Allen & Gledhill has advised DBS Bank as arranger, The Bank of New York Mellon Singapore Branch as trustee for the holders of the securities, CDP issuing and paying agent, CDP registrar and CDP transfer agent, The Bank of New York Mellon London Branch as non-CDP issuing and paying agent and calculation agent, and The Bank of New York Mellon Luxembourg Branch as non-CDP registrar and non-CDP transfer agent, on the establishment of a S$1 billion (US$742.4m) multicurrency debt issuance programme by HSBC Institutional Trust Services (Singapore), as trustee of Cache Logistics Trust. Partners Margaret Chin, Magdalene Leong and Sunit Chhabra led the transaction.
Allen & Gledhill has also advised DBS Bank on the issue of €500 million (US$591m) 0.375 percent covered bonds due 2024 under its US$10 billion global covered bond programme. DBS Bank, Barclays Bank Singapore Branch, JP Morgan Securities, Societe Generale, UniCredit Bank and Commerzbank Aktiengesellschaft were appointed managers for the programme. Partners Magdalene Leong, Andrew Chan, Hoo Sheau Farn, Evan Lam and Sunit Chhabra led the transaction.
AZB & Partners is advising Warburg Pincus, Bharti Telemedia, Bharti Airtel and Bharti Enterprises on the Rs22.5 billion (US$351m) acquisition by Warburg Pincus affiliate Lion Meadow Investment of approximately 20 percent in the share capital of Bharti Telemedia, by way of secondary purchase of shares held by Bharti Airtel and Bharti Enterprises. Senior partner Anil Kasturi and partners Nandita Govind, Gautam Saha and Dushyant Bagga are leading the transaction, which was signed on December 12, 2017 and is yet to be completed.
AZB & Partners has also advised Premier Travel Inn India on its acquisition of 100 percent shares of Premier Inn India. Partner Vinati Kastia led the transaction, which was completed on December 13, 2017.
Conyers Dill & Pearman has acted as special counsel in the Cayman Islands to China Hongqiao Group on its issue of US$320 million five percent convertible bonds due 2022. Together with its subsidiaries, China Hongqiao Group manufactures and sells aluminum products primarily in China. The company was founded in 1994 and is headquartered in Binzhou, China. Hong Kong partner Anna Chong, working alongside Morgan Lewis & Bockius and Allbright Law, led the transaction.
Conyers Dill & Pearman has also advised Brit Group on the relocation of its Gibraltar-based reinsurer Brit Insurance to Bermuda. Following the relocation, which will take place prior to year-end, the vehicle will commence business as Brit Reinsurance, a Class 3B commercial reinsurer. Bermuda director Chris Garrod led the transaction.
Fangda has represented China Jianyin Investment as guarantor on JIC Zhixin’s issuance of US$500 million three percent guaranteed bonds due 2022, US$400 million 3.5 percent guaranteed bonds due 2027 and €500 million (US$591m) 0.5 percent guaranteed bonds due 2020, unconditionally and irrevocably guaranteed by China Jianyin Investment. This is the first multi-currency bonds offshore issuance of China Jianyin Investment.
Fangda has also represented Bank of Ningbo on its public issuance of Rmb10 billion (US$1.5b) A shares convertible corporate bonds. The issuance is the first issuance of convertible bonds that is up to Rmb10 billion (US$1.5b), since the implementation of the new rules about credit purchase.
