Allen & Gledhill has acted as transaction counsel to Keppel Reit Management, as manager of Keppel Reit, on the S$537.3 million (US$396m) divestment of the 20 percent stake in Ocean Financial Centre, Singapore to Allianz Real Estate. The acquisition marks the first core office investment in Singapore by Allianz. Ocean Financial Centre is a Grade A office tower located within Singapore financial precincts, with retail component on its ground floor and basement level. Deputy managing partner Jerry Koh and partners Teh Hoe Yue, Jonathan Lee, Ho Kin San and Lim Mei Ann led the firm’s team in the transaction, while partners Richard Young, Eudora Tan, Shalene Jin and Kok Chee Wai led the firm’s separate team which advised Allianz.
Allen & Gledhill has also acted as transaction counsel to V3 Group on the investment of up to S$500 million (US$368m) in V3 Group by KKR, through a mixture of share acquisitions, share subscriptions and the exercise of options. Partners Andrew Lim and Lee Kee Yeng led the firm’s team in the transaction.
Allen & Overy has advised Bangkok Bank and Thanachart Bank, as lead arrangers, on the Ministry of Finance of the Lao People’s Democratic Republic’s Bt7 billion (US$218.5m) sovereign bond issuance. The issuance comprises four tranches: approximately Bt1.8 billion (US$56.2m) 4.3 percent notes due 2021, Bt2.54 billion (US$79.3m) five percent notes due 2023, Bt541.5 million (US$16.9m) six percent notes due 2028 and Bt2.1 billion (US$65.5m) 6.45 percent notes due 2030. Proceeds of the bonds will be used for general purposes, including a number of investment projects and to repay existing loans from Thai financial institutions. Partner Stephen Jaggs, supported by partner Jeremy Stoupas, led the firm’s team in the transaction.
Ashurst has acted as external counsel to AGL, a leading electricity and gas provider in Australia, on a long-term FSRU charter party with Höegh LNG for AGL’s proposed gas import jetty project at Crib Point in Victoria, Australia. The FSRU charter party, which was signed on December 21, 2018, covers the charter of the FSRU from Höegh LNG, together with LNG regasification and natural gas send out services, for a period of ten years, and is conditional upon a final investment decision by AGL and regulatory approval. The FSRU is a critical component of AGL’s proposed gas import jetty project, which aims to import LNG at competitive prices, increasing certainty of supply of affordable natural gas to the Australian market. Singapore energy partner Daniel Reinbott, supported by Australia partners Michael Harrison, Justin Jones and Peter McCullough, led the firm’s team in the transaction. Höegh LNG was advised by Sands, with a team led by Oslo partner Guy Leonard.
AZB & Partners is advising International Finance Corporation on its acquisition of Rs1.01 billion (US$14.4m) secured, rated, unlisted, redeemable, non-convertible debentures of Aptus Value Housing Finance India. Partner Gautam Saha is leading the firm’s team in the transaction, which was signed on December 24, 2018 and is yet to be completed.
AZB & Partners is also advising Warburg Pincus and Lemon Tree Hotels on the Rs15 billion (US$213.6m) acquisition by Warburg Pincus, through its affiliate Magnolia Grove Investment, of 68 percent, by Lemon Tree Hotels of 30 percent, and by Patanjali Govind Keswani of two percent share of Hamstede Living. Partners Anil Kasturi and Nandita Govind are leading the firm’s team in the transaction, which was signed on December 27, 2018 and is yet to be completed.
Colin Ng & Partners has advised Kalms, an associate of Ellipsiz, on a 50-50 joint venture with celebrity chef Justin Quek’s JQ Global restaurant consultancy. The new JV company, Chef & Chefs, will produce premium brands ready-to-eat meals, for sale via vending machines, and will become the exclusive distributor of such products. This JV will allow Kalms to have more control over its product range, thus enabling it to reap gains through its direct involvement from production to sale. Partner Ken Chia led the firm’s team in the transaction.
