Allen & Gledhill has advised United Overseas Bank , as issuer, and Glacier Eighty , as covered bond guarantor, on the issue of €500 million (US$617m) 0.5 percent covered bonds due 2025 and £350 million (US$495.8m) floating rate covered bonds due 2023, under UOB’s US$8 billion global covered bond programme. The bonds are unconditionally and irrevocably guaranteed, as to payments of interest and principal, by Glacier Eighty. Partners Magdalene Leong ,Andrew Chan , Hoo Sheau Farn , Evan John Lam and Sunit Chhabra led the transaction.
Allen & Gledhill has also advised the Housing and Development Board on its issue of S$1.115 billion (US$851.3m) fixed rate notes, S$515 million (US$393.2m) of which is due 2028 while S$600 million (US$458.1m) is due 2023, under its S$32 billion (US$24.4b) multicurrency medium term note programme. Partners Margaret Chin and Sunit Chhabra led the transaction.
AZB & Partners has advisedLighthouse Advisers India on its role as the Indian sub-adviser to the Lighthouse India Fund III. The fund aims to achieve significant long-term capital appreciation for its shareholders, primarily through private equity investments in rapidly growing small and mid-sized enterprises in India. Partner Ananya Sharma led the transaction, which was valued at Rs12.9 billion (US$198.5m) and is yet to be completed.
AZB & Partners has also advised Athanas Enterprise , its wholly-owned subsidiary Claris Holdings and Claris Lifesciences on the acquisition by Athanas and Claris Holdings of approximately 25 million equity shares, representing approximately 54 percent equity, of Claris Lifesciences. Post the acquisition, Athanas and Claris Holdings will hold over 90 percent of the total outstanding equity shares of Claris Lifesciences. Partners Varoon Chandra , Lionel Almeida , Harsh Maggon and Nilang Desai led the transaction, which was valued at Rs10 billion (US$154m) and was completed on March 8, 2018.
Clifford Chance has advised global asset manager The Carlyle Group on its acquisition of 100 percent of The Accolade Wines Group from CHAMP Private Equity and minority shareholder Constellation Brands for total purchase consideration of A$1 billion (US$776m). Headquartered in Australia, Accolade Wines operates a global wine production and consumer wines product business, with annual global sales of more than 36 million cases of wine to 140 countries around the world. It is Australia and the UK’s largest wine company by sales volume. Sydney partner Andrew Crook , supported by London partner Nigel Wellings , led the transaction.
Cyril Amarchand Mangaldas has acted as sole adviser to Fortis Healthcare on the demerger of its healthcare and hospital business to Manipal Health Enterprises. The multi-layered composite transaction involved the de-merger of the hospital business of Fortis Hospitals to Fortis La Femme, the de-merger of the hospital business of Fortis, and an investment of Rs39 billion (US$600.3m) into Manipal by Ranjan Pai and TPG Asia VI SF and TPG Asia VII SF. The investment is expected to support the proposed acquisition of hospital assets owned by RHT Health Trust and the growth of the hospitals and the diagnostics businesses. The resultant Manipal entity is proposed to be listed in India, as a part of the composite scheme of arrangement. The execution of the transaction documents was completed on March 27, 2018, while the closing is subject to regulatory, shareholders’ and creditors’ approvals. Mumbai managing partner Cyril Shroff , supported by corporate partners Nivedita Rao , Ruetveij Pandya , Rohil Vashist , Gyanendra Kumar , Pranay Chandran , Reeba Chacko and Anand Jayachandran and Mumbai competition law partner Anshuman Sakle , led the transaction, which was valued at approximately Rs150 billion (US$2.3b). AZB & Partners acted as Indian adviser to TPG and Manipal Hospitals , with Clearly Gottleib as international adviser.Cyril Amarchand Mangaldas has also advised Bandhan Bank on its Rs44.73 billion (US$688.6m) IPO of approximately 119.3 million equity shares at face value of Rs10 (US$0.154) each, for cash at Rs375 each (US$5.77), including a share premium of Rs365 (US$5.62) per equity share. The issue consists of a fresh issue by Bandhan Bank of approximately 97.7 million equity shares aggregating to Rs36.6 billion (US$563.4m), an offer for sale by International Finance Corporation of approximately 14 million equity shares aggregating to Rs5.27 billion (US$81m), and an offer for sale by IFC FIG Investment Company I of approximately 7.6 million equity shares aggregating to Rs2.8 billion (US$43m)). Kotak Mahindra Capital, Axis Capital, Goldman Sachs (India) Securities, JM Financial and JP Morgan India acted as the book-running lead managers to the issue. Bandhan Bank is the first banking company based in the eastern region of India to undertake an IPO. The issue, which was oversubscribed 14.63 times, is the largest ever undertaken by a bank in India. The issue opened on March 15, 2018 and closed on March 19, 2018. Allotment of equity shares was on March 23, 2018, while the shares were listed on March 27, 2018. Mumbai capital market partners Yash Ashar and Abhinav Kumar led the transaction. Khaitan & Co and Clifford Chance acted as Indian and international counsel, respectively, to the book-running lead managers . AZB & Partners acted as Indian counsel to the selling shareholders .
