Allen & Gledhill has advised the Housing and Development Board on the issue of S$700 million (US$513.3m) principal amount of fixed rate notes due 2024, as Series 086 under its S$32 billion (US$23.5b) multicurrency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill has also advised PCI on the S$264.8 million (US$194m) proposed acquisition, by way of a scheme of arrangement, of all shares in PCI by Pagani Holding III. The transaction resulted in the privatisation of PCI and its delisting in Singapore. Partners Christopher Koh and Elsa Chen led the firm’s team in the transaction.
AZB & Partners has advised Bharti Airtel on its rights issue of up to 1.13 billion equity shares with face value of Rs5 (US$0.072) each, for cash at Rs220 (US$3.17) per rights equity share, including a premium of Rs215 (US$3.10) per rights equity share, aggregating up to approximately Rs249.4 billion (US$3.6b), to the eligible shareholders of the issuer. Partners Madhurima Mukherjee and Agnik Bhattacharyya led the firm’s team in the transaction, which was completed on May 29, 2019.
AZB & Partners is also acting as Indian counsel to Airtel Africa on its US$750 million IPO for admission and listing of its shares in London. Partners Madhurima Mukherjee and Agnik Bhattacharyya are also leading the firm’s team in the transaction, which was signed on May 28, 2019 and is yet to be completed.
Clayton Utz is advising New York-listed Genuine Parts Company (GPC) on taking its existing stake in Australian-based Inenco Group to 100 percent, through an agreement announced to the market on May 22, 2019. GPC is a leading distributor of automotive, industrial replacement parts and electrical specialty materials, and business products, with 2018 revenues of US$18.7 billion. Headquartered in Sydney, Inenco is one of Australasia’s leading industrial distributors of bearings, power transmission and seals, with estimated annual revenues of approximately US$400 million. The transaction is expected to close on July 1, 2019. Corporate partner Samy Mansour, supported by banking and financial services partner Alex Schlosser, led the firm’s team in the transaction, while Simpson Grierson provided NZ law advice. Allen & Overy is acting for the sellers.
Clifford Chance has advised a syndicate of banks on the issuance of Hong Kong’s first listed bond by a non-government issuer offered through the stock exchange’s Central Clearing and Settlement System, made available to both retail and institutional investors. The Reg S bonds issued by the Agricultural Development Bank of China, one of China’s three policy banks, include Rmb2 billion (US$289m) 3.08 percent retail and institutional bonds due 2020, and Rmb1 billion (US$144.5m) 3.23 percent institutional only bonds due 2022. The syndicate of banks include Bank of China, Bank of China (Hong Kong), Standard Chartered Bank (Hong Kong), Bank of Communications Hong Kong Branch, China Construction Bank (Asia), Industrial and Commercial Bank of China (Asia), Agricultural Bank of China Hong Kong Branch, BOCOM International Securities, Shanghai Pudong Development Bank Hong Kong Branch, The Hongkong and Shanghai Banking Corporation, Citigroup Global Markets, Mizuho Securities Asia, and KGI Asia. Partner David Tsai, supported by partners Connie Heng and Mark Chan, led the firm’s team in the transaction.
Cyril Amarchand Mangaldas has advised IndiGrid and the sponsor, Sterlite Power Grid Ventures, on raising a primary capital of Rs25.14 billion (US$362m). The issue was subscribed by Esoteric II, an affiliate of KKR, and GIC Infra Holdings, an affiliate of GIC. The issue is the first preferential issue by a listed InvIT under the SEBI Preferential Issue Guidelines for InvITs, and the first private investment in public equity transaction by an InvIT. The proceeds will be used for financing the acquisition of operating transmission assets NRSS XXIX Transmission and Odisha Generation Phase II Transmission, for an aggregate enterprise value of Rs38.29 billion (US$551.8m) and Rs12.1 billion (US$174.4m), definitive documents for which were executed simultaneously. Further, the transaction provides IndiGrid and Sterlite Investment with a pipeline of acquisition of three additional operating transmission assets from Sterlite Power for an aggregate enterprise value of Rs65 billion (US$936.6m). The transaction also provides for the sale by Sterlite Power Transmission of 74 percent controlling stake in Sterlite Investment, the investment manager of IndiGrid, to a KKR affiliate. The issue opened on April 30, 2019 and closed on May 4, 2019. Partner Kranti Mohan, supported by partners Pranay Chandran, Bharat Budholia and Avaantika Kakkar, led the firm’s team in the transaction. Latham & Watkins acted as international counsel to Edelweiss Financial Services, Axis Capital, Citi Global Markets India and IndusInd Bank, as the book-running lead managers. Simpsons Thacher and Bartlett acted as international counsel while EY acted as transaction adviser to KKR. Khaitan & Co, AZB & Partners and Nishith Desai Associates also advised on the deal.
Davis Polk has advised Haitong UniTrust International Leasing on its spinoff from Hong Kong and Shanghai-listed Haitong Securities, by way of an IPO, including a public offering in Hong Kong and Regulation S international offering, and separate listing in Hong Kong. The gross proceeds from the global offering amounted to approximately HK$2.32 billion (US$297.74 million), prior to any exercise of the over-allotment option. Founded in 2004, Haitong UniTrust is a large and fast-growing financial leasing company in China. Partners Bonnie Chan and Li He led the firm’s team in the transaction.
