Deals – 26 May 2011

Allen & Gledhill has also advised ARA-CWT Trust Management (Cache) Limited (as manager of Cache Logistics Trust) and Cache-MTN Pte Ltd (Cache-MTN), a wholly-owned subsidiary of HSBC Institutional Trust Services (Singapore) Ltd (in its capacity as trustee of Cache Logistics Trust), in respect of Cache-MTN’s establishment of a S$500 million (US$400.8m) multicurrency medium term note programme, pursuant to which it may issue notes to be guaranteed unconditionally and irrevocably by the Cache Logistics Trust. Australia and New Zealand Banking Group Ltd (ANZ) has been appointed as arranger and dealer of the programme. Partners Jerry Koh and Long Pee Hua led the transaction whilst partner Margaret Chin advised ANZ, and partners Glenn David Foo and Daselin Ang advised The Bank of New York Mellon, as issuing and paying agent, agent bank and trustee for the holders of the notes.

Ashurst has acted as international and UAE counsel for the funders in respect of the financing of the Shuweihat S3 independent power project in Abu Dhabi, United Arab Emirates, which was completed on 19 May 2011. The firm advised the ECA lenders Japan Bank for International Cooperation (JBIC) and The Export-Import Bank of Korea (K-EXIM), together with the mandated lead arrangers BNP Paribas, Mizuho, Bank of Tokyo Mitsubishi-UFJ, HSBC, National Bank of Abu Dhabi, Samba Financial Group and SMBC. The facilities comprise US$1.1 billion of long-term facilities provided by JBIC, K-EXIM and the mandated lead arrangers and US$280 million equity bridge facilities. The Shuweihat S3 project is a new-build power generation plant that will produce 1600 MW on completion in 2014. Partners David Wadham and John Inglis led the transaction. Herbert Smith, led by Andrew Newbery, acted as the sponsors’ international counsel whilst Trowers & Hamlins, led by Andrew Rae, acted as sponsors’ UAE counsel. White & Case, led by Sandy Kritzalis, acted for ADWEA.

AZB & Partners has advised Gajendra Kumar Patni, Ashok Kumar Patni, Narendra Kumar Patni (promoter group of Patni Computer Systems Ltd) and General Atlantic Mauritius Ltd (General Atlantic) in respect of the acquisition by Pan-Asia iGATE Solutions and iGATE Global Solutions Ltd of the entire shareholding of approximately 83 million shares held by the promoter group and General Atlantic in Patni Computer Systems Ltd. The acquisition represents about 60 per cent of the share capital of Patni Computer Systems Ltd on a fully diluted basis. The transaction was completed on 12 May 2011 and was valued at approximately US$1.22 billion. Partners Zia Mody, Alka Nalavadi and Essaji Vahanvati led the firm’s advisory team.

AZB & Partners has also advised the Australian Wheat Board in respect of the acquisition by Cargill Inc of all the shares in AWB India Private Ltd, AWB Krishi Suvidha Parisar (Kota) Pvt Ltd and AWB Krishi Upaaj Parisar (Talera) Pvt Ltd. The acquisition was pursuant to a sale agreement signed on 15 December 2010 among Cargill Inc, Agrium Inc and AWB Ltd. Partner Ashwin Ramanathan led the transaction which was completed on 11 May 2011.

Clifford Chance has advised the joint sponsors, composed of Goldman Sachs (Asia) LLC, China International Capital Corporation Hong Kong Securities Ltd, Deutsche Bank AG Hong Kong Branch and Credit Suisse (Hong Kong) Ltd, in respect of the US$2 billion H-share listing of Shanghai Pharmaceuticals Holdings Co Ltd (Shanghai Pharma) on the HKSE. Shanghai Pharma is a China-based manufacturer and distributor of pharmaceuticals and is China’s second largest drug distributor. The deal represents the largest IPO in Hong Kong this year. Partner Tim Wang led the transaction.

Fangda has acted as PRC counsel for Morgan Stanley, Deutsche Bank and Macquarie as the underwriters in respect of the IPO of Phoenix New Media Ltd on the NYSE. Phoenix New Media Ltd, which operates a news and premium content web site (iFeng.com) in China, launched an IPO on 12 May 2011 which raised US$140 million. The firm’s team was led by partner Michael Qi.

Harneys has acted as BVI counsel for Asia Wealth Group Holdings Ltd (Asia Wealth) in respect of its 16 May 2011 listing on PLUS. Asia Wealth was incorporated in the BVI on 7 October 2010 for the acquisition of wealth management related companies in Asia that seek to address the region’s growing number of HNWIs. Partner Rachel Graham led the transaction while Davenport Lyons advised as to English law.

Herbert Smith has advised the joint global coordinators, composed of Deutsche Bank AG Hong Kong Branch, JP Morgan Securities (Asia Pacific) Ltd, Standard Chartered Securities (Hong Kong) Ltd and BOCI Asia Ltd, in respect of the approximately HK$2.25 billion (US$290m) listing on the HKSE and Rule 144A/Regulation S global offering of Yuanda China Holdings Ltd, one of the world’s largest manufacturers of curtain walls headquartered in China. The global offering consisted of an aggregate of 1.5 billion offer shares at an offer price of HK$1.50 (US$0.19) per share. The company intends to use the IPO proceeds to expand its production capacity and sales and marketing network, invest in research and development and repay existing debts. Partners Gary Lock and Kevin Roy led the transaction.

