIC. Partners Danny Lim and Chia Lee Fong also led the transaction which was announced on 3 March 2014 and is yet to be completed.
Skadden has represented NYSE-listed Vipshop Holdings Ltd (Vipshop), a leading China-based online discount retailer, in respect of its US$550 million offering of 1.5 percent convertible senior notes due 2019 and in the US$163.9 million public offering of 1.14 million American Depositary Shares (ADS) by certain Vipshop selling shareholders. Vipshop has granted to the underwriters a 30-day option to purchase up to an additional US$82.5 million amount of the senior notes and the selling shareholders have granted to the underwriters a 30-day option to purchase up to an additional 171,000 ADSs, the latter option having been fully exercised.
Slaughter and May, London and Hong Kong, is advising Senior plc in respect of its proposed 100 percent acquisition of UPECA Technologies Sdn Bhd from Millennium Arena Sdn Bhd, a holding company for UPECA’s private shareholders. The acquisition is for a total consideration of £58.2 million (US$96.86m), payable in cash at completion, and is expected to complete by the end of March 2014. UPECA has over 20 years’ experience manufacturing high-precision engineered components serving the aerospace and energy sectors, and manages manufacturing facilities in Malaysia and the People’s Republic of China. Partners Padraig Cronin and Natalie Yeung are leading the transaction whilst Zaid Ibrahim & Co, led by partner Idahani Ismas Ismail, is advising on Malaysian law and Jun He, led by James Tao Wu and Liu Jin, is advising on PRC law.
Weerawong, Chinnavat & Peangpanor has represented PCS Machine Group Holding Plc, a holding company engaged in the manufacture and sale of automotive parts, in respect of its corporate restructuring and IPO on the Stock Exchange of Thailand. The IPO comprised 389 million shares for a total offering size of β3.35 billion (US$104.12m). Bualuang Securities acted as a financial adviser and joint lead underwriter with SCB Securities. The trading date on the SET was on 14 March 2014. Partner Peangpanor Boonklum led the transaction.
Weil, Gotshal & Manges has advised Baring Private Equity Asia in respect of one of the biggest going private transactions for a US-listed Chinese company Giant Interactive Group Inc, one of China’s leading online game developers and operators. Giant Interactive announced on 17 March 2014 that it has entered into a definitive agreement and plan of merger with Giant Investment Ltd and Giant Merger Ltd, a wholly-owned subsidiary of Giant Investment. Pursuant to the merger agreement, Giant Investment will acquire Giant Interactive for cash consideration equal to US$12.00 per ordinary share and US$12.00 per American Depositary Share of the company, each representing one share, or approximately US$3 billion in aggregate cash consideration. The merger, which is expected to close in the second half of 2014, is subject to customary closing conditions. Partner Akiko Mikumo with partner Soo-Jin Shim led the transaction whilst Fangda Partners acted as PRC counsel. Giant Interactive was advised by O’Melveny and Myers as US counsel, Grandall Legal Firm (Shanghai) as PRC counsel, and Conyers, Dill and Pearman as Cayman Islands counsel.
Zhong Lun has advised ZF Friedrichshafen AG (ZF Group) in respect of a master purchase agreement with Zhuzhou Times New Material Technology Co Ltd (TMT) for the transfer of ZF Group’s global rubber metal and plastics business and assets to TMT. The total consideration for the transaction, which is expected to close on July 2014, is €290 million (US$403.8m). Dr Scott Guan and Ricky Luo led the transaction.
Zhong Lun has also advised Shanda Interactive Entertainment Ltd in respect of the transfer of its 100 percent shares in Hangzhou Bianfeng and Shanghai Haofang to Zhejiang Daily Media Group Co Ltd. Dr Scott Guan and Ricky Luo also led the transaction.