Gibson, Dunn & Crutcher is acting as US counsel to the Special Committee of New York-listed China Xiniya Fashion, a provider of men’s business casual apparel in China, on its securities purchase agreement with, among others, BVI companies True Silver and Honest Plus Investments, and its share transfer agreement with BVI company Qiming Investment on December 10, 2017. The agreements were entered into to satisfy certain closing conditions under the share purchase agreement, dated July 17, 2016, pursuant to which Qiming Investment agreed to sell a controlling interest in China Xiniya Fashion to Perfect Lead and Honest Plus. Pursuant to the terms of the agreements, China Xiniya Fashion has agreed to purchase the entire share capital of True Silver from Honest Plus for approximately US$34.6 million and the issuance of approximately 772.3 million newly issued ordinary shares of China Xiniya Fashion, and divest its current operations through the sale of the entire share capital of Xiniya Holdings, a Hong Kong company directly and wholly-owned by China Xiniya Fashion, to Qiming Investment for approximately US$34.6 million. The agreements are expected to close by the end of 2017, subject to customary closing conditions. Beijing corporate partner Fang Xue is leading the transaction, while Maples and Calder is acting as Cayman Islands and BVI counsel and An Jie Law is acting as PRC counsel. Shearman & Sterling is acting as US counsel to China Xiniya Fashion and Qiming Investment. Lewis Brisbois Bisgaard & Smith is acting as US counsel to Honest Plus, while Conyers Dill & Pearman, Appleby and Grandall Law Firm are acting as Cayman Islands counsel, BVI counsel and China counsel, respectively.
Hogan Lovells has represented a group of Philippine banks on the PHP22 billion (US$436 million) non-recourse financing for the second 668 MW unit of GNPower Dinginin’s supercritical coal-fired power plant being built in Bataan Province, Philippines. The project’s amended and restated US dollar and Philippine peso debt facilities now total approximately US$1.3 billion. With the expansion financing secured, the net generating capacity of the power plant will be doubled to 1,336 MW. The total debt and equity value of the project is approximately US$1.7 billion, including equity provided by sponsors Aboitiz Power and Ayala. Tokyo infrastructure, energy, resources and projects (IERP) partner Joseph Kim, supported by Singapore IERP partner Alex Wong and Hong Kong banking partner Owen Chan, led the transaction, which closed on December 12, 2017.
Howse Williams Bowers has advised VBG Capital as the sole sponsor and, together with UOB Kay Hian (Hong Kong) and Pacific Foundation Securities, as the joint global coordinators, joint book-runners, joint lead managers and the underwriters, on the approximately HK$114 million (US$14.6m) share offer and dual listing of Centurion in Hong Kong. The shares commenced trading on December 12, 2017. Centurion is one of Singapore’s largest workers and student accommodation owner-operators. They develop, own and/or manage a portfolio of 21 operational accommodation assets, totalling approximately 61,600 beds in Singapore, Malaysia, Australia and the UK, under the “Westlite” and “dwell” brands. Upon listing in Hong Kong, Centurion will have a market capitalisation of approximately HK$2.7 billion (US$345.3m). Partner Chia Ching Tan led the transaction.
Luthra & Luthra has advised Jefferies India, Edelweiss Financial Services, ICICI Securities and YES Securities (India) as the book-running lead managers on the US$307.69 million qualified institutional placement by Union Bank of India (UBI). UBI is one of the largest public sector banks in the country, carrying banking and insurance businesses, and provides a wide range of products and services aimed at various customer segments and industries. Partner Ravi Dubey led the transaction, while Squire Patton Boggs acted as international counsel. Shardul Amarchand Mangaldas advised Union Bank of India on Indian law.
Majmudar & Partners has represented Arneg, the third largest supermarket equipment maker in the world, on its acquisition of a further 30 percent stake in its Indian joint venture company Arneg India from Ambience Airconditioning Equipment. Pursuant to this acquisition, Arneg India will be wholly-owned by Arneg. Partner Rukshad Davar led the transaction, which is valued at Rs120 million (US$1.9m).
Maples and Calder (Hong Kong) has acted as BVI counsel to Haitian (BVI) International Investment Development, a wholly-owned subsidiary of Qingdao Conson Development (Group), on its issue of US$400 million 3.875 percent guaranteed bonds due 2020, unconditionally and irrevocably guaranteed by Qingdao Conson. Bank of China, DBS Bank, China CITIC Bank International and Guotai Junan Securities (Hong Kong) acted as joint lead managers. Partner Lorraine Pao led the transaction, while Clifford Chance acted as English and Hong Kong counsel and King & Wood Mallesons acted as China counsel.