Dentons is advising Tongchuangjiuding Investment Management Group (Jiuding) on its HK$21.5 billion (US$2.7b) disposal of 100 percent equity interest in FTLife Insurance Company to NWS Holdings, the infrastructure, logistics and transport services unit of conglomerate New World Development. Jiuding previously acquired FTLife from Brussels-based insurance firm Ageas for US$1.4 billion back in 2016. FTLife is one of Hong Kong’s biggest life insurance firms. If completed, it will mark one of the largest insurance M&A deals ever in Hong Kong. Hong Kong corporate partner Gordon Ng, supported by Beijing partners Li Shoushuang and Emilia Shi, is leading the firm’s team in the transaction. Sullivan & Cromwell (Hong Kong), with a team led by Hong Kong corporate partners Kay Ian Ng and Garth Bray, is representing NWS Holdings.
J Sagar Associates has advised Antony Waste Handling Cell (AWHC) and Equirus Capital (EC) on AWHC’s proposed IPO. AWHC filed a draft red herring prospectus on December 24, 2018 with the Securities and Exchange Board of India, for an IPO comprising of a fresh issue of equity shares aggregating up to Rs435 million (US$6.2m) and an offer for sale of up to 9.44 million equity shares by certain AWHC existing shareholders. AWHC is one of the top five players in the Indian municipal solid waste management industry, with an established track record of 17 years. Partners Vikram Raghani and Arka Mookerjee led the firm’s team in the transaction.
J Sagar Associates is also representing West Bengal State Electricity Distribution Company on a petition before the Delhi High Court, challenging the recent amendments to the CERC Deviation Settlement Mechanism Regulations. The amended regulations, which will come into effect on January 1, 2019, introduces disproportionately high penalties on both intra-day and end-of-day deviations, which will result in huge financial impact on discoms. There is also a question on workability of the regulations, since parties are required to correct deviations within 90 minutes, whereas intra-day / spot trading of power takes at least three hours to implement. The amended regulations will ultimately lead to a huge impact on consumers, because discoms will either have to procure additional power to provide sufficient margin or indulge in load shedding. Senior partner Amit Kapur and partner Vishrov Mukerjee are leading the firm’s team in representing the client.
Khaitan & Co has advised Tenaga Nasional on an investment by its subsidiary, Topaz Energy, of up to Rs2.26 billion (US$32m), by way of subscription to compulsorily convertible debentures and equity shares issued by GMR Bajoli Holi Hydropower. The transaction represented last mile funding, and posed several structural challenges, since the investor is a strategic FDI investor, and the investment has to be structured, taking into account prevailing shareholding requirements under captive generation norms. Structuring also had to take into account Tenaga Nasional’s existing interest, through its subsidiary Power and Energy International (Mauritius), in GMR Energy. Tenaga Nasional is the largest electric utility company in Malaysia and the largest power company in Southeast Asia. Partners Akhil Bhatnagar, Gahan Singh, Vivek Mimani, Deepak Jodhani and Sagardeep Rathi led the firm’s team in the transaction.
Khaitan & Co has also advised Dewan Housing Finance (DHF) on the disinvestment of its entire stake in DHF Pramerica Asset Managers and DHF Pramerica Trustees to PGLH of Delaware Inc. The transaction is an exit by the DHF group in the joint venture target companies, where DHF directly and indirectly holds 50 percent. DHF Pramerica Mutual Fund is a 50.50 joint venture between DHF and Pramerica Financial. DHF Pramerica Asset Managers acts as the investment manager of DHF Pramerica Mutual Fund. DHF Pramerica Trustees is the trustee of DHF Pramerica Mutual Fund. Partner Ashraya Rao led the firm’s team in the transaction.
