AZB & Partners is advising Infosys on its voluntary delisting of American Depositary Shares listed in Paris and London. Partners Sai Krishna Bharathan and Sugandha Asthana are leading the transaction, which was signed on March 12, 2018 and is yet to be completed.
AZB & Partners is also advising Jubilant Foodworks on its Tk99.5 million (US$1.2m) acquisition of 51 percent of the equity share capital of Jubilant Golden Harvest. Partner Vinati Kastia is leading the transaction, which was signed on March 6, 2018 and is yet to be completed.
J Sagar Associates has advised Groupon on an acquisition by One97 Communications, the entity running the online payment and e-commerce platform Paytm, of Nearbuy India and Little Internet (Little India). Both Nearbuy India, Groupon’s step-down subsidiary, and Little India respectively run hyper local deals discovery platforms “Nearbuy” and “Little” for various services and activities. The transaction primarily involved swap of shares and acquisition of majority stake in Little India by Paytm, resulting in Nearbuy India becoming a step-down subsidiary of Paytm. Partners Rupinder Malik and Kumarmanglam Vijay led the transaction, while Winston & Strawn acted as US counsel. One97 was represented by Shardul Amarchand Mangaldas & Co.
Khaitan & Co advised Aditya Birla Group on a preferential allotment of approximately 326.6 million equity shares by Idea Cellular to certain promoter group entities of the Aditya Birla Group, ie Birla TMT Holdings, Elaine Investments (Singapore) and Oriana Investments (Singapore). The aggregate capital infusion is approximately Rs32.5 billion (US$500m). The US$40 billion Aditya Birla Group has a force of over 120,000 employees, belonging to 42 nationalities. About 50 percent of its revenues flow from its overseas operations spanning 35 countries. Executive director Sudhir Bassi, partners Haigreve Khaitan and Vineet Shingal and associate partner Moin Ladha, assisted by partners Avaantika Kakkar and Arindam Ghosh and associate director Vinita Krishnan, led the transaction.
Khaitan & Co has also acted as Indian law counsel for Ensono on the divestment of Wipro’s hosted data centre services business to Ensono for US$405 million. Ensono provides hybrid IT services, from cloud to mainframe, that enable clients to digitally transform their businesses. Ensono has over 1,000 associates across North America and Europe, with its offices headquartered in Greater Chicago. Partner Rabindra Jhunjhunwala, supported by partner Sanjay Sanghvi and executive director Dinesh Agrawal, led the transaction.
Maples and Calder has acted as Cayman Islands counsel to Wing Fung Group Asia, a Cayman Islands company, on its listing of 143.5 million shares in Hong Kong. The issuer is a subcontractor for provision of supply, installation and fitting-out services of mechanical ventilation and air-conditioning system for buildings in Hong Kong and Macau. Maples Fund Services (Cayman) acted as principal share registrar and transfer office in the Cayman Islands. TC Capital International acted as the sole sponsor. Partner Lorraine Pao led the Maples team, while CFN Lawyers, in association with Broad and Bright, acted as Hong Kong counsel. Loeb & Loeb acted for the sponsor and underwriters.
Paul, Weiss has represented Chinese internet giant Tencent on its Series B equity financing in Huya, a subsidiary of YY, a leading China-based e-sports live-streaming social-media platform. The financing round involves an approximately US$461.6 million investment into Huya. Upon the completion of this transaction, YY maintains control over Huya. Tencent has a right, exercisable between the second and third anniversary of the closing date, to purchase additional Huya shares at fair market price to reach 50.1 percent of the voting power in Huya. Corporate partners Jeanette Chan and Tong Yu led the transaction.
Rajah & Tann Singapore has advised one of Japan’s largest consumer financing companies, Credit Saison, on its financial services joint venture with Grab to provide micro-financing products across Southeast Asia via the joint venture company, Grab Financial Services Asia, a fintech platform within the Grab ecosystem that will provide alternatives to traditional credit ratings. Partners Terence Quek and Lionel Tan led the transaction.
