Allen & Gledhill has advised Vanguard International Semiconductor on its US$236 million acquisition of a semiconductor fabrication facility owned by Globalfoundries Singapore. Partners Richard Young, Ko Xiaozheng, Mark Quek, Yeo Boon Kiat, Shalene Jin and Aloysius Ng led the firm’s team in the transaction.
AZB & Partners is advising Mahindra CIE Automotive on its Rs8.76 billion (US$127m) acquisition of 100 percent of the share capital of Aurangabad Electricals. Partner Srinath Dasari is leading the firm’s team in the transaction, which was signed on March 12, 2019 and is yet to be completed.
AZB & Partners is also advising Gaussian Software, a wholly-owned subsidiary of Delta, on its acquisition of equity shares of Jalesh Cruises Mauritius. Post the acquisition, Gaussian Software is expected to hold over 25 percent stake in Jalesh Cruises Mauritius. Partners Ashwath Rau and Kashish Bhatia are leading the firm’s team in the transaction, which was signed on March 8, 2019 and is yet to be completed.
Bird & Bird has acted for Titan Financial Services, as the sole sponsor, on the listing of Guan Chao Holdings in Hong Kong. Guan Chao is a Singapore-based parallel-import motor vehicle group, whose sales volume of new motor vehicles in Singapore in both 2016 and 2017 ranked 12th among all motor vehicle dealers and ranked first among parallel-import motor vehicle dealers in Singapore. Hong Kong corporate partner Wingon Chui led the firm’s team in the transaction.
Chandler MHM advised B.Grimm Power (BGRIM), one of Thailand’s top private power producers, and its subsidiary, B.Grimm Power Service (Laem Chabang) on the acquisition of a 100% interest in Glow SPP1 from Glow, a wholly-owned subsidiary of Glow Energy. Glow SPP1 is a co-generation facility supporting businesses in WHA Eastern Industrial Estate (Ma Ta Phut), a premier location for petrochemical, chemical, steel and utility-intensive operations in Thailand since 1989. The transaction was valued at Bt3.3 billion (US$104.1 million). Joseph Tisuthiwongse led the firm’s project team.
Clove Legal has advised Mswipe Technologies, a mobile point-of-sale service provider, on a Rs2.2 billion (US$32m) funding round. US hedge fund Falcon Edge Capital, B Capital (fund promoted by Facebook co-founder Eduardo Saverin), DSG Consumer Partners and Epiq Capital participated in the round. Partner Amit Sirsikar led the firm’s team in the transaction. Falcon Edge Capital was advised by Goodwin Proctor (Hong Kong), with a team led by partner Yash Rana. B Capital was advised by J Sagar Associates, with a team led by partner Manvinder Singh. Epiq Capital was advised by Veritas Legal, with a team led by partner Tushar Raut.
Conyers Dill & Pearman has acted for MAPS 2019-1, as the issuer, on Merx Aviation’s latest aviation asset-backed securitisation (ABS) comprising US$429 million in three tranches of notes secured on a portfolio of 19 aircraft. This will be the second ABS transaction for Merx in the past 12 months. The aircraft portfolio, which consists of seven Airbus A320s, one A321neo, one A330-200, one Boeing 737-900ER and nine 737-800s, has an initial value of US$516.9 million. A portion of the note proceeds will be used to refinance the RISE aircraft ABS transaction that closed in February 2014. The RISE transaction was initially issued and serviced by GE Capital Aviation Services (GECAS), with Merx as an equity investor. Over the past year, Merx replaced GECAS as servicer of RISE. Of the 19 aircraft in the MAPS 2019-1 portfolio, 18 are currently owned by subsidiaries of the issuer as part of the RISE securitisation. The other asset is currently owned and serviced by Merx, and will be acquired by the issuer. Pursuant to the refinancing, RISE was renamed to MAPS 2019-1. Bermuda director Neil Henderson led the firm’s team in the transaction, which closed on February 14, 2019.
