Allen & Gledhill has advised Oversea-Chinese Banking Corporation on the issue of its S$1 billion four percent perpetual capital securities first callable in 2023, under its US$30 billion global medium term note program. The capital securities were issued as Additional Tier 1 capital of OCBC. OCBC was appointed joint lead managers for the capital securities. Partner Glenn Foo led the firm’s team in the transaction.
Allen & Gledhill has also advised the Land Transport Authority of Singapore on the issue of S$1.5 billion (US$1.1b) 3.45 percent notes due 2058, under its S$12 billion (US$8.8b) multicurrency medium term note programme. Partners Margaret Chin, Daselin Ang and Sunit Chhabra led the firm’s team in the transaction.
Ashurst has advised Mitsui & Co on its US$104 million joint acquisition with the Development Bank of Japan of an 8.5 percent stake in FKS Food & Agri. FKS and its subsidiaries are engaged in a diverse range of businesses, including sourcing grains, oilseeds and sugar from around the world, refining sugar and shipping these products to various destinations, primarily in Southeast Asia but also across the Americas, Europe and the Middle East. Under its medium-term management plan, Mitsui has identified “nutrition and agriculture” as a new growth area, and views Southeast Asia as particularly important, in terms of market growth and business expansion potentials. Tokyo partner Tracy Whiriskey, supported by partners Kensuke Inoue (Tokyo), Ronnie King (Tokyo), Simon Brown (Singapore), Ratih (Ipop) Nawangsari (Jakarta), Chin Yeoh (Hong Kong), Alyssa Philips (Brisbane) and Rehana Box (Sydney), led the firm’s team in the transaction.
AZB & Partners is advising Overseas Private Investment Corporation on the Rs875 million (US$12.5m) loan, by way of external commercial borrowing, it extended to WaterHealth International for the installation of water vending machines at Indian railway stations, pursuant to a tender of the Indian Railway Catering and Tourism Corporation. Partners Gautam Saha and Pallavi Meena are leading the firm’s team in the transaction, which was signed on August 16, 2018 and is yet to be completed.
AZB & Partners is also advising Tata Capital Financial Services as the issuer, and Edelweiss Financial Services, A K Capital Services and Axis Bank as the lead managers, on the public issue by Tata Capital Financial Services of secured, redeemable, non-convertible debentures with face value of Rs1,000 (US$14.26) each, and of unsecured, subordinated, redeemable, non-convertible debentures with face value of Rs1,000 (US$14.26) each, aggregating up to R75 billion (US$1b). Partners Varoon Chandra, Lionel D’Almeida and Anand Shah are leading the firm’s team in the transaction, which is yet to be completed.
Baker McKenzie has advised Carlsberg on its acquisition of an additional 25 percent stake in Cambrew, the Cambodian brewer of the iconic Angkor Premium Beer. The transaction gives Carlsberg management control of the business in a beer market that offers appealing long-term growth opportunities. Hong Kong partner Tracy Wut led the firm’s team in the transaction.
Cyril Amarchand Mangaldas has advised KKR India Advisers on its approximately US$530 million majority acquisition of Ramky Enviro Engineers, India’s largest integrated waste management and recycling company with operations in India, South East Asia and Middle East. The deal was signed on August 20, 2018 and is expected to be completed later this year, subject to completion of conditions precedents, including approvals from the Competition Commission of India. Bangalore and Mumbai partners Reeba Chacko, Shishir Vayttaden and Vishak Abraham, supported by Delhi partner Ramanuj Kumar and Mumbai partners Avaantika Kakkar and Bharat Budholia, led the firm’s team in the transaction, which is the first private equity buyout in this sector in India. Simpson Thacher & Bartlett acted as international counsel to KKR, while WongPartnership and Simmons & Simmons advised KKR on Singapore and Middle East legal aspects, respectively, of Ramky Enviro Engineers’ business. Linklegal India Legal Services advised Ramky Enviro Engineers and promoters.
Cyril Amarchand Mangaldas has also advised Volkswagen group entity MAN Trucks & Bus on the acquisition of its FOCC subsidiary in India, MAN Trucks India’s Pithampur factory, by Force Motors. The transaction basically started as an advisory, wherein MAN Trucks & Bus intended to close down the Pithampur factory. However, based on the firm’s suggestion, it was strategised and structured into an asset purchase agreement. Mumbai corporate partner Smruti Shah, supported by Mumbai head of international taxation Daksha Baxi and New Delhi tax partner Mekhla Anand, led the firm’s team in the transaction, which was signed on August 23, 2018 and is expected to close on October 5, 2018.
Dechert has advised Singapore-based venture capital firm Openspace Ventures on the formation and closing of its second venture capital fund at the hard cap of US$135 million. Formerly known as NSI Ventures, Openspace Ventures spun out of private equity manager Northstar in May 2018 and focuses on investments in early-stage technology companies in Southeast Asia. Openspace Ventures manages US$225 million of committed capital from a wide range of global and regional institutional investors. The firm has worked with Openspace Ventures since its inception, including the raising of its first fund. Singapore financial services partner Dean Collins led the firm’s team in the transaction.
