Allen & Gledhill has acted as Singapore counsel to Noble Group on its corporate and financial restructuring. The restructuring involved, among other things, (a) the exchange of approximately US$3.45 billion existing debts with approximately US$1.9 billion of new bonds and preference shares, as well as equity in a special purpose vehicle (New Noble), which is a 70 percent shareholder of Noble Group; (b) a pro rata allocation of 20 percent and 10 percent of New Noble equity to existing shareholders of Noble Group and certain members of New Noble management; (c) the provision of approximately US$800 million new trade finance and hedging support facilities to New Noble; (d) the exchange of US$400 million existing perpetual capital securities with US$25 million of new perpetual capital securities issued by New Noble; and (e) the disposal of substantially all of the assets of Noble Group to New Noble. Partners Leonard Ching, Julie Sim, Christopher led the firm’s team in the transaction.

Allen & Gledhill has also advised Keppel Capital Holdings and City Developments on their S$555.5 million (US$411m) divestment of the commercial property at 51 Bras Basah Road Manulife Centre Singapore 189554. Partners Tan Boon Wah and Shalene Jin led the firm’s team in the transaction.

AZB & Partners has advised Reliance Industries on the Rs23 billion (US$322.4m) acquisition by Jio Futuristic Digital Holdings, Jio Digital Distribution Holdings and Jio Television Distribution Holdings of a controlling interest in Den Networks. Partner Rahul Rai led the firm’s team in the transaction, which was completed on January 21, 2019.

AZB & Partners is also advising SoftBank Vision Fund on the acquisition by its subsidiary, SVF Doorbell, of compulsorily convertible preference shares, amounting to approximately 22 percent of the total share capital, of Delhivery. Partners Vinati Kastia and Daksh Trivedi are leading the transaction, which was signed on January 16, 2019 and is yet to be completed.

Baker McKenzie has advised EQT Mid Market Asia on its acquisition of a 40 percent interest in China Shine, a fast-growing facility management service provider with a focus on the Chinese market. EQT is a leading global private equity group with more than €50 billion (US$57.2b) in raised capital, and more than €22 billion (US$25.2b) invested in portfolio companies across the world. Hong Kong partner Tracy Wut led the firm’s team in the transaction.

Baker McKenzie has also advised SK E&S, a member of SK Group specialising in gas and power business, on its sale of 49 percent stake out of its wholly-owned Paju Energy Service, owner of one of the largest merchant LNG power plants in Korea, to Gen Plus, a wholly-owned subsidiary of Electricity Generating of Thailand (EGCO). The deal was valued at approximately W897 billion (US$803.4m) and used the locked-box mechanism. Seoul partners Won Lee and Winton Kim, supported by Thailand partners Sawanee Sethsathira and Kullapa Stavorn and Hong Kong partner Simon Leung, led the firm’s team in the transaction, while Shin & Kim acted as Korean counsel. EGCO was advised by Hunton Andrews Kurth as lead counsel and Kim & Chang as Korean counsel.

Chandler MHM has advised Singha Estate’s SPrime Growth Leasehold Real Estate Investment Trust (SPrime) on its listing in Thailand on January 23, 2019. Trust unit allocation for the IPO was five times oversubscribed. SPrime was the first Reit established by Singha Estate, one of Thailand’s fastest-growing property developers. Partner Tananan Thammakiat led the firm’s team in the transaction.

Colin Ng & Partners has acted as solicitors for Fund Singapore on a pre-IPO investment round of Biolidics, which successfully listed in Singapore on December 19, 2018. The IPO launch is set to raise approximately S$6.1 million (US$4.5m) in net proceeds, which will be used in developing the company’s clinical services applications and customer segment of Biolidics’ products. It will also advance its pipeline products, through in-house development, investments, M&As, joint ventures and/or strategic collaborations. Partner Christopher Huang led the firm’s team in the transaction.

Davis Polk has advised the managers on a US$300 million Regulation S only high-yield offering by Future Land Development Holdings of its 7.5 percent senior notes due 2021. Founded in Jiangsu, China, Future Land is a leading property developer in the Yangtze River Delta, focusing primarily on the development of residential properties and mixed-use complex projects in China. Partner Gerhard Radtke led the firm’s team in the transaction.

Davis Polk has also advised the managers on a US$250 million Regulation S offering of 13.5 percent senior notes due 2020 by Redco Properties Group. Hong Kong-listed Redco Properties is an integrated residential and commercial property developer, focusing on residential property development in selected major cities in China. Partner Gerhard Radtke also led the firm’s team in the transaction.

J Sagar Associates has advised Vikara Services and its promoters on its round of equity funding from Elevar I-IV AIF and RFE Co-Invest Holdings. Under the brand name Better India, Vikara provides an online marketplace and a curated customer base for SMEs, NGOs, SHGs and individuals to sell their sustainability and social impact-focused products. Partners Probir Roy Chowdhury and Vishnu Nair led the firm’s team in the transaction.

