Allen & Gledhill has acted as transaction counsel to Allianz Real Estate Asia Pacific Branch on its US$150 million subscription of interests in GBTC I, a closed-end office development platform managed by the Godrej Group, one of India’s leading business houses. The investment is part of Allianz’s strategy to invest in fast growing markets, such as China and India. The platform targets the development of premium Grade-A offices in tier one cities in India. Partners Richard Young and Ko Xiaozheng, Danny Tan and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill has also acted as transaction counsel to Ever Investment on its joint venture with China Lesso Group Holdings, a Hong Kong-listed building materials supplier, to build an US$87 million integrated commercial and logistics complex in Yangon. Myanmar directors Oh Hsiu-Hau and Jacqueline Cheong led the firm’s team in the transaction.
Assegaf Hamzah & Partners, member firm of Rajah & Tann Asia, has acted for a group of eight state-owned enterprises, namely Pertamina, Telkomsel, Asuransi Jiwasraya, Danareksa and four SOE banks, on their Rp1.826 trillion (US$128m) investment in Fintek Karya Nusantara, the operator of e-money company LinkAja. LinkAja is owned by Telekomunikasi Selular, a subsidiary of Telekomunikasi Indonesia. Partners Eko Basyuni and Indira Yustikania led the firm’s team in the transaction.
AZB & Partners is advising HCL Infosystems and its wholly-owned subsidiary HCL Learning on their sale of 100 percent share capital of HCL Insys to PCCW Solutions. The consideration for the proposed transaction is linked to PCCW Solutions’ enterprise value of approximately Rs2.2 billion (US$30.7m). Partner Vinati Kastia led the firm’s team in the transaction, which was signed on August 6, 2019 and is yet to be completed.
AZB & Partners has also advised Internet Fund V, an affiliate of Tiger Global Management, on the acquisition by Tiger Global Management, through Internet Fund V, and other entities of equity securities in UrbanClap Technologies India, operator of the web portal UrbanClap. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at approximately Rs5.3 billion (US$74m) and was completed on August 6, 2019.
Baker McKenzie has acted as lead counsel to CITIC Metal on its C$612 million (US$461.7m) acquisition of an additional 10 percent stake in Canadian mining company Ivanhoe Mines. The transaction marks CITIC Metal’s second investment in Ivanhoe, and will see its stake in Ivanhoe rise to 29 percent. The investment will enable Ivanhoe to move ahead with the construction of its US$1.1 billion Kamoa-Kakula Project’s initial six million-tonne-per-annum high-grade copper mine at the Kakula deposit in the Congo. M&A partners Bee Chun Boo (Beijing) and Greg McNab (Toronto) led the firm’s team in the transaction.
Baker McKenzie and its member firms have advised Gaw Capital on a joint venture with Allianz Real Estate to acquire the DUO Tower and DUO Galleria, a premium grade-A office asset with ancillary retail in Singapore, for approximately S$1.6 billion (US$1.15b). Located above the Bugis MRT Interchange station, the commercial asset comprises 557,972 square feet of international premium grade-A office space, with floor plates ranging between 26,000 and 31,000 square feet, as well as 59,873 square feet of retail space. The asset will be jointly managed by Gaw Capital and Allianz Real Estate, with Gaw Capital, which is representing a sovereign wealth fund in the transaction, owning a 40 percent interest in the property, and Allianz owning the remaining 60 percent. In addition to advising on the establishment of the joint venture, the firm also advised Gaw Capital on the formation of the separate account with the sovereign wealth fund in connection with the transaction. Edwin Wong from Hong Kong, partner Sue Wan Wong from Malaysian member firm Wong & Partners, and local principal Luyi Chan from Singapore member firm Baker McKenzie Wong & Leow led their respective firm’s team in the transaction.
