|Ali Budiardjo, Nugroho, Reksodiputro has assisted Dubai Investment Group, a unit of Dubai Holding, in participating in the rights issue effected by PT Bank Mayapada Tbk, an Indonesian bank listed on the Jakarta Stock Exchange. The investment, coinciding with that of Avenue Luxemburg SARL and Harmony Indonesia Investment Pte Ltd gives the three foreign investors a combined stake of 34.55 percent, valued at approximately US$60 million in the bank, whose products and services include savings, loans, export and import, foreign exchange, travellers checks, bank drafts and other banking services, including domestic and international wire transfer and giros. Headquartered in Jakarta, Indonesia, Bank Mayapada also operates nine branch offices, 10 sub-branch offices and 18 cash offices throughout the country. This year, the bank plans to open 80 new branches in major cities across the country and has set its net profit target at Rp90 billion. In June, the bank had Rp2.7 trillion in outstanding credits, which it expects to rise to Rp3.5 trillion by the end of the year. Foreign interest in Indonesian banks remains high, among others because of the market potential, given Indonesia’s population of 232 million and because Indonesia’s net interest margins are among the highest in the world.
Baker & McKenzie has advised Rex Minerals Limited on its IPO. Rex Minerals, which raised A$7 million, successfully listed on the Australian Stock Exchange on September 20, 2007. Rex Minerals closed its first day of trading on ASX at a 20 percent premium to its issue price of 25 cents.
Beiten Burkhardt has advised the listed Israeli holding company, Israel Corporation, on the setting up of a joint venture by its US subsidiary Quantum LLC with the Chinese automobile manufacturer Chery Automobile Co Ltd. The law firm was responsible for negotiating the joint venture agreement, as well as various supplemental agreements (such as a technology licence agreement and an agreement on transfer of land use rights). Quantum has a share of 45 percent in the new company, which will produce premium sector automobiles in the Chinese town Wuhu that are to be sold mainly in export markets. A premium brand is to be established by rigorously using international automobile know-how. Quantum and Chery intend to invest a total of US$1.5 billion in the project
Clifford Chance has advised a major foreign enterprise seeking to acquire a strategic stake in a leading Chinese trust company. The firm has acted for National Australia Bank Ltd (NAB) on its proposed acquisition of a 20 percent stake in Union Trust & Investment Limited (UTI). Pending regulatory approval, this deal is an important first step for NAB to take an active investment in China’s rapidly evolving trust sector.
Drew & Napier LLC has advised Asia-Pacific Strategic Investments (ASI) in its acquisition of Seatown Corporation Ltd (Seatown), bringing an end to one of Singapore’s longest running judicial managements. Pursuant to a Scheme of Arrangement, Dato Choo Yeow Ming, Director of ASI and HMS Capital Sdn Bhd (as the White Knight), acquired the entire issued and paid-up share capital of Seatown. The existing shareholders and creditors of Seatown in exchange received shares in ASI, which was listed on the SESDAQ by introduction on August 31, 2007. The market capitalisation of ASI as of August 31, 2007 was approximately S$100 million.
Freshfields Bruckhaus Deringer has advised the Hongkong and Shanghai Banking Corporation (HSBC) and HSBC Insurance (Asia Pacific) Holdings Limited (HSBC Insurance) on the US$254 million acquisition of a 10 percent stake in Vietnam Insurance Corporation (known locally as Bao Viet, a leading insurance firm in Vietnam. This landmark transaction is the first equitisation (privatisation) of a major state-owned enterprise in Vietnam and is the first key transaction in the country’s dynamic financial services sector. It is also the largest M&A deal in the country to date. It will pave the way for other banks and financial services firms that the Vietnamese government considers to be potential candidates for equitisation. Headquartered in Hanoi, Bao Viet is the leading insurance and financial services group in Vietnam. At the end of December 2006, it declared a 35 percent market share in general insurance with more than 20 million policy-holders and was also ranked number two in life insurance with 1.6 million life policies. Bao Viet has a branch network of approximately 120 branches and 400 sub-branches, with more than 5,000 employees and over 40,000 agents. It also has subsidiary businesses in fund management, securities, investment banking and real estate.