Khaitan & Co has advised Total Gaz Electricite Holdings France on the sale of 26 percent shareholding held by Total in Hazira LNG and Hazira Port to Shell Gas, resulting in Shell holding 100 percent shareholding in both companies. Total operates as an integrated oil and gas company worldwide. The company operates through exploration and production; gas, renewables and power; refining and chemicals; and marketing and services segments. Shell is one of the world’s major energy companies, employing an average of 93,000 people and operating in more than 70 countries. Partner Dibyanshu, supported by partners Manas Kumar Chaudhuri and Sagardeep Rathi, led the firm’s team in the transaction.

Khaitan & Co has also advised Hindusthan National Glass & Industries (HNGI) on a CCPS subscription agreement entered with Lotus One Investment and the promoters of the company. Under the agreement, the company proposes to raise up to US$55.3 million by issuing up to 46 million compulsorily convertible preference shares. The allotment of these shares is subject to the approval of HNGI shareholders and the Competition Commission of India. HNGI is India’s largest container glass manufacturer. The Somany family, including entities owned or controlled by the Somany family, is the promoter of the company. Lotus One Investment is a part of the Lotus Singapore Group, a family office focused on investments in South Asia, primarily in the consumer products, industrial, healthcare, hospitality and logistics sectors, with a general preference for turnaround opportunities. Partner Bhavik Narsana, supported by partner Arindam Ghosh and director Vinita Krishnan, led the firm’s team in the transaction.

King & Wood Mallesons is advising GTA Semiconductor, an indirect wholly-owned subsidiary of China Electronics, on its privatisation, by way of merger by absorption, of Hong Kong-listed Advanced Semiconductor Manufacturing (ASM). Total value of the transaction is approximately HK$2.3 billion (US$293.3m). ASM’s H-shares were delisted in Hong Kong on January 25, 2019. Partners Sheldon Tse (head of corporate and securities practice) and Gong Mulong (head of finance and capital markets group-Beijing), supported by partners Tony Dong (tax-Beijing) and Chai Zhifeng (antitrust-Shanghai), led the firm’s team in the transaction.

Maples and Calder (Hong Kong) is acting as Cayman Islands counsel to a buyer consortium, comprised of Yunfeng Fund III, Yunfeng Fund III Parallel Fund, Taobao China Holding and Boyu Capital Fund III, on the take-private offer the consortium has made to iKang Healthcare Group. A Nasdaq-listed Cayman Islands company, iKang is one of the largest providers in China’s private preventive healthcare space through its nationwide healthcare services network. The transaction closed on January 18, 2019. Partners Greg Knowles and Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati acted as US counsel. Davis Polk & Wardwell acted as US counsel to iKang Healthcare Group, while Simpson Thacher & Bartlett acted as US counsel to the special committee.

Maples and Calder (Hong Kong) has acted as BVI counsel to China YuHua Education on its issuance of an aggregate of HK$940 million (US$120m) three percent convertible bonds due 2020. China YuHua Education is the largest private education provider of kindergartens and universities, in terms of student numbers. The transaction closed on January 18, 2019. Juno Huang led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as English and Hong Kong counsel and Tian Yuan Law Firm as China counsel. Linklaters acted as English and Hong Kong counsel, while JunHe acted as China counsel to the joint lead managers and the trustee.

SSEK Legal Consultants has advised Risland Sutera Property, part of Country Garden Group, on the acquisition of a plot of land in Alam Sutera, owned by Alam Sutera Realty. Located on the outskirts of Jakarta, the land will be used for a large residential development known as Sky House Alam Sutera. Country Garden Group is one of the largest real estate companies in China. Managing partner Denny Rahmansyah led the firm’s team in the transaction.

SSEK Legal Consultants has also acted as Indonesian counsel to KEB Hana Bank Korea, South Korea’s largest bank by assets and the country’s largest foreign exchange bank, on the acquisition, through a share subscription agreement, by LINE, through its subsidiary LINE Financial Asia, of a 20 percent stake in Bank KEB Hana Indonesia. The transaction is expected to allow LINE, one of the most popular messaging platforms in Indonesia, to expand its digital banking services in the largest economy in Southeast Asia, utilising KEB Hana’s market presence in the country. The parties signed the share subscription agreement on October 26, 2018, but closing will take place only after the acquisition is approved by Indonesia’s Financial Services Authority. The digital banking service is expected to be launched in 2019. Managing partner Denny Rahmansyah led the firm’s team in advising the client and Bank KEB Hana Indonesia, while Bae, Kim & Lee acted as Korean counsel.

WongPartnership has acted for KKR on its investment of up to S$500 million (US$370m) in V3 Group for a significant stake in V3. Partners Mark Choy, Audrey Chng and Kylie Peh 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.