Allen & Gledhill has advised DBS Bank and Oversea-Chinese Banking Corporation, as the arrangers and dealers, on the establishment of a S$1 billion (US$733m) multicurrency debt issuance programme by NetLink Treasury. DB International Trust (Singapore) was appointed trustee of the programme. Deutsche Bank Singapore Branch was appointed principal paying agent and CDP registrar. Deutsche Bank Aktiengesellschaft Hong Kong Branch was appointed non-CDP paying agent and non-CDP registrar. Partners Margaret Chin, Sunit Chhabra and Daselin Ang led the firm’s team in the transaction.
Allen & Gledhill has also advised NTUC Income Insurance Co-operative on the establishment of its S$2 billion (US$1.46b) euro medium term note programme and the issue of its S$800 million (US$585m) 3.1 percent secured notes due 2050 under the programme. Partners Tan Tze Gay, Glenn Foo, Bernie Lee and Sunit Chhabra led the firm’s team in the transaction.
Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted for the controlling shareholders of seven state-owned hospitals, namely Krakatau Steel, Pelabuhan Indonesia II, Pelabuhan Indonesia III, Perkebunan Nusantara X, Perkebunan Nusantara XI, Perkebunan Nusantara XII and Timah, on the second phase of the establishment of a state-owned hospital holding company, led by Pertamina Bina Medika IHC (PBM). The transaction resulted in PBM becoming the new controller of the seven hospitals, by holding approximately 67 percent shares in each hospital. This second phase was closed on August 7, 2020. Partners Putu Suryastuti and Mohammad Renaldi Zulkarnain led the firm’s team in the transaction.
AZB & Partners has advised Housing Development Finance Corporation on its issue of: (1) approximately 56.8 million equity shares at Rs1,760 (US$23.58), aggregating to Rs100 billion (US$1.34b); (2) 36,930 5.4 percent secured redeemable non-convertible debentures with face value of Rs1 million (US$13,397.40), aggregating to Rs36.93 billion (US$495m); and (3) approximately 17 million warrants, each exchangeable for one equity share at Rs180 (US$2.41) per warrant and an exchange price of Rs2,165 (US$29) per warrant, assuming full exchange of warrants into equity shares aggregating to Rs39.99 billion (US$536m). The date of allotment was on August 11, 2020. Partners Varoon Chandra, Anand Shah, Richa Choudhary and Gautam Ganjawala led the firm’s team in the transaction, which was valued at approximately Rs176.53 billion (US$2.36b).
AZB & Partners has also advised the book-running lead managers, consisting of Axis Capital, UBS Securities India, Credit Suisse Securities (India), HSBC Securities and Capital Markets (India), BNP Paribas, ICICI Securities, SBI Capital Markets and YES Securities (India), on the qualified institutions placement of approximately 238 million equity shares with face value of Rs2 (US$0.027) each at Rs420.10 (US$5.63) per equity share, aggregating to Rs100 billion (US$1.34b). The equity shares were allotted on August 11, 2020. Partners Varoon Chandra and Richa Choudhary led the firm’s team in the transaction.
Baker McKenzie has advised Mitsubishi UFJ Trust and Banking Corporation (MUTB) on its agreement to sell its 15 percent shareholding in AMP Capital to AMP for A$460 million (US$332m). MUTB entered into a strategic business and capital alliance with AMP Capital in 2011. Since then, MUTB has offered AMP Capital investment products to MUTB’s Japanese institutional and retail clients. Although the business and capital alliance will conclude, AMP Capital will remain an important partner of MUTB. Partners Ben McLaughlin (M&A), Tetsuo Tsujimoto (M&A) and Toshio Shimada (regulatory) led the firm’s team in the transaction.
Baker McKenzie has advised Japan Finance Corporation (JFC) on the implementation of its cross-border loans. At the 201st ordinary session of the Diet held in 2020, the Bill for the Small and Medium-Sized Enterprises Growth Promotion Act was enacted. As a result of this amendment, the JFC is scheduled to commence direct lending (cross-border loans) to overseas subsidiaries of Japanese SMEs. Tokyo partners Kosuke Suzuki and Hiroshi Kasuya led the firm’s team in the transaction.
