|Allens has advised leading automotive aftermarket parts specialist Burson Group Ltd in respect of its A$275 million (US$212.6m) acquisition of Metcash Automotive Holdings, a subsidiary of Metcash Ltd, one of Australia’s leading wholesalers and distributors of automotive aftermarket parts and accessories. Metcash Automotive Holdings operates well-known brands, such as Midas, ABS, Autobarn and Autopro. The acquisition will see Burson acquire 100 percent of Metcash Automotive Holdings as part of a transformative acquisition for the company. M&A partner Tom Story and capital markets partners Julian Donnan and Rob Pick, supported by partners Andrew Wiseman, Warwick Newell and Fiona Crosbie, led the transaction.
AZB & Partners has advised International Finance Corp in respect of its acquisition, along with other existing and new investors, of an additional stake in Applied Solar Technologies (India) Private Ltd. Partner Gautam Saha led the transaction which was valued at approximately US$40 million and was completed on 28 May 2015.
AZB & Partners has also advised The News Corp in respect of its acquisition of an additional stake in Elara Technologies Pte Ltd, the parent company of real estate portal PropTiger.com. Partner Shuva Mandal led the transaction which was completed on 9 June 2015.
Berwin Leighton Paisner has acted for ICBC Leasing in respect of its recent landmark deal involving leasing and financing of telecom equipment in Hungary. ICBC Leasing acquired optical fibre equipment from Huawei, the world-leading telecom equipment maker, and leased the equipment to Magyar Telecom, the leading telecom company in Hungary. This is a landmark telecom operating lease deal for ICBC Leasing, with financing provided by Bank of China Hungary Branch. This project is valued at over HUF10 billion (US$36m). Considered as one of the most significant deals signed recently, the transaction is part of China’s One Belt One Road scheme which is aimed at improving connectivity and cooperation between the countries in Eurasia. Hong Kong partner Justin Sun led the transaction.
Davis Polk has advised China Three Gorges Corp in respect of the Rule 144A / Regulation S offering of US$700 million 3.7 percent guaranteed notes due 2025 and €700 million (US$782.8m) 1.7 percent guaranteed notes due 2022 by China Three Gorges’ wholly-owned subsidiaries Three Gorges Finance I (Cayman Islands) Ltd and Three Gorges Finance II (Cayman Islands) Ltd, respectively. China Three Gorges is the largest hydropower enterprise in the world in terms of installed capacity. Partners Li He and John D Paton led the transaction. Clifford Chance advised the joint global coordinators and representatives of additional underwriters.
Deacons is advising Haitong International Capital Ltd as the sole sponsor and the underwriters in respect of mobile telecommunications industry player Vital Mobile Holdings Ltd’s IPO and listing on the HKSE. Vital Mobile is one of the leading ODM smartphone suppliers in the PRC targeting overseas markets that cover more than 25 countries. In terms of export shipment volume in 2014, it ranked fourth amongst PRC smartphone exporters on an ODM basis. Vital Mobile published its IPO prospectus on 16 June 2015 seeking to raise up to approximately HK$650 million (US$83.8m), subject to the exercise of over-allotment option, from the offering. Vital Mobile is expected to be listed on the Main Board of the HKSE on 26 June 2015.
Howse Williams Bowers has acted as Hong Kong counsel to Haitong International Securities as the placing agent in respect of the US$164 million top-up placing of shares of Sunshine 100 China Holdings Ltd, a PRC real estate developer with property development and investment properties in Bohai Rim, Midwest China, Yangtze River Delta and the Pearl River Delta. Corporate partner Brian Ho led the transaction which closed on 12 June 2015.
Howse Williams Bowers has also advised HKSE Main Board-listed Excel Development (Holdings) Ltd in respect of the acquisition of 75 percent interest in its issued share capital by an independent third party and the subsequent general offer for all Excel shares not already owned by the offeror at a total deal size of approximately HK$647 million (US$83.5m). Excel provides civil engineering and building construction services to the public and private sectors in Hong Kong. Corporate partner Brian Ho also led the transaction which closed on 5 June 2015.
