Allen & Gledhill has advised Oversea-Chinese Banking Corporation (OCBC), as issuer, and Red Sail, as covered bond guarantor, on the issue of €500 million (US$617.8m) 0.375 percent covered bonds due 2023 and £250 million (US$358m) floating rate covered bonds due 2023, under OCBC’s US$10 billion global covered bond programme. The bonds are unconditionally and irrevocably guaranteed, as to payments of interest and principal, by Red Sail. Partners Magdalene Leong, Andrew Chan, Hoo Sheau Farn, Catherine Neo, Evan John Lam and Sunit Chhabra led the transaction.
Allen & Gledhill has also advised DBS Bank and The HongkongShanghai Banking Corporation as the dealers on the issue of S$300 million (US$229m) 3.17 percent notes due 2024, under CCT MTN’s S$2 billion (US$1.5b) multicurrency medium term note programme. Partners Margaret Chin and Sunit Chhabra led the transaction.
AZB & Partners is advising International Finance Corporation on the Rs2.6 billion (US$39.6m) ECB Loan it extended to Jain Irrigation Systems to finance Jain’s capital expenditure and incremental working capital requirements. Partners Gautam Saha and Pallavi Meena are leading the transaction, which was signed on March 31, 2018 and is yet to be completed.
AZB & Partners is also advising International Finance Corporation on the up to US$30 million working capital loan it extended to Dhaka, Bangladesh-headquartered ONE Bank for on-lending to small and medium enterprises in Bangladesh. Partners Gautam Saha and Pallavi Meena are also leading the transaction, which was signed on April 2, 2018 and is yet to be completed.
Baker McKenzie Bangkok has advised Thai Oil and Thaioil Treasury Centre (TTC) on their complex liability management exercise. The transaction involved a cash tender offer of Thai Oil’s existing notes and TTC’s issuance of like-kind notes, which replicated the features of the notes repurchased by Thai Oil. All notes issued by TTC are guaranteed by Thai Oil. Bangkok partner Viroj Piyawattanametha led the transaction, which is the second liability management exercise on which the firm advised.
Conyers Dill & Pearman has acted as special counsel in the Cayman Islands and the BVI to Central China Real Estate and certain subsidiary guarantors of the company, namely Joy Ascend Holdings, Sino Joy Enterprises, Central China Real Estate Holdings, Proud Sky Investments, Leapup, Bumper Up and Artstar Investments, on the company’s issue of US$300 million 6.5 percent senior notes due 2021. The notes are listed in Singapore. Central China Real Estate develops hotels, commercial and residential buildings and other properties in China. It also engages in property investment consulting, leasing and management activities, as well as in hotel management, designing, commerce and trading and financial services businesses. Hong Kong partner Anna Chong, working alongside Sidley Austin (US), Li & Partners (Hong Kong) and Commerce & Finance Law Offices (China), led the transaction, which was completed on March 5, 2018.
Conyers Dill & Pearman has also provided Cayman Islands and BVI advice to B & S International Holdings on its HK$100 million (US$12.7m) IPO of 100 million shares in Hong Kong. B & S International Holdings is a food and beverage company headquartered in Wan Chai, Hong Kong. It operates distribution and retail businesses. The distribution business distributes and markets overseas food and beverage products to retailers, such as supermarket, pharmacy, convenience store and department store chains in Hong Kong. The retail business prepares and/or sells licensed overseas branded food and beverage products through its 42 self-operated retail outlets situated across the region. Hong Kong partner Anna Chong, working alongside Locke Lord, also led the transaction, which was completed on March 14, 2018.
J Sagar Associates has advised PepsiCo India Holdings on a suit against ITC before the Delhi High Court. The suit was filed by PepsiCo against ITC, on the ground that its recent advertisement campaign, which specifically targeted PepsiCo’s product Tropicana using the hashtag#SayNoToConcentrate, was disparaging. In its orders dated April 6, 2018 and April 9, 2018, the court restrained ITC from publishing these advertisements on print, electronic and social media. The court allowed ITC to conduct its promotional event on April 9, 2018, after it undertook not to use or refer to Tropicana in any manner or disparage it. Tropicana has an approximately 28 percent market share in the Indian packaged juice market. Partner Dheeraj Nair led the transaction.
J Sagar Associates has also advised the promoters of RattanIndia Finance on an investment by Lone Star Funds in RattanIndia Finance. RattanIndia Finance’s promoters also simultaneously invested additional capital in the company, along with Lone Star. The overall investment commitment from Lone Star and the promoters is US$400 million. A part of the RattanIndia group, RattanIndia Finance is a non-banking financial company which provides loans, advances and other credit-related instruments in India. Lone Star is a US-based global private equity firm that invests in real estate, equity, credit and other financial assets. Since the establishment of its first fund in 1995, Lone Star has organised 17 private equity funds, with aggregate capital commitments totalling over US$70 billion. Partner Rupinder Malik led the transaction. Lone Star was represented by AZB & Partners.
