|Allen & Gledhill has advised Bank of China Ltd Singapore Branch, DBS Bank Ltd, Oversea-Chinese Banking Corp Ltd and United Overseas Bank Ltd in respect of the S$520 million (US$377.7m) syndicated secured loan facilities to refinance the existing loan facilities of Prime Asset Holdings Ltd. The financing was arranged by the four banks. The loan facilities were secured by security over the retail and office components of the Parkway Parade Property in Singapore. Partners Mark Hudspeth, Margaret Soh and Aloysius Ng led the transaction.
Akin Gump is advising the Special Committee of the Board of Directors of Autohome Inc, the leading online destination for automobile consumers in China, in respect of its recent “going-private” proposal. Autohome’s board of directors formed the Special Committee to consider, review and evaluate a nonbinding going-private proposal received on 16 April 2016 from a consortium comprising of Autohome director and CEO James Zhi Qin, Boyu Capital Advisory Co Ltd, Hillhouse TBC Holdings LP and Sequoia China Investment Management LLP. Hong Kong corporate partner Gregory Puff is leading the transaction.
Clayton Utz has acted for funds advised by Ironbridge Capital Management in respect of the more than A$120 million (US$87.2m) block trade of 38 million shares held by the Ironbridge Funds in Eclipx Group Ltd. Corporate/ Private Equity partners David Stammers and Niro Ananda led the transaction.
Conyers Dill & Pearman has acted as Bermuda counsel to Yuexiu Transport Infrastructure Ltd in respect of its public issuance of RMB1 billion (US$153m) bonds listed and traded on the Shanghai Stock Exchange. Partner Anna Chong, working alongside Baker & McKenzie and Guangdong Guangda, led the transaction which is the first publicly issued Panda Bonds in China’s domestic bond market.
Conyers Dill & Pearman has also acted as Bermuda and Cayman Islands counsel in respect of the issue of US$1.2 billion fixed rate guaranteed perpetual capital securities by OVPH Ltd. The securities are guaranteed by Cheung Kong Infrastructure Holdings Ltd. Partners Christopher Bickley and Bernadette Chen, working alongside Allen & Overy, led the transaction.
Davis Polk is advising Freeport-McMoRan Inc (FCX) in respect of the sale of its interests in TF Holdings Ltd to China Molybdenum Co Ltd (CMOC) for US$2.65 billion in cash and contingent consideration of up to US$120 million. In addition, FCX has agreed to negotiate exclusively with CMOC to enter into definitive agreements to sell its interests in Freeport Cobalt, including the Kokkola Cobalt Refinery in Finland, for US$100 million and the Kisanfu Exploration project in the Democratic Republic of Congo for US$50 million. The TF Holdings transaction is expected to close in the fourth quarter of 2016, subject to regulatory approvals, CMOC shareholder approval and other customary closing conditions. FCX is a premier US-based natural resources company with an industry-leading global portfolio of mineral assets, significant oil and gas resources and a growing production profile. TF Holdings is a Bermuda holding company that indirectly owns an 80 percent interest in Tenke Fungurume Mining SA (Tenke); FCX has a 70 percent interest in TF Holdings and an effective 56 percent interest in Tenke. Freeport Cobalt includes the large-scale cobalt refinery located in Kokkola, Finland and related worldwide sales and marketing business, in which FCX holds an effective 56 percent interest. Partner Marc O Williams, supported by partners Kathleen L Ferrell, Howard Zhang and Paul Chow, led the transaction.
Dhir & Dhir Associates has advised the lead managers, comprised of AK Capital Services Ltd, Edelweiss Financial Services Ltd, ICICI Securities Ltd, RR Investors Capital Services Private Ltd and SBI Capital Markets Ltd, in respect of the public issue by National Bank for Agricultural and Rural Development of tax-free bonds in the nature of secured, redeemable, non-convertible debentures with benefits under Section 10(15)(iv)(h) of the Income Tax Act 1961, aggregating up to INR3,500 crores (US$523m). The issue was subscribed 3.96 times of the issue size on its opening day. Partner Girish Rawat led the transaction. Cyril Amarchand and Mangaldas advised on the issue.
