Allen & Gledhill has advised Singapore Technologies Telemedia (STT), DBS Bank, United Overseas Bank, Credit Suisse (Singapore) and The Hongkong and Shanghai Banking Corporation on the issue of S$375 million (US$269.4m) 4.1 percent subordinated perpetual securities, under the S$2 billion (US$1.4b) multicurrency debt issuance programme by STT. DBS and UOB were appointed joint global coordinators and, together with Credit Suisse and HSBC, as joint lead managers and joint book-runners for the issue. Partners Margaret Chin, Ong Kangxin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill has also advised DBS Bank on the S$1.07 billion (US$769m) term and revolving facilities to GWC Commercial and the S$321 million (US$230.6m) term and revolving facilities to GWC Serviced Apartments. The facilities are to refinance, among other purposes, the existing facilities granted in relation to the acquisition of Great World City and Great World Serviced Apartments. Partner Lim Wei Ting led the firm’s team in the transaction.
AZB & Partners is advising the International Finance Corporation on its up to US$25 million US dollar-denominated loan facility to NMB Bank, to be utilised by NMB exclusively towards financing its lending operations to small and medium enterprises, as well as to green projects in Nepal. Partners Gautam Saha and Dushyant Bagga are leading the firm’s team in the transaction, which was signed on June 29, 2020 and is yet to be completed.
AZB & Partners is also advising the International Finance Corporation on its up to US$50 million US dollar-denominated loan to Bank of Maldives, to be utilised exclusively towards financing its lending operations to the tourism and related services sector in Maldives. Partners Gautam Saha and Dushyant Bagga are also leading the firm’s team in the transaction, which was signed on June 30, 2020 and is yet to be completed.
Baker McKenzie has acted for MetLife on the successful sale of its Hong Kong life insurance business to FWD Management Holdings, a member of the FWD Group. Hong Kong partner Martin Tam, head of Asia Pacific insurance, led the firm’s team in the transaction, which was completed on June 30, 2020.
Baker McKenzie has also advised the Japan Bank for International Cooperation (JBIC) on the equity financing documents and related shareholders’ agreements for a joint investment with Mitsui & Co of up to approximately US$23 million (JBIC portion) in FirstElement Fuel (FEF), a US company that operates hydrogen stations in California. Since its incorporation in 2013, FEF has received support from companies, such as Toyota and Honda, and from public agencies, such as the California Energy Commission, California Air Resources Board, South Coast Air Quality Management District and Bay Area Air Quality Management District. FEF currently operates hydrogen stations at 20 locations across California. Hydrogen, which does not emit CO2 when used as a fuel, is drawing global attention as a future clean energy solution. With the release of the Japanese government’s Basic Hydrogen Strategy in December 2017 and the Cabinet Office’s approval of the Integrated Innovation Strategy 2019, Japan has set its sights on leading the world in creating a hydrogen-based society by promoting the development of a globally competitive hydrogen industry. San Francisco partner Emery Mitchell, assisted by Tokyo partners Safari Watanabe, Tetsuo Tsujimoto and Kosuke Suzuki, led the firm’s team in the transaction.
Davis Polk has advised the lead managers on Mizuho Financial Group’s SEC-registered takedown offering of senior notes, which consisted of US$1.1 billion principal amount of 1.241 percent senior fixed-to-floating-rate notes due 2024, US$1 billion principal amount of 2.201 percent senior fixed-to-floating-rate notes due 2031, and US$400 million principal amount of senior floating-rate notes due 2024. The notes are structured to count as total loss-absorbing capacity (TLAC), under the Japanese TLAC regulations. The notes are listed in Singapore. Mizuho Financial Group is a Japanese bank holding company that is the ultimate parent company of the Mizuho Group, one of the largest financial institution groups in the world. Partner Jon Gray led the firm’s team in the transaction.
Davis Polk has also advised the initial purchasers on a US$170 million Regulation S offering by Golden Wheel Tiandi Holdings of its 14.25 percent senior notes due 2023. Hong Kong-listed Golden Wheel Tiandi is an integrated commercial and residential property developer, owner and operator in China. It focuses on developing projects in Jiangsu and Hunan provinces that are connected or close to metro stations or other transportation hubs. Hong Kong partner Gerhard Radtke led the firm’s team in the transaction.