Jones Day has acted for Maju Investments (Mauritius) Pte Ltd, a subsidiary of Temasek Holdings (Private) Ltd (Temasek), in respect of leading a consortium of international investors in the acquisition of a majority stake in US-based oilfield service company Frac Tech Holdings LLC (FTH). The consortium received US$1.7 billion in acquisition financing from Bank of America Merrill Lynch and Citigroup. Partner Michael Arruda led the transaction. Commercial Law Group, PC and Wachtell, Lipton, Rosen & Katz represented Chesapeake Operating Inc, which recapitalised its original investment in FTH through the transaction and now holds a 30 per cent interest in Frac Tech International.

Khaitan & Co has advised Bank of India Tokyo, in its capacity as lender, in respect of the financial assistance by way of an external commercial borrowing to the extent of US$76.5 million availed by PFS Shipping (India) Ltd for the purchase of six mini bulk carriers from ABG Shipyard Ltd. Bank of India is one of the oldest commercial banks in India. Partner Devidas Banerji acted on the matter.

Khaitan & Co has also advised United Bank of India (UBI) in respect of its approximately US$70 million preferential issue. UBI is a public sector banking institution with branches in 28 states and in four union territories in India. Partner Nikhilesh Panchal acted on the matter.

Luthra & Luthra Law has acted as Indian counsel for Forrester Research Inc in respect of its acquisition of Knowledge Platform Inc’s Springboard Research business. The deal brought together Springboard Research, a leading market research and advisory business in the Asia-Pacific region, and the brand name Forrester, one of the world’s prominent independent research firms. Partner Shweta Hingorani led the transaction.

Maples and Calder has acted as BVI counsel for Sino-Ocean Land (Perpetual Finance) Ltd in respect of its issue of US$400 million perpetual subordinated convertible securities callable 2016. The securities are listed on the SGX and are guaranteed by Sino-Ocean Land Holdings Ltd. The lead managers for the issue are BOCI Asia Ltd, Goldman Sachs (Asia) LLC and the Hongkong and Shanghai Banking Corporation Ltd. Christine Chang led the transaction whilst Paul Hastings Hong Kong acted for the issuer.

Maples and Calder has also acted as Cayman Islands and BVI counsel for China Liansu Group Holdings Ltd in respect of its issue of US$300 million 7.875 per cent senior notes due 2016. JP Morgan and the Royal Bank of Scotland were the joint bookrunners, the joint lead managers and the initial purchasers. The firm’s team was led by Stacey Overholt and Mark Western whilst Milbank, Tweed, Hadley & McCloy advised on US federal law and New York law. Li & Partners advised on Hong Kong law whilst Jun He Law Offices advised on PRC law. The initial purchasers were advised by Skadden, Arps, Slate, Meagher & Flom as to US federal and New York law and by Commerce and Finance Law Offices on PRC law.

McDermott Will & Emery has represented Fila Korea Ltd, owner of the Fila brand globally, and Mirae Asset Private Equity (Mirae), the largest private equity firm in Korea, in respect of their agreement to purchase the Acushnet golf business from NYSE listed Fortune Brands Inc. Acushnet is the leading golf equipment company in the world. The agreed purchase price is US$1.225 billion in cash. The closing is scheduled to occur after satisfaction of certain identified conditions. The group led by Fila Korea and Mirae includes Korea Development Bank, Korea’s largest government-owned bank, and is also expected to include the National Pension Service of Korea, the nation’s largest state-owned pension fund. The transaction was led by David Goldman, Paul Kim, Matt Rizzo and Tom Conaghan whilst lawyers for MWE China Law Offices in Shanghai also served as part of the deal team.

Paul, Hastings, Janofsky & Walker has advised Mingfa Group (International) Company Ltd, a leading PRC investment company focusing on property development, in respect of its issuance of HK$1.56 billion (US$200m) in convertible bonds. The bonds have a 5-year maturity date and will bear interest at a rate of 5.25 per cent per annum payable semi-annually in arrears. HSBC and Morgan Stanley acted as the joint lead managers. Partner Vivian Lam led the transaction.

Shin & Kim (with Blake Dawson and Larrain y Asociados) has advised LG International in respect of the acquisition of a 10 per cent interest in GeoPark’s oil and gas exploration and production blocks in Chile, including the Fell block which has been producing 7,000 barrels of petroleum and gas per day since 2006. The share purchase agreement was executed on 20 May 2011. Byung Tae Kim, Young-Jae Cho and David H Yang led the transaction.

Shook Lin & Bok’s Singapore office has acted for Spice i2i Ltd in respect of a one-for-one renounceable rights issue to raise gross proceeds of approximately S$151 million (US$121m). Partner Sandra Tsao led the transaction.

Shook Lin & Bok’s Singapore office has also acted for Olympus Leaf Holdings Ltd in respect of the sale of shares valued at approximately S$68 million (US$54.5m) in China Minzhong Food Corporation Ltd to JP Morgan (SEA) Ltd. Partner Sandra Tsao also led the transaction.

WongPartnership has acted for Credit Suisse AG in respect of its acquisition of ABN Amro Bank NV’s (formerly Fortis Bank Nederland) Prime Fund Solutions business, which include hedge fund administration services, independent administrative services, investor services, and banking, custody and financing solutions. Partners Ng Wai King, Kenneth Leong, Ameera Ashraf and Dorothy Marie Ng acted on the matter.

WongPartnership has also acted for City Developments Ltd (CDL) and its wholly-owned subsidiary Ascent View Holdings Pte Ltd (Ascent) in respect of the joint venture between CDL and IOI Corporation Berhad to develop the landmark commercial and lifestyle development in South Beach Road at Beach Road, Singapore, through a subscription of shares in Scottsdale Properties Pte Ltd by Ascent and IOI Consolidated (Singapore) Pte Ltd. Partners Ng Wai King, Andrew Ang, Kenneth Leong, Tan Teck Howe, Leung Yew Kwong, Hui Choon Yuen, Colin Ong, Goh Gin Nee and Alvin Chia acted on the matter.