Dhir & Dhir Associates has also advised a consortium of lenders led by L&T Infrastructure Finance Company Ltd in respect of one of the largest refinance transaction in the renewable energy space in India. The consortium provided financial assistance aggregating up to INR4 billion (US$59.7m) to the two SPVs of Renew Power Ventures Private Ltd to, inter-alia, refinance their existing project loans. The said SPVs are collectively operating wind power projects of 73.5 MW at various part of the country. Partner Girish Rawat also led the transaction.
Khaitan & Co has advised Beroe Consulting India Private Ltd and its promoters in respect of an investment made by Access India Fund and certain other investors for a significant minority investment. Beroe Consulting is in the business of procurement research and consulting and provides services in India, US, Europe and Singapore. Associate Partner Vineet Shingal led the transaction.
Khaitan & Co has also advised Alkem Laboratories Ltd and its office bearers in respect of a Competition Commission of India (CCI) decision which penalised Alkem to the tune of INR74.63 crores (US$505.9m) for allegedly facilitating the All Kerala Chemists & Druggists Association in its anti-competitive practices of demanding No Objection Certificates from stockists and for indulging in anti-competitive practices. An appeal was filed on behalf of Alkem against the CCI’s order before the Competition Appellate Tribunal which issued a decision allowing the appeals of Alkem and setting aside the CCI’s order. Partner Manas Kumar Chaudhuri led the transaction.
Luthra & Luthra Law Offices has acted as Indian counsel for Nasdaq-listed United Online Inc in respect of the acquisition of its common stock by Nasdaq-listed B Riley Financial Inc and certain of its affiliates for approximately US$170 million. United Online is one of the largest internet-access providers in the US and its communications segment features NetZero and Juno, which offer a range of internet-access services. B Riley is a provider of investment banking and other diversified financial and business advisory services, through several subsidiaries. The deal is in furtherance of B Riley’s long-term strategy of expanding and diversifying its business through opportunistic acquisitions. Partner Kanchan Sinha, assisted by partners G R Bhatia and Lokesh Shah, led the transaction which is expected to be closed by the end of the third quarter of 2016.
Luthra & Luthra Law Offices has also advised Kotak Mahindra Capital Company, Axis Capital, ICICI Securities and IIFL Holdings in respect of the recently concluded IPO of equity shares of Ujjivan Financial Services Ltd, one of the largest microfinance institutions in India and among the 10 Indian entities to receive in-principle approval from the RBI to set up a small finance bank. With a deal size of approximately INR8.8 billion (US$131.4m), the issue consisted of a fresh issuance of equity shares by the company and an offer for sale of equity shares by existing private equity investors – Elevar, IFC, IFIF, MUC, FMO, Sarva Capital, Wolfensohn and Women’s World Bank. The issue closed on 2 May 2016, being subscribed nearly 41 times, whilst the equity shares were listed on 10 May 2016. Partners Manan Lahoty and Geeta Dhania led the transaction. Cyril Amarchand Mangaldas advised Ujjivan Financial Services whilst AZB & Partners advised the selling shareholders.
MinterEllison (Australia) and MinterEllison Rudd Watts (New Zealand) are advising Tegel Group Holdings Ltd, New Zealand’s market-leading, fully integrated poultry producer, in respect of its IPO and associated listing on NZX and on ASX (as a foreign exempt listing). Tegel is involved in the breeding, hatching, processing, marketing and distribution of poultry products across New Zealand, Australia, the Middle East, Asia and the Pacific. Tegel was admitted to the official list of NZX (on a conditional basis) and ASX (on a conditional and deferred settlement basis) on 3 May 2016. Normal settlement trading on NZX and ASX commenced on 5 May 2016. Shares representing up to 51.5 percent of Tegel’s issued capital were issued under the IPO at NZ$1.55 (US$1.05) per share, implying an enterprise value for Tegel of NZ$671 million (US$454.8m). The Australian team is led by partners Daniel Scotti and Martin Bennett, supported by partner David Eterovic, whilst the New Zealand team is led by partners Mark Stuart and Cameron Taylor.
Norton Rose Fulbright has acted for the Start Mesh Group in respect of the launch of its first venture capital investment fund. The fund is structured as an early stage venture capital limited partnership and is aimed at helping start-ups achieve profitability. Founded in 2014, the Start Mesh Group is managed and operated by its three co-founders – Richard Webb, Paul Devereux and Matt Youill – who have a strong track record of founding, funding and operating small and large business across a range of industries. The fund will invest in early stage investments and aims to form a diverse and balanced portfolio of venture capital opportunities. The new Start Mesh Innovation Fund will also be operated in line with migration rules aimed at capturing other investors seeking a ‘significant investor visa’.