Maples and Calder (Hong Kong) has also acted as BVI counsel to Shandong Iron and Steel Xinheng on its issuance of US$200 million 6.5 percent guaranteed bonds due 2021, guaranteed by Shandong Iron & Steel Group, a leading steel producer in China. The bonds are listed in Hong Kong. Partner Lorraine Pao led the transaction. Deacons acted as Hong Kong and English counsel to the issuer and the guarantor. Linklaters acted as Hong Kong and English counsel to the joint lead managers.
Mayer Brown has advised leading Indonesian integrated energy group Indika Energy on the successful issuance of US$575 million 5.875 percent senior notes due 2024. The transaction involved a bridge facility, high-yield notes issuance and consent solicitations, as well as indenture compliance matters related to the M&A transactions, which enabled Indika Energy to acquire an additional equity stake in Kideco Jaya Agung, the third-largest coal mine in Indonesia, in a deal valued at US$677.5 million. The acquisition further strengthens Indika Energy’s position in the energy business value chain, which attracted overwhelming demand from investors globally. Hong Kong corporate and securities partner Jason Elder, supported by partners Thomas Kollar (Hong Kong), Doos Choi (Hong Kong) and Jason Bazar (New York), led the transaction, which is one of Indonesia’s most complex high-yield issuances of the year.
Skadden is advising China Education Group, a leading large scale private higher education group in China, on its HK$3.225 billion (US$412.4m) IPO in Hong Kong. Trading in the shares commenced on December 15, 2017. Partners Christopher Betts and Edward Lam led the transaction, which is the largest IPO in the education sector in Hong Kong.
Sullivan & Cromwell is representing Deutsche Bank and Goldman Sachs as financial advisers to Unibail-Rodamco SE (France) on its agreement to acquire Westfield (Australia) for an enterprise value of US$24.7 billion. Corporate partners Olivier de Vilmorin (Paris) and Stephen Kotran (New York) are leading the transaction, which was announced on December 12, 2017.
Wong & Partners, a member of Baker Mckenzie International, has advised logistics tech start-up Ezyhaul on its US$2 million funding round involving 23i. Ezyhaul is an online digital freight platform which provides and manages long-haul freight transportation. Ezyhaul has a presence in both Singapore and Malaysia, with plans to expand to other key markets in Southeast Asia. Partner Stephanie Phua led the transaction, which was completed on November 9, 2017. TSMP Law acted for 23i.
Wong & Partners, a member of Baker Mckenzie International, has also advised Alliance Holding on its M$255 million (US$55.2m) disposal of Davex (Malaysia) to Ekuiti Nasional. Davex is an end-to-end lighting solutions provider and manufacturer with a strong presence in Malaysia, Singapore and Australia. This transaction marks Ekuiti Nasional’s entry into the manufacturing sector. Partner Stephanie Phua also led the transaction, which was completed on December 14, 2017. Skrine acted as local counsel to Ekuiti Nasional.
WongPartnership is acting for NTUC Income on a proposed strategic partnership with Fullerton Fund Management to appoint Fullerton as the investment manager of a portfolio of NTUC assets estimated at S$23 billion (US$17b). As part of the proposed partnership, FFMC Holdings, the holding company of Fullerton, will issue new shares to NTUC. Managing partner Ng Wai King and partners Chan Sing Yee, Charlotte Sin, Chan Jia Hui and Kyle Lee are leading the transaction.
WongPartnership is also acting as Singapore counsel for OldTown on the pre-conditional voluntary general offer by Jacobs Douwe Egberts Holdings Asia (JDE) to acquire all the issued ordinary shares of OldTown not already held by JDE. Partners Andrew Ang and Audrey Chng led the transaction. This deal was undertaken in collaboration with Dato’ Foong Chee Meng, Chong Siew Mun and Leong Wai Lun from Foong & Partners.