Ashurst has advised OMV Exploration & Production on increasing its participating interests in four exploration and production sharing agreements in the Sirte Basin, Libya. OMV’s wholly-owned subsidiary, OMV of Libya, is now the sole shareholder in blocks C103, NC29/74, C102 and Nagoora Augila. Global co-head of oil and gas Renad Younes led the transaction.
AZB & Partners has advised Au Financers (India), Sanjay Agarwal, Jyoti Agarwal, Chiranji Lal Agarwal, Shakuntala Agarwal and MYS Holdings on Au Financiers’ IPO, by way of offer sale by some existing investors. Partners Madhurima Mukherjee and Agnik Bhattacharyya led the transaction, which was announced on February 2, 2017.
AZB & Partners has also acted as Indian counsel to BSE on its IPO, by way of an offer for sale. Partners Varoon Chandra and Lionel D’Almeida led the transaction, which was valued at Rs12 billion (US$179m) and was completed on February 3, 2017.
Clifford Chance has advised PAG Asia Capital, one of Asia’s largest alternative investment management firms, on its US$170 million investment, as part of a combined US$225 million investment with existing investor Meridian Capital, into Europe-based dairy and ice cream producer Food Union Group. The deal was led by Hong Kong partner Neeraj Budhwani.
Conyers Dill & Pearman has acted as BVI and Cayman Islands counsel to China Aoyuan Property Group on its HK$555 million (US$71.5m) and US$120 million dual currency term loan facility secured by guarantees and share charges over BVI and Hong Kong subsidiaries, pursuant to an existing intercreditor agreement. China Aoyuan Property Group is one of the largest-scale property developers headquartered in Guangzhou, Guangdong, China and in Hong Kong. Hong Kong partner Paul Lim led the transaction, working alongside Mayer Brown JSM and Linklaters.
Conyers Dill & Pearman has also acted as Cayman Islands and BVI counsel to Wisdom Education International Holdings, the largest private education group in South China, on its HK$850 million (US$109.5m) IPO of 500 million new shares in Hong Kong. Hong Kong partner Richard Hall led the transaction, working alongside Ashurst Hong Kong, Commerce & Finance Law Offices and Miller Thomson.
Gibson, Dunn & Crutcher has represented PCCW on its conditional sale of Transvision Investments, the holding company of UK Broadband, to Hutchinson 3G UK, the UK’s fourth largest mobile network operator. Transvision is an investment holding company whose only material asset is its holding of the entire issued share capital of UK Broadband. UK Broadband conducts a broadband business in the UK under the “Relish” brand, which is delivered to its customers via UK Broadband’s fixed wireless networks. UK Broadband’s principal assets are its holding of certain licences for radio frequency spectrum, its wireless networks and related systems, and its customers. Partners Mark Sperotto (London) and Graham Winter (Hong Kong) led the transaction, which is expected to be completed later this year. Hutchinson 3G UK was advised by Linklaters, led by corporate partner Iain Wagstaff.
J Sagar Associates has advised Axis Bank and EXIM Bank on the restructuring of their existing finance package for Chambal Fertilisers and Chemicals’ 1.34 million MT urea per annum capacity expansion project, the first of its kind under the new urea investment policy 2012 (as amended in 2014) of the Government of India. The banks provided US$90 million foreign currency financing, both fund-based and non-fund based, in simultaneous cancellation of the rupee commitments amounting to approximately Rs5.9 billion (US$ 88m). State Bank of India Tokyo Branch acted as the facility agent for the new facilities. Partner Anish Mashruwala led the transaction.
J Sagar Associates has also advised Flutura Business Solutions on its approximately US$7.5 million Series A fund raise from Vertex Ventures (the venture capital arm of Singapore Government’s investment company Temasek Holdings), Lumis Partners and the Hive (a Palo Alto-based seed fund and an existing investor in Flutura). Flutura is an industrial internet of things (IIOT)-focused data analytics firm that specialises in decision analytics for the energy and engineering sector. This is the largest Series A fund raise by any Indian start-up in the IIOT space. Flutura will utilise the funds for its global expansions. Partner Arjun Perikal led the transaction.
Khaitan & Co has advised Pricol Technologies on its 100 percent acquisition by Altran Technologies India, a group company of Altran Technologies France. Pricol Technologies is a global engineering solutions provider enabling companies to conceptualise, design and manufacture products. Operating in different sectors, such as transportation (automotive, rail and aerospace), consumer products, industrial products and medical devices, it has a clientele spread across the globe, with operations in the US, Europe, India and Africa. Partner Ganesh Prasad and associate partner Udayarkar Rangarajan led the transaction.
Khaitan & Co has also acted as Indian counsel for Ingenico Group France on the acquisition of 100 percent securities of TechProcess Payment Services India. Ingenico, a French company listed in Paris with annual sales of €2.2 billion (US$2.32b), is a global expert in payment services. With a presence in more than 140 countries, over 30 million terminals installed (including mPOS) and managing in excess of 4 billion payment transactions both in-store and online, lngenico is the first choice for retailers, banks and payment services providers. Partner Rabindra Jhunjhunwala and associate partner Sameer Sah, supported by partner Adheesh Nargolkar, led the transaction.
