Allen & Gledhill has advised CapitaLand and CapitaLand Treasury on the issue of S$500 million (US$367m) 3.08 percent notes due 2027 under the S$5 billion (US$3.67b) euro medium term note programme. The notes are unconditionally and irrevocably guaranteed by CapitaLand. Partners Tan Tze Gay, Jeanne Ong, Wu Zhaoqi and Sunit Chhabra led the transaction.
AZB & Partners has advised Michael & Susan Dell Foundation on its acquisition, with other companies, of shares in Visage Holdings and Finance, increasing its shares in Visage to more than ten percent. Senior partner Hardeep Sachdeva and partner Priyamvada Shenoy led the transaction, which was completed on October 12, 2017.
AZB & Partners has also advised Gokul Refoils and Solvent on the acquisition, on a going concern basis, of its edible oil refinery business division to Adani Wilmar. Partners Rajendra Barot and Arvind Ramesh led the transaction, which was valued at Rs2.9 billion (US$44.7m) and was completed on October 13, 2017.
Clifford Chance has advised Goodbaby China Holdings on its US$360 million disposal of baby-care products retailer Oasis Dragon to Goodbaby International Holdings. Oasis Dragon operates an online sales channel with more than 400,000 daily users, providing customers with maternity and baby-care products, apparel and durable juvenile products. Goodbaby International is primarily involved in designing and manufacturing baby strollers and children’s safety seats for cars, as well as other durable juvenile products. Partner Andrew Whan led the transaction, while Mourant Ozannes, led by partner Paul Christopher, acted as Cayman Islands counsel.
Colin Ng & Partners is advising Singapore-listed banking software solutions provider Silverlake Axis on its proposed acquisition of three Malaysian-incorporated Silverlake private entities, as part of its continuing efforts to position itself as a fintech innovation accelerator and to enhance its current standing as the region’s leading and most successful core-banking solution provider. The three companies — Silverlake Digital Economy, Silverlake Digitale and Silverlake One Paradigm — are each 70 percent owned by the group’s executive chairman and controlling shareholder, Goh Peng Ooi. The deal comprises a fixed base consideration totaling M$154.9 million (US$36.6m), to be satisfied via the issue of new shares at a premium to the current market price, together with a variable performance-based earn-out consideration, wherein the aggregate consideration shall be capped at 25 percent of Silverlake Axis’ market capitalisation, based on the agreed issue price. Partner Stephen Soh is leading the transaction.
Conyers Dill & Pearman has provided Cayman Islands advice to Ocean One Holding on its HK$85.4 million (US$11m) IPO of 70 million shares in Hong Kong. Ocean One engages in the import and wholesale business of frozen seafood. The company specialises in offering a diverse and wide range of frozen seafood products, sourced from suppliers located overseas, to frozen seafood reseller and frozen seafood catering service providers in Hong Kong and Macau. Hong Kong partner Bernadette Chen, working alongside MinterEllison (Hong Kong), led the transaction.
Conyers Dill & Pearman has also acted as special counsel in the Cayman Islands to Qudian and certain Cayman Islands selling shareholders on its US$900 million IPO of 37.5 million American depositary shares in New York. Qudian’s offering represents the biggest-ever US listing by a Chinese financial technology firm. It is also the most high-profile company to take part in a resurgence of US listings by Asian firms this year. Together with its subsidiaries, Qudian operates online consumer finance platforms in China. Founded in 2014 and headquartered in Beijing, China, it offers small cash and merchandise credit products. Hong Kong partner Anna Chong, working alongside Simpson Thacher & Bartlett (US) and Fangda Partners (China), led the transaction.
J Sagar Associates has advised Sion Investment Holdings on the proposed IPO by its wholly-owned subsidiary, CMS Info Systems. CMS has filed a draft red herring prospectus in India for the sale of up to 44.4 million CMS equity shares. Kotak Mahindra Capital, Axis Capital and UBS Securities are the book-running lead managers to the transaction. CMS is a cash management company providing services, including ATM services, cash delivery and pick-up services. Sion is an affiliate of Baring Private Equity Asia, a private equity firm that has over US$10 billion in total committed capital and investments in over 40 portfolio companies across Asia as of March 31, 2017. Partners Vikram Raghani and Arka Mookerjee led the transaction. Luthra & Luthra, led by partners Manan Lahoty, Ravi Dubey, Sundeep Dudeja and Vaibhav Kakkar, advised the book-running lead managers, while Ashurst acted as international counsel. Khaitan & Co acted as Indian counsel to CMS.