Baker McKenzie Wong & Leow has advised Godrej Fund Management (GFM), the real estate private equity arm of the Godrej Group, on the successful final closing on August 12, 2019 of GBTC I, a US$450 million build-to-core office focused fund that will invest in developing world class, Grade-A office buildings in leading locations across India’s key office markets. GBTC I is the second series of commercial real estate focused funds sponsored by GFM, since its entry into India’s commercial real estate sector. In 2017, the firm advised GFM on the formation and closing of Godrej Office Fund I, a core and core-plus commercial properties focused fund. The two funds together can invest or develop office assets of over US$1 billion in value. Principal Derek Kwan led the firm’s team in the transaction, while AZB & Partners acted as Indian counsel.
J Sagar Associates has advised Naspers Ventures on the Indian leg of its investment, along with other investors, in the Series D funding round of Meesho, an operator of an online market place, through its website and mobile application, carried out primarily out of India by its subsidiary, Fashnear Technologies. The total deal value, including investment by other investors, is approximately US$125 million. Partners Sidharrth Shankar and Prakriti Jaiswal led the firm’s team in the transaction, while Goodwin acted as overseas counsel.
J Sagar Associates is also advising IDBI Capital Markets & Securities, SBI Capital Markets and YES Securities (India), as book-running lead managers, on the proposed IPO of Indian Railway Catering and Tourism Corporation (IRCTC). IRCTC filed a draft red herring prospectus on August 21, 2019 with the SEBI. The IPO is by way of an offer for sale by the President of India, through the Ministry of Railways, of 20 million equity shares, and a reservation of additional equity shares in favour of IRCTC employees. IRCTC the only entity authorised by Indian Railways to provide catering services to railways, online railway tickets and packaged drinking water at railway stations and trains in India. Partners Rohitashwa Prasad and Arka Mookerjee are leading the firm’s team in the transaction.
Khaitan & Co has advised Reliance Industrial Investments and Holdings, a wholly-owned subsidiary of Reliance Industries, on the acquisition of approximately 87.6 percent equity share capital in Shopsense Retail Technologies, on a fully diluted and converted basis for a cash consideration not exceeding Rs2.95 billion (US$41.2m). RIIH has an option to further invest up to Rs1 billion (US$14m) in Shopsense Retail Technologies, which is likely to be completed by December 2021. Partners Supratim Chakraborty and Suhana Islam Murshedd, supported by partners Shailendra Bhandare and Anshul Prakash, led the firm’s team in the transaction.
Khaitan & Co has also advised Össur Hf on the India leg of the acquisition of College Park Industries, including its Indian subsidiary College Park Healthcare India. Össur is a global leader in non-invasive orthopaedics. It focuses on improving people’s mobility through the delivery of innovative technologies within the fields of braces, supports and prosthetic limbs. Headquartered in Iceland, Össur has major operations in the Americas, Europe and Asia, with additional distributors worldwide. Partner Rabindra Jhunjhunwala led the firm’s team in the transaction.
K&L Gates Straits Law has advised molecular diagnostics and life sciences company Nova Satra DX on its recently concluded merger with INEX Innovations Exchange. Valued at US$72 million, the transaction will result in the restructuring of the INEX group, in which NSDX now becomes a part of INEX Innovate, one of Southeast Asia’s largest med-tech specialist companies in cancer research and development. Having won the Start-up Excellence award at the Singapore British Chamber of Commerce’s 18th Annual Business Awards, Singapore-based NSDX works in collaboration with global centres of scientific excellence to research, develop and commercialise blood-based tests for cancer. INEX Innovate shareholders include several institutional investors, now among them Genting Bio Cellular, a wholly-owned subsidiary of Genting, and SEEDS Capital, the investment arm of Enterprise Singapore. Singapore partners Nicholas Hanna and Mark Tan led the firm’s team in the transaction.