J Sagar Associates has advised Suprajit Engineering Ltd (SEL) in respect of the purchase of 51 percent equity shares of Phoenix Lamps Ltd from Actis Group. SEL acquired 51 percent equity shares in a first tranche and will complete acquisition of the remaining non-public shareholding of Phoenix in a subsequent tranche post-completion of an open offer. Both SEL and Phoenix are listed on the Bombay Stock Exchange and the National Stock Exchange. SEL is a supplier of cables and components to overseas and domestic customers in the automotive and non-automotive sectors. Phoenix is the largest manufacturer of automotive lamps in India and has three subsidiaries in Europe. Partners Murali Ananthasivan, Amitabh Kumar and Mary Julie John led the transaction. Actis Group was advised by Platinum Partners and EY.
Khaitan & Co has advised Cairn India Ltd and Vedanta Ltd in respect of the merger of Cairn into Vedanta for an all-stock consideration. Partners Haigreve Khaitan, Sharad Abhyankar, assisted by executive director Daksha Baxi and associate partners Mehul Shah and Dibyanshu, led the transaction which was announced on 14 June 2015. Sullivan & Cromwell, led by New York partner Stephen M Kotran, represented Bank of America Merrill Lynch as financial adviser to Cairn India.
Khaitan & Co has also advised Aranda Investments (Mauritius) Pte Ltd, a wholly- owned subsidiary of Temasek Holdings Pte Ltd, in respect of the approximately US$150 million subscription to 3.83 percent of the post issue paid up share capital in Glenmark Pharmaceuticals Ltd. Partner Aakash Choubey, assisted by partner Avaantika Kakkar, led the transaction.
Maples and Calder has acted as British Virgin Islands counsel to Haikou Meilan International Airport Investment Ltd in respect of its issue of CNY600 million (US$96.65m) 7.25 percent guaranteed notes due 2018. The notes are guaranteed by Haikou Meilan International Airport Company Ltd and will be listed on the SGX-ST. The guarantor operates Meilan Airport, the main gateway to Hainan Island in the PRC. Partner Jenny Nip led the transaction whilst Linklaters acted as Hong Kong counsel. Clifford Chance acted as Hong Kong counsel for Société Générale, ABCI Capital Ltd and Shanghai Pudong Development Bank Co Ltd Hong Kong Branch as the joint lead managers.
Maples and Calder has also acted as British Virgin Islands counsel to China Great Wall International Holdings II Ltd in respect of its issue of up to US$1 billion 2.5 percent credit enhanced bonds due 2018, with the benefit of an irrevocable standby letter of credit issued by the Agricultural Bank of China Ltd Hong Kong Branch and a Keepwell Deed by China Great Wall Asset Management Corp. The bonds will be listed on the HKSE. China Great Wall is a wholly state-owned financial management company. Partner Jenny Nip also led the transaction whilst Linklaters also acted as English and Hong Kong counsel. Clifford Chance acted as the English and Hong Kong counsel to the 17 joint lead managers, consisting of ABCI Capital Ltd, Agricultural Bank of China Ltd Hong Kong Branch, BOCI Asia Ltd, CCB International Capital Ltd, China International Capital Corp Hong Kong Securities Ltd, Credit Suisse Securities (Europe) Ltd, Deutsche Bank AG Singapore Branch, Guotai Junan Securities (Hong Kong) Ltd, The Hongkong and Shanghai Banking Corp Ltd, JP Morgan Securities plc, Société Générale, Standard Chartered Bank, Wing Lung Bank Ltd, Bank of China Ltd, Industrial and Commercial Bank of China (Asia) Ltd, CLSA Ltd and China Construction Bank (Asia) Corp Ltd.
Norton Rose Fulbright has acted for new fund manager Aitken Investment Management (AIM) in respect of the launch of its first investment fund offered to Australian sophisticated and institutional investors. The AIM High Conviction Fund will be a global absolute return fund and will make concentrated investments in high conviction ideas led Australian stock broker Charlie Aitken who has more than 22 years of financial markets experience and is considered one of Australia’s leading macroeconomic forecasters and stock pickers. The launch featured the switch by one of Australia’s best-known stock brokers from the sell side to the buy side of the investment industry.
