Allen & Gledhill has advised Singapore Airlines (SIA), DBS Bank and Morgan Stanley Asia (Singapore) on SIA’s S$5.3 billion (US$3.7b) renounceable rights issue of new ordinary shares and the S$3.5 billion (US$2.4b) renounceable rights issue of mandatory convertible bonds, to raise S$8.8 billion (US$6.1b). Proceeds will be used to fund capital and operational expenditure requirements. DBS Bank was appointed as sole financial adviser and, together with Morgan Stanley Asia (Singapore), as joint lead managers for the rights issue. The firm also advised the airline on the S$4 billion (US$2.8b) loan facilities arranged by DBS Bank and United Overseas Bank to support SIA’s near-term liquidity requirements. Partners Lim Mei, Leonard Ching, Hilary Low, Magdalene Leong, Lim Wei Ting, Tan Tze Gay and Wu Zhaoqi led the firm’s team in the transaction.
Allen & Gledhill has also acted as transaction counsel to Singapore Technologies Engineering (ST Engg) and its wholly-owned subsidiaries, ST Engineering RHQ (STEnggRHQ) and ST Engineering Treasury (STEnggT), on the establishment of a S$5 billion (US$3.5b) multicurrency medium term note programme by STEnggRHQ and STEnggT. ST Engg is the guarantor for the programme. Partners Tan Tze Gay, Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.
AZB & Partners has advised Hitachi on its acquisition of 80.01 percent shares of, and control over, ABB Management Holding. Approval of the transaction by the Competition Commission of India was received on April 7, 2020. Partners Samir Gandhi and Hemangini Dadwal led the firm’s team in the transaction.
AZB & Partners is also advising Warburg Pincus-affiliate Emerald Sage Investment on its acquisition of compulsorily convertible preference shares, constituting 9.93 percent of the share capital, of Apollo Tyres. Partner Bharat Budholia is leading the firm’s team in the transaction, which is valued at Rs10.8 billion (US$140.3m) and is yet to be completed.
Clifford Chance has advised AMTD International on its secondary listing in Singapore, making it the first company to be dual-listed in New York and Singapore, and the first company with dual class shares to be listed in Singapore. The company is the investment banking and asset management subsidiary of Hong Kong-based financial services firm AMTD Group. The listing was also the first to debut via an online listing ceremony in Singapore. Partner Raymond Tong led the firm’s team in the transaction.
Clifford Chance has also advised members of the investor consortium on their sale of a controlling stake in leading Cambodian microfinance business PRASAC Microfinance Institution to Kookmin Bank (KB). PRASAC has around 180 networks, with over 40 percent market share, and reported a 29 percent return on equity in 2018. KB, one of South Korea’s largest banking groups, is expected to leverage PRASAC’s leading position as a foothold to accelerate expansion into the Southeast Asian retail networks, with announced intentions to turn PRASAC into a full commercial bank. Hong Kong partner Neeraj Budhwani, supported by Singapore partner Thomas England, led the firm’s team in the transaction, which was signed in January 2020 and was completed in early April 2020.
CNPLaw has acted as Singapore counsel for AirGSM, a Singapore-based telecom start-up, on its restructuring through a share swap with its US-based holding company, AirGSM Holdings. AirGSM is the creator of the mobile application Airalo, the world’s first eSIM store for travellers. The restructuring strategically positions AirGSM for fund raising activities and future expansion. Partner Ken Chia led the firm’s team in the transaction, which was completed on April 17, 2020.
Gibson, Dunn & Crutcher is advising global Indian entertainment company Eros International on its merger with global, next generation media company STX Entertainment, to be named Eros STX Global Corporation and which will be listed in New York. The merger combines leading Indian film studio and OTT platform with one of Hollywood’s fastest-growing independent media companies, and creates a pre-eminent global media company with unique resources and capability to develop, produce and distribute Bollywood and Hollywood premium content. The definitive stock-for-stock merger agreement will create the first publicly-traded, independent content and distribution company, with global reach and unique positions in the US, India and China. Los Angeles partners Kevin Masuda and Peter Wardle, supported by partners Andrew Cheng (Los Angeles), Gregory Campbell (London), Lorna Wilson (Los Angeles), Dora Arash (Los Angeles) and Sean Feller (Century City), are leading the firm’s team in the transaction. Kirkland & Ellis is representing STX Entertainment. S&R Associates, led by partners Rajat Sethi and Sudip Mahapatra, is also representing Eros International. Khaitan &Co, led by partner Mayank Singh and supported by partners Arindam Ghosh, Sagardeep Rathi, Tomu Francis, Raj Panchmatia, Aadheesh Nargolkar, Smriti Yadav and Harsh Walia and executive director Dinesh Agarwal, is also advising STX Filmworks.