Fried, Frank, Harris, Shriver & Jacobson LLP (in association with Huen Wong & Co) has represented Citigroup Global Markets Asia Limited, who acted as the placing agent, in connection with the top-up placing of common share by Kerry Properties Limited for aggregate proceeds of approximately HK$4.15 billion. The offering consisted of placing of existing common shares by Moslane Limited and issuing to Moslane Limited new common shares to be listed on the Hong Kong Stock Exchange. Kerry Properties is a leading property company in Hong Kong.
Hogan & Hartson has advised eYou Inc in its Series B preferred share financing from SIG China Investments and other investors. eYou Inc is an operator of online community and networking sites based in Beijing.
Hogan & Hartson has advised Sequoia Capital China in its investment in Peak (Hong Kong) International, a leading producer of sportswear and sports equipment based in Fujian, China, and with operations throughout China.
Makarim & Taira S is advising PT Cirebon Electric Power, the first of the new generation Indonesian IPPs, in the development of a 660 MW coal-fired power plant near Cirebon, West Java. The Power Purchase Agreement with the Indonesian state power utility PT PLN was signed in August 2007. The consortium comprises Marubeni Corporation, Korean Midland Power Co Ltd, PT Tripatra Constructors and Engineers and Samtan Co Ltd.
O’Melveny & Myers has represented Deutsche Bank AG, Hong Kong Branch, in its subscription for HK$625 million of three percent convertible bonds due 2012 and newly issued shares by Hong Kong-listed China Special Steel Holdings Company Limited (CSS).
Rodyk has acted for Eureka GmbH, a subsidiary of the Munich Re Group, in its divestment of its entire stake in Eureka Office Fund Pte Ltd to CapitaLand (Office) Investments Pte Ltd, comprising 50 percent of the ordinary shares and 50 percent of the voting preference shares in the issued share capital of EOF not already owned by CapitaLand. The transaction had a cash consideration of about S$590.6 million and was completed on August 28, 2007.
Rodyk has acted for Innogest and Upstream in their Series A investment in Singular ID Pte Ltd, the provider of the integrated high technology enterprise brand security system called enxure. Innogest, a start-up fund of the Torino Wireless group, has strong connections in the IT and electronics industries and the manufacturing sector in northern Italy. It raised a fund of EUR80 million.
Rodyk has acted for Wipro Ltd in its acquisition of the seven percent minority stake in Singapore-based Unza Holdings. Wipro is one of India’s largest software exporters and is listed in New York and Mumbai. Wipro also acquired the majority stake and successfully bought out Unza for US$246 million.
Sullivan & Cromwell has represented Canada Pension Plan Investment Board (Canada) as a member of an investor group in the acquisition of Asurion Corporation (US).
Sullivan & Cromwell has represented Mass Transit Railway Corporation (Hong Kong) in its pending US$1.539 billion rail merger with Kowloon-Canton Railway Corporation (Hong Kong).
Sullivan & Cromwell has represented Standard Chartered plc (UK) in its pending US$860 million acquisition of American Express Bank Ltd (US).
White & Case has represented the shareholders of Harmony Resorts Niseko Pty Limited in the sale of 100 percent of the stock of Nihon Harmony Resort KK, the owner of the Hanazono ski resort in Hokkaido, to Pacific Century Premium Developments Limited. The stock of the target had been owned by Harmony Resorts Niseko Pty Limited, but prior to the sale to Pacific Century the shares were distributed to the shareholders of Harmony Resorts Niseko Pty Limited in an Australian de-merger transaction. The various shareholders then sold the shares to Pacific Century.
UAE Ministry of Finance issues guidance on Economic Substance Regulations
Thirteen topics covered in the guidance that may be of interest to businesses affected by the regulations.
David Miles remembered
We mourn the passing of a remarkable lawyer and dear friend.