Maples Group (Hong Kong) has acted as BVI counsel to Tahoe Group Global on its issuance of US$400 million 15 percent senior notes due 2022, unconditionally and irrevocably guaranteed by Tahoe Group. The notes are listed in Singapore, while the transaction closed on July 20, 2019. Tahoe Group is a property developer that focuses on the development of residential and commercial properties in the economically developed areas in China. Partner Derrick Kan led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Davis Polk & Wardwell acted as US counsel to Haitong International Securities, as the initial purchaser of the notes.
Mayer Brown has represented Vietnam Prosperity Joint Stock Commercial Bank (VPBank) on the establishment of its US$1 billion euro medium term note program and its subsequent drawdown of US$300 million 6.25 percent notes due 2022. The offering is the first of its kind in Vietnam, and the first corporate US dollar-denominated bond out of Vietnam in the last seven years. A commercial bank headquartered in Hanoi, VPBank will use the proceeds to improve its financial capacity, enhance operational safety and supplement its funding to meet its medium- and long-term loans. Hong Kong corporate and securities partner Thomas Kollar and Hanoi banking and finance partner Hoang Anh Nguyen, supported by banking and finance partner James Taylor, led the firm’s team in the transaction.
R&T Sok & Heng Law, member firm of Rajah & Tann Asia, is acting as local counsel for Electricite Du Cambodge on the US$3.5 billion coal-fired power plant project in Xekong, Lao PDR. Partner Heng Chhay is leading the transaction.
Shardul Amarchand Mangaldas & Co has advised US-based Kora Management on its proposed investment of up to US$125 million in the Edelweiss Group. Of the total investment, Kora will infuse up to US$75 million in the Edelweiss group’s advisory business, Edelweiss Global Investment Advisers (EGIA), subject to completion of certain identified milestones. The balance of US$50 million will be invested subsequently in the Edelweiss Group. Partner Jay Gandhi led the firm’s team in the transaction, while Lowenstein Sandler advised on other transactional aspects. The Edelweiss Group was represented by Trilegal Mumbai.
Shook Lin & Bok is acting for Singapore fund management company Helicap Investments on the establishment of the Helicap Fund I, a Singapore corporate fund with a target fund size of up to US$150 million. Using a fintech-driven investment identification and scoring process, the fund will invest across a diversified portfolio of private loans across sectors and geographies, comprising direct loans to corporate borrowers, as well as loan opportunities originated from lending marketplaces, platforms and institutions. Partner Tan Woon Hum led the firm’s team in the transaction.
Weil, Gotshal & Manges is advising TPG Capital Asia, TPG Growth and Ontario Teachers’ Pension Plan Board on their acquisition of up to 35 percent of Dream Cruises, a leading cruise brand based in Asia and owned by Genting Hong Kong. The consideration for the 35 percent equity interest is US$489 million, valuing Dream Cruises’ total equity at approximately US$1.4 billion. With assumption of net debt of US$1.87 billion, the enterprise value of the transaction is approximately US$3.3 billion. The transaction includes options for two additional global class ships to be constructed by MV Werften, Genting Hong Kong’s German shipyard. The transaction will be executed in two tranches, and is subject to Chinese and EU antitrust clearances, as well as other customary closing conditions. Hong Kong private equity partner Tim Gardner, supported by partners Henry Ong (corporate), Soo-Jin Shim (finance ), Kimberly Blanchard (tax), Robert Frastai (tax) Amy Rubin (executive compensation and benefits), Jonathon Soler (private funds) and Cassie Kimmelman (private funds), led the firm’s team in the transaction.
WongPartnership is acting for Temasek Holdings on the acquisition of D’Crypt from Starhub and D’Crypt’s founding shareholders. As part of the transaction, Ensign InfoSecurity, StarHub’s joint venture with Temasek, will be issued preference shares and be fully entitled to the economic rights of D’Crypt. Following the transaction, StarHub will hold 60 percent of the economic interest in D’Crypt, through its shareholding and interest in Ensign. Partners Ng Wai King, Dorothy Marie Ng, Lam Chung Nian, Milton Toon, Kevin Ho, Bonnie Wong and Chan Jia Hui led the firm’s team in the transaction.