Allen & Gledhill has acted as transaction counsel to PanAsia Health (indirectly controlled by EQT Mid Market Asia III GP), as general partner of EQT Mid Market Asia III, and Nam See Investment, the founding family and substantial shareholder of Health Management International (HMI), on the S$611 million (US$447.7m) proposed acquisition, by way of a scheme of arrangement, of all shares in HMI. Partners Christopher Koh, Wong Yi Jia, Song Su-Min and Chiam Tao Koon led the firm’s team in the transaction.
Allen & Gledhill has also acted as transaction counsel to F&N Investments, a wholly-owned subsidiary of Fraser and Neave, on the establishment of its Myanmar joint venture company, Emerald Brewery Myanmar (EBM), and the development of EBM’s US$50 million greenfield brewery plant. The EBM brewery in Myanmar is expected to produce and distribute a portfolio of beer brands, including those owned by Thai Beverage, a strategic investor of F&N. Myanmar managing director Minn Naing Oo and Singapore partners Chiam Tao Koon, Sathiaseelan Jagateesan and Charmelia Sugianto led the firm’s team in the transaction.
Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted for Indonesia Infrastructure Guarantee Fund, as the state-backed guarantor, on the Rp8.2 trillion (US$585.6m) Makassar-Parepare Railway Project, which involved the development of a 142-km railway under the PPP funding scheme. This project is part of the National Strategic Projects launched by the Indonesian government, which aims to develop infrastructure in East-Indonesia and decentralise the development from the island of Java to other islands in Indonesia. Partners Ibrahim Sjarief Assegaf and Kanya Satwika led the firm’s team in the transaction.
AZB & Partners has advised Michael & Susan Dell Foundation on the Rs35 million (US$507,115) sale of all of the compulsorily convertible debentures held by its fund, India Educational Investment Fund, in Report Bee Edusys to a resident of India. Partners Hardeep Sachdeva and Priyamvada Shenoy led the firm’s team in the transaction, which was completed on July 12, 2019.
AZB & Partners has also advised Michael & Susan Dell Foundation on its Rs70 million (US$1m) acquisition of certain equity stake in Workex Solutions and Services, increasing its stake in Workex to approximately seven percent. Partners Hardeep Sachdeva and Priyamvada Shenoy also led the firm’s team in the transaction, which was completed on July 10, 2019.
Clifford Chance has advised China Merchants & Great Wall Ocean Strategy & Technology Fund, a fund under China Merchants Capital, on the US$174 million subscription for 19.4 percent of the outstanding common shares of Shelf Drilling. The transaction also involved the sale of two jack-up rigs and the bareboat charter of two additional jack-up rigs to Shelf Drilling. Dubai-headquartered, Oslo-listed Shelf Drilling is the world’s largest contractor of jack-up rigs, operating across four core regions, namely South East Asia, India, West Africa and MENAM (Middle East, North Africa and the Mediterranean). Partners Fang Liu and Amy Ho, supported by partners Gervais Green and Richard Blewett, led the firm’s cross-practice, cross-border team in the transaction.
CNPLaw has advised London-listed strategic investment company Symphony International Holdings on acquiring, through a wholly-owned subsidiary, a significant minority stake in Vietnam-based Indo Trans Logistics (ITL) for approximately US$42.6 million. The deal was achieved through a structured transaction entered into by the wholly-owned subsidiary of Symphony with Su Misura. Symphony is managed by Symphony Asia Holdings to provide superior capital growth by investing in high quality companies and forming long-term business partnerships with talented entrepreneurs. Founded in 2000 as a freight-forwarding company, ITL has since grown to become one of Vietnam’s “national champions” and is the largest independent integrated logistics company, with a network spread throughout Vietnam, Cambodia, Laos, Myanmar and Thailand. Partners Amit Dhume and Bill Jamieson led the firm’s team in the transaction.
Davis Polk has advised Sumitomo Mitsui Financial Group (SMFG) on its SEC-registered takedown offering of senior notes, which consisted of US$2 billion principal amount of 2.696 percent senior notes due 2024 and US$2.5 billion principal amount of 3.04 percent senior notes due 2029. The notes are structured to count as total loss-absorbing capacity (TLAC) under the Japanese TLAC regulations. SMFG is the holding company for one of the three largest banking groups in Japan. Its wholly-owned subsidiary, Sumitomo Mitsui Banking Corporation, is one of the world’s largest commercial banks by assets. Tokyo partner Jon Gray led the firm’s team in the transaction.
