Deals – 27 November 2008

Allen & Gledhill LLP has advised Macquarie Bank Ltd and Macquarie Real Estate Singapore Pte Ltd in the acquisition by YTL Corp Berhad of shares in Macquarie Prime Real Estate Investment Trust and Prime REIT Management Holding. The aggregate value of the upfront consideration in the deal was S$285 million, making it the largest REIT M&A in the nation thus far. Partners Andrew M Lim and Christopher Koh led the team advising on the transaction.

Allen & Gledhill LLP have advised Pacific Century Regional Developments Ltd, one of four entities in the joint proposition, in the privatisation of PCCW Ltd by way of scheme of arrangement. The scheme will involve cancellation of a portion of the ordinary shares in the company in exchange for cash, and is subject to the approval of the High Court of Hong Kong, shareholders in each entity and other regulatory approvals. Partner Lim Mei led the advisory team.

Clifford Chance has advised China Development Bank as the mandated lead arranger of the financing for a new pipeline that will deliver natural gas from Central Asia to China. The 1,818km pipeline is part of the Central Asia-China pipeline and is expected to cost US$11 billion. The advisory team comprised members of the firm’s Asian energy and infrastructure group, including partner Geraint Hughes, and partner Bruce Schulberg in Beijing.

Clifford Chance has advised JP Morgan Securities Ltd as the dealer manager on the first public tender offer for exchangeable bonds in the Asian markets since the start of the current financial crisis. The tender offer was made by Korean chemical and construction materials manufacturer KCC Corp, and was structured as a reverse book-build where investors were asked to submit bids specifying a price at which they would accept a repurchase of their exchangeable bonds. Partner Connie Heng led the advisory team in the transaction.

Luthra & Luthra has represented DLF Retail Brands Private Ltd in their franchise arrangement wherein an exclusive right was granted to an entity in the DLF group for the retail of eyewear products in India. Partner Samir Dudhoria led the transaction team, whose role included drafting, review and negotiation of the franchise agreement and dealership agreements.

Luthra & Luthra has advised GMR Group on the documentation of contracts for the construction of a 1050 MW coal based power plant in the State of Orissa. Practice group head Pranjal Bora and partner Sameen Vyas advised on the transaction.

Milbank, Tweed, Hadley & McCloy LLP has advised PT Mitra Rajasa Tbk on its US$638 million leveraged buyout of Indonesia’s largest onshore and offshore driller, PT Apexindo Pratama Duta Tbk. David Zemans, managing partner of Milbank’s Singapore office, led the transaction, which involved multiple stakeholders.

Nishith Desai Associates acted as legal and tax counsel to Frasers Hospitality in their signing of contracts with the Skyline Group and Minerva Group conducted as the precursor to the opening of Frasers Serviced Apartments in Bangalore.

Paul, Hastings, Janofsky & Walker has advised First Gas Power Corp in the US$544 million refinancing of the 1,000 MW gas-fired Santa Rita power project in the Philippines. Corporate partner Tan Openshaw led the transaction team.

Watson, Farley & Williams has advised Commerzbank AG in relation to a term loan and revolving credit facility of up to US$103.5 million to subsidiaries of Rickmers Maritime. The Singapore team advising on the transaction was led by partner Madeline Leong.

Watson, Farley & Williams LLP has acted for HSH Nordbank AG on a US$35 million financing facility for bulk carriers to Tolani Shipping. The transaction, which involved Indian legal issues related to the registration and terms of the security package, was led by partner Madeline Leong.