Khaitan & Co has advised Reliance Jio Infocomm on its Rs20 billion (US$304.6m) issuance, on a private placement basis, of listed secured rated redeemable non-convertible debentures, with an option to retain over-subscription up to Rs5 billion (US$76m), with eight percent coupon and a tenor of five years, namely PPD Series 12, for refinancing and continuing capital expenditure. The debentures have been in India and are the first to be issued through the electronic bidding platform. A subsidiary of Reliance Industries, India’s largest private sector company, Reliance Jio Infocomm is the first telecom operator to hold pan India Unified Licence. This licence authorises Reliance Jio Infocomm to provide all telecommunication services, except global mobile personal communication by satellite service. Executive director Sudhir Bassi, partner Manisha Shroff and associate partner Madhuparna Dasgupta led the transaction.
Khaitan & Co has also advised Processia Solutions on the Indian law aspects of its acquisition of 100 percent shareholding in NobleTek entities NobleTek BV and NobleTek PLM Solutions. Processia is a leader in product lifecycle management consulting and integration. Its industry experience spans the automotive and transportation, motorsport, aerospace and defense, consumer packaged goods, energy, high-tech, industrial and life science sectors, with a comprehensive suite of services that includes business consulting, systems integration, managed services, system upgrades and optimisation services. Partner Rabindra Jhunjhunwala led the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to GreenTree Hospitality Group on its IPO of 10.2 million American depositary shares in New York, with gross proceeds of approximately US$143 million. GreenTree is a Shanghai-based hotel owner, operator and franchisor with over 2,600 hotels worldwide. The Maples team was led by partner Greg Knowles, while Simpson Thacher & Bartlett acted as US counsel and Zhonglun W&D acted as Chinese counsel. Latham & Watkins acted as US counsel and King & Wood Malleson acted as Chinese counsel to Morgan Stanley, BofA Merrill Lynch and UBS investment Bank as underwriters.
Maples and Calder (Hong Kong) has also acted as BVI counsel to Shandong Iron and Steel Xinheng International Company on its issuance of US$150 million 6.9 percent notes due 2020, guaranteed by Shandong Iron & Steel Group. Partner Lorraine Pao led the transaction for Maples, while Deacons acted as the UK and Hong Kong counsel. Global Law Office acted as Chinese law counsel to the joint lead managers, which include Zhongtai International, Bank of China, DBS Bank, Guotai Junan International, CEB International and Silk Road International.
Paul Weiss has represented Asia-based private equity firm PAG on its investment in Joyson Safety Systems. As part of the transaction, its parent, Ningbo Joyson Electronic, injected its existing business into Joyson Safety Systems, which then acquired substantially all of the global assets of Japan-based Takata for US$1.58 billion, out of cross-border bankruptcies in the US and Japan. The acquisition of Takata assets was funded using a combination of debt and equity. PAG became the second largest shareholder in Joyson Safety Systems. Future Industry Investment Fund also provided equity to support the deal. Corporate partner Jeanette Chan led the transaction.
Rajah & Tann Singapore is acting as Singapore counsel to Singapore-listed Alliance Mineral Assets on its acquisition and “merger of equals” with Australia-listed Tawana Resources NL to create a mid-tier lithium producer with pro-forma market capitalisation of A$446 million (US$346.4m). Partner Danny Lim led the transaction.
Rajah & Tann Singapore has also acted for OUE Lippo Healthcare on the S$78.8 million (US$60m) placement of 562.5 million ordinary shares in the share capital of OUE Lippo Healthcare to Browny Healthcare, a wholly-owned subsidiary of Itochu. Partners Sandy Foo and Penelope Loh led the transaction.
Shardul Amarchand Mangaldas has advised Tata Chemicals on its Rs1.23 billion (US$18.7m) acquisition, on a slump sale basis, of Allied Silica’s precipitated silica business. The transaction is pursuant to a business transfer agreement, as a part of Tata’s journey to build technologically enabled, differentiated businesses with greater customer centricity, by leveraging its core strengths. The deal was signed on April 7, 2018 and closing shall take place in the next three months, subject to certain closing conditions. Partners Abhishek Guha and Dorothy Thomas led the transaction. A K Mylsamy & Associates advised Allied Silica and its promoters.
Shardul Amarchand Mangaldas has also advised Neev Fund on its investment in Leap India Food & Logistics, through its group entities. Leap India Food & Logistics is involved in building, developing and operating agricultural silos being floated by Food Corporation of India (FCI) in Rajasthan, Uttar Pradesh, Madhya Pradesh, Bihar, Odisha, West Bengal, Jharkhand and Chhattisgarh. Neev Fund is a PE firm backed by State Bank of India and the UK’s Department for International Development. Neev Fund would be investing in group entities of Leap India Food & Logistics, by funding agri-silos projects under 32-year concessions from FCI in the Rajasthan, Uttar Pradesh, Madhya Pradesh, Bihar, Odisha, West Bengal, Jharkhand and Chhattisgarh. This is the first time FCI has floated concessions for agri-silos on a PPP model. Partners Jay Parikh, Deepto Roy and Abhay Sharma led the transaction, which was signedon April 4, 2018 and is subject to certain closing condition.