Deals – 22 September 2011

Allen & Gledhill has advised Cheung Kong Bond Securities Ltd (Cheung Kong Bond) as the issuer and Cheung Kong (Holdings) Ltd as the guarantor, in respect of Cheung Kong Bond’s issue of S$500 million (US$388.5m) 5.125 per cent guaranteed senior perpetual securities guaranteed by Cheung Kong (Holdings). The issuer is an indirect wholly-owned subsidiary of the guarantor. DBS Bank Ltd and JP Morgan (SEA) Ltd are the joint lead managers. Deutsche Bank AG Hong Kong Branch is the fiscal agent, transfer agent and paying agent. Deutsche Bank AG Singapore Branch is the Singapore paying agent and Deutsche Bank Luxembourg SA is the registrar. Partner Margaret Chin led the transaction.

Allens Arthur Robinson has advised Australia and New Zealand Bank (ANZ), United Overseas Bank (UOB) and Sumitomo Mitsui Banking Corporation (SMBC) as the mandated lead arrangers, book runners and lenders, in respect of a US$190 million syndicated term loan to Singapore-based chemical producer and distributor Sinochem International Overseas Pte Ltd. The syndicated term loan, which was signed on 16 September 2011, will be guaranteed by the Chinese state-owned enterprise Sinochem International Ltd. Partner Rod Howell led the transaction.

Amarchand & Mangaldas & Suresh A Shroff & Co has advised in respect of the proposed acquisition by Fortis Healthcare (India) Ltd of Fortis Healthcare International Pte Ltd from RHC Financial (Mauritius) Ltd, a company owned by the promoters of Fortis Healthcare India, in an all cash deal. Pursuant to the acquisition, the consolidated Fortis entity will form one of the largest healthcare delivery networks in the Asia Pacific region. The deal was announced on 19 September 2011 and closing is expected by 31 December 2011. Partner Cyril Shroff led the transaction whilst Rajah & Tann and Allens Arthurs Robinson were the Singapore and Australian counsels, respectively.

AZB & Partners has advised Reliance Industries Ltd (RIL) in respect of the acquisition by BP of a 30 per cent stake in 23 oil and gas production sharing contracts that RIL operates in India, including the producing KG D6 Block. The total consideration for the transaction was approximately US$7.2 billion, with future performance payments of up to approximately US$1.8 billion. Partner Shuva Mandal led the transaction.

AZB & Partners has advised Suhail Bahwan Group, Sultanate of Oman (SBG) in respect of its acquisition of 49 per cent of MHI Engineering and Industrial Projects India Private Ltd (MEIP) to undertake the development, design, engineering, procurement, construction, management, after-sale services and other functions for various industrial, infrastructure and construction projects. MHI and SBG invested approximately US$2.1 million for 49 per cent in MEIP. Partner Yashwant Mathur led the transaction which was completed on 2 September 2011.

Baker & McKenzie has advised Siemens in respect of a €2 billion (US$2.7b) contract for the delivery of Desiro RUS type regional trains to Russian Railways (RZD). The order, for which a preliminary contract was signed in June 2011, is for the delivery of 1,200 rail cars. The trains will be delivered by Siemens Train Technologies, a joint venture between Siemens and the Russian rail technology manufacturer Sinara. Starting 2013, the new cars ordered by RZD are to be built in the Ural Locomotives plant near Yekaterinburg, where Siemens and Sinara started manufacturing electric freight locomotives earlier this year under the Ural Locomotives joint venture. Partner Sergei Voitishkin led the transaction.

Fangda has acted for Atlas Copco (China) Investment Co Ltd in respect of its 100 per cent acquisition of Wuxi Shengda Air/Gas Purify Equipment Co Ltd with the acquisition price of RMB74.3 million (US$11.6m). Partner George Xu led the transaction.

Fangda has also represented Yun Feng Fund in respect of its investment into a fresh food chain based in Zhejiang Province at a price of RMB35 million (US$5.47m). The deal was led by partner Leo Lou.

J Sagar Associates has advised business process outsourcing major Genpact in respect of an acquisition of media and business research firm Empower Research LLC. By way of this acquisition, Genpact will also acquire an indirect control over Empower’s wholly owned subsidiary in India, Empower Research Knowledge Services Private Ltd. Partners Shivpriya Nanda and Trisheet Chatterjee led the transaction whilst Wiggin and Dana acted as the US counsel for Genpact. Empower and its promoters were advised by the Bangalore office of AZB & Partners.

