AZB & Partners is advising JM Financial Credit Solutions on the public issue of secured, rated, listed, redeemable, non-convertible debentures with face value of Rs1,000 (US$14.74) each, and unsecured, rated, listed, redeemable, non-convertible debentures with face value of Rs1,000 (US$14.74) each, for up to Rs20 billion (US$294.7m). Partners Varoon Chandra, Lionel D’Almedia and Anand Shah are leading the firm’s team in the transaction, which was signed on May 4, 2018 and is yet to be completed.
AZB & Partners has also advised International Finance Corporation on its Rs2.2 billion (US$32.4m) sale of 24.97 percent shareholding in Meghmani Finechem to Meghmani Agrochemicals, a wholly-owned subsidiary of Meghmani Organics. Partners Gautam Saha and Heena Singh led the firm’s team in the transaction, which was completed on April 26, 2018.
Baker McKenzie has advised Tokyo-listed LiFULL on its A$187 million (US$140m) scheme of arrangement acquisition of the Australia-listed Mitula Group. The transaction will create a leading global online classifieds and marketplaces group in 63 countries, with 170 million visits per month, giving customers access to more traffic and a great range of products and services. The consideration reflects a substantial 88 percent premium to the closing price of Mitula shares for those receiving shares. Mitula shareholders will receive cash of up to A$16,000 (US$11,970) per shareholder, and will receive LiFULL shares for any holding in excess of this, if they would prefer to not receive cash. Australia M&A head partner Richard Lustig, supported by partners Akifusa Takada (Japan), Tetsuo Tsujimoto (Japan), Enrique Valera (Madrid) and Alberto Escudero (Madrid), led the firm’s team.
Colin Ng & Partners has acted for Integra Holdings on the sale of 51 percent of Granite Capital to Zibo Qixiang Tengda Chemical, through its wholly-owned subsidiary Qixiang Tengda Supply Chain Hong Kong, for US$36 million in cash. Granite is a Swiss-based leading petrochemical commodity trader established since 1989. Shenzhen-listed Zibo Qixiang Tengda Chemical is engaged in the R&D, production and distribution of fine chemicals. The implied equity value of the target in this transaction is over US$70 million. Partner Bill Jamieson led the firm’s team.
DLA Piper has advised Bahrain-based investment group GFH Financial Group on its acquisition of 85 percent of incentives provider and lifestyle app The Entertainer. Founded in the UAE in 2001 and with a turnover of over AED130 million (US$35.4m), The Entertainer has grown to become one of the region’s most popular apps, providing offers and savings on dining, travel, lifestyle and entertainment experiences around the world. The app has seen over five million downloads in 15 countries across the Middle East, Europe, Asia and Africa. Last year, users saved over US$150 million at their network of over 10,000 merchant partners. Completion of the transaction will result in the exit of existing investors, with founder Donna Benton continuing as one of the key shareholders and chairman. Dubai corporate partner Richard Hughes led the firm’s team. Curtis, Mallet-Prevost, Colt & Mosle advised The Entertainer shareholders.
Gibson, Dunn & Crutcher is representing Glassdoor on its acquisition by Recruit Holdings for US$1.2 billion in an all-cash transaction. Glassdoor is a leading job and recruiting company well known for providing greater workplace transparency. Recruit Holdings, a leading Japanese-based HR company, plans to operate Glassdoor as a distinct and separate part of its growing HR technology business segment. Glassdoor, which launched in 2008, is one of the largest job sites in the US, and welcomes 59 million people to its platform each month. Founded in 1960 and headquartered in Tokyo, Japan, the Recruit Group creates and provides platforms that connect companies and consumers. The transaction is expected to close this summer, subject to regulatory approvals and closing conditions. San Francisco partner Stewart McDowell, supported by partners Sean Feller (Century City-benefits), David Kennedy (Palo Alto-IP) and Paul Issler (Los Angeles-tax), is leading the firm’s team. Sullivan & Cromwell is representing Recruit Hondings.
Gide is acting as lead counsel to Zhejiang Semir Garment, the leader in kidswear fashion in China, on its €110 million (US$130m) acquisition of the Kidiliz Group, the European leader in premium children’s fashion, with brands such as Catimini, Absorba, Z, Paul Smith Junior and Kenzo Kids. With about €2 billion ((US$2.37b) in combined sales, the two groups announced they signed a put option agreement on May 3, 2018, and are set to enter an equity transfer agreement, following customary consultation procedures under French law. Upon completion of the transaction, Semir Garment will acquire the entire Kidiliz Group to form the world’s second-largest pure player in children’s fashion. Partners Thomas Urlacher (Paris) and Fan Jiannian (Shanghai), assisted by partners Jean-Hyacinthe de Mitry on IP law aspects and Stanislas Dwernicki on real estate aspects, are leading the firm’s team.
Howse Williams Bowers has advised VBG Capital as the sole sponsor and, together with Quasar Securities, as the underwriters on the approximately HK$66 million (US$8.4m) share offer and listing of Elegance Commercial and Financial Printing Group in Hong Kong. The shares commenced trading on May 11, 2018. Elegance is an established printing service provider, which principally provides commercial printing and financial printing services in Hong Kong. It ranked second among commercial printing service providers in Hong Kong, in terms of revenue for the year ended March 31, 2017. Partner Chia Ching Tan led the firm’s team.
