Allen & Gledhill has advised DBS Bank, United Overseas Bank, The Bank of Tokyo-Mitsubishi UFJ, OCBC Bank (Malaysia) and Sumitomo Mitsui Banking Corporation Singapore Branch as the mandated lead arrangers and book-runners on the S$1.8 billion (US$1.4b) term loan facilities to Wealthy Link. The proceeds were applied towards the refinancing of Wealthy Link’s existing indebtedness and development of a commercial office building on Central Boulevard, Singapore. Partners Lim Wei Ting and Goh Ping Ying led the transaction.

Allen & Gledhill has also advised OUE Hospitality Real Estate Investment Trust on the S$980 million (US$749m) loan facilities to RBC Investor Services Trust Singapore, as trustee of OUE H-Reit. The proceeds of the facilities were to refinance its existing facilities and the financing of OUE H-Reit’s working capital and general corporate purposes. Partner Kok Chee Wai led the transaction.

AZB & Partners has acted as Indian law counsel to HDFC on its issue, by way of a qualified institutions placement, of approximately 10 million equity shares equity shares. Partners Varoon Chandra and Lionel D’Almeida led the transaction, which was valued at Rs18.86 billion (US$292.3m) and was completed on March 7, 2018.

AZB & Partners has also advised EM Holdco I, KKR’s pan-Asian media investment platform, on its Rs5.2 billion (US$80m) acquisition of more than 15 percent minority stake in Chennai-headquartered Global Sports Commerce. Partners Darshika Kothari, Divya Mundra and Ami Parikh led the transaction, which was signed on March 14, 2018 and was completed on March 22, 2018.

Corrs Chambers Westgarth has advised IP Group on its first Australian institutional mandate targeting investment across life sciences and technology. The firm assisted IP Group in structuring a co-investment vehicle with major Australian superannuation fund Hostplus. The first investment made by the IP Group Hostplus Innovation Fund is in Oxford Nanopore, the company behind the only portable, real-time DNA/RNA sequencer, MinION, whose goal is to enable the analysis of any living thing, by any person, in any environment. This low-cost DNA sequencing technology has a range of applications globally, including life-changing uses in cancer or genetic research and commercialisation in the food sector. Partner Fadi Khoury, supported by financial services partner Michael Chaaya, led the transaction.

East & Concord Partners represented Beijing Gas Group, which has launched a cooperation with the Asian Infrastructure Investment Bank and China Clean Development Mechanism Fund promoting Beijing Gas’s consumption of clean energy and the transformation and upgrading of energy structure in Beijing and across China. This is AIIB’s first project in China as well as its first non-sovereign guarantee loan project since its opening for business. It provided Beijing Gas with a special fund of US$250 million for the replacement of coal by gas in rural areas, which will be used for the construction of transportation pipes and network of natural gas and other projects in Beijing. Partners Li Dongming and Lu Zhifang from East & Concord’s Beijing office represented Beijing Gas.

Gibson, Dunn & Crutcher is representing SK E&P America, a wholly-owned subsidiary of SK Innovation, on the agreement to acquire all of the outstanding membership interests of Longfellow Nemaha, a private oil and gas exploration and production company. SK Innovation is a leading energy and petrochemical company engaged in businesses that span the value chain, including upstream production, refining, chemicals, lubricants and batteries to power the future. The transaction is expected to close in the 2nd quarter of 2018 and will represent a significant expansion of SK’s core focus area in the US Mid-Continent region. Houston partner Justin Stolte is leading the transaction, while Hall Estill also advised on the deal. Opposing counsel is Tim Spear at Gardere.

J Sagar Associates has advised HDFC Bank on its issue of R23 billion (US$354.4m) 8.1 percent notes due 2025 (masala bonds) under its US$3 billion medium term note programme. HDFC Bank is the first Indian private bank to issue masala bonds in the overseas market. The issue was HDFC Bank’s debut masala bonds offering. Joint managing partner Dina Wadia and partner Uttara Kolhatkar led the transaction.