Conyers Dill & Pearman has also acted as BVI and Cayman Islands counsel to Sun Kong Holdings on its HK$60 million (US$7.6m) IPO of 100 million shares in Hong Kong. The company sells and transports diesel oil and diesel exhaust fluid in Hong Kong, serving logistics companies that require diesel oil to operate their vehicle fleets. It was founded in 2002 and is headquartered in Yuen Long, Hong Kong. Hong Kong partner Richard Hall, working alongside Robertsons, led the firm’s team in the transaction, which closed on January 8, 2019.
Davis Polk has advised the initial purchasers on a Rmb1 billion (US$149m) Regulation S offering by Fantasia Holdings Group of its 11.875 percent senior notes due 2020. Fantasia Holdings is a property developer and property-related service provider in China. Hong Kong corporate partner Gerhard Radtke led the firm’s team in the transaction.
Davis Polk has also advised the underwriters on the offering of 69 million American Depositary Shares by Sea for total proceeds of over US$1.5 billion, including the offering of nine million ADSs, upon exercise of the option to purchase additional shares by the underwriters. Sea operates three platforms across digital entertainment, ecommerce and digital financial services. Its mission is to better the lives of the consumers and small businesses of Greater Southeast Asia with technology. Partner James Lin led the firm’s team in the transaction.
J Sagar Associates has advised Creation Investments India III on the Rs1.1 billion (US$16m) proposed second round of investment in Vivriti Capital. Vivriti is in the business of lending, private and public placement of debt securities/ loans/ preference shares/ asset sales, and a technology-based marketplace for debt securities/ loans/ preference shares/ asset sales connecting institutional issuers and investors. The firm also advised Creation in the Rs2 billion (US$29m) first round of investment in Vivriti in 2018. Partner Lalit Kumar led the firm’s team in the transaction, which is subject to certain closing conditions.
J Sagar Associates has also advised Airports Authority of India (AAI) on the successful privatisation of operations, management and development of six airports, namely Guwahati, Thiruvananthapuram, Lucknow, Mangaluru, Ahmedabad and Jaipur. AAI selected the concessionaire through an international competitive bidding process. In a departure from the framework used in the first round of airport privatisation undertaken more than a decade ago, AAI offered a concession period of 50 years, as opposed to 30 years. The winning bid was decided on the basis of the highest monthly per-passenger fee to AAI. This was again a departure from the much-contested revenue-sharing model that AAI had adopted in the previously privatised airports. Partners Vishnu Sudarsan and Ashish Suman led the firm’s team in the transaction.
Khaitan & Co has advised True North on its acquisition of 51 percent of Max Bupa’s total share capital from Max India and of approximately 5.2 percent of Max Bupa’s total share capital from Bupa. Pursuant to this transaction, Max India will completely exit Max Bupa, while Bupa will continue as True North’s joint venture partner in Max Bupa. True North’s acquisition of Max Bupa’s shares is the second private equity control transaction in India’s health insurance sector, but the first control deal in India’s health insurance sector by a sole private equity firm. After completion of this acquisition, True North will act as Indian promoter of Max Bupa. Formerly known as India Value Fund Advisors, True North was established in 1999 with a focus on investing in and transforming mid-sized profitable businesses into world-class industry leaders. True North has successfully launched six separate investment funds, with a combined corpus of over US$ 2.8 billion. Partner Niren Patel led the firm’s team in the transaction. AZB & Partners, led by partners Anil Kasturi, Niladri Maulik and Anisha Shridhar, advised Max India and Max Bupa.
Khaitan & Co has also advised Temasek Capital Management on the India leg of the acquisition of 30 percent shareholding in Haldor Topsoe, including its Indian subsidiary Haldor Topsoe India. Temasek Capital Management is Temasek Holdings’ private equity arm specialising in traditional private equity opportunities, as well as mid-stage technology and life sciences-related investments. Partner Rabindra Jhunjhunwala, assisted by partner Anshul Prakash, led the firm’s team in the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands and BVI counsel to E-House (China) Enterprise Holdings, a leading real estate transaction service provider in China, on its issue of US$200 million notes due 2021. The notes are listed in Hong Kong. Partner Derrick Tan led the firm’s team in the transaction, which closed on February 28, 2019. Skadden, Arps, Slate, Meagher & Flom acted as Hong Kong and US counsel to the issuer. Sidley Austin acted as US counsel to the joint lead managers.