J Sagar Associates has successfully defended CG Power and Industrial Solutions on an interim application filed by two ex-employees, on behalf of 256 ex-employees of CG, in a representative suit before the Bombay High Court. The application, heard by videoconference, sought a stay on CG’s discontinuance of premium payments for medical insurance cover for ex-employees. The Court dismissed the application in a judgment dated June 25, 2020. Justice GS Patel observed: 1) Covid-19 cannot not be used to avoid the standard legal requirements for the grant of mandatory injunctions; 2) Promissory estoppel in India has largely been invoked against the government and other statutory authorities; 3) The plaintiffs had acquiesced to the right of CG to alter the insurance coverage; and 4) The plaintiffs had failed to make out a prima facie case for grant of mandatory injunction. Partners Farhad Sorabjee and Pratik Pawar led the firm’s team in the representation.
J Sagar Associates has also advised the Embassy Group and WeWork India Management on the US$100 million investment by WeWork International, a subsidiary of The We Company (WeWork Global), in compulsorily convertible debentures issued by WeWork India. The transaction documents were signed on June 15, 2020, and first closing, aggregating to US$85 million, was completed on June 18, 2020. The remaining US$15 million will be funded in three separate closings within the next twelve months. Joint managing partner Vivek Chandy and partner KZ Kuriyan led the firm’s team in the transaction.
K Law has advised Vertex Ventures SEA Management on its acquisition, together with IQStartup Fund, Shunwei Ventures, 3one4 Capital and angel investors, of certain compulsorily convertible preference shares and equity share of Mebigo Labs (Kuku FM). Senior partner Shwetambari Rao and associate partner Jeevith Belliappa led the firm’s team in the transaction, which was valued at Rs388 million (US$5m) and was completed in February 2020.
K Law has also advised Krishiacharya Technologies on the approximately US$12 million acquisition by Ru-Net Enterprises, Omnivore Partners, Surge Ventures II, ON Mauritius and AL Trust of certain compulsorily convertible preference shares in Krishiacharya Technologies. Partner Alok Sonker and associate partner Jeevith Belliappa led the firm’s team in the transaction, which was completed on April 28, 2020.
Khaitan & Co has advised HDFC Bank on the Rs9.35 billion (US$124.2m) rupee term loan to Gurgaon-Palwal Transmission to, among others, refinance the existing loans availed by it for the implementation of the transmission systems for 400 KV GIS substations in Gurgaon and Palwal areas. Partner Siddharth Srivastava led the firm’s team in the transaction, which was completed on June 30, 2020.
Khaitan & Co is also advising Kalpataru Power Transmission on the Rs12.86 billion (US$171m) sale of its stake in its wholly-owned subsidiary Alipurduar Transmission to Adani Transmission. Partner Shivanshu Thaplyal is leading the firm’s team in the transaction, which was announced on July 6, 2020. Cyril Amarchand Mangaldas represented Adani Transmission.
Maples and Calder has acted as Cayman Islands counsel to Kangji Medical Holdings on its IPO of approximately 225.4 million shares and listing in Hong Kong. Kangji is the largest domestic minimally invasive surgical instruments and accessories platform in China. The offering, which closed on June 29, 2020, raised approximately HK$3.1 billion (US$400m). Partner Derrick Kan led the firm’s team in the transaction, while Sidley Austin advised as to Hong Kong and US laws, and Tian Yuan Law Firm advised as to Chinese law. Goldman Sachs, CLSA and Merrill Lynch, the joint sponsors, and the underwriters were represented by Sullivan & Cromwell (Hong Kong) as to Hong Kong and US laws, and by King & Wood Mallesons as to Chinese law.