J Sagar Associates has also advised Technology Frontiers India (Techfront) and its promoters on the approximately US$90 million investment made by EM Holdco I, an affiliate of KKR Emerald Media, in Insight Asia Investment Holdings, the holding company of Techfront. The transaction occurred offshore in Singapore. Insight Asia used the investment to provide a 100 percent exit to FW Global Leader, an affiliate of Fidelis World, at the Techfront level. The exit transaction was approximately US$23 million. Techfront and its group entities is a sports technology and management company providing solutions, sponsorship management and premier consulting services to leading global sports bodies. Emerald Media Fund is a KKR-sponsored fund. Partner Aarthi Sivanandh, supported by principal associate Bhavana Alexander, led the transaction. Emerald Media was represented by AZB & Partners and Morgan Lewis. ADV Partners, an existing shareholder of Techfront, was represented by Dechert, while Fidelis World was represented by Shardul Amarchand Mangaldas.

Khaitan & Co has acted as Indian counsel to Kotak Mahindra Capital, Axis Capital, Goldman Sachs (India) Securities, JM Financial Institutional Securities and JP Morgan India as the book-running lead managers on Bandhan Bank’s approximately US$685 million IPO. Bandhan Bank is a commercial bank focused on serving underbanked and underpenetrated markets in India. It has a banking licence  that permits it to provide banking services pan-India across customer segments. Partner Abhimanyu Bhattacharya and associate partner Subhayu Sen led the transaction.

Khaitan & Co has also advised Feedback Infra on the US$105 million investment by ADV Partners in Feedback Infra, by way of primary component of equity and debt and secondary acquisition of securities from existing shareholders of Feedback Infra. Feedback Infra provides advisory services and also manages operations and maintenance for power projects and roads. Partners Kartick Maheshwari and Manisha Shroff led the transaction.

Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to China Boqi Environmental (Holding) on its global offering and listing in Hong Kong. China Boqi is a leading independent flue gas treatment integrated service provider in China. China Boqi is offering approximately 252.2 million shares, with gross proceeds of around HK$600 million (US$76.5m). Partner Derrick Kan led the Maples team, while King & Wood Mallesons acted as Hong Kong counsel. Kwok Yih & Chan acted as Hong Kong counsel to CMB International Capital as the sponsor.

Norton Rose Fulbright has advised HSBC as the placing agent, together with Goldman Sachs (Asia), on the HK$3.33 billion (US$424.4m) top-up placement of 900.12 million shares by Chinese property developer China Jinmao Holdings Group. The placing price of HK$3.70 (US$0.47) per share involved the subscription of the 900.12 million shares by its controlling shareholder, Sinochem Hong Kong (Group). The same number of shares, which represented approximately 7.78 percent of the enlarged share capital of China Jinmao, was in turn sold to various third-party institutional investors, including Kerry Holdings and New China Life Insurance. Head of Hong Kong Psyche Tai, assisted by Hong Kong partner Vicky Lam, led the transaction.

Paul, Weiss has represented South African media group Naspers on its disposal and placing of approximately two percent of the issued share capital of Tencent, which raised gross proceeds of approximately US$9.8 billion. The placing was announced on March 23, 2018 and was conducted by way of an accelerated book-building process. The placing was expected to complete on March 27, 2018 and is the largest ever secondary share sale in the Hong Kong market to date. Bank of America Merrill Lynch, Citigroup and Morgan Stanley acted as joint global coordinators and joint book-runners. Hong Kong-listed Tencent provides internet value-added services and online advertising in China. Corporate partners Jeanette Chan and Mark Bergman led the transaction.

