Clifford Chance has advised global private markets investment manager Partners Group on its exit, for US$520 million, from global apparel labelling and branding solutions provider Trimco International Holdings to funds advised by Afinity Equity Partners. The firm also advised Partners Group on its initial acquisition of Trimco, and follow-on investments. The initial investment into Trimco in 2012 was designed to support Trimco’s international expansion. Trimco has since expanded its manufacturing footprint in key apparel hubs across Eastern Europe, Turkey, China, and South and Southeast Asia. Hong Kong corporate partner Andrew Whan, supported by finance partner Dauwood Malik and antitrust partner Richard Blewett, led the transaction.

Clifford Chance has also advised London-listed asset manager Intermediate Capital Group on the acquisition, through a competitive auction, of Singapore private education institute PSB Academy from funds managed by Baring Private Equity Asia. PSB is one of the largest independent tertiary education institutions in Singapore, with a 54-year track record. PSB delivers full-fledged tertiary degrees under the brands of renowned university partners in Australia and the UK. It operates two state-of-the-art campuses in Singapore, as well as schools in Vietnam, Myanmar and Indonesia. M&A partners Andrew Whan (Hong Kong) and Melissa Ng (Singapore) led the transaction.

Howse Williams Bowers has acted as Hong Kong counsel to Wah Sun Handbags International Holdings on its HK$118 million (US$15m) global offering and listing in Hong Kong. Wah Sun Handbags is one of the leading global non-leather handbag original equipment manufacturers (OEM) and the fifth largest non-leather handbag OEM in Cambodia. The company manufactures and sells handbags to well-known multinational fashion brand names in the US, Canada, Spain, Sweden and Japan. DBS Asia Capital acted as the sole sponsor, sole global coordinator, sole book-runner and sole lead manager. The shares of Wah Sun Handbags commenced trading in Hong Kong on January 22, 2018. Partners Brian Ho and Denise Che led the transaction.

Asian-mena Counsel Magazine

J Sagar Associates has advised Indian Railway Finance (IRF) on the listing of its US$500 million green bonds on the global securities market (GSM) platform of BSE’s India International Exchange (India INX) at the Gujarat International Finance-Tec City. The listing is IRF’s maiden US-dollar green bonds listing on the GSM platform of the India INX. IRF’s listing was also the inaugural listing for India INX’s GSM platform. India INX is India’s first international exchange at the International Financial Services Centre, GIFT City, set up in January 2017. India INX offers a diversified portfolio of products and technology services akin to other global exchanges, like those in Hong Kong, Singapore, Dubai, London and New York. GSM is an international market launched by India INX in December 2017 to offer issuers an efficient and consumer centric route to raise capital from global debt markets. Joint managing partner Dina Wadia and partner Uttara Kolhatkar led the transaction.

LawCept Partners has advised Digibook Technologies, its promoters and existing angel investors on the funding in Digibook by Education Catalyst Fund, an early-stage education and skilling impact fund registered with SEBI as a Category II–AIF and managed by Corporate Business Advisors. Digibook is a Bangalore-based entity run by promoters Sumeet Verma and Amit Shrivastava under the brand name ‘KopyKitab’, and offers a digital textbook platform that converts all traditional textbooks or publications onto a tablet or desktop, where the student/reader can not only see the text digitally, but can also access embedded multimedia and reference content. Partners Tereasa Rini and Afshan Ahmedbhoy led the transaction. Education Catalyst Fund was advised by NDS Law Partners.

Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Pentamaster International on its offering and listing of 368 million shares in Hong Kong. Its controlling shareholder, Pentamaster, is a public company listed in Malaysia. The group provides automation technology and solutions to manufacturers in the semiconductor, telecommunications, consumer electronics and automotive sectors in APAC, North America and Europe. The shares are offered at HK$1.00 (US$0.128) each, and the offering raised HK$368 million (US$47m). Altus Capital acted as the sole sponsor, whilst Crosby Securities and Yuanta Securities (Hong Kong) acted as the joint lead managers. Partner Lorraine Pao led the transaction, while Sidley Austin acted as Hong Kong counsel. Howse Williams Bowers acted as Hong Kong counsel to the sponsor and underwriters.

Maples and Calder (Hong Kong) has also acted as Cayman Islands counsel to Twintek Investment Holdings on its offering and listing of 200 million shares in Hong Kong. The shares are offered at HK$0.65 (US$0.083) each, and the offering raised HK$130 million (US$16.6m). Ample Capital acted as the sole sponsor, whilst Ample Orient Capital and Wealth Link Securities acted as the joint lead managers. Partner Lorraine Pao led the transaction, while CNF lawyers in association with Broad & Bright acted as Hong Kong counsel. Addleshaw Goddard acted as Hong Kong counsel to the sponsor and underwriters.

Sullivan & Cromwell is representing Pou Chen (Taiwan) on its proposal for the privatisation of Pou Sheng International (Bermuda), under which Pou Sheng will become a direct or indirect wholly-owned subsidiary of Pou Chen, for an aggregate value of approximately HK$10.84 billion (US$1.4b). Corporate partners Gwen Wong (Beijing) and Ching-Yang Lin (Hong Kong) are leading the transaction, which was announced on January 21, 2018.

Wong & Partners, a member of Baker McKenzie International, has advised Ekuiti (Ekuinas) on the sale of its entire stake in APIIT Education Group to joint venture vehicles owned by Singapore-based private equity firm KV Asia Capital and the existing key management team of the APIIT Group. The transaction will enable Ekuinas to generate a positive blended internal rate of return of 22.3 percent and money multiple of 1.6 times the capital invested. The APIIT Group comprises Asia Pacific Schools, Asia Pacific University of Technology and Innovation and Asia Pacific Institute of Information Technology (APIIT). Partner Munir Abdul Aziz, supported by partner Wong Sue Wan, led the transaction, which was completed on December 29, 2017. Rahmat Lim & Partners advised Asia Pacific Education Holdings and Ilmu Utama.

Wong & Partners, a member of Baker McKenzie International, has also advised Ekuiti (Ekuinas) on the sale of its entire stake in the Tenby Education Group to International Schools Partnership (ISP). The transaction will enable Ekuinas to generate a positive internal rate of return of 45.7 percent and money multiples of 2.5 times the capital invested. The acquisition of Tenby presents ISP with an opportunity to expand its field of education into the ASEAN market for the first time. With the acquisition of Tenby, ISP’s portfolio of schools will increase to 25. Tenby is an education group in Malaysia offering private national and international curricular across six campuses in Ipoh, Penang, Miri, Setia Alam, Johor Bahru and Semenyih. Partner Munir Abdul Aziz led the transaction, which was completed on January 17, 2018. Zaid Ibrahim & Co advised ISP Malaysia and International Schools Partnership.

WongPartnership is acting for Singapore Land in the mandatory unconditional cash offer by UOL Group for all the ordinary shares in SingLand other than those already owned, controlled or agreed to be acquired by UOL. Managing partner Ng Wai King and partners Andrew Ang, Tan Sue-Lynn and Milton Toon are leading the transaction.

WongPartnership is acting for ESR Funds Management as manager of ESR-Reit in the acquisition of 80% of the issued and paid-up share capital of 7000 AMK, which has a leasehold interest in a property on Ang Mo Kio Avenue in Singapore. The transaction valued the property at an agreed purchase price of S$300 million (US$230m). Partners Monica Yip, Annabelle Yip, Colin Ong and Audrey Chng are leading the transaction.

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