Rajah & Tann (Singapore) has advised BNP Paribas ( acting through its Singapore Branch), DBS Bank Ltd and Credit Suisse (Singapore) Ltd as the joint lead managers and underwriters in respect of the renounceable underwritten rights issue of approximately 442 million new stapled securities of OUE Hospitality Trust (OUE H-Trust) at an issue price of S$0.54 (US$0.39) for each right stapled security on the basis of 33 right stapled security for every 100 existing stapled securities held by stapled security holders of OUE H-Trust as at the book closure date of 15 March 2016, to raise gross proceeds of approximately S$238.6 million (US$173.3m). The rights issue was approximately 139.9 percent subscribed. OUE H-Trust is a stapled group comprising OUE Hospitality Real Estate Investment Trust (OUE H-REIT) and OUE Hospitality Business Trust (OUE H-BT). OUE H-REIT is a Singapore-based REIT established with the principal investment strategy of investing, directly or indirectly, in a portfolio of income-producing real estate which is used primarily for hospitality and/or hospitality-related purposes, as well as real estate-related assets. OUE H-BT, a Singapore-based business trust, is dormant. Partner Evelyn Wee led the transaction which was completed on 13 April 2016.
Shardul Amarchand Mangaldas & Co has advised Vardhman Textiles Ltd in respect of the sale of its 40 percent stake in Vardhaman Yarns and Threads Ltd to its US-based joint venture partner American & Efird Global LLC (A&E Global). Vardhman Yarns and Threads is India’s second–largest manufacturer and distributor of premium quality industrial and consumer sewing thread. As a part of the transaction, definitive agreements have been entered into among A&E Global, Vardhaman Textiles and Vardhman Yarns and Threads for the acquisition by A&E Global of additional 40 percent equity shareholding in Vardhman Yarns and Threads from its JV partner, Vardhman Textiles. Upon completion of the transaction, A&E Global will own 89 percent of the JV whilst Vardhman Textiles will own the other 11 percent. Partners Gunjan Shah and Manika Brar led the transaction which was signed on 9 May 2016 and is subject to approval from the Competition Commission of India and other closing conditions. McGuireWoods and J Sagar Associates advised American & Efird Global.
Shook Lin & Bok is acting for DBS Trustee Ltd, the trustee of Manulife US REIT, in respect of Manulife US REIT’s listing and IPO on the Mainboard of the SGX to raise gross proceeds of approximately up to US$470 million. Manulife US REIT is the first US pure-play office REIT in Asia and is also the first financial institution sponsored REIT in Singapore. Partners Tan Woon Hum and Andrea Ng are leading the transaction.
Stephenson Harwood has represented Mrs World Inc in respect of its IP infringement case which involved copyright infringement, passing off and trademark revocation in Hong Kong. The organisers of the pageant were successful in obtaining a judgment which included a permanent injunction against a Hong Kong corporation which was using the marks “Mrs World” and “世界太太” as part of its company name. In addition, the trademark which had been registered by the Hong Kong entity for “Mrs. World世界太太” protecting beauty pageants amongst other services was declared invalid. Partner Jezamine Fewins led the transaction.
Weerawong C&P has represented Taobao China Holding Ltd, a member of the Alibaba Group operating an online shopping website, in respect of the acquisition of a controlling stake in the Lazada Group, a leading e-commerce platform in Southeast Asia. The transaction consists of an investment of approximately US$500 million in the newly issued equity capital of the Lazada Group and the acquisition of shares from certain shareholders of the Lazada Group for a total investment by Alibaba of approximately US$1 billion. Executive Partner Chinnavat Chinsangaram and partner Panuwat Chalongkuamdee led the transaction.
Weerawong C&P has also represented Tipco Asphalt PCL (TASCO), the country’s leading asphalt maker, in respect of the β1.9 billion (US$53.4m) acquisition of shares in five subsidiaries (in Singapore, Vietnam, Indonesia and Thailand) of France’s Colas Group, the world’s largest road construction company and a major supplier of blended bituminous products for road surfacing. The acquisition will enable TASCO to boost sales in Indonesia and Vietnam by approximately 200,000 tonnes in 2016. Peangpanor Boonklum and partner Sunyaluck Chaikajornwat led the transaction.
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