Davis Polk has also advised the joint lead managers on RongXingDa Development’s (BVI) Regulation S offering of the US$175 million principal amount of eight percent senior notes due 2022, to be consolidated and form a single class with the US$325 million eight percent senior notes due 2022 issued on April 24, 2019. The notes are guaranteed by RiseSun Real Estate Development. Shenzhen-listed RiseSun is a leading real estate developer in China, focusing on developing quality residential properties. It has established a strong market position in the Beijing-Tianjin-Hebei Bohai Economic Rim and the Yangtze River Delta Region, and has been actively expanding into the Greater Bay Area and central and western China. Partner Gerhard Radtke led the firm’s team in the transaction.
HSA Advocates has advised Mindgate Solutions and its promoters, including George Sam and Guhan Muthuswamy, on the strategic investment by US-based electronic payments company ACI Worldwide. As part of this investment, ACI and Mindgate will deliver a joint real-time payments solution that will combine ACI’s proven Universal Payments software solutions with Mindgate’s digital overlay services. This investment will also provide Mindgate with the ability to expand its footprint globally. Mindgate processses 30 million digital transactions globally everyday, and 70 percent of UPI transactions are currently routed through Mindgate-customer banks. UPI has quickly emerged as the second most common method of digital payment in India. ACI has acquired a minority stake in Mindgate Solutions, by way of primary as well as secondary subscription of equity shares. Partner Rachika Sahay led the firm’s team in the transaction.
Khaitan & Co has advised B9 Beverages on the approximately US$4.3 million issuance of Pre-Series C compulsorily convertible cumulative preference shares to Sixth Sense Ventures. Partner Mayank Singh led the firm’s team in the transaction.
Khaitan & Co has also advised Ola Electric Mobility (OEM) on the Series A round of funding in OEM by RNT Associates. Partners Sharad Moudgal and Rishabh Bharadwaj led the firm’s team in the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Pujiang International Group on its global offering of shares and listing in Hong Kong. The group is the largest provider of bridge cables for construction of super-long-span bridges and the third largest pre-stressed materials manufacturer in China. The offering, which closed on May 28, 2019, raised approximately HK$536 million (US$68.5m). Partner Lorraine Pao led the firm’s team in the transaction, while K&L Gates and Grandall Law Firm acted as Hong Kong and China counsel, respectively. Norton Rose Fulbright Hong Kong acted as Hong Kong counsel while JunHe acted as China counsel to Haitong International Capital, as the sole sponsor.
Maples and Calder (Hong Kong) has also acted as BVI counsel to Sweet Leaf Capital on its 2020 notes and exchange offer of the US$100 million nine percent notes due 2019 to the 2020 notes. The 2020 notes are listed on the international stock exchange. The investor of the 2020 notes is FTLife Insurance. The transaction closed on May 19, 2019. Partner Everton Robertson led the firm’s team in the transaction, while Lu & Partners acted as Hong Kong counsel and Haiwen & Partners acted as China counsel.
Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, has acted for Swiss Re American Corporation and Swiss Re Capital Markets on the issuance of the US$100 million Series 2019-1 Class A notes by First Coast Re II. The transaction is the first Rule 144A catastrophe bond issuance in Singapore. Partners Simon Goh, Lee Xin Mei and Cheryl Tan led the firm’s team in the transaction.
Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, is also acting for Hong Leong Asia, as the ultimate offeror, on the approximately S$219.8 million (US$161m) voluntary unconditional cash offer to acquire all the remaining ordinary shares, excluding treasury shares, and preference shares in the capital of Tasek not already held by HL Cement (Malaysia) and Ridge Star as joint offerors for the offer. Partner Cynthia Goh is leading the firm’s team in the transaction.
Shook Lin & Bok has acted for DBS Trustee, the trustee of Eagle Hospitality Real Estate Investment Trust (EH-Reit), on the proposed listing and offering of stapled securities of Eagle Hospitality Trust, a stapled group comprising EH-Reit and Eagle Hospitality Business Trust, in Singapore, by way of an international placement to investors and IPO, to raise gross proceeds of approximately US$565.8 million. Partners Tan Woon Hum and Andrea Ng led the firm’s team in the transaction.
Skadden has advised GSX Techedu, one of China’s leading online education companies, on its US$208 million IPO of American depositary shares in New York. GSX Techedu intends to use the net proceeds to recruit teaching staff, bolster its technology infrastructure, develop its educational content, and for working capital and general corporate purposes. Trading began on June 6, 2019. Hong Kong partner Julie Gao led the firm’s team in the transaction.
Thanathip & Partners is advising Allianz on its strategic alliance in life and non-life insurance business in Thailand with Sri Ayudhya Capital (AYUD), via an acquisition by Allianz of equity interest in AYUD thru a partial tender offer and a private placement increasing its aggregate shareholding in AYUD to 48.72 percent at completion, and a business integration of Allianz General Insurance and Sri Ayudhya General Insurance. Partners Thanathip Pichedvanichok and Chawaluck Sivayathorn Araneta led the firm’s team in the transaction.
Thanathip & Partners is also advising DKSH (Thailand) on its acquisition of the entire distribution operations of scientific and laboratory devices from a group of sellers, who are leaders in the distribution of scientific and laboratory devices in Thailand. Partner Chawaluck Sivayathorn Araneta led the firm’s team in the transaction.