HHP Law Firm, a member firm of Baker McKenzie International, with support from Baker McKenzie Wong & Leow in Singapore and Baker McKenzie’s Tokyo office, has advised Japan’s largest financial group, Mitsubishi UFJ Financial Group (MUFG), on its second stage of strategic investment into Bank Danamon Indonesia. On August 3, 2018, MUFG announced that it has completed Stage 2, the acquisition of 20.1 percent of the total issued shares outstanding of Bank Danamon, for US$2.8 billion from Asia Financial Indonesia and other affiliated entities, increasing its ownership in Bank Danamon to 40 percent. The deal was completed shortly after MUFG’s US$1.2 billion acquisition of a 19.9 percent stake in Bank Danamon on December 29, 2017. These transactions will strengthen MUFG’s growth in Asia and Oceania, and also contribute to the development of the banking sector in Indonesia. It is also expected to be the largest outbound investment for Japanese banks in history. HHP Law Firm senior partner Erwandi Hendarta, Baker McKenzie Wong & Leow principal Min-tze Lean and Baker McKenzie’s Tokyo office partner Junya Ae, supported by HHP Law Firm partners Mahardikha Sardjana and Indah Respati and Baker McKenzie Wong & Leow principal Alex Tan, led their respective firm’s teams in the transaction.
J Sagar Associates has advised IDFC Bank, ICICI Securities, IIFL Holdings, Emkay Global Financial Services and YES Securities (India) as the book-running lead managers on the proposed IPO of Senco Gold. Senco filed a draft red herring prospectus on August 21, 2018 with the Securities and Exchange Board of India for an IPO comprising of a fresh issue of equity shares aggregating up to Rs6 billion (US$85.6m). Senco is the largest organised jewellery retail player in the eastern region of India, based on the number of stores with 74. Senco primarily sells gold and diamond jewellery, and also sells jewellery made of silver, platinum and precious and semi-precious stones and metals through a network of 93 showrooms in 72 cities and towns. Partners Vikram Raghani and Arka Mookerjee led the firm’s team in the transaction.
J Sagar Associates has also advised Axis Capital and Edelweiss Financial Services as the book-running lead managers on the proposed IPO of Harsha Engineers. Harsha filed a draft red herring prospectus on August 21, 2018 with the Securities and Exchange Board of India for an IPO comprising of a fresh issue of equity shares aggregating up to Rs3.7 billion (US$52.8m) and an offer for sale of up to 1,325,000 equity shares by certain Harsha existing shareholders. Harsha is the largest manufacturer of precision bearing cages in organised sector in India, in terms of capacity and operations, and among the leading manufacturers of precision bearing cages in the world, in terms of revenue. Partners Vikram Raghani and Arka Mookerjee also led the firm’s team in the transaction.
Khaitan & Co has advised The Hindustan Times on the amalgamation of HT Computers Service, Ivy Talent India and HT Interactive Media Properties with The Hindustan Times. The HT group is involved in mass media activities, including printing and publication of newspapers and periodicals in India, and in radio broadcasting and digital entertainment. Partner Atul Pandey led the firm’s team in the transaction.
Khaitan & Co has also represented Multiplex Association of India before the Supreme Court on a special leave petition (SLP) filed against the order of the High Court of Jammu and Kashmir allowing a public interest litigation petition, inter alia, directing the State and the multiplexes/cinema hall owners in the State not to prohibit cinema goers from carrying their own food articles and water inside the theatre. The SLP was heard on August 10, 2018, and the Court issued notice and passed an ad-interim stay on the High Court’s direction. Partners Haigreve Khaitan, Sanjeev Kapoor, Rajat Jariwal and Chakrapani Misra led the firm’s team in the transaction.
Mayer Brown JSM has advised Mitsubishi on a deal to acquire 25 percent interest in Summit LNG Terminal, which is developing a liquefied natural gas (LNG) receiving terminal in Bangladesh. Under construction off the coast of Bangladesh, the terminal is a floating storage and regasification unit (FSRU), which will receive, store and regasify LNG procured by Petrobangla, the country’s national oil company. The project will start commercial operation in 2019, with a planned LNG import volume of about 3.5 million tonnes per annum. Excelerate Energy will provide the FSRU on a 15-year charter agreement. Singapore partner and global projects group member Nathan Dodd led the firm’s team in the transaction.
Rajah & Tann Singapore has acted for Koufu Group as the issuer and Jun Yuan Holdings as the vendor on the IPO and listing of Koufu in Singapore. Koufu is an established operator and manager of F&B establishments, primarily in Singapore, with a presence in Macau. The IPO and the issuance of cornerstone shares raised gross proceeds of approximately S$74.3 million (US$54.5m), and Koufu has an estimated market capitalisation of S$350 million (US$257m). Partners Chia Kim Huat and Hoon Chi Tern led the firm’s team in the transaction.
Rajah & Tann Singapore has also acted for Kimly on the acquisition of 100 percent of the issued and fully-paid ordinary shares in the share capital of Asian Story Corporation (ASC). The deal features a two-tier consideration structure, with the first tranche at completion in cash and a further earn-out in cash and/or shares. ASC markets and sells a variety of drinks under its “Asian Story” brand, which has a 7.7 percent market share and is the No. 3 brand in the Singapore Asian drink market, and bottled water under its “Simply Water” brand. Partner Hoon Chi Tern led the firm’s team in the transaction.
S&R Associates has advised HT Media on its proposed £24 million (US$31m) media deal, including an equity investment of £17.1 million (US$22m), with London-listed Koovs, an online seller of affordable western fashion in India. Partner Radhika Iyer led the firm’s team in the transaction.
S&R Associates has also advised SAR Group family office on an investment in Mukunda Foods, manufacturer of “DosaMatic” machines. Partner Mohit Gogia led the firm’s team in the transaction.
WongPartnership is acting for Wheelock and Company and its financial adviser, DBS Bank, on the voluntary unconditional general offer for all the issued and paid-up ordinary shares of Wheelock Properties (Singapore), where the company was valued at over S$2.5 billion (US$1.8b). Partners Andrew Ang, Dawn Law and Quak Fi Ling led the firm’s team in the transaction.