Allen & Gledhill is advising Mapletree Logistics Trust Management, as manager of Mapletree Logistics Trust (MLT), on its US$1.07 billion proposed acquisition of 22 properties in China, the entire sub-lease over Mapletree Logistics Hub-Tanjong Pelepas in Malaysia, and Mapletree Logistics Park Bac Ninh Phase 3 in Vietnam. The acquisition of the properties in China will expand MLT’s footprint to a total of 30 assets across 20 cities, with access to an aggregate population base of over 110 million people. The acquisition of the sub-lease in Malaysia will establish MLT’s presence in the free trade zone of the Port of Tanjung Pelepas, the third largest container port in South-east Asia. The acquisition of the property in Vietnam will deepen MLT’s presence in Bac Ninh, one of the top industrial hubs in Northern Vietnam. The firm is also advising MLT and the manager on the S$644.1 million (US$477.6m) equity fund raising. Joint managing partner Jerry Koh and partners Chua Bor Jern and Teh Hoe Yue led the firm’s team in the transaction.
Allen & Gledhill has also advised DBS Bank, Standard Chartered Bank (Singapore) and United Overseas Bank, as the joint lead managers, on the issue of S$200 million (US$149m) 3.75 percent notes due 2025, comprised in Series 003 under the S$500 million (US$371m) multicurrency debt issuance programme established by The Straits Trading Company. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.
Assegaf Hamzah & Partners, a member firm of Rajah & Tann Asia, has acted as Indonesian counsel to JP Morgan (SEA) and UBS AG Singapore Branch, as the dealer managers, on Alam Sutera Realty’s exchange of two series of US dollar denominated notes amounting to US$115 million and US$ 370 million. The issuance is an exchange offer of its existing notes amounting to US$115 million 11.5 percent due 2021, and US$370 million 6.625 percent due 2022, with new due date in 2024 and 2025. Partner Putu Suryastuti led the firm’s team in the transaction, which closed on November 2, 2020.
AZB & Partners is advising O2 Partners on its acquisition of more than 50 percent controlling stake in OrthoLite India, a joint venture between O2 Partners and Farida Shoes. Partners Ashwath Rau and Jasmin Karkhanis are leading the firm’s team in the transaction, which was signed on October 23, 2020 and is yet to be completed.
AZB & Partners is also advising ICICI Lombard General Insurance on the demerger, under a scheme of arrangement, of the general insurance business of Bharti AXA General Insurance into ICICI Lombard. Partner Bharat Budholia is leading the firm’s team in the transaction, which was signed on August 21, 2020 and is yet to be completed.
Baker McKenzie has advised SK Holdings on the successful private placement of shares in ESR Cayman for HK$3.15 billion (US$406m), before transaction costs. Following the completion of the placing, SK remains one of the key shareholders of ESR. Korea-listed SK and its subsidiaries are engaged in the energy, telecom and semiconductors business. Hong Kong-listed ESR is the largest logistics real estate operator in Asia Pacific, with business covering China, Japan, Singapore, South Korea, Australia and India. The proceeds from the sale will be used to finance SK’s expansion in areas, such as biopharmaceuticals, semiconductors, rechargeable batteries, big data and artificial intelligence. Merrill Lynch (Asia Pacific) and Morgan Stanley & Co International acted as SK’s placing agent. Asia Pacific capital markets practice head partner Ivy Wong, in collaboration with principal Kenny Kwan of member firm Baker McKenzie Wong & Leow in Singapore, led the firm’s team in the transaction.
Baker McKenzie‘s Thailand member firm has advised FWD Group on the integration of FWD Life Insurance and SCB Life Assurance, the insurer’s life insurance subsidiaries in Thailand. The deal marks Thailand’s first amalgamation between life insurance companies. The newly formed company, which will still be known as FWD Life Insurance, will become the market leader for the new businesses and the second largest life insurance company in Thailand, in terms of total premiums. Corporate and M&A partner Sumet Orsirivikorn, supported by partner Amnart Pitakgorn, led the firm’s team in the transaction, which has a total deal size of over US$3 billion and was completed on October 1, 2020.
CNPLaw has advised a selling shareholder on the divestment of his entire equity interests in a Singapore accounting and corporate services firm, and on his consultancy arrangement, which is ancillary to the sale and purchase of shares. This acquisition allows the European purchaser to gain a foothold in the accounting and corporate services sector in Singapore. Partner Ken Chia led the firm’s team in the transaction.
CNPLaw has also advised leading end-to-end technology distributor Tech Data on its acquisition of the Innovix group of companies, a member of the Jardine Matheson Group. Headquartered in Hong Kong, Innovix is a leading regional IT distributor with more than 8,000 channel partners in Asia. The acquisition will enhance Tech Data’s vendor portfolio, increase its customer base and strengthen its end-to-end solutions capabilities. Partner Wong Pei-Ling led the firm’s team in the transaction.