Davis Polk has also advised the joint lead managers on Mizuho Financial Group’s SEC-registered takedown offering of senior notes, which consisted of US$1 billion principal amount of 2.721 percent senior fixed-to-floating-rate notes due 2023, US$500 million principal amount of 2.839 percent senior fixed-to-floating-rate notes due 2025, US$750 million principal amount of 3.153 percent senior fixed-to-floating-rate notes due 2030 and US$500 million principal amount of senior floating-rate notes due 2023. The notes are structured to count as total loss-absorbing capacity (TLAC), when TLAC regulations are implemented in Japan. 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. Tokyo partner Jon Gray also led the firm’s team in the transaction.
Gibson, Dunn & Crutcher is representing New York-listed EnPro Industries, a manufacturer of highly engineered industrial products, on its agreement to acquire LeanTeq, a privately-held, Taiwan-based company, which primarily provides refurbishment services for critical components and assemblies used in state-of-the-art semiconductor equipment. This equipment is used to produce the latest and most technologically advanced microchips for smartphones, autonomous vehicles, high-speed wireless connectivity (5G), artificial intelligence and other leading-edge applications. Upon completion of the acquisition, LeanTeq will be part of EnPro’s technetics group within the sealing products segment. The technetics group designs and produces custom, highly engineered components for demanding applications in the semiconductor, aerospace and nuclear markets. The transaction, which was announced on July 22, 2019, is subject to customary closing conditions, including regulatory approvals, and is expected to close in the fourth quarter of 2019. Partners Lisa Fontenot (corporate-Palo Alto), Joseph Barbeau (corporate-Palo Alto & Beijing), Dora Arash (tax-Los Angeles), Sean Feller (benefits-Century City) and Carrie LeRoy (IP transactional-Palo Alto) are leading the firm’s team in the transaction, while Lee and Li is acting as Taiwan counsel. LeanTeq is represented by Skadden, Arps, Slate, Meagher & Flom, with a team led by Palo Alto corporate partner Michael Mies.
J Sagar Associates has advised eBay Singapore Services on its investment for an acquisition of approximately 5.5 percent stake in e-commerce marketplace operator Paytm E-Commerce. The transaction also involved the execution of an agreement that will make eBay inventory accessible to tens of millions of Paytm Mall active customers in India. Joint managing partner Vivek Chandy, partners Archana Tewary and Siddharth Vedula, supported by partners Amitabh Kumar and Vaibhav Choukse, led the firm’s team in the transaction, while Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC acted as foreign counsel. Shardul Amarchand Mangaldas & Co Mumbai represented Paytm E-Commerce and the promoter Vijay Shekar Sharma, while Trilegal represented the Alibaba group, an existing investor in Paytm E-Commerce.
Khaitan & Co has advised Aditya Birla Fashion and Retail on the strategic partnership with India’s leading designers ‘Shantanu & Nikhil’, by way of acquisition of 51 percent stake in Finesse International Design, through a combination of primary equity infusion and secondary share purchase for a total consideration of Rs600 million (US$8.7m). Partner Vineet Shingal led the firm’s team in the transaction.
Khaitan & Co has also advised Horizon Ventures on the US$35 million series B investment by Horizon Ventures and Tencent Holdings into Niyo Solutions. Partner Sharad Moudgal led firm’s team in the transaction.
K&L Gates has acted as Hong Kong law counsel to BOCOM International (Asia) and Analogue Holdings, as the sponsor and underwriters, respectively, on Analogue’s successful IPO and listing in Hong Kong. Analogue is the largest E&M engineering service provider in Hong Kong, in terms of revenue in 2018. It is also a leading water and waste water treatment contractor. Analogue conducts its business in Hong Kong, Macau, Mainland China, Australia, Europe, and North and South America. Hong Kong partners Christopher Tung, Vincent Tso and Carolyn Sng led the firm’s team in the transaction.