J Sagar Associates has also advised PepsiCo India Holdings on the sale of its franchise rights for the State of Odisha and parts of Madhya Pradesh to Varun Beverages, PepsiCo’s largest bottler in India and the flagship company of the R K Jaipuria Group. Varun is now a franchisee for PepsiCo’s products across 18 states and two union territories in the country. As part of the overall transaction, PepsiCo also divested its entire equity and preference shareholding in SMV Beverages, a company of S K Jaipuria Group, another bottler of PepsiCo. SMV Beverages and SMV Agencies also transferred their bottling business in the said territories to Varun. Partners Upendra Nath Sharma, Nitesh Bhasin and Kartik Jain led the transaction.
Khaitan & Co has advised Hindustan Media Ventures (HMV) on the scheme of arrangement on the proposed demerger of the business-to-consumers segment (higher education courses to retail consumers) of India Education Services (IES) into HMV, and the reduction of share capital of IES. HMV is one of the leading print media companies in India, in terms of readership. Doing business as BRIDGE School of Management, IES owns and operates business schools in Delhi, Noida and Gurgaon. Partners Mehul Shah, Aniket Agarwal and Sanjay Sanghvi led the transaction.
Khaitan & Co has also advised Temasek International on its approximately US$79.1 million Series E round of investment in Etechaces Marketing and Consulting. Temasek is an investment company owned by the Government of Singapore. Incorporated in 1974, Temasek owns and manages a net portfolio of S$223 billion (US$164m), mainly in Singapore and Asia. Partner Aakash Choubey led the transaction.
K&L Gates has advised Port of Brisbane on its market-led proposal to develop the Brisbane International Cruise Terminal at Luggage Point. The development is valued at approximately A$157 million (US$120.3m). The proposed facility will allow for cruise vessels of all sizes and also enable the next generation of mega ships, which can be over 300m long, to utilise Brisbane as a base port, transforming the city into a major cruise destination. Brisbane corporate and transactional partner Jeremy Prentice, supported by Brisbane real estate partner Warren Denny, led the transaction.
Luthra & Luthra has advised Matrimony on its approximately Rs5 billion (US$77m) IPO of equity shares, which were listed in India on September 21, 2017. The IPO was made through a primary issuance of shares and an offer for sale by certain existing shareholders, including investors such as Bessemer, Mayfield and CMDB II. Axis Capital and ICICI Securities were the book-running lead managers to the IPO. Matrimony is India’s leading online matchmaking platform, providing matrimonial and related services through over 300 websites, mobile websites and apps. Partners Manan Lahoty and Vishal Yaduvanshi led the transaction, which is the first listing by an online matchmaking and marriage services company in recent years. Khaitan & Co acted as Indian counsel to certain selling shareholders. Shearman & Sterling and S&R Associates acted as international counsel and Indian counsel, respectively, to the book-running lead managers.
Luthra & Luthra has also advised CSS, as one of the placement agents, on the approximately US$46.36 million QIP of Granules equity shares. Motilal Oswal Investment Advisers was the other placement agent to the transaction. India-listed Granules is a pharmaceutical company headquartered in Hyderabad, with its products being sold in more than 60 countries. Partners Manan Lahoty and Geeta Dhania led the transaction, while Khaitan & Co acted as Indian counsel. Squire Patton Boggs Singapore acted as international counsel to the placement agents.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Sea, a leading digital entertainment, e-commerce and digital financial services provider in Greater Southeast Asia, on its IPO of 58.96 million American depositary shares, representing its Class A ordinary shares, and the listing of such ADSs in New York. The offering closed on October 24, 2017, raising US$884 million. Goldman Sachs (Asia), Morgan Stanley and Credit Suisse Securities (USA) acted as joint book-runners of the offering and as representatives of the underwriters. Partners Greg Knowles and Richard Spooner led the transaction, while Kirkland & Ellis International acted as US counsel. Davis Polk & Wardwell acted for the underwriters.