Shardul Amarchand Mangaldas has acted as sole transaction counsel in respect of the INR7,500 crores (US$1.18b) issuance and private placement of rated, unlisted, redeemable NCDs of Vodafone Spacetel Ltd, Vodafone Cellular Ltd and Vodafone South Ltd and the INR1,300 crores (US$204m) simultaneous rights issues by members of the Vodafone India group. Hongkong and Shanghai Banking Corp Ltd and Standard Chartered Bank acted as the arrangers for the NCDs. Partners Prashant Gupta and Monal Mukherjee led the transaction which closed on 9 June 2015.
Shardul Amarchand Mangaldas has also acted as sole transaction counsel in respect of the issuance and private placement of secured, rated, listed, non-cumulative, redeemable NCDs of PTC India Financial Services Ltd in the amount of INR213.50 crores (US$33.5m), secured by the issuer’s specified receivables, for augmenting its long term capital resources. The NCDs have been issued to International Finance Corp and are listed on the National Stock Exchange of India. IDBI Trusteeship Services Ltd acted as trustee for the NCDs. Partners Shilpa Mankar Ahluwalia and Monal Mukherjee led the transaction which closed on 3 June 2015.
Skadden has represented UBS as the sole underwriter in respect of a US$300 million Regulation S offering of 8.75 percent senior notes due 2018 by Hsin Chong Construction Group. The transaction included an initial offering of US$250 million of the notes and a “tap” offering of an additional US$50 million which was launched on the closing date of the initial tranche. This was the issuer’s debut high yield issuance. Hong Kong partner Alec Tracy led the transaction.
Skadden has also advised Ourgame International Holdings Ltd in respect of its acquisition of Peerless Media Ltd which, through its subsidiaries, produces poker and online entertainment content under, and owns the global intellectual property relating to, the “World Poker Tour” brand. Ourgame International is a Beijing-based developer of online card and board games. It operates an integrated online game platform that offers PC and mobile games through various distribution channels. Hong Kong partners John Adebiyi and Christopher Betts, supported by London partner Tim Sanders and New York partner Jose Esteves, led the transaction which was signed on 19 June 2015.
Sullivan & Cromwell is representing Goldman Sachs Gao Hua Securities Company Ltd, as independent financial adviser to Jiangsu Zhongtian Technology Co Ltd, in respect of a related party transaction between Jiangsu Zhongtian and Zhongtian Technology Group whereby Jiangsu Zhongtian acquired the equity interests in three companies owned or controlled by Zhongtian Technology from Zhongtian Technology and another seller by issuing new shares to the sellers, followed by a private placement to no more than ten qualified institutional investors. Corporate partners William Y Chua (Hong Kong), Garth W Bray (Beijing) and Stephen Kotran (New York) are leading the transaction which was announced on 10 June 2015.
Sullivan & Cromwell is also representing UBS Global Asset Management (Switzerland) in respect of the sale of its Alternative Fund Services business to MUFG Investor Services (Japan). New York partners Alexandra D Korry (corporate) and Ronald E Creamer Jr (tax) are leading the transaction which was announced on 18 June 2015.
Vaish Associates has advised Mauritius-based Plenty Private Equity Fund I Ltd, Plenty CI Fund I Ltd and India-based Multiples Private Equity Fund II in respect of the preferential issue of equity shares by PVR Ltd to the three funds, in accordance with SEBI (ICDR) Regulations 2009. Corporate partner Bomi Daruwala led the transaction which was completed on 12 June 2015 and was valued at approximately INR350 crores (US$55m). Shardul Amarchand Mangaldas advised PVR.
WongPartnership has acted for Mermaid Maritime Public Company Ltd in respect of its establishment of US$500 million multicurrency debt issuance programme. Partners Hui Choon Yuen and Trevor Chuan led the transaction.
WongPartnership has also acted as sole transaction counsel for Sembcorp Industries Ltd as the issuer and Credit Suisse (Singapore) Ltd, DBS Bank Ltd, Oversea-Chinese Banking Corp Ltd (OCBC Bank) and Standard Chartered Bank as the joint lead managers in respect of Sembcorp’s issue of S$600 million (US$447m) 4.75 percent subordinated perpetual securities under its S$2 billion (US$1.49b) multicurrency debt issuance programme. Partner Goh Gin Nee led the transaction.
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