|Allens Arthur Robinson is advising Aberdeen Asset Management PLC (Aberdeen) on the acquisition from Credit Suisse Group AG of certain fund management assets and businesses across Europe, Asia and Australasia. The first closing of the acquisition represents assets, valued at £7.1 billion (approx US$10.7b), under management of businesses across the Asia Pacific (ex Japan). Following the final closing towards the end of June, which will involve the remainder of the target business, Aberdeen will issue up to 24.97 percent of its share capital to Credit Suisse, making the financial services group Aberdeen’s largest shareholder. Aberdeen will reportedly become one of Britain’s largest fund managers. Partner Jeremy Low led the Allens team, with Maclay Murray & Spens LLP (UK counsel for Aberdeen) and Freshfields Bruckhaus Deringer LLP (UK counsel for Credit Suisse) also involved in advising on this multi-jurisdictional M&A transaction.
Davis Polk & Wardwell has advised Citigroup Global Markets Inc as dealer/manager in relation to a cash tender offer by ProMOS Technologies Inc, a leading provider of memory solutions including high performance memory chips. Partner William F. Barron from Davis Polk was involved in advising Citigroup on the offer by ProMOS to purchase any and all of its outstanding US$350 million zero coupon convertible bonds due 2012.
Dechert LLP has advised Nanostart AG, the world’s leading nanotechnology investment company, in respect of the launch of its first Venture Capital Fund in Singapore together with Singapore’s National Research Foundation (NRF). The fund has a first closing volume of SGD$20 million (approx US$13.5m) after the first closing was held in Singapore on 21 April 2009. The fund, Nanostart AG’s first privately raised fund, has a typical venture capital structure and Nanostart intends to invest shortly, most likely in start-up companies which can demonstrate promising technologies. Dechert’s Berthold Hummel led the advisory team to Nanostart AG in association with Allen & Gledhill’s Singapore office. Sara Liew of the Central Chambers Law Corporation in Singapore led the advisory team to the NRF.
Gordon Ng & Co, in association with Hogan & Hartson LLP, have advised Citigroup Global Markets Asia Limited (as the sole sponsor and global coordinator) and Macquarie Capital Securities Limited (as the joint lead bookrunner and joint lead manager) in the HK$1.2 billion (approx US$154m) initial public offering (IPO) of Real Gold Mining Limited (RGM). Reuters has reported that Real Gold Mining IPO has sent “a positive note to the battered Hong Kong IPO market.” Listed on the Hong Kong stock exchange, RGM is one of China’s leading gold mining companies. Partners Gordon Ng and Man Chiu Lee led the team from Gordon Ng & Co and Hogan & Hartson.
Kim & Chang has acted as counsel to Korea’s Ministry of Strategy and Finance in respect of Hana Bank’s issuance of senior fixed rate three year notes in the principal amount of US$1 billion. The notes are guaranteed by the Republic of Korea (ROK) under the ROK Guarantee Program which, created in October 2008 as a result of the financial crisis, provides guarantees on unsubordinated foreign currency denominated debts of Korean banks. The team from Kim & Chang was led by partner S.J. Ahn.
Latham & Watkins has acted as US counsel to Satyam Computer Services (Satyam) in the sale of a 31 percent shareholding to Venturbay Consultants Private Limited, a subsidiary of Tech Mahindra Limited. The US$351 million sale was conducted by way of a competitive bidding process. Tech Mahindra must now commit to offer to purchase an additional minimum 20 percent of Satyam’s share capital through an open public offer to Satyam’s current shareholders, pursuant to SEBI rules. The Latham team included Singapore corporate partners Michael Sturrock and Rajiv Gupta and US partners John Huber, Anthony Richmond and Larry West. The team also received advice on antitrust matters from partners in New York and Brussels.
Paul, Hastings, Janofsky & Walker has advised Deutsche Bank AG, Hong Kong, who acted as the financial adviser of Franshion Properties (China) Limited (Franshion) in a rights issue to raise approximately US$348.3 million. Franshion, a subsidiary of Sinochem Corporation, is planning to use the proceeds to fund the acquisition of the Jin Mao Group, which owns the landmark Jinmao Tower office building in Shanghai. Partner Raymond Li of Paul Hastings’ Hong Kong practice led the team.
Run Ming Law Office has advised Bank of Communications Finance Leasing Co Ltd (a wholly-owned subsidiary of Bank of Communications) on the sale and leaseback of two Airbus A340 aircraft with China Eastern Airlines Corporation in a deal valued at RMB590 million (approx US$87m). Senior Partner Liu Yi led the team in advising on the transaction which aims to improve China Eastern’s cash flow situation.
White & Case LLP has advised PT Bakrie and Brothers TbK (Bakrie), Green Pipe International Limited and PT Cakrawala Baru on the cross-border sale of 77.45 percent of the issued share capital of PT Seamless Pipe Indonesia Jaya (SPIJ) to Tenaris Global Services Far East Pte Ltd (Tenaris). The deal, worth US$72.5 million, was closed on April 29, 2009. SPIJ and Tenaris have entertained a commercial alliance for over a decade now. White & Case Singapore-based partner William Kirschner led the team advising on the transaction.
WongPartnership LLP has acted for Ascendas Property Fund Trustee Pte Ltd (as trustee-manager) in the establishment of Ascendas India Trust’s S$500 million (approx US$339.9m) multicurrency medium term note programme. Partner Colin Ong led the transaction.
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.