Rajah & Tann Singapore has also acted as Singapore counsel to Tsui Wah Holdings on its joint venture with Jumbo Group to establish and operate Hong Kong-style Cha Chaan Teng outlets under the Tsui Wah brand in Singapore, marking the brand’s first entry into the South East Asian consumer market. As of January 31, 2018, Tsui Wah operates 32 outlets in Hong Kong, 35 outlets in China and three outlets in Macau. Partner Danny Lim led the transaction.
Shardul Amarchand Mangaldas has advised Pepperfry on raising Rs2.5 billion (US$38.3m) from US-based investor State Street Global Advisers (SSGA). Pepperfry operates an e-commerce business in India, while SSGA is the asset management arm of New York-listed investment management firm State Street. Partner Siddharth Nair led the transaction. Schulte Roth & Zabel and Cyril Amarchand Mangaldas advised State Street Global Advisors, while Walkers Global also advised on the deal.
Shook Lin & Bok is acting for DBS Trustee, the trustee of Sasseur Reit, on the IPO of Sasseur Reit in Singapore to raise between S$500 million (US$379.4m) to S$600 million (US$455.4m). Sasseur Reit is the first outlet mall Reit to be listed in Asia with an initial portfolio comprising outlet malls located in China. Partners Tan Woon Hum and Andrea Ng led the transaction.
Skadden has represented Toyota Industries, the original founding company of the Toyota Group, on its US$1 billion Rule 144A offering of senior unsecured notes in two tranches: a US$500 million 3.235 percent senior unsecured notes due 2023 and a US$500 million 3.566 percent senior unsecured notes due 2028. The offering was announced on March 13, 2018 and the notes were listed in Singapore. Tokyo bengoshi partner Mitsuhiro Kamiya and gaikokuho-jimu-bengoshi partner Kenji Taneda, assisted by New York partner Michael Hoffman, led the transaction.
Skadden has also represented Daiwa House Reit Investment and its asset manager, Daiwa House Asset Management, on the offering of investment units, which was announced on March 12, 2018. The offerings included the issuance of 222,000 new investment units, through a public offering in Japan and an international offering, at a total offer price of approximately ¥53.2 billion (US$499.6m) and a secondary offering of 15,000 investment units through over-allotment at a total offer price of approximately ¥3.6 billion (US$33.8m). The proceeds from the offerings will be used to fund part of Daiwa House Reit’s acquisition of additional properties. Tokyo gaikokuho-jimu-bengoshi partner Kenji Taneda led the transaction.
Withers KhattarWong has represented Southeast Asia’s leading on-demand transportation and mobile payments platform Grab on its pilot project — GrabCycle, a marketplace app unifying four different mobility partners into a single app. Singapore corporate partners Farhana Siddiqui and Leong Chuo Ming, supported by corporate partners Daniel Tang (Hong Kong) and Paul McGrath (London), led the transaction.
WongPartnership has acted as Singapore counsel for Clearbridge Health on the acquisition of 65 percent of the common shares in Marzan Health Care. The transaction was led by partners Vivien Yui and Lydia Ong.
ZICO Insights Law is advising Huan Hsin Holdings, a Singapore-listed telecommunications and electronics manufacturer, on its proposed acquisition, by way of reverse takeover, of 99.99 percent of the equity interest in Huangshan Zhongtian Weiliang Mining for S$1.06 billion (US$804.2m). The initial cut-off date for the company to satisfy the requirements under Rule 1314 of the Listing Manual was March 4, 2018, following which the Singapore Exchange Securities Trading could have either delisted the company, or suspended the trading of the company’s securities, with a view to delisting the company. The firm played an essential role in a successful 11th-hour application to the Exchange, informing it of the company’s plans to carry out the proposed acquisition. This culminated in the Exchange granting the company a conditional extension of time to March 4, 2019 to satisfy Rule 1314’s requirements. The transaction was led by Yap Lian Seng and Qui Yang.