Gide has advised Gant, the famous American-Swedish fashion brand which is part of MF Brands, on the acquisition of the distribution network from its distributor and long-standing partner, Longgoal, to secure further control of its brand growth in China. The acquisition will be effective on January 1, 2021. Partner David Boitout led the firm’s team in the transaction.
Gide has also advised Sterimed, one of the world’s leading suppliers of sterile devices packaging, on the acquisition of Fuzhou Green Sail Packaging Material, the Chinese leader in medical packaging film manufacturing, thus broadening Sterimed’s range of high-performance medical packaging materials for medical device manufacturers. Partner David Boitout also led the firm’s team in the transaction.
J Sagar Associates has advised Microsoft on the approximately US$10 million investment by its venture capital division M12 in Robotic Wares (popularly known as FarEye), via subscription to compulsorily convertible preference shares issued by Fareye in the Series D round. M12 was the lead investor in this round. The other investors who participated were Eight Roads Ventures India III and Honeywell Venture Capital for approximately US$5 million each, and SAIF Partners India V for approximately US$3 million. FarEye is engaged in machine learning predictive platform for businesses to execute, track, collaborate, predict and optimise movement of goods. Partner Lalit Kumar, supported by partner Kumarmanglam Vijay, led the firm’s team in the transaction.
Khaitan & Co has advised TVS Motor on the acquisition of one of Britain’s most iconic sporting motorcycle brands, Norton, to acquire certain assets from Norton, including the brand Norton and other associated brands from Norton Motorcycles (UK) in administration, through one of TVS Motor’s overseas subsidiaries. Partners Haigreve Khaitan and Sameer Sah, supported by partners Sanjay Sanghvi, Adheesh Nargolkar and Shailendra Bhandare, led the firm’s team in the transaction, which was valued at £16 million (US$19.6m) and was completed on April 17, 2020. Slaughter and May, led by partners Nilufer von Bismarck and Cathy Connolly, also advised on the deal.
Kudun & Partners is representing Phelps Dodge International (Thailand), a subsidiary of Thailand-listed Stark Corporation, on the acquisition financing extended by United Overseas Bank (Thai) and Kasikornbank for approximately Bt7.5 billion (US$231m). The financing is for the indirect acquisition of all equity interests in Dong Viet Non-Ferrous Metal and Plastic (Dovina) and Thinh Phat Cables (Thipha) in Vietnam. The firm is also representing Dovina and Thipha, post-acquisition subsidiaries of Phelps Dodge, on the financing arrangements for revolving working capital extended by United Overseas Bank in Singapore and United Overseas Bank (Vietnam) for approximately US$55 million, for operations, expansion and further development in Dovina and Thipha. Partner Troy Shooneman led the firm’s team in the transaction, which was valued at β9.2 billion (US$283m) and was completed on March 31, 2020.
S&R Associates has represented Manta Ray Ventures on an investment in Cue Learn, the operator of CueMath, an after-school math learning program. The investment was part of a financing round also involving existing investors CapitalG and Sequoia Capital. Partner Venkatesh Vijayaraghavan led the firm’s team in the transaction.
S&R Associates has also represented a broker on the Rs7.58 billion (US$98.5m) sale of 6.55 million equity shares of Metropolis Healthcare by a shareholder on the Indian stock exchange. Partner Sudip Mahapatra led the firm’s team in the transaction.
Yulchon is advising Prudential Financial on its sale of The Prudential Life Insurance of Korea to Korea’s KB Financial Group for W2.3 trillion (US$1.9b). A financial wellness leader and premier active global investment manager with more than US$1.5 trillion in assets under management, as of December 31, 2019, Prudential Financial has operations in the US, Asia, Europe, and Latin America. Prudential of Korea is a leading provider of life insurance and other protection products. KB Financial Group is Korea’s leading financial services provider. M&A partners Nina Kim and Hyeon Hwa Shin, supported by M&A partner Hyung Ki Lee, tax partners Jeremy Everett and Sang Woo Song, and labor and employment partners Jae Woo Park and Christopher Mandel, led the firm’s team in the transaction.
