Ali Budiardjo, Nugroho, Reksodiputro is acting as Indonesian counsel for Kartanegara Energi on the new development and expansion of capacity, from 82 MW to 117 MW, of the Senipah steam and gas power plant. Kartanegara Energi has finished its financial close for the expansion and signed a power purchase agreement. The company obtained US$66 million financing for the expansion from a syndicate of banks led by Bank BNI, as the mandated lead arranger. The project is targeted to be finished in 2019. Total investment of the company towards the Senipah and Senipah expansion reached US$211 million. Partner Freddy Karyadi led the transaction.
AZB & Partners is advising Tata Chemicals on its Rs3.7 billion (US$56.6b) sale of its fertilizer business at its plant in Haldia, West Bengal to IRC Agrochemicals, a wholly-owned subsidiary of Indorama Holdings. Partners Darshika Kothari and Anand Shah are leading the transaction, which was signed on November 6, 2017 and is yet to be completed.
AZB & Partners has also advised the Bharti Group on the transfer of 4.62 percent shares held by Indian Continent Investment in Bharti Airtel to Bharti Telecom. Partners Gautam Saha and Dushyant Bagga led the transaction, which was valued at Rs1 billion (US$15.3m) and was completed on November 3, 2017.
Clifford Chance has advised Fujitsu on the formation of a joint venture with Lenovo Group and the Development Bank of Japan (DBJ). The JV will focus on the research, development, design, manufacturing and sales of client computing devices for the global PC market. Fujitsu will sell a 51 percent stake in its wholly-owned subsidiary Fujitsu Client Computing (FCC) to Lenovo and a five percent stake to DBJ. After the transaction, FCC will become a JV company owned by Fujitsu, Lenovo and DBJ, and will continue to be known as Fujitsu Client Computing. Partner Natsuko Sugihara, supported by partner Ling Ho, led the transaction.
Conyers Dill & Pearman has acted as BVI and Cayman Islands counsel to Furniweb Holdings on its HK$63 million (US$8m) IPO of 126 million offer shares in Hong Kong. Furniweb Holdings manufactures and sells elastic textile and webbing products internationally. The company was founded in 1987 and is headquartered in Seri Kembangan, Selangor, Malaysia. Hong Kong partner Paul Lim, working alongside Chiu & Partners (Hong Kong), led the transaction.
Conyers Dill & Pearman has also acted as BVI and Cayman Islands counsel to Jiayuan International Group on its issue of US$160 million eight percent senior secured notes due 2018. Jiayuan is a property developer of large-scale residential complex projects and integrated commercial complex projects in Jiangsu Province, China. Counsel Wynne Lau of the Hong Kong office, working alongside Mayer Brown JSM, led the transaction.
Gibson, Dunn & Crutcher is acting as solicitors to the IPO and adviser on Singapore law to No Signboard Holdings on its proposed listing in Singapore. A popular chain of seafood restaurants in Singapore, No Signboard is seeking to raise up to S$35 million (US$25.m), with a potential market capitalisation of S$130 million (US$95.5m) at the time of its listing. Singapore partner Robson Lee is leading the transaction.
Khaitan & Co has acted as Indian counsel for Genstar Capital on the acquisition of Tekni-Plex US from affiliates of American Securities. Genstar Capital is a leading private equity firm that has been actively investing in high quality companies for more than 25 years. Genstar manages funds with total capital commitments of approximately US$9 billion, and targets investments focused on targeted segments of the industrial technology, healthcare, financial services and software industries. Partner Rabindra Jhunjhunwala, assisted by associate partner Yigal Gabriel, led the transaction.
Khaitan & Co has also advised Motilal Oswal Financial Services (MOFS) and Motilal Oswal Securities (MOS) on the merger of MOS with its 100 percent parent entity, MOFS, and the slump sale of the lending business of MOFS to its wholly-owned subsidiary, pursuant to a business transfer agreement. MOFS is a diversified financial services firm offering a range of financial products and services. Partners Siddharth Shah and Mehul Shah, supported by associate director Vinita Krishnan, led the transaction.
Luthra & Luthra has advised Indiabulls Real Estate on its acquisition of Indiabulls Properties Investment Trust (IPIT), through a voluntary unconditional cash offer announcement of IPIT units made by Brenformexa, an indirect wholly-owned subsidiary of Indiabulls Real Estate. The Farallon Group entities, which hold 42.67 percent of the units in IPIT, entered into definitive agreements to tender all of the existing stake in IPIT as part of the offer. The total consideration payable to the Farallon Group was approximately S$290 million (US$213m). Pursuant to such offer and the acquisition of units held by the Farallon Group, the offeror would become the full 100 percent owner of IPIT, after which IPIT would be delisted in Singapore. Partners Sundeep Dudeja and Vaibhav Kakkar, supported by partner Karan Mitroo led the transaction, while Allen & Gledhill acted as Singapore counsel. Wong Partnership and Trilegal acted as Singapore counsel and Indian counsel, respectively, for the Farallon Group.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Tencent-owned China Literature, the mainland’s leading online publishing and e-book website, on its HK$8.3 billion (US$1b) IPO in Hong Kong. Investors submitted bids to buy 625 times more than what the company had on offer. The IPO has locked in investor capital of more than HK$520 billion (US$66.6b), the second largest in Hong Kong IPO history. Trade in the shares commenced on November 8, 2017. Morgan Stanley, Bank of America Merrill Lynch, Credit Suisse, JP Morgan and CICC acted as joint global coordinators. Partners Mark Western and Lorraine Pao led the transaction, while Skadden, Arps, Slate, Meagher & Flom, led by partners Julie Gao, Christopher Betts and Haiping Li, acted as Hong Kong and US counsel. Clifford Chance, led by partners Amy Lo, Tim Wang and Fang Liu, acted as Hong Kong and US counsel to the underwriters.
