Allen & Gledhill has advised ARA Business Trust Management, as trustee-manager of ARA US Hospitality Management Trust, and DBS Trustee, as trustee of ARA US Hospitality Property Trust, and ARA Trust Management, as manager of ARA US Hospitality Property Trust, on the establishment of an S$800 million (US$575m) multicurrency stapled debt issuance programme by ARA US Hospitality Trust, a stapled group comprising ARA US Hospitality Property Trust and ARA US Hospitality Management Trust. The programme is the first debt issuance programme in Singapore to feature both the issuance of stapled debt securities, as well as issuers whose subsidiary or associate qualifies as a real estate investment trust for US federal income tax purposes or for portfolio interest exemption, pursuant to the US Inland Revenue Code. It is the second stapled debt securities debt issuance programme and the second debt issuance programme in Singapore by an issuer, whose subsidiary qualifies as a US Reit. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to the Singapore Exchange on the approximately €186 million (US$201.5m) acquisition of a 93 percent stake in Scientific Beta. The acquisition is aimed at strengthening the research-based index design capabilities, as well as broadening the range of index products and clientele of the Singapore Exchange. Partners Prawiro Widjaja, Eugene Ho and Elsa Chen led the firm’s team in the transaction.

AZB & Partners has advised Societe de Promotion et de Participation Pour La Cooperation Economique on its Rs1.1 billion (US$15.4m) acquisition of certain compulsorily convertible debentures and certain equity shares of Avaada Energy. Partner Gautam Saha led the firm’s team in the transaction, which was completed on November 15, 2019.

AZB & Partners has also advised CDC Group on the Rs2.78 billion (US$39m) sale of approximately 8.2 million equity shares of Narayana Hrudayalaya held by CDC on the Indian stock exchange. Partners Darshika Kothari and Roxanne Anderson led the firm’s team in the transaction, which was completed on January 28, 2020.

Davis Polk has advised the sole underwriter on the IPO of Citic Capital Acquisition’s 27.6 million units, including 3.6 million units purchased pursuant to the exercise of the underwriter’s over-allotment option, for proceeds of US$276 million. Each unit consists of one Class A ordinary share and one-half of one redeemable warrant. The units, the shares and the warrants are listed in New York. Citic Capital Acquisition is a newly incorporated, Cayman Islands exempted, blank check company, which intends to focus its search globally for companies in the energy efficiency, clean technology and sustainability sectors. New York partners Deanna Kirkpatrick and Derek Dostal, supported by partner William Curran, led the firm’s team in the transaction.

Davis Polk has also advised the sole placing agent on the primary placement of 78 million new shares in Innovent Biologics for approximately HK$2.4 billion (US$309m). The firm also advised the underwriters on Innovent Biologics’ HK$3.15 billion (US$405.6m) IPO in October 2018 and the placing agents on its HK$2.4 billion (US$309m) top-up placing in October 2019. Innovent Biologics is a China-based biopharmaceutical company that develops and commercialises high quality innovative drugs that are affordable to ordinary people. Hong Kong partner Yang Chu led the firm’s team in the transaction.

Drew & Napier has acted for Don Agro International, a Russian-based agricultural company, on its IPO in Singapore, which is the first listing of a Russian business in Singapore. The offering is by placement only, and the company is offering 23 million new placement shares priced at S$0.22 (US$0.158) per share. Trading of its shares commenced on February 14, 2020, and the company aimed to raise approximately S$5.1 million (US$3.7m). Don Agro is one of the largest agricultural companies in the Rostov region in Russia, which cultivates agricultural crops and produces raw milk. It farms commercial crops like winter wheat, sunflower, corn and flax. It also owns more than 4,000 heads of dairy cattle, including more than 2,000 milking cows. Director Grace Lai led the firm’s team in the transaction.

J Sagar Associates has advised Unitus Seed Fund II on its investment into GetClarity Fintech Services, which operates a platform that offers financial products and services to under-served individuals and entities. Unitus acquired an approximately 16 percent stake in the company. Partner Probir Roy Chowdhury led the firm’s team in the transaction.

J Sagar Associates has also advised ICICI Securities and SBI Capital Markets, as the book-running lead managers, on the proposed IPO of National Commodity & Derivatives Exchange (NCDEX), a leading agricultural commodity exchange in India. NCDEX filed a draft red herring prospectus with the SEBI for an offer of equity shares, comprising a fresh issue of up to one billion and an offer for sale of up to approximately 4.45 million equity shares, by Build India Capital Advisors, Canara Bank, Indian Farmers Fertiliser Cooperative, Investcorp Private Equity Fund I (formerly known as IDFC Private Equity Fund III), Jaypee Capital Services, National Bank for Agriculture and Rural Development, Oman India Joint Investment Fund and Punjab National Bank. Partners Vikram Raghani and Arka Mookerjee led the firm’s team in the transaction.