J Sagar Associates has also acted for Cikautxo S Coop, a large Spanish auto component manufacturer, in respect of its 50:50 joint venture with Taurus Flexible Private Ltd (TFPL), a Jamshedpur based company with a significant presence in the auto component manufacturing space. The JV company will manufacture rubber hoses in India for sales within and outside India. The transaction involved business transfer by one of the subsidiaries of TFPL into the JV company and a back to back investment by Cikautxo into the JV. Partner Upendra Nath Sharma led the transaction whilst partner Thimmaiah of MD&T advised TFPL.

Jones Day has acted as US and Hong Kong counsel to Hainan Airlines (Hong Kong) Co Ltd as issuer, and Hainan Airlines Co Ltd as guarantor, in respect of the issuance of RMB1 billion (US$155m) aggregate principal amount of 6 per cent Renminbi-denominated guaranteed bonds due 2014 in a Regulation S offering and the unconditional and irrevocable guarantee in relation to the bonds by the guarantor. The transaction represents one of the first offshore RMB financings by a group listed solely in the PRC. Hainan Airlines Co Ltd is a leading business enterprise in the Chinese aviation industry and the issuer is a wholly-owned subsidiary of Hainan Airlines Co Ltd. Deutsche Bank, JP Morgan and Wing Lung Bank acted as joint lead managers for this issue. David Neuville and Joseph Lee led the transaction whilst Clifford Chance advised the joint lead managers as to Hong Kong Law.

Khaitan & Co has advised Raiffeisen Bank International AG Singapore Branch as the lender in respect of the corporate guarantee issued by Bhadresh Trading Corporation Ltd under the Overseas Direct Investment route, to secure various trade finance facilities extended to Cashcot Industries Pte Ltd under the letter of offer entered into between the borrower and the lender. Raiffeisen Bank International AG is one of the foremost providers of corporate and investment banking services in Austria and a leading universal bank in Central and Eastern Europe. Partner Devidas Banerji acted on the transaction.

Khaitan & Co has advised Sekisui Chemical Co Ltd in respect of its joint venture with Dipty Lal Judge Mal Private Ltd. Sekisui Chemical is a multinational corporation with over 200 companies operating in 20 different countries. Its main enterprises include products for housing, urban infrastructure and environmental products, as well as high performance plastics. Partners Bharat Anand and Manas Kumar Chaudhuri led the transaction.

Nishith Desai Associates has advised SEAF India Agribusiness Fund and SEAF India Agribusiness International Fund (SEAF Funds) in respect of their investment in Abhay Cotex Private Ltd (Abhay Cotex) aggregating to INR260 million (US$5.4m). SEAF Funds is an investment management group that provides growth capital and business assistance to small and medium enterprises in emerging and transition markets. Abhay Cotex is a company primarily engaged in the agribusiness sector.

Shearman & Sterling has advised East Asia Power (Xiamen) Company Ltd (EAP), a subsidiary of Pacific Oil and Gas, in respect of the sale of certified emission reductions to be generated under the UN Kyoto Protocol’s Clean Development Mechanism regime. Swiss buyer Mercuria Energy Trading SA is purchasing the credits. EAP intends to generate the carbon reduction credits over a seven-year period at its less carbon-intensive Fujian Xiamen Dongbu natural gas-fired plant. Emission reduction credits certified under the Kyoto Protocol’s Clean Development Mechanism regime are freely tradable and may be used to satisfy emission reduction targets under the Protocol itself and in the European Union Emissions Trading System under certain circumstances. Mehran Massih led the transaction.

WongPartnership has acted for Ciena Enterprises Ltd as the offeror in respect of its privatisation of Asia Environment Holdings Ltd, an integrated water and wastewater treatment solution provider in the PRC, by way of a voluntary conditional offer for all the issued and paid-up ordinary shares in the capital of the company, other than those shares held by the offeror as treasury shares and those shares held, directly or indirectly, by the offeror. Partners Andrew Ang, Mark Choy and Kenneth Leong acted on the matter.

WongPartnership has also acted for a Thai public company in respect of overturning, on appeal, a High Court decision which set aside for the first time an international arbitral award on the grounds that it was in conflict with the public policy of Singapore. Partners Chou Sean Yu and Chua Sui Tong acted on the matter.