Davis Polk has advised the initial purchasers on a US$200 million Regulation S high-yield offering by KWG Group Holdings of its 5.95 percent senior notes due 2025. Hong Kong-listed KWG Group is a large-scale Chinese property developer with a leadership position in Guangzhou and an established presence in numerous other key cities in China. Hong Kong partner Gerhard Radtke led the firm’s team in the transaction.
Han Kun has acted as China counsel to Li Auto on its US IPO and listing on the Nasdaq. An innovator in China’s new energy vehicle market, Li Auto designs, develops, manufactures and sells premium smart electric sport utility vehicles in China. Through its product, technology and business model innovation, the company provides families with safe, convenient and cost-effective mobility solutions.
J Sagar Associates has advised DIF Capital Partners on the acquisition, through its DIF Core Infrastructure Fund II, of a 49 percent stake in Touax Rail. A member of the Touax Group, Touax Rail is a leading European rail freight leasing company, which offers tailor-made and environmentally friendly solutions for leasing rail equipment, including leasing, sale and maintenance of freight railcars. Touax Rail carries out business operations in India, as well. The transaction is expected to enable Touax Rail to accelerate the development of its long-term leasing activities of freight wagons and to strengthen its position in Europe and Asia, by increasing its capacity to grow and finance the needs of its customers. DIF is a leading global independent infrastructure fund manager headquartered in the Netherlands, with assets under management across the globe. Partner Vikram Raghani, supported by partners Anish Mashruwala and Shashank Singh, led the firm’s team in the transaction. Ashurst acted as global counsel to DIF.
J Sagar Associates has also advised ICICI Securities, BNP Paribas, Citigroup Global Markets India, Credit Suisse Securities (India), HSBC Securities and Capital Markets (India), JP Morgan India, Axis Capital and SBI Capital Markets on the rights issue of Shriram Transport Finance Company (STFC). STFC filed an offer letter on July 7, 2020 for the issue of approximately 26.2 million equity shares on rights basis, aggregating to approximately Rs15 billion (US$201m). This underwritten rights issue saw 159.83 percent oversubscription. STFC is registered as a deposit-taking NBFC with the Reserve Bank of India. STFC is a part of the Shriram group of companies, which has a presence in various aspects of financial services in India. Partner Arka Mookerjee led the firm’s team in the transaction.
K Law is advising Ascent Capital Advisors India, the investment manager of Ascent Private Equity Trust, on its US$15 million acquisition, via Ascent Capital Advisors India, of certain optionally convertible redeemable preference shares in FreshToHome Foods, an online grocery store that sells a range of seafood and meat to its users and enables suppliers to supply their seafood and meat to the website/platform. Senior partner Shwetambari Rao is leading the firm’s team in the transaction, which was signed on July 30, 2020 and is yet to be completed.
K Law is also advising InCred group entities InCred Capital Investment Advisors and Managers and InCred Capital Financial Services on InCred’s acquisition of control in India Value and Growth Fund I (a scheme of the India Value and Growth Trust, a CAT III SEBI-registered AIF trust), of the majority stake in Vishuddha (provides investment management services to the India Value and Growth Fund I), and the acqui-hire of promoters Aditya Sood and Sugandhi Sud. Partner Rukmini Roychowdhury is leading the firm’s team in the transaction, which was signed on August 13, 2020 and is yet to be completed.
Khaitan & Co has represented Honda Motor, Hitachi Automotive Systems, Keihin, Nissin Kogyo and Showa on securing the Competition Commission of India’s approval for the global transaction involving the amalgamation of Keihin, Nissin Kogyo and Showa into Hitachi Automotive Systems, and the creation of a joint venture between Hitachi and Honda Motor. The transaction envisages the creation of a global mega-supplier of automobile and motorcycle systems with a consolidated revenue scale of ¥1.7 trillion (US$16.14b). Partners Manas Chaudhuri and Sagardeep Rathi led the firm’s team in the transaction.