Luthra & Luthra has represented Press Trust of India (PTI) and its former General Manager (Admin) on obtaining a stay of the criminal proceedings against them from the Delhi High Court. The criminal proceedings were initiated by the Inspector under the ‘Working Journalists and Other Newspaper Employees (Condition of Service) and Miscellaneous Provisions Act 1955’. Partner Anirban Bhattacharya led the transaction.
Luthra & Luthra has also represented Aditya Birla Nuvo (ABN) before a Division Bench of the Calcutta High Court on securing a judgment dismissing the appeal filed by Isha Distribution House against ABN. The matter pertains to disputes arising out of ABN’s termination of two distributorship agreements with Isha. Isha challenged the alleged wrongful termination and prayed for a sum of Rs1.77 billion (US$26.4m), as the alleged amount due and outstanding from ABN, along with interest at 18 percent per annum. On July 28, 2016, the lower court dismissed the suit on the ground that the ‘forum selection’ clauses in the agreements ousted the jurisdiction of the Courts at Calcutta, and only the courts at Bangalore have the jurisdiction to adjudicate upon the disputes. Additionally, the court also imposed a cost of Rs600,000 (US$8,964.32) on Isha. Isha appealed before the Division Bench of the High Court, which dismissed the appeal on February 13, 2017. Partner Sanjeev Kumar led the transaction. Isha Distribution House was represented by Pratap Chatterjee.
Norton Rose Fulbright has acted for data centre developer and operator AirTrunk on its US$400 million capital raising to finance large-scale data centres in Melbourne and Sydney ahead of potential further expansion in the Asia-Pacific region. The two Australian data centres are planned to open in the third quarter of this year, initially offering 20 MW of load but with the ability to increase to 70 MW in Sydney and 50 MW in Melbourne. Once fully completed, the data centres will be amongst the largest data centres in the Asia Pacific region. Two of the world’s leading special situation funds are investing alongside AirTrunk major shareholder and chief executive, Robin Khuda. A senior debt facility has also been committed by ING Bank and Natixis. Melbourne corporate partner Shane Bilardi, assisted by corporate partners Jyoti Singh and Jeremy Wickens and debt partners Jo Crew and Scott Millar, led the transaction, which has been referred to as the single largest pre-revenue capital raising by a start-up in the Asia-Pacific.
Oentoeng Suria & Partners has advised Sarana Multi Infrastruktur (SMI) and Dana Tabungan Dan Asuransi Pegawai Negeri (Taspen) on their Rp3.5 trillion (US$262m) equity investment of 29 percent of shares in Waskita Toll Road (WTR), a subsidiary of state-owned Waskita Karya. The investment, which may be increased in the future, is expected to contribute significantly towards the construction of the toll road infrastructure in Indonesia, especially toll road projects under WTR. WTR is currently working on more than 14 toll projects with a total length of 750 km, including parts of the trans-Java toll road linking Jakarta and Surabaya, due for completion in 2018-2019. The investment is the pilot project for the government’s program known as “Non-State Budget Investment Financing” for infrastructure. Partner Ratih (Ipop) Nawangsari led the transaction, which will be the first project financed by pension funds.
Paul, Weiss has advised Fortress Investment Group on a merger agreement with SoftBank Group, under which SoftBank will acquire Fortress for approximately US$3.3 billion in cash. Under the terms of the agreement, each Fortress Class A shareholder will receive US$8.08 per share. In addition, each Fortress Class A shareholder may receive up to two regular quarterly dividends prior to the closing, each in an amount not to exceed US$0.09 per Class A share. Fortress will operate within SoftBank as an independent business headquartered in New York, and SoftBank is committed to maintaining the leadership, business model, brand, personnel, processes and culture that have supported Fortress’s success. Partners Ariel Deckelbaum, Marco Masotti and Ellen Ching led the transaction, which was announced on February 14, 2017 and is expected to close in the second half of 2017, subject to approval by Fortress shareholders, certain regulatory approvals and other customary closing conditions. Skadden, Arps, Slate, Meagher & Flom and Paul, Weiss, Rifkind, Wharton & Garrison also advised Fortress while Davis Polk & Wardwell advised the Special Committee of Fortress’s Board of Directors. Weil, Gotshal & Manges and Kirkland & Ellis advised SoftBank.
Walkers has acted as Cayman Islands counsel to AFC Sukuk, as the Cayman issuer SPV, on Africa Finance Corporation’s (AFC) issuance of its maiden sukuk, which is the highest-rated ever sukuk issuance from an African institution. AFC is a leading pan-African multilateral development finance institution and project developer. Managing partner Daniel Wood and partner Ciaran Bohnacker led the transaction, working alongside King & Spalding and Dentons.
Weil, Gotshal & Manges has acted for TPG on its investment in Uxin Group, a leading online and offline auction and trading platform for used cars in China. Asia corporate partner Tim Gardner led the transaction.
Weil, Gotshal & Manges has also advised Primavera Capital Group, as one of the lead investors, on its investment in Koubei, a local services platform owned by Alibaba and Ant Financial, as part of Koubei’s recently completed US$1.1 billion equity financing round.