Maples and Calder (Hong Kong) has also acted as Cayman Islands counsel to China Resources Land on its issue of US$300 million notes due 2024 and US$500 million notes due 2029. The notes are issued under the issuer’s US$3.9 billion medium term note programme and are listed in Hong Kong. Partner Derrick Tan led the firm’s team in the transaction, which closed on February 26, 2019. Clifford Chance acted as English counsel for the issuer. Linklaters acted as English counsel to the arrangers.
Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, has advised SC Capital Partners on the approximately S$230 million (US$170.3m) acquisition of 100 percent interest in the SPV holding the property known as Rivervale Mall from AEW Capital Management. Partners Norman Ho, Hoon Chi Tern, Benjamin Tay and Cindy Quek led the firm’s team in the transaction.
Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, has also advised RHT Health Trust Manager on the Rs46.8 billion (US$678.8m) disposal of its entire asset portfolio of clinical establishments and hospitals in India, which includes its interests in 12 clinical establishments, four greenfield clinical establishments and two operating hospitals in India, to Fortis Healthcare. Partners Evelyn Wee, Lee Xin Mei, Terence Choo and Hoon Chi Tern led the firm’s team in the transaction.
Shook Lin & Bok has acted for KPMG Corporate Finance, the financial adviser to Exeo Global, on the voluntary conditional cash offer for all of the issued and paid-up ordinary shares in the capital of Catalist-listed technology firm DeClout. At the close of the offer on March 4, 2019, Exeo Global has acquired approximately 633 million shares, representing approximately 95 percent of the total shares (excluding treasury shares), and about 94.64 percent of the maximum potential issued shares in DeClout for approximately S$82.3 million (US$61m). Partners Dayne Ho and Chua Shi Ying led the firm’s team in the transaction.
Simpson Thacher has represented GDS Holdings on its US$150 million equity investment by China Ping An Insurance Overseas (Holdings). The investment will be in the form of convertible preferred shares. GDS will use the proceeds to fund expansion of its data centre capacity and for general corporate purposes. GDS is a leading developer and operator of high-performance data centres in China. Its facilities are strategically located in China’s primary economic hubs, where demand for high-performance data centre services is concentrated. Ping An Overseas Holdings is a direct wholly-owned subsidiary of Ping An Insurance (Group) Company of China, and is the main overseas platform for direct investments and asset management of Ping An. Partners Ian Ho (M&A) and Daniel Fertig (capital markets) led the firm’s team in the transaction.
Simpson Thacher has also represented Binjiang Service Group (BSG) on its IPO in Hong Kong and Regulation S offering of 66.7 million shares, before the exercise of the underwriters’ overallotment option. The total offering size was HK$464.2 million (US$59m). The shares of Binjiang Service Group are listed in Hong Kong. CLSA Capital Markets acted as the sole sponsor, CSLA acted as the sole global coordinator, and Haitong, Huatai Financial Holdings (Hong Kong) and Shenwan Hongyuan acted as the joint book-runners and joint lead managers. BSG is a reputable property management service provider in China, with a focus on high-end residential properties. Founded in 1995, BSG has grown from a local residential property management service provider in Hangzhou, Zhejiang province to one of the leading premium property management services providers in the Yangtze River Delta. Capital markets partner Christopher Wong led the firm’s team in the transaction.
Skadden has advised Toyota Industries on its US$600 million Rule 144A/Regulation S offering of senior notes, which closed on March 12, 2019. Tokyo partner Kenji Taneda led the firm’s team in the transaction.
TT&A has advised Rampart Trust on the sale of its shareholding in Marsh India Insurance Brokers to its existing joint venture partner, Marsh International Holdings (MIH). The transaction involves an acquisition by MIH, which already holds 26 percent stake in Marsh India, of 23 percent of the paid-up equity share capital of the company from the existing joint venture partners, Rampart and certain employee shareholders. Pursuant to this acquisition, MIH’s stake in Marsh India increased to 49 percent, the maximum extent allowed by the FDI policy in this sector. Partner Feroz Dubash led the firm’s team in the transaction.