East & Concord has represented China’s PV industry after being commissioned by China Chamber of Commerce for Import and Export of Machinery and Electronic Products to achieve a tax-free closing in an anti-dumping case in India. On March 23, 2018, the Ministry of Commerce and Industry in India made an announcement to terminate the anti-dumping investigation of solar PV products originated or exported from mainland China, Malaysia and Taiwan. Partner Wang Di led the team to make an injury defence and represented several enterprises to respond to the anti-dumping investigation.
Howse Williams Bowers has acted as Hong Kong counsel to Hong Kong-listed Dafeng Port Heshun Technology on its issuance of US$50 million 7.5 percent senior secured bonds due 2021. Industrial Bank Hong Kong branch is the placing agent.
Dafeng Port Heshun engages in the trading business, the provision of integrated logistics freight services in Hong Kong, the Pearl River Delta and the Yangtze River Delta regions, and relevant supporting services and petrochemical products storage business. Partners Brian Ho and Antony Yung led the transaction.
J Sagar Associates hasrepresented Arun Jain , CMD of Polaris Software Lab,before the Securities and Exchange Board of India (SEBI) for alleged violations of SEBI Insider Trading Regulations 1992. Jain was alleged to have purchased the shares of Polaris, while in possession of unpublished price sensitive information. It was alleged that he knew about Polaris’s financial statements for the quarter ended June 30, 2008 (which were under preparation when Jain effected the purchases) and that Polaris was considering entering into the real estate business before he effected the purchases. On an order dated March 23, 2018, SEBI dropped the allegations against Jain. It ruled that mere assumptions would not suffice for proving serious charges and that there is no evidence to suggest that the financial results were available with Jain when he made the purchases. Moreover, the information about Polaris’s proposed venture into real estate was in the public domain and that, in any event, the decision was not taken until after Jain made the purchases. Interestingly, there was an ex parte order issued by SEBI, where the proceeds of sale were directed to be deposited with SEBI. The recent order permits Jain to withdraw the same with interest from SEBI. PartnerRavichandra Hegde represented Jain.
J Sagar Associates has alsoadvised Ankur Capital Trust on its early stage investment, by way of subscription of optionally convertible debentures, in Carmel Organics , a processor and trader of herbs and herbal extracts. Partner Manav Raheja led the transaction.
Khaitan & Co has advised Ramesh Flowers and the selling shareholders on the 70 percent majority investment by Gala Kerzen in Ramesh Flowers. A private company in Tuticorin, India, Ramesh Flowers manufactures and supplies dry flowers, home fragrance products, home decor products, candles, incense sticks and other decorative accessories. Partner Vineet Shingal , supported by associate partner Ritu Shaktawat , led the transaction.
Khaitan & Co has advisedSandhar Technologies on its approximately US$78.5 million IPO of equity shares, comprising a fresh issue of approximately nine million equity shares and an offer for sale of approximately eight million equity shares by GTI Capital Beta. Sandhar Technologies is an auto-component supplier primarily catering to automotive OEMs and largely focused on safety and security systems of vehicles with a pan-India presence and a growing international footprint. Partner Abhimanyu Bhattacharya and associate partner Thomas George led the transaction.
King & Wood Mallesons has acted as international counsel to Macquarie Infrastructure and Real Assets (MIRA), a division of the Macquarie Group, on the close of its second Asian regional infrastructure fund (MAIF2), with US$3.3 billion in investor commitments. MAIF2 has attracted interest from a diverse group of returning and new investors across Asia-Pacific, North America, Middle East and Europe, with more than US$1.7 billion of capital already committed across toll roads, renewables and petrochemical storage assets in India, the Philippines, Singapore and China. Partner Hayden Flinn led the transaction.