Maples and Calder (Hong Kong) has also acted as Cayman Islands counsel to RISE Education Cayman, a Cayman Islands company, on its IPO of American depositary shares representing its ordinary shares, and the listing of such ADSs on the Nasdaq. The offering could raise up to US$159 million. RISE is a leader in China’s junior English language training market, which refers to after-school English teaching and tutoring services provided by training institutions to students aged three to 18. Morgan Stanley, Credit Suisse Securities (USA) and UBS Securities acted as representatives of the underwriters. Partner Richard Spooner led the transaction, while Kirkland & Ellis acted as US counsel. Davis Polk & Wardwell represented the underwriters.
Rajah & Tann Singapore has acted for Maxim’s Caterers on the acquisition of all the issued ordinary shares in the capital of Starbucks Coffee Singapore. Following the acquisition, Maxim’s has exclusive rights to operate and develop Starbucks stores in Singapore. Partner Brian Ng led the transaction.
Rajah & Tann Singapore is also advising HG Metal Manufacturing on its capital reduction to write off S$68.18 million (US$50m) accumulated losses and distribution of S$13.38 million (US$9.8m) surplus cash. Partners Danny Lim and Chia Lee Fong are leading the transaction, which is conditional on shareholders’ approval.
Shardul Amarchand Mangaldas & Co has acted as Indian counsel to Axis Capital, Kotak Mahindra Capital and IIFL Holdings as the book-running lead managers on the Rs10 billion (US$154m) IPO of Indian Energy Exchange (IEX), India’s first and largest energy exchange, which commands a 94.8 percent share in the power exchange market as of FY 2017. As a part of the transaction, approximately six million IEX equity shares were sold by way of an offer for sale by the selling shareholders. The allotment of equity shares was undertaken on October 17, 2017, and the shares were listed in India on October 23, 2017. Capital markets national practice head partner Prashant Gupta, supported by partner Monal Mukherjee, led the transaction, while Sidley Austin acted as international counsel. Cyril Amarchand Mangaldas acted as Indian counsel to IEX.
Shearman & Sterling is advising Shiseido, a leading global cosmetics company, on the approximately US$485 million sale of its wholly-owned subsidiary Zotos International and certain related assets to German-headquartered Henkel. Founded in 1872 as the first Western-style pharmacy in Japan, Shiseido’s business has evolved into a worldwide premier cosmetics company, which offers products for professional beauty salons and hairdressers, as well as body care, suncare and a skincare line for men, that are now sold in over 120 countries and regions. Acquired by Shiseido in 1988, Zotos is a fully integrated, global haircare company that manufactures and markets a full range of hair care, texture service and hair color products. Henkel is a wholly-owned subsidiary of Germany-listed Henkel KGaA, which operates globally in the adhesive technologies, beauty care and laundry and home care business. Partner Kenneth Lebrun (Tokyo-M&A), supported by partners Laurence Crouch (Menlo Park-tax), John Cannon (New York-compensation, governance & ERISA), Jordan Altman (New York-IP) and Jessica Delbaum (New York-antitrust), led the transaction, which is subject to customary conditions, including the receipt of necessary regulatory approvals.
Shook Lin & Bok is acting as joint-legal adviser for Enviro-Hub Holdings on the proposed disposal for approximately S$350 million (US$257m) of PoMo, a retail and office development in Singapore, to Hong Kong-based private equity real estate group, Gaw Capital Partners. Partner Tan Wei Shyan led the transaction.
Skadden is representing Singapore-based Equis Funds Group on the signing of a sale and purchase agreement for the sale of Equis Energy to Global Infrastructure Partners and co-investors for US$5 billion, including assumed liabilities of US$1.3 billion. Equis Funds Group is the largest renewable energy independent power producer in Asia Pacific, operating across Australia, India, Indonesia, Japan, the Philippines and Thailand, with over 180 assets comprising over 11,000 MW in operation, construction and development. Partners Jonathan Stone and Rajeev Duggal led the transaction, which was announced on October 25, 2017 and is the largest renewable energy generation acquisition in history.
Weerawong, Chinnavat & Partners has represented BTS Group Holdings on the financing for Northern Bangkok Monorail and Eastern Bangkok Monorail, of the new mass transit Pink Line and Yellow Line monorail systems, respectively. The two monorail companies are jointly invested in by BTS Group Holdings, Sino-Thai Engineering & Construction and Ratchaburi Electricity Generating Holding. The financing for each project is β31.68 billion (US$952.6m), with facilities of β63.36 billion (US$1.9b) in total. The financiers are Bangkok Bank, Krung Thai Bank and The Siam Commercial Bank. Partner Passawan Navanithikul led the transaction, which closed on October 12, 2017.