Davis Polk has advised the underwriters on the IPO of JW (Cayman) Therapeutics in Hong Kong and a Rule 144A and Regulation S international offering and listing. The gross proceeds from the offering amounted to approximately HK$2.33 billion (US$300.5m), prior to any exercise of the over-allotment option. JW (Cayman) Therapeutics is a leading clinical and pre-clinical stage cell therapy company in China. Since its founding in 2016 by Juno and WuXi AppTec, it has built an integrated platform focused on developing, manufacturing and commercializing breakthrough cell-based immunotherapies for hematological cancers and solid tumors. Partners Yang Chu and Li He led the firm’s team in the transaction.
Davis Polk has also advised Duddell Street Acquisition on its US$175 million IPO of 17.5 million units. Each unit had an initial offering price of US$10, and consists of one Class A ordinary share and one-half of one redeemable warrant. The units, the shares and the warrants are listed on the Nasdaq. The company is a newly incorporated special purpose acquisition company formed to effect an initial business combination, and intends to focus on global companies in telecom, media and technology, healthcare, fintech and consumer sectors with compelling Asian growth potential. Partners Derek Dostal and Deanna Kirkpatrick, supported by partner William Curran, led the firm’s team in the transaction.
J Sagar Associates has advised CK Lifestyle on its franchise, supply and development arrangement with Ladurée International and Patisserie.E Ladurée, part of Groupe Holder, the owner of other brands, such as Chateau Blanc, PANAPRO, Panétude-Pandéco and Paul. With a history of over 150 years, the luxury French bakery Ladurée is one of the world’s best-known sellers of macarons and other patisserie offerings. CK Lifestyle plans to roll-out up to 20 bakeries and restaurants over the next five years across India. Partners Upendra Nath Sharma and Rishabh Gupta led the firm’s team in the transaction.
Khaitan & Co has advised Power Finance on the approximately Rs20.7 billion (US$278.3m) rupee term loan to Vapi II-North Lakhimpur Transmission for, among others, setting-up and implementing a transmission system of Western Region Strengthening Scheme-XIX (WRSS XIX) and North Eastern Region Strengthening Scheme-IX (NERSS-IX), with route length of approximately 176 kilometers. Partner Siddharth Srivastava led the firm’s team in the transaction, which was completed on October 29, 2020.
Khaitan & Co has also advised Manjushree Technopack on its acquisition, via business transfer on a slump sale basis, of the entire B2B business of Pearl Polymers, a leading manufacturer of rigid packaging and house-ware products since 1984. Manjushree Technopack provides integrated packaging solutions to its customers with innovative cutting-edge technologies. It manufactures and sells, both domestically and internationally, PET/ plastics preforms and containers. Advent International, a US-based private equity firm, holds majority shareholding in Manjushree Technopack. Partner Aashutosh Sampat, supported by partners Devendra Deshmukh, Shailendra Bhandare and Anshul Prakash, led the firm’s team in the transaction. J Sagar Associates also advised on the deal.
K&L Gates’ Hong Kong and London offices have represented leading global genetics and diagnostic health testing company Prenetics and its wholly-owned UK subsidiary DNAFit on its acquisition of Oxsed. The deal closed on October 29, 2020. Oxsed is an Oxford University spin-off, which developed the Oxsed RaViD test technology that provides COVID-19 test results within 15 to 30 minutes. Oxsed is led by two Chinese professors at Oxford University: chemical engineer Prof Cui Zhanfeng and synthetic biologist Prof Huang Wei, who recently won a President’s Special Award for Pandemic Service from the UK Royal Academy of Engineers in recognition of “exceptional engineering achievements in tackling COVID-19 throughout the UK”. The Oxsed RaViD tests are already in use at London’s Heathrow airport, and are undergoing a two-week trial at the Hong Kong International Airport. Hong Kong corporate partner Willian Ho, supported by London corporate partner Richard Dollimore, tax partner Giles Bavister and regulatory partner Jennifer Marsh, led the firm’s team in the transaction.
Maples Group has acted as Cayman Islands counsel to Ninebot on the first listing of Chinese depositary receipts (CDRs) in the Shanghai Stock Exchange Science and Technology Innovation Board (STAR Market). The offering, which closed on October 29, 2020, was a listing of 70.4 million CDRs that raised approximately Rmb1.33 billion (US$201m). A Beijing-based company incorporated in the Cayman Islands, Ninebot is an electric scooter producer backed by, among others, Xiaomi. It is the first foreign-registered company with a variable-interest entity structure to list CDRs on a stock exchange in Mainland China. The dual class offering on the STAR Market consisted of a weighted voting rights shares structure, whereby Ninebot’s share capital would comprise Class A Shares (listed) and Class B Shares (unlisted). The listing is expected to open the gateway for other foreign-registered enterprises to seek similar listings in China. Hong Kong corporate and finance partner Everton Robertson led the firm’s team in the transaction, while Zhong Lun Law Firm (Beijing Office) advised on Chinese legal matters. Guotai Junan Securities, the sponsor and lead underwriter, was advised by King & Wood Mallesons as to Chinese law.
