Deals – 8 May 2008

DFDL Mekong (Thailand) has acted for CAT Telecom Pcl. of Thailand for a deal leading to a signing of a memorandum of understanding for restructuring of the shareholding, business operation and marketing of Hutchison CAT Wireless Multimedia Ltd. and BFKT (Thailand) Ltd., both joint ventures between CAT Telecom Pcl. and Hutchison Telecommunications International Ltd. The business involves the CDMA nationwide business model through a mobile virtual network concept. The deal size, if concluded, will be in the range of THB 11 billion.

Resorts World at Sentosa Pte. Ltd. announced the completion of the syndication of up to S$4.1925 billion Syndicated Senior Secured Credit Facilities, comprising $4 billion worth of term and revolving loan facilities and a S$192.5 million banker’s guarantee facility, to be utilised in connection with the construction and development by the company of a world-class integrated resort on Singapore’s Sentosa Island. Drew & Napier is acting as counsel for the company in this financing deal, one of the biggest ever undertaken in the history of Singapore.

Freshfields Bruckhaus Deringer has advised China Communications Services Corporation on the placement of 359,365,600 new H shares (including NSSF portion) with net proceeds of approximately HK$1.67 billion. This transaction completed on 9 April 2008.

Freshfields Bruckhaus Deringer has advised Morgan Stanley as the placing agent on the placing of an aggregate of 350 million shares in Belle by MS Shoe, MS Shoe II, CDH Retail and Profit Discovery (which is part of the controlling shareholder group) and on the sale by Profit Discovery of 360.7 million shares in Belle to a director and certain management staff of Belle.

Freshfields Bruckhaus Deringer has advised on the US$90 million Vietnam Property Fund which was admitted to AIM on 25 April 2008.

Freshfields Bruckhaus Deringer has advised Yara International (Yara) in relation to its partial divestment of its strategic stake in China BlueChemical. Pursuant to a strategic investment agreement, Yara acquired a nine percent strategic stake in China BlueChemical as part of its initial public offering on the Hong Kong Stock Exchange in 2006. Citigroup Global Markets Asia acted as the placing agent. The transaction completed on 11 April 2008.

Freshfields Bruckhaus Deringer has advised Robert Bosch on the JPY101 billion tender offer for Bosch Corporation, its Japanese subsidiary.

Freshfields Bruckhaus Deringer has advised Rank Group on the non-US corporate and antitrust aspects of its global acquisition of the packaging and consumer business of Alcoa in the jurisdictions of the Netherlands, Italy, Germany, Spain, Russia, Japan, China and Hong Kong. The global acquisition was valued at a total sum of US$2.7 billion.

Freshfields Bruckhaus Deringer has advised Hutchison Global Communications in its co-operation with PLDT Global in launching their first commercial venture in Italy by offering mobile telecommunications services in Italy.

Herbert Smith has advised Goldman Sachs, HSBC, UBS and JP Morgan as joint bookrunners and joint lead managers on the HK$2.7 billion (US$343 million) Hong Kong IPO and Rule 144A / Regulation S global offering of Maoye International Holdings, a leading department store chain in China. Maoye sold 863 million shares at HK$3.1 per share. The shares had been offered in a range between HK$2.9 and HK$3.8.

Minter Ellison advised on Primary Health Care‘s A$3.56 billion hostile acquisition of Symbion Health Ltd involved complex financial structuring, which was finalised on 30 April 2008. The firm handled the financing for the transaction, acting for lead banks Credit Suisse, nabCapital, ABN AMRO, Calyon, and Deutsche Bank. The MLAU’s jointly underwrote acquisition facilities of A$2.318 billion to finance Primary’s takeover (including a A$100 million working capital facility).

O’Melveny & Myers LLP recently represented Elementis plc, a UK-listed specialty chemicals company, in its acquisition of Deuchem Co., Ltd., a Taiwan-headquartered leading supplier of additives and resins in Asia for a cash consideration of £40.4 million. The acquisition will significantly expand Elementis’ presence in Asia and provide a platform for its Specialty Products Division to accelerate growth in the region. The transaction is subject to regulatory approvals. Closing is anticipated to take place during the second half of 2008.

Rajah & Tann LLP is acting for Hong Leong Asia Ltd (HLA) in the proposed sale of the group’s building materials business to Tasek Corporation Berhad (Tasek), its associated company which is listed on Bursa Malaysia Securities Berhad, for an aggregate consideration of S$323.5 million which is to be satisfied by the issue and allotment to HLA of approximately 212.2 million fully-paid new ordinary shares of RM1.00 each in the capital of Tasek, representing approximately 53.5 percent of the enlarged issued share capital of Tasek. Following the completion of the transaction, the HLA group will have a shareholding interest of approximately 68.3 percent of the enlarged issued share capital of Tasek and Tasek will become a subsidiary of the HLA group.