Maples Group (Hong Kong) has acted as Cayman Islands counsel to Hevol Services Group on its IPO of 100 million shares and listing in Hong Kong. Hevol Services is a reputable market player in the property management industry in China, providing property management services, community-related services and property developer-related services. The offering, which closed on July 12, 2019, raised approximately HK$128 million (US$16.4m). Partner Everton Robertson led the firm’s team in the transaction, while Miao & Co, in association with Han Kun Law Offices, acted as Hong Kong and US counsel. HM Chan & Co, in association with Taylor Wessing, acted as Hong Kong and US counsel for the underwriters.
Maples Group (Hong Kong) has also acted as Cayman Islands and BVI counsel to ManpowerGroup Greater China on its global offering of shares and listing in Hong Kong. The China branch of NYSE-listed ManpowerGroup, ManpowerGroup Greater China is the largest workforce solutions provider in the Greater China region. The offering, which closed on July 10, 2019, raised approximately HK$495 million (US$63.4m). Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin and Tian Yuan Law Firm acted as Hong Kong and China counsel, respectively. Hogan Lovells acted as Hong Kong counsel, while Jingtian & Gongcheng acted as China counsel to the joint lead managers, including Huatai Financial Holdings (Hong Kong), CLSA, Orient Securities and ABC International.
Paul Hastings has advised Jinshang Bank on its US$422 million global offering and listing of its H shares in Hong Kong. Jinshang Bank is the only provincial city commercial bank in Shanxi Province in China. CCB International Capital, China International Capital Corporation Hong Kong Securities and CMB International Capital acted as the joint sponsors for the listing. Global partner and chair of Greater China Raymond Li, corporate partner and vice chair of the firm’s Hong Kong office Zhaoyu Ren and corporate partner Vincent Wang led the firm’s team in the transaction.
Rajah & Tann Singapore and Rajah & Tann NK Legal Myanmar, member firms of Rajah & Tann Asia, have acted for leading Myanmar petroleum companies Best Oil Company (BOC) and Power Trading (PTP) on SK Energy’s significant US$100 million minority investment into BOC and PTP. Partners U Nyein Kyaw, Lester Chua and Alroy Chan led the firm’s team in the transaction.
Simpson Thacher has represented Zhongliang Holdings Group on its IPO in Hong Kong and Regulation S offering of 530 million shares, before exercise of the underwriters’ overallotment option. The total offering size was HK$2.94 billion (US$376.3m). Capital markets partner Christopher Wong led the firm’s team in the transaction.
SSEK has assisted NTT Communications, a subsidiary of Nippon Telegraph and Telephone, the largest telecommunications company in Japan and one of the largest globally, and NTT Indonesia Nexcenter on the acquisition of land in an industrial area outside of Jakarta for the construction of what would be the largest data centre facility in Indonesia. Managing partner and a supervising partner of land and property and IT practices Denny Rahmansyah led the firm’s team in the transaction.
TT&A has advised Standard Chartered Bank, as the arranger, and Catalyst Trusteeship, as the debenture trustee, on their subscription to up to 15,000 unlisted, secured, redeemable NCDs, with a face value of Rs1 million (US$14,487) each, aggregating to Rs15 billion (US$217.2m) in total, issued by Piramal Enterprises. Partner Rituparno Bhattacharya led the firm’s team in the transaction, which was signed on July 11, 2019.
Vertices Partners has represented the promoters of NoBroker Technologies Solutions on the Series C round of investment from General Atlantic Singapore Fund, SAIF and BEENEXT. Managing partner Vinayak Burman led the firm’s team in the transaction, which was valued at Rs3.5 billion (US$50.7m) and was completed in June 2019. Bharucha & Partners represented General Atlantic Singapore Fund, while Samvad Partners represented NoBroker Technologies Solutions.
Vertices Partners has also represented Leadstart Publishing and the promoters on the primary round of investment from Mumbai Angel Network, JITO Angel Network and SucSEED Venture Partners. Founding partner Archana Khosla led the firm’s team in the transaction, which was valued at Rs30 million (US$434,646) and was completed in April 2019. R&A Associates represented Mumbai Angel Network.
WongPartnership is acting for Hercules, a bid vehicle which comprises members of the founding Lim family of Hupsteel, on the voluntary conditional cash offer for Hupsteel. Partner Milton Toon led the firm’s team in the transaction.