King & Wood Mallesons has also advised OneSmart Education Group on its successful listing in New York. Prior to the listing, OneSmart completed the restructuring of its red chip structure and offshore private equity financing. This transaction is one of the first projects in the market that involves both the unwinding and rebuilding of the red chip structure. Its successful completion will set an important reference for similar projects in the future. Following the introduction and implementation of the New Private Education Promotion Law, this transaction will serve as a benchmark for the overseas listings of educational training-related businesses. Partners Richard Nie , Zhao Xiaohong , Bill Ye andWang Ningyuan in Shanghai, Steven Wang in Shanghai / Shenzhen and D Lam in Hong Kong led transaction.
Luthra & Luthra has advised Nutanix on its global acquisition of Minjar for a cash-free/debt-free price of US$24 million.Nutanix is a global provider of enterprise computer and storage data centre infrastructure, while Minjar provides multi-cloud cost and compliance software and services. The acquisition will help Nutanix acquire key IP and speed up the delivery of an enterprise cloud platform that competes with the agility, automation and consumer-grade simplicity of the public cloud, but with the control, security and attractive long-term economics of on-premises infrastructure. The acquisition will also allow Nutanix to hire and retain key talent, which will enable it to build new software stacks for storage-class memory systems, enhance its application mobility fabric with cross-cloud workload migration and bring cloud-inspired orchestration and workflow automation to its prism management software. PartnerShinoj Koshy , supported by partners Lokesh Shah ,Nirupam Lodha , Sundeep Dudeja and Saurabh Tiwari , led the transaction.
Mayer Brown JSM has advised a consortium of joint lead managers on the first issuance of Eurobonds listed and traded in Frankfurt and available for trading on the China Europe International Exchange by a Chinese non-financial institution company. The dual-tranche offering is Chengdu Xingcheng Investment Group’s issuance of €365 million (US$450.5m) 2.5 percent bonds due 2021 and €135 million (US$166.6m) 2.95 percent bonds due 2023. A core government financing platform of Chengdu, China, Chengdu Xingcheng Investment Group primarily engages in infrastructure construction and land development. The firm also advised the same issuer on its debut US dollar bonds offering in 2016. The joint lead managers on the dual-tranche issuance were China International Capital, Societe Generale Corporate & Investment Banking, China Minsheng Banking (Hong Kong), SPD Bank Singapore and ICBC (Asia). Hong Kong partner James Fong , supported by partnersPatrick Scholl (Frankfurt) and James Taylor (London), led the transaction.
Paul Hastings has advised Sansei Technologies, an Osaka-based public company which designs, manufactures, repairs and maintains amusement rides, stage equipment and elevators, on its 100 percent acquisition of leading global rollercoaster manufacturer Vekoma Rides. Vlodrop, Netherlands-based Vekoma manufactures rollercoasters recognised for their innovative designs and high quality. The transaction will see Sansei Technologies increase its global presence in the field of designing, supplying and installing rollercoasters. The firm also advised Sansei Technologies on another transaction in July 2012, when it acquired a stake in US amusement ride and rollercoaster manufacturer S&S Worldwide in the US. Partner Toshiyuki Arai led the transaction.
Paul, Weiss has represented South African media groupNaspers on its disposal and placing of approximately two percent of the issued share capital of Tencent, which raised gross proceeds of approximately US$9.8 billion. The placing was announced on March 23, 2018 and was conducted by way of an accelerated book-building process. The placing is the largest ever secondary share sale in the Hong Kong market to date. Bank of America Merrill Lynch, Citigroup and Morgan Stanley acted as joint global-coordinators and joint book-runners. Hong Kong-listed Tencent provides internet value-added services and online advertising in China. Corporate partners Jeanette Chan and Mark Bergman led the transaction.
Rajah & Tann Singapore is acting for the joint venture between Singapore Press Holdings and Kajima Development , which submitted the winning S$1.132 billion (US$864.6m) bid for the new Bidadari estate in Singapore, on the review of construction-related documentation for the landmark private residential-cum-retail project. Partner Shemane Chan led the transaction.