J Sagar Associates has represented Brenntag Netherlands on its acquisition of the majority shareholding of Raj Petro Specialities, thru the sale and purchase of 100 percent of Raj Petro shareholding from Raj Petro existing promoter shareholders. Some Raj Petro existing promoter shareholders will continue to hold minority shareholding in Raj Petro and will be in the joint venture with Brenntag, until the balance stake held by such continuing promoter shareholders is acquired by Brenntag, in accordance with the definitive agreements. Partners Sandeep Mehta and Srabonee Roy led the firm’s team. Raj Petro Specialities and its promoter shareholders were represented by Harini Subramani, as independent counsel, and Desai & Diwanji, led by partner Siddharth Mody,as external counsel.
Khaitan & Co has advised Music Broadcast on the acquisition, by way of slump sale, of the radio business of Ananda Offset. Music Broadcast owns and operates FM radio stations under the Radio City brand name in 39 cities in India. Partner Rajat Mukherjee led the firm’s team.
Khaitan & Co has also advised Flipkart on Walmart’s acquisition of a 77 percent stake in Flipkartfor US$16 billion. The Flipkart Group is India’s largest e-commerce marketplace, and includes group companies Flipkart, Myntra, Jabong, PhonePe and eBay.in. This is the largest single acquisition in the e-commerce space in the world, and is one of the largest M&A transactions involving what is principally an Indian company. Partners Ganesh Prasad and Vinay Joy and associate partner Arun Scaria led the firm’s team. WongPartnership is acting as Singapore counsel to Walmart on its acquisition. Partners Ng Wai King and Audrey Chng are leading the firm’s team.
Kirkland & Ellis has represented BGH Capital on the raising of its first private equity fund, with a focus on investment in Australia and New Zealand. BGH was founded by Ben Gray and Simon Harle (formerly partners of TPG Capital) and Robin Bishop (formerly head of Macquarie Capital in Australia and New Zealand). The fund, which held its final closing with commitments at around A$2.6 billion (US$1.9b), is the largest first time fund focused on investment in Australia and New Zealand. Investment funds partners Justin Dolling and Jonathan Tadd, supported by tax partner David Grenker, regulatory partner Adam Skinner and investment funds partner Corey Zarse, led the firm’s team.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Ping An Healthcare and Technology, the largest online healthcare platform operator in China, on its HK$8.77 billion (US$1.12b) IPO in Hong Kong. The company, also known as Ping An Good Doctor, delivers healthcare services, such as online family doctors and health mall services, through its mobile platform. Retail investors submitted bids to buy over 650 times more than what the company had on offer, making it Hong Kong’s biggest IPO in 2018 and the most sought-after main board IPO since 2009. Citigroup, JP Morgan, Ping An of China Securities and UBS acted as joint global coordinators. Partner Lorraine Pao led the firm’s team, while Clifford Chance acted as Hong Kong and US counsel. Davis Polk & Wardwell acted as Hong Kong and US counsel to the underwriters.
Rajah & Tann Singapore is acting for Oversea-Chinese Banking Corporation, DBS Bank, United Overseas Bank, Bank of China Singapore Branch, Sumitomo Mitsui Banking Corporation Singapore Branch, RHB Bank Singapore Branch and BNP Paribas, acting through its Singapore Branch, as original lenders in the S$700 million (US$521.5m) refinancing of Starhill Global Real Estate Investment Trust. Partner Terence Choo is leading the firm’s team.
Rajah & Tann Singapore is also engaged to support the World Bank’s engagement with Guinea, Cote d’Ivoire and Nigeria on the establishment and strengthening of their respective national digital identification systems, including the readiness of existing legal and regulatory enabling environments. Partners Rajesh Sreenivasan and Tanya Tang (chief economic and policy advisor) are involved in this project.
Simpson Thacher is representing Ant Financial on its strategic partnership with bKash in Bangladesh. As part of Ant Financial’s global strategy, the partnership involves Ant Financial investing into and sharing technological know-how with bKash to promote financial inclusion for the unbanked and underbanked communities in Bangladesh. Hong Kong M&A partner Ian Ho is leading the firm’s team.
TT&A has advised the DSP Group, headed by Hemendra Kothari, on its acquisition of shares held by BlackRock Advisers Singapore in DSP BlackRock Investment Managers (AMCo) and DSP BlackRock Trustee. The transaction involved an acquisition by DSP Adiko Holdings, DSP HMK Holdings, Aditi Kothari Desai and Shuchi Kothari of 40 percent of the paid up equity share capital of the AMCo and 49 percent of the paid up equity share capital of the trustee company from the seller. Partners Kunal Thakore (Mumbai) and competition executive chairman Vinod Dhall (Delhi) led the firm’s team in the transaction, which was signed on May 7, 2018. Pratap Amin also advised DSP, while King & Spalding, led by partner Matthew Jacobson, acted as US counsel. Trilegal, led by partner Yogesh Singh, acted as Indian counselto BlackRock, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel.
TT&A has also advised JP Morgan India on the fairness opinion it issued in relation to the share exchange ratio proposed for the amalgamation of Indus Towers with Bharti Infratel. The transaction involved the amalgamation of Indus Towers with Bharti Infratel,under sections 230 to 232 of the Companies Act 2013, to create a pan-India mobile tower company, with over 163,000 towers operating across all 22 telecom service areas in India. The combined company will be the largest tower company in the world outside China. Mumbai partner Kunal Thakore led the firm’s team in the transaction, which was valued at US$14.6 billion. AZB & Partners advised Bharti Infratel.
Weil, Gotshal & Manges has advised Alibaba Group on its acquisition of Daraz, a portfolio company of German internet incubator Rocket Internet. Daraz is an online marketplace operating in Bangladesh, Myanmar, Nepal, Pakistan and Sri Lanka. Hong Kong corporate M&A / private equity partners Tim Gardner and Chris Welty, supported by Frankfurt corporate partner Kamyar Abrar, led the firm’s team.