Rajah & Tann Singapore is acting for Oversea-Chinese Banking Corporation, the financial adviser to THSC Investments, as the offeror which is jointly owned by Standard Chartered Private Equity (Singapore) and TH60 Investments, on the S$376.6 million (US$287.8m) privatisation offer for all the issued ordinary shares in the capital of Tat Hong Holdings. Partners Lawrence Tan and Favian Tan led the transaction.

Rajah & Tann Singapore has also acted for Respond Logistics, a consortium vehicle backed by the controlling shareholder of Poh Tiong Choon Logistics (PTC Logistics) and private equity firm Tower Capital Asia, on the S$275.5 million (US$210.6m) voluntary conditional cash offer of PTC Logistics. Partners Chia Kim Huat, Hoon Chi Tern and Lee Weilin led the transaction.

Shardul Amarchand Mangaldas has advised Indiabulls Ventures on its Rs20 billion (US$308.4m) rights issue, which was oversubscribed approximately 1.33 times. As part of the transaction, Indiaabulls would issue partly paid up equity shares of Indiabulls Ventures for up to Rs20 billion (US$308.4m) on a rights basis to eligible equity shareholders of the company, in the ratio of three rights equity shares for every 16 fully paid up equity shares held by eligible equity shareholders. Partner Kaushik Mukherjee supported by principal associate Narayan Kedia, led the transaction. Axis Capital, the lead manager to the issue, was advised by AZB & Partners as Indian counsel and Squire Patton Boggs Singapore as international counsel.

Shook Lin & Bok is acting for Olivia Lum Ooi Lin, the executive chairman, group chief executive officer and a controlling shareholder of Hyflux, on her voluntary unconditional cash offer for all the issued and paid-up ordinary shares in the capital of HyfluxShop Holdings, other than those already owned, controlled or agreed to be acquired by her and parties acting in concert with her. Partners David Chong and Teo Mae Shaan are leading the transaction.

Simpson Thacher has represented KKR on the issuance of its inaugural ¥40.3 billion (US$381.2m) global yen offering. KKR intends to use the net proceeds from the offering for general corporate purposes, including funding potential acquisitions and investments in Japan. The breakdown of the offerings are: ¥25 billion (US$236.4m) 0.509 percent senior notes due 2023, ¥5 billion (US$47.3m) 0.764 percent senior notes due 2025 and ¥10.3 billion (US$97.4m) 1.595 percent senior notes due 2038 by KKR Group Finance Co IV, an indirect finance subsidiary of KKR. Partner Joe Kaufman led the transaction.

S&R Associates has advised Iron Mountain, an enterprise information management services provider, on the Rs70 million (US$1m) acquisition of the records management business of ABC India. Partner Sudip Mahapatra led the transaction.

S&R Associates has advised real estate developers Shipra group on the arrangement of credit facilities from Indiabulls Housing Finance. Partner Rajat Sethi led the transaction.

WongPartnership has acted for CWG International on the voluntary conditional cash offer by Elidom Investment for CWG. The offer price values CWG at approximately S$129 million (US$98.6m). The transaction was led by managing partner Ng Wai King and partner Milton Toon.

ZICO Insights Law is advising Singapore-listed AEI, which specialises in manufacturing high quality precision aluminium extrusion products and precision metal components, on its proposed fund raising comprising the allotment and issue of up to 62.5 million shares by the company to New Impetus Strategy Fund, an exempted company incorporated in the Cayman Islands, at an issue price of S$0.80 (US$0.61) each. In addition, the firm also advised the company on its proposed bonus warrants issue of more than 27 million bonus warrants at an exercise price of S$1.00 (US$0.76) each. Yap Lian Seng and Qiu Yang are leading the transaction.

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In-House Community Magazine – May-June 2021 (e-edition) including Projects & Energy Report 2021
The interactive edition of the June 2021 issue of In-House Community eMagazine is now live. Including Energy & Projects Report 2021, Philippine and off-shore jurisdiction updates, and articles exploring IP in NFT's, Singapore's cybersecurity laws, global tax reform and more.