Maples and Calder has also acted as Cayman Islands counsel to Yeahka on its global offering of shares and listing in Hong Kong. Yeahka is a leading online payments platform in China providing payment and business services to merchants and consumers. The offering, which closed on June 1, 2020, raised over HK$1.6 billion (US$206.4m). Partner Lorraine Pao led the firm’s team in the transaction, while Miao & Co, in association with Han Kun Law Office, acted as Hong Kong counsel, and Han Kun Law Offices acted as Chinese counsel. Simpson Thacher & Bartlett acted as Hong Kong counsel, while Grandall Law Firm acted as Chinese counsel to the joint sponsors and underwriters.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted on the S$51 million (US$37m) acquisition and financing of an eight-storey industrial building with an estimated GFA of 82,941.96 square feet at 6 Kim Chuan Drive, Singapore. Partner Norman Ho led the firm’s team in the transaction.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is also advising the founder of HTL International Holdings on the acquisition of the assets and businesses of the company from its interim judicial managers from Deloitte & Touche. Partner Danny Lim is leading the firm’s team in the transaction.
Reed Smith has advised CLSA Capital Markets, CLSA, China International Capital Corporation Hong Kong Securities, Guotai Junan Securities (Hong Kong) and Daiwa Capital Markets Hong Kong, as the sponsor, joint global coordinators and underwriters, on the US$910 million IPO of Smoore in Hong Kong. Smoore’s market capitalisation at the opening bell was over US$18 billion. Smoore is a global leader in offering vaping technology solutions, including manufacturing vaping devices and vaping components. Partners Denise Jong, Gregory Wang, Cori Goldberg, Steven Boranian, Janet Kwuon and Matthew Peters led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has acted as Indian counsel for Axis Capital, Citigroup Global Markets India, Kotak Mahindra Capital and Ambit Capital, as the book-running lead managers, on the qualified institutions placement of approximately 13.6 million equity shares of PI Industries at Rs1,470 (US$19.51) each. The deal is valued at Rs20 billion (US$ 265.5m). The allotment of the equity shares was undertaken on July 9, 2020. The QIP generated strong investor participation, and saw a demand of approximately Rs120 billion (US$1.6b) or six times the deal value, despite prevailing market conditions. Capital markets national practice head partner Prashant Gupta and partner Sayantan Dutta led the firm’s team in the transaction, while Sidley Austin advised on US federal securities law. AZB & Partners, led by partners Varoon Chandra and Agnik Bhattacharyya, advised PI Industries as to Indian law.
Shardul Amarchand Mangaldas & Co has also advised SBI Capital Markets on setting up an SPV for implementing the Special Liquidity Scheme (SLS) for NBFCs and HFCs introduced by India’s Ministry of Finance, pursuant to approval of the SLS by the Union Cabinet on May 20, 2020. SLS has been set up to provide short-term liquidity support to the eligible NBFCs and HFCs to augment their lending powers and to deal with their existing liabilities. The date of notification of SLS by the Reserve Bank of India was on July 1, 2020. Partners Veena Sivaramakrishnan, Nikhil Naredi and Soummo Biswas led the firm’s team in the transaction, which was valued at approximately Rs300 billion (US$4b).
Simpson Thacher has advised Navegar on the formation and fundraising of Navegar II, its second Philippines-focused fund. With capital commitments totaling US$197 million, the fund exceeded its original US$150 million target. Navegar is a Philippines-focused, Manila-based private equity firm that provides growth capital to established companies. Navegar invests in both primary and secondary share offerings, and actively seeks to maximise the value of its portfolio companies by providing financial, operational and strategic guidance. Established in 2012, Navegar manages Navegar Fund I and Navegar Fund II, with total assets under management of over US$300 million. Hong Kong private funds partner Adam Furber led the firm’s team in the transaction.
Skadden has advised BlueCity Holdings on its US$85 million IPO of 5.3 million American Depositary Shares and listing on Nasdaq. Blued is China’s leading mobile platform for the LGBTQ community, and is also a market-leader in India, South Korea and Vietnam. Trading commenced on July 8, 2020. Hong Kong partner Julie Gao led the firm’s team in the transaction.
WongPartnership act for SGX in its acquisition of the remaining 80% stake in BidFX. Partner Chan Sing Yee led the firm’s team in the transaction together with partners Lam Chung Nian and Chan Jia Hui.
WongPartnership acted for the borrower in the refinancing of AXA Tower in relation to the divestment by Perennial of 50% stake in AXA Tower to Alibaba. Partner Christy Lim led the firm’s team in the transaction together with partner Serene Soh.