Maples Group has also acted as Cayman Islands counsel to Lixiang Education Holding on its IPO of approximately 3.33 million American depositary shares, representing its ordinary shares, and listing on the Nasdaq. Lixiang Education is one of the top ten providers of private primary and secondary school education in Zhejiang Province, China, by students enrolled on a monthly average basis for the 2019/2020 school year. The offering, which closed on October 5, 2020, raised approximately US$30 million. Partner Derrick Kan led the firm’s team in the transaction, while Hogan Lovells advised as to US law and DeHeng Law Offices advised as to Chinese law. The underwriters were represented by Wilson Sonsini Goodrich & Rosati as to US law and by Commerce & Finance Law Offices as to Chinese law.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Viking Offshore and Marine on its disposal of shares in Viking Facilities Management & Operations. Partners Danny Lim, Cynthia Wu and Jovn Choi led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has advised Kora Investments I on its approximately Rs3.79 billion (US$51m) investment, with a Chinese wall arrangement, in Zomato. As part of the transaction, Kora subscribed to compulsorily convertible cumulative preference shares of Zomato, acquiring approximately 1.5 percent of the equity stake in Zomato. Partner Jay Gandhi, supported by partner Gauri Chhabra, led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has also advised Kotak Mahindra Capital, Axis Capital, Citigroup Global Markets India, DSP Merrill Lynch, ICICI Securities, JM Financial, SBI Capital Markets, Investec Capital Services (India), JM Financial Services, Kotak Securities and SBICAP Securities, as the underwriters, on the IPO of the equity shares of UTI Asset Management, through an offer for sale by State Bank of India, Life Insurance Corporation of India, Punjab National Bank, Bank of Baroda and T Rowe Price International. The deal is valued at approximately US$295 million, and the date of listing was October 12, 2020. National practice head Prashant Gupta and partners Nikhil Naredi and Monal Mukherjee led the firm’s team in the transaction. Cyril Amarchand Mangaldas Mumbai advised UTI Asset Management. Cravath, Swaine & Moore advised the book-running lead managers as to US securities law. Khaitan & Co advised State Bank of India, Life Insurance Corporation of India, Punjab National Bank, Bank of Baroda and T Rowe Price International.
Skadden has advised Hong Kong-listed E-House China Holdings on the completion of a series of agreements with Alibaba Group; Sina.com and its affiliate; and Mr Zhou Xin, the executive chairman of both E-House and Leju Holdings, and certain of his affiliated entities. Pursuant to the agreements, E-House has issued new shares and a convertible note to Alibaba Group for approximately US$240 million. E-House also entered into a business cooperation agreement with Alibaba Group, pursuant to which the two parties will cooperate in areas, including online-offline real estate transaction, digital marketing and after-sale services, with the goal of enhancing the digital and intellectual capabilities of the real estate service industry. E-House has also acquired a majority interest in Nasdaq-listed Leju Holdings from Sina.com, Mr Zhou Xin and their affiliated entities at a valuation of US$520 million. Hong Kong partner Christopher Betts led the firm’s team in the transaction.
Skadden has also advised New Oriental Education & Technology Group, the largest provider of private educational services in China, on its secondary listing in Hong Kong. New Oriental offered 8.51 million shares at HK$1,190 (US$153.50) per share, for a total offer value of approximately HK$10.13 billion (US$1.3b), assuming the underwriters do not exercise their over-allotment option. New Oriental’s American depositary shares, each representing one common share of the company, will continue to be listed and traded in New York. The Hong Kong-listed shares will be fully fungible with the ADSs listed in New York. Hong Kong partners Julie Gao, Christopher Betts and Paloma Wang and Shanghai partner Haiping Li led the firm’s team in the transaction.
S&R Associates has represented JM Financial, Edelweiss Financial Services and IIFL Securities, as the book-running lead managers, on the Rs5.17 billion (US$69.5m) IPO by Equitas Small Finance Bank, a leading small finance bank in India with the largest number of banking outlets. Partners Sandip Bhagat and Jabarati Chandra led the firm’s team in the transaction.
WongPartnership has acted for IPGL, Singlife’s largest shareholder, on its S$3.2 billion (US$2.4b) merger with Aviva Singapore. Partner Mark Choy led the firm’s team in the transaction.
WongPartnership has also acted for Temasek Holdings on the investment by the Asian Development Bank into Clifford Capital Holdings, a Temasek-backed specialist financing and distribution platform for infrastructure and other real assets globally, headquartered in Singapore. Managing partner Ng Wai King and partner Kyle Lee led the firm’s team in the transaction.
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