Rajah & Tann Singapore has also acted for HSH Nordbank and its subsidiary, Godan, on the disposal to Prime Shareholdings of all of Godan’s shares in FSL Holdings, the controlling unitholder of First Ship Lease Trust, and HSH’s interests in a loan granted to FSL Holdings. Partners Evelyn Wee, Lee Xin Mei and Hoon Chi Tern led the transaction.
Shardul Amarchand Mangaldas has advised the Blackstone Group on its investment in Indiabulls Properties (IP) and Indiabulls Real Estate Company (IREC), portfolio companies of Indiabulls Real Estate.With a deal value of Rs47.5 billion (US$731m) and enterprise value of Rs95 billion (US$1.46b), this is the largest private equity investment in India’s real estate for 2018 to date. As a part of the transaction, Blackstone would indirectly acquire 50 percent of the share capital of the two portfolio companies. IP and IREC own and operate marquee Indiabulls projects, such as Indiabulls Finance Centre and One Indiabulls Centre in Mumbai. Mumbai regional practice headRaghubir Menon , managing partner Akshay Chudasama and partners Anuj Bhasme , Ashoo Gupta , Shweta Shroff Chopra and Manika Brar led the transaction, which was signed on March 23, 2018 and closed on March 28, 2018. Simpson Thacher & Bartlett acted asinternational counsel for Blackstone, whileKirkland and Ellis provided FCPA inputs, Bobby Parikh Associates advised on transaction structure,ERM advised on environment law, Synergy provided technical due diligence,and Madun Gujadhur Chambers advised on the Mauritius law aspects. Indiabulls was advised byJ Sagar Associates on Indialaw and by Deloitte on financial and tax diligence.
Simpson Thacher is acting as sole international counsel to BNP Paribas , Commerzbank Aktiengesellschaft , Credit Suisse (Hong Kong) , The Hongkong and Shanghai Banking Corporation , Merrill Lynch International Seoul Branch , Mizuho Securities Asia , Shinhan Asia and Shinhan Investment as joint lead managers on the Regulation S offering of US$400 million 4.5 percent Tier II subordinated notes due 2028 by Shinhan Bank, under its US$6 billion global medium term note program.
Skadden has represented Baidu-backed iQiyi , China’s largest video streaming service provider, on its US$2.25 billion IPO of American Depository Shares and listing on the Nasdaq. Trading of iQiyi shares commenced on March 29, 2018. The firm also advised Baidu in its US$1.5 billion public offering, which was announced on March 22, 2018. Partners Julie Gao and Will Cai led the transaction, which is the biggest US IPO out of Asia in the first quarter of 2018.
Skadden has also represented Bilibili , a leading anime streaming and online entertainment content provider for young generations in China, on its US$483 million IPO of American Depository Shares and listing on the Nasdaq, and OneSmart International Education Group , China’s leading premium K-12 after school education, on its US$179 million IPO of American Depository Shares and listing in New York. Trading of both Bilibili and OneSmart Education shares commenced on March 28, 2018. Partners Julie Gao and Haiping Li led the transactions.
S&R Associates has advised Intellecash Microfinance Network and Arohan Financial Services on their merger, pursuant to a scheme of arrangement. Partner Viral Mehta led the transaction.
S&R Associates has also advised Ashiana Housing on its agreement to co-invest with International Finance Corporation in upcoming affordable and middle income residential projects, including senior living projects. The agreement contemplates an aggregate investment of Rs3.75 billion (US$57.7m), 60 percent of which will be contributed by Ashiana Housing. PartnersViral Mehta and Mohit Gogia led the transaction.
WongPartnership has acted for Sasseur Reit and its sponsorSasseur Cayman Holding on the IPO of Sasseur Reit in Singapore. The offering raised S$396 million (US$302.4m) in total proceeds, making it the largest IPO in Singapore to date this year. Sasseur Reit is the first outlet mall Reit to be listed in Asia, while its sponsor counts L Catterton Asia Advisers and Ping An Real Estate among its strategic shareholders. Partners Rachel Eng ,Christy Lim ,Felix Lee and Wong Ee Kean led the transaction.
WongPartnership has also acted as Singapore counsel to Danone Probiotics on its secondary sale of shares of common stock of Yakult Honsha, which raised gross proceeds of ¥175 billion (US$1.63b). The shares of common stock of Yakult are listed in Tokyo. The secondary sale comprised an offering to the public in Japan, as well as a Rule 144A/Regulation S global offering. Partners Gail Ong and Karen Yeoh led the transaction.