Khaitan & Co has advised Mastek on the scheme of arrangement entered into by its wholly owned subsidiary, Trans American Information Systems, with Evolutionary Systems, which offers Oracle cloud implementation and consultancy services. If approved, the transaction will result in the demerger of identified Indian business, along with the US, UK and the rest of the world businesses of Evolutionary Systems to Trans American Information Systems. Simultaneously, Mastek (UK), another wholly owned subsidiary of Mastek, signed a definitive agreement on February 8, 2020 to acquire the Middle East business of Evolutionary Systems. Mastek is an enterprise digital transformation specialist that engineers excellence for customers in the UK, US and India. Partner Sharad Abhyankar, supported by partners Sharad Abhyankar, and Shailendra Bhandare, led the firm’s team in the transaction, while DLA Piper London acted as overseas counsel.

Khaitan & Co has also advised Cactus Communications on the acquisition by its subsidiary, Cactus Communications Services (Singapore), of 100 percent stake (Class A and Class C units) in Unsilo (Denmark) from its founders and other investors, namely Thomas Laursen and Mads Rydahl, through their holding entity BioQL Invest ApS; Styrelsen for Institutioner og Uddannelsesstøtte; Capnova; Scale Invest ApS; and Infosys SRO. The deal was completed on January 28, 2020. Cactus Communications is a global scientific communications company that collaborates with researchers across academic disciplines, universities, publishers, societies, and life science organisations to accelerate research impact. Unsilo provides AI tools and solutions for publishers to grow their business and improve customer experience. Partner Ashraya Rao, supported by partner Adheesh Nargolkar, led the firm’s team in the transaction, while Plesner Advokatpartnerselskab acted as Danish counsel. SMV Support advised the founders and Unsilo.

L&L Partners has advised Adani Electricity Mumbai and Power Distribution Services, as the obligors, on Adani’s issuance of US$1 billion senior secured notes due 2030. The transaction is the first offering by a private Indian utility offering a unique combination of regulatory assets, fixed costs, regulated tariffs and assured cash flows, with minimal counterparty risk. The notes were offered to investors within and outside the US, pursuant to Rule 144A and Regulation S under the US Securities Act. Partners Rohit Raghavan and Jitesh Shahani led the firm’s team in the transaction.

Maples Group has acted as Cayman Islands and BVI counsel to CIFI Holdings (Group) on its issue of US$567 million six percent senior notes due 2025. The notes are listed in Hong Kong. CIFI Holdings is engaged in property development and property investment in China. The issue closed on January 16, 2020. Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin acted as Hong Kong and US counsel. Davis Polk & Wardwell acted as US counsel to the initial purchasers.

Maples Group has also acted as BVI counsel to Zhongrui Industrial Group on its issuance of US$70 million 12 percent guaranteed senior notes due 2022, unconditionally and irrevocably guaranteed by Zhengzhou Zhongrui Industrial Group, China Coal Solution and Hechang Real Estate Group, and the tap issuance of US$30 million 12 percent guaranteed senior notes due 2022, to be consolidated and form a single class with the original notes, unconditionally and irrevocably guaranteed by Zhengzhou Zhongrui Industrial Group, China Coal Solution and Hechang Real Estate Group. The notes are listed in Singapore. The issue closed on January 15, 2020. Juno Huang led the firm’s team in the transaction, while Latham & Watkins acted as US counsel and Zhong Lun Law Firm acted as China counsel. Norton Rose Fulbright Hong Kong acted as US counsel, while Jingtian & Gongcheng acted as China counsel to Haitong International Securities, as the initial purchaser.

Paul Hastings has advised CJ ENM on its strategic investment in and partnership with Skydance Media. CJ ENM’s investment was part of a US$275 million strategic equity investment in Skydance Media by both new and existing investors. CJ ENM is Asia’s leading entertainment and merchandising company headquartered in Seoul, Korea. Its entertainment division engages in a wide array of businesses across the industry spectrum, including media content, music, film, performing arts, and animation, providing its top-notch original content to various media platforms. Corporate partners Daniel Kim and Stephen Saltzman led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for Merrill Lynch (Singapore), the sole financial adviser to Frasers Logistics & Industrial Asset Management, on the proposed S$1.58 billion (US$1.14b) merger, via a trust scheme of arrangement, between Frasers Logistics & Industrial Trust and Frasers Commercial Trust. Partners Sandy Foo and Lee Xin Mei are leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also acted for ISEC Healthcare on the mandatory conditional cash offer by CEL Impetus Corporate Finance, for and on behalf of Aier Eye International (Singapore), for all the issued and paid-up ordinary shares in the capital of ISEC, other than those already owned, controlled or agreed to be acquired by Aier and parties acting in concert with it. Partners Evelyn Wee and Hoon Chi Tern led the firm’s team in the transaction.

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In-House Community Magazine – May-June 2021 (e-edition) including Projects & Energy Report 2021
The interactive edition of the June 2021 issue of In-House Community eMagazine is now live. Including Energy & Projects Report 2021, Philippine and off-shore jurisdiction updates, and articles exploring IP in NFT's, Singapore's cybersecurity laws, global tax reform and more.