Khaitan & Co has also acted as Indian counsel for Sterlite Power Grid Ventures, as the sponsor, on all aspects of the sale, through a block deal on the stock exchange, of existing units held by the company in India Grid Trust. Partners Gahan Singh and Abhimanyu Bhattacharya led the firm’s team in the transaction, which was announced on August 13, 2020 and was valued at Rs8.5 billion (US$114m). Cyril Amarchand Mangaldas and Ashurst advised the brokers as to Indian law and foreign law, respectively. L&L Partners advised the lender.
Kudun and Partners has been appointed to represent 87 savings co-operatives, as creditors of Thai Airways International, on Thailand’s largest-ever business rehabilitation proceeding to date, with debts estimated to be more than β352.49 billion (US$11.31b). The co-operatives, consisting of state-owned enterprises, universities, corporations and hospitals, represent the largest group of creditors of Thai Airways, holding an aggregate debt of β45.65 billion (US$1.46b), or approximately 65 percent of the airline’s debenture debts and 13 percent of the airline’s total debt. This appointment is in addition to the firm’s appointment as counsel for several other notable creditors of Thai Airways, including AEC Securities, Country Group Securities, Srisawad Finance (BFIT) and Volvo Group (Thailand). Founding partner Kudun Sukhumananda and dispute resolution and litigation co-heads partners Somboon Sangrungjang, Pariyapol Kamolsilp and Niruch Winiyakul are leading the firm’s team in the transaction.
Maples Group has acted as Cayman Islands counsel to VLL International on the update of its US$2 billion medium term note programme, guaranteed by Vista Land and Lifescapes and certain subsidiary guarantors, and its issuance of US$200 million senior guaranteed notes due 2027 under the programme. The notes are listed in Singapore. Vista Land is one of the leading integrated property developers and the largest home builders in the Philippines. Karen Zhang Pallaras led the firm’s team in the transaction, which closed on July 20, 2020. Latham & Watkins acted as the issuer’s English law counsel. Milbank acted as the English law counsel to Credit Suisse (Singapore), DBS Bank and The Hongkong and Shanghai Banking Corporation Singapore Branch, as the dealers.
Maples Group has also acted as Cayman Islands counsel to Greentown China Holdings on its tender offer for up to US$150 million of its US$600 million 4.55 percent senior notes due 2020. Greentown China develops and invests in property in China. Partner Lorraine Pao led the firm’s team in the transaction, which closed on July 17, 2020. White & Case acted as US counsel to the issuer. Clifford Chance acted as US counsel to the dealer managers.
Millbank has advised Credit Suisse and UBS, as joint lead managers, and JP Morgan, as co-manager, on PLDT’s dual tranche issuance of US$300 million 2.5 percent senior unsecured notes due 2031 and US$300 million 3.45 percent senior unsecured notes due 2050. PLDT, one of the country’s leading telecommunications companies, was formerly known as the Philippine Long Distance Telephone Company, and is the oldest telecom company in the Philippines. Hong Kong managing partner James Grandolfo and capital markets partner Paul Pery, supported by London partners James Warbey and John Goldfinch, led the firm’s team in the transaction.