Maples and Calder (Hong Kong) has also acted as Cayman Islands counsel to Four Seasons Education (Cayman), a Cayman Islands company, on its IPO of 10.1 million American depositary shares, representing its ordinary shares, and the listing of such ADSs in New York. The offering, which closed on November 10, 2017, raised approximately US$101 million. The company is one of the largest after-school math education service providers for elementary school students in Shanghai, in terms of gross billings and number of students. Morgan Stanley & Co International, Citigroup Global Markets and China Renaissance Securities (Hong Kong) acted as representatives of the underwriters. Partner Richard Spooner led the transaction, while Kirkland & Ellis acted as US counsel. Skadden, Arps, Slate, Meagher & Flom represented the underwriters.
Shardul Amarchand Mangaldas has advised Agrium and Potash Corporation of Saskatchewan (PotashCorp) on obtaining approval from the Competition Commission of India (CCI) on the US$36 billion merger of Agrium and PotashCorp. PotashCorp is the world’s largest fertilizer company by capacity, while Agrium is a major global producer and distributor of agricultural products, services and solutions. The global merger would create a new company, Nutrien, which would be the largest global provider of crop inputs and services. As a part of the approval process, an appeal was filed before the National Company Law Appellate Tribunal, which was the first ever appeal to a modification proposal of the CCI. Managing partner and dispute resolution national practice head Pallavi Shroff, supported by partners Harman Singh Sandhu, Anuj Berry and Binsy Susan, led the transaction, which is in the process of getting all regulatory approvals.
Simpson Thacher has represented the underwriters, led by Citigroup, Merrill Lynch and HSBC, on the offering of US$500 million currency-linked zero coupon convertible bonds by Hon Hai Precision Industry, also known as FoxConn. Headquartered in Taiwan, Hon Hai is the world’s largest contract electronics manufacturer. Its common shares are traded in Taiwan. The bonds are listed in Singapore. Hong Kong corporate partner Chris Lin led the transaction.
Skadden is representing Bytedance, China’s leading AI-powered content platform, on its agreement to acquire Musical.ly, one of the world’s most popular mobile lip-sync platforms, and on its acquisition from Cheetah Mobile of News Republic, a global mobile news aggregating service operator. Partners Julie Gao and Will Cai are leading the transactions, which were announced on November 10, 2017.
Skadden has also advised PPDAI Group, a Chinese peer-to-peer lending platform, on its US$221 million IPO of American Depositary Shares and listing in New York, and a concurrent private placement of US$50 million. Trading of the ADS in New York commenced on November 10, 2017. Partners Julie Gao and Haiping Li led the transaction.
S&R Associates has advised Qatar Foundation Endowment, through its Asia-Pacific regional holding company Three Pillars, on the Rs96 billion (US$1.47b) bulk deal sale of five percent of the paid-up equity share capital of Bharti Airtel. Mumbai partners Rajat Sethi and Rachael Israel led the transaction.
S&R Associates has also advised DSP Merrill Lynch, ICICI Securities, IIFL Holdings, CLSA, Edelweiss and JM Financial as the book-running lead managers on the Rs57 billion (US$871.6m) IPO of ICICI Lombard General Insurance, a private sector non-life insurer. This was the first IPO by a non-life insurance company in India. Mumbai partners Sandip Bhagat and Jabarati Chandra led the transaction.
WongPartnership is acting as Singapore counsel for The Kraft Heinz Company on its acquisition of the Cerebos food and instant coffee business of Suntory Beverage & Food, through the purchase of the shares in Cerebos (Australia), Cerebos Gregg’s and Asian Home Gourmet from Cerebos Pacific, at a total consideration of A$290 million (US$221.4m). Partners Andrew Ang, Jeffrey Lim and Tan Sue-Lynn are leading the transaction.
WongPartnership is also acting for the Farallon Group on the voluntary unconditional cash offer by Brenformexa for all of the issued units in Indiabulls Properties Investment Trust, other than those already owned, controlled or agreed to be acquired by Brenformexa. Partners Andrew Ang, Christy Lim, Felix Lee and Kyle Lee are leading the transaction.
ZICO Law network’s Malaysia and Singapore practices, Zain Ibrahim & Co and ZICO Insights Law are jointly advising AirAsia on its ground handling partnership with SATS in ASEAN. Under the terms of the partnership, SATS will acquire a 50 percent interest in AirAsia’s subsidiary, Ground Team Red Holdings (GTRH), in exchange for SATS’ 80 percent stake in SATS Ground Services Singapore (SGSS), SATS’ ground handling entity serving airlines at Changi Airport’s new Terminal 4 and cash consideration of S$119.3 million (US$87.6m). GTRH will be renamed SATS Ground Team Red Holdings, and will be the 50.50 joint investment vehicle of AirAsia and SATS that will hold stakes in both its Malaysia and Singapore ground-handling subsidiaries, Ground Team Red and SGSS, respectively. Both companies will also be responsible for growing the ground handling business in their respective markets and will explore expansion into Indonesia, the Philippines and Thailand in the near future. ZICO Law regional managing partner Hanim Hamzah, Zaid Ibrahim & Co partner Tan Wooi Hong and ZICO Insights Law director Gregory Chan are leading the ZICO Law team.