L&L has advised Life Healthcare, one of South Africa’s largest private healthcare providers, on exiting its equity investment in Max Healthcare Institute, a leading healthcare chain in India operating state of the art hospitals in North India. The transaction involved the approximately US$293 million sale of Life Healthcare’s entire equity stake, approximately 49.7 percent of the share capital of MHI, to Radiant Life Care, which is backed by Kohlberg Kravis Roberts and Co. The transaction formed part of the larger transaction, whereby Radiant would merge into MHI, MIL would demerge its non-healthcare assets, and the residual MIL entity would merge into the merged MHI. The final MHI entity, post completion of the above steps, would be valued in excess of US$1 billion. The closure of the transaction is subject to regulatory approvals. Partner Alina Arora, supported by partners Lokesh Shah and GR Bhatia and partner designate Harish Kumar, led the firm’s team in the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Cayman Islands company Mogu on its IPO of 4.75 million American Depositary Shares, representing its Class A ordinary shares, and the listing of such ADSs in New York. Mogu is a leading online fashion retailer in China. The offering, which closed on December 10, 2018, raised approximately US$67 million. Partner Richard Spooner led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Davis Polk & Wardwell acted as US counsel to Morgan Stanley & Co, Credit Suisse Securities (USA) and China Renaissance Securities (Hong Kong), as the underwriters.
Maples and Calder (Hong Kong) has also advised Emotibot Technologies on a US$30 million series B round funding, led by China Development Financial, followed by Cathy Holdings. Emotibot Technologies’ existing investors Ecovacs and Advantech Capital participated in this new funding round. Light House Capital served as exclusive financial adviser in the transaction. Founded in Shanghai in 2015, Emotibot Technologies is a Chinese artificial intelligence-powered communicational robotics solution developer. Partner Everton Robertson led the firm’s team in the transaction, which closed in November 2018.
Rajah & Tann Singapore has acted for FEC Skypark on the S$407.32 million (US$300.2m) purchase of all the strata lots and common property in the residential developments known as Hollandia and The Estoril, both freehold developments situated in prime District 10 at Holland Road, Singapore. Partners Norman Ho and Gazalle Mok led the firm’s team in the transaction.
Rajah & Tann Singapore has also acted for DC Reit Holdings on its acquisition of the balance 77.6 percent stake in PRE 1 Investments, owned by Divine (AMT), for approximately S$56.6 million (US$41.7m), subject to agreed adjustments. PRE 1 holds the property known as “I12 Katong” located at 112 East Coast Road Singapore, indirectly through Katong Retail Trust, a special purpose trust established in Singapore. Partners Danny Lim, Norman Ho and Benjamin Tay led the firm’s team in the transaction.
SSEK Legal Consultants has advised Pertamina, the Indonesian state-owned oil and natural gas corporation, on the formation of the Indonesian Oil and Gas Holding SOE, a US$4 billion deal that results in the creation of Indonesia’s largest state-owned holding company. The deal closed on December 28, 2018. The firm worked on this two-stage deal since 2012. It represented the Indonesian Ministry of State-Owned Enterprises in the first stage of the deal, and then acted for Pertamina in the second stage. In the first stage, Government of Indonesia (GOI) Class B shares in Perusahaan Gas Negara (PGN), Indonesia’s largest natural gas transportation and distribution company, were transferred to Pertamina, resulting in an additional US$2.7 billion capital owned by the GOI in Pertamina. In the recently completed second stage, 51 percent of shares in Pertamina subsidiary Pertamina Gas (Pertagas) owned by Pertamina were transferred to PGN, with a purchase price of US$1.35 billion. Founding partner Ira Eddymurthy and partner Dewi Savitri Reni led the firm’s team in the transaction.
S&R Associates has represented Bertelsmann India Investments on an investment in the operator of LetsTransport, a last-mile logistics provider, as part of a Rs1 billion (US$14.3m) financing round also involving other investors. Partner Rachael Israel led the firm’s team in the transaction.
Wong & Partners, the member firm of Baker McKenzie International in Malaysia, has advised Media Prima on the sale of two properties and a vacant land owned by its 98.17 percent-owned subsidiary, The New Straits Times Press (Malaysia) (NSTP), to PNB Development (PNBD) for a total cash consideration of M$280 million (US$68m) and the subsequent tenancy of the properties located in Bangsar and Shah Alam by NSTP from PNBD. Deputy managing partner Munir Abdul Aziz led the firm’s team in the transaction, which was completed on December 28, 2018.