Millbank has also advised Globe Telecom, one of the leading and largest telecommunications services providers in the Philippines, on its dual tranche issuance of US$300 million 2.5 percent senior notes due 2030 and US$300 million three percent senior notes due 2035. The transaction marked Globe’s return to the US dollar bond market after more than 15 years. Hong Kong managing partner James Grandolfo and capital markets partner Paul Pery, supported by London partners James Warbey and John Goldfinch, also led the firm’s team in the transaction.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting as Singapore counsel for QT Vascular on its disposal of Chocolate Touch®, which comprises of a drug-coated PTA balloon catheter product and its intellectual property, to Genesis MedTech Group. Partner Danny Lim is leading the firm’s team in the transaction.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also acted as Singapore counsel on the US$400 million issuance of Series 2020-1 Class A principal at-risk variable rate notes by Alamo Re II, a special purpose reinsurance vehicle, with Hannover Ruck SE as the ceding insurer. This is the first catastrophe bond to be issued out of Singapore by Texas Windstorm Insurance Association. Partners Simon Goh, Lee Xin Mei and Cheryl Tan led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has advised IDBI Bank on the proposed sale of up to 27 percent stake of IDBI Federal Life Insurance (IFLI) to its joint venture partners Ageas Insurance International (23 percent stake) and Federal Bank (up to four percent stake). IDBI Bank currently holds 48 percent stake in IFLI. Post completion of the transaction, IDBI’s stake in IFLI would be at least 21 percent, while Ageas Insurance and Federal Bank’s stake would be 49 percent and up to 30 percent, respectively. Partners Abhishek Guha and Roopal Kulsrestha led the firm’s team in the transaction, which was valued at approximately Rs5.95 billion (US$79.7m), signed on August 5, 2020, and is subject to regulatory approvals and satisfaction of the terms and conditions set out in the share purchase agreement. AZB & Partners, led by partners Rajendra Barot and Arvind Ramesh, advised Ageas Insurance, while L&L Partners advised Federal Bank.
Shardul Amarchand Mangaldas & Co has also acted as Indian counsel for ACME Solar Holdings on the divestment of 100 percent of its stake in 400MW operational solar projects in Madhya Pradesh and Andhra Pradesh to Actis Greengen. The entire divestment transaction was completed on August 6, 2020. This is one of the largest deals in the Indian renewable sector since the outbreak of the Covid-19 pandemic, and also one of the first transactions involving a solar project in Andhra Pradesh, post the commencement of regulatory disputes and uncertainties around AP renewable projects. National projects and infrastructure head partner Jatin Aneja and partner Siddhartha Sen led the firm’s team in the transaction. Nishith Desai Associates, led by M&A co-head Simone Reis and tax head Rajesh Simhan, advised Actis Greengen.
Skadden has advised KE Holdings, a Beijing-based leading integrated online and offline platform for housing transactions and services, also known as Beike Zhaofang, on its US$2.12 billion IPO of 106 million American Depositary Shares and listing in New York. Each ADS represents three Class A ordinary shares of the company, at US$20 per ADS, for a total offering size of US$2.12 billion, exclusive of the underwriters’ exercise of their option to purchase up to 15.9 million additional ADSs. Trading commenced on August 13, 2020. Hong Kong partner Julie Gao led the firm’s team in the transaction, which is the largest US IPO by a Chinese company since 2018. Han Kun acted as China counsel to KE Holdings. Davis Polk, led by partners Li He and Howard Zhang, advised the representatives of the underwriters.
Wong & Partners has acted for Navis Capital Partners, a leading regional private equity fund with approximately US$5 billion of assets under management, and the other individual shareholders of Strateq on the sale for approximately M$249.6 million (US$59.7m) of approximately 28 million ordinary shares and seven million redeemable preference shares in Strateq’s capital, representing approximately 88.28 percent of all the issued ordinary shares and 100 percent of all the issued preference shares in Strateq, to StarHub. Strateq is a Malaysia-based leading data-driven business solutions and ICT company. Over the course of its 31 years in the IT services industry, Strateq has transformed itself from a systems integrator to an end-to-end data-driven IT solutions company with in-house R&D capabilities. Partner Stephanie Phua led the firm’s team in the transaction, which was completed on July 30, 2020. Rahmat Lim & Partners advised the buyers.
WongPartnership has acted for one of the investors on the proposed joint venture between Wise Road and ASM Pacific Technology in the due diligence of Singapore and Malaysia business and assets. Partner Miao Miao led the firm’s team in the transaction.
WongPartnership has also acted as Singapore counsel to TradeGecko on its trade sale to Intuit. Partner Kyle Lee led the firm’s team in the transaction.
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