Allen & Gledhill has acted as transaction counsel to Nanofilm Technologies International on its IPO and listing in Singapore. The IPO, together with a concurrent offering to cornerstone investors, is expected to raise gross proceeds of S$470.1 million (US$345m), up to S$510.1 million (US$374.2m) if the over-allotment option is exercised. Nanofilm is a leading provider of nanotechnology solutions in Asia, and the first nanotechnology solutions provider to be listed in Singapore. The IPO is one of the largest non-REITs listings in Singapore in years, with Nanofilm having a market capitalisation of approximately S$1.705 billion (US$1.25b) upon its listing. The firm also advised Dr Shi Xu, Mr Lee Liang Huang and Dr Wei Hao, the vendors, on the offering of shares. Partners Tan Tze Gay, Rhys Goh and Wu Zhaoqi led the firm’s team in the transaction.
Allen & Gledhill has also advised ARA Trust Management (Suntec), as manager of Suntec Real Estate Investment Trust (Suntec REIT), on the S$200 million (US$147m) issue of perpetual securities by HSBC Institutional Trust Services (Singapore), as trustee of Suntec REIT, under the US$2 billion euro medium term securities programme by Suntec REIT MTN and the Suntec REIT trustee. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.
AZB & Partners is advising Delta Pleasure Cruise, a wholly-owned subsidiary of Delta Corp, on its approximately Rs155 million (US$2.1m) acquisition of 45 percent of the equity share capital of Waterways Shipyard. Partners Ashwath Rau and Kashish Bhatia are leading the firm’s team in the transaction, which was signed on October 22, 2020 and is yet to be completed.
AZB & Partners is also advising Wipro on its approximately Rs950 million (US$12.8m) acquisition of up to 100 percent shareholding of Encore Theme Technologies. Partners Srinath Dasari and Bhuvana Veeraragavan are leading the firm’s team in the transaction, which was signed on October 28, 2020 and is yet to be completed.
Bird & Bird ATMD has acted for Singapore-listed LCT Holdings on the voluntary conditional cash offer made for its shares, pursuant to the Singapore Code on Take-overs and Mergers. This approximately S$21 million (US$15.4m) offer to take the company private was made by LCT Holdings co-founder Dr Du Junhong, through investment vehicle Superior Partners. Partner Marcus Chow led the firm’s team in the transaction.
Clifford Chance has acted as English and US law counsel to SDIC Power Holdings, a leading power generation company in China, on its offering and listing in London of global depositary receipts, representing its Shanghai-listed A shares, via the Shanghai-London Stock Connect. Each GDR was priced at US$12.27. The offering raised gross proceeds of US$200.6 million, which may be increased to US$220.7 million, if the over-allotment option is exercised in full. SDIC Power operates a diversified portfolio of projects across hydropower, coal-fired power, wind power and solar power. Among all power generation companies currently listed in China, the company is the third largest hydropower company, in terms of consolidated hydro installed capacity. Partners Jean Thio (Singapore) and Simon Thomas (London), supported by partner Christopher Roe (London), led the firm’s team in the transaction.
Davis Polk has advised the initial purchasers on the Rule 144A/Regulation S offering by Meituan of US$750 million 2.125 percent senior notes due 2025 and US$1.25 billion 3.05 percent senior notes due 2030. Hong Kong-listed Meituan is China’s leading e-commerce platform for services. It focuses on a “food + platform” strategy to drive value propositions for both consumers and merchants, and is a pioneer of the service e-commerce model globally. Partners Li He and Gerhard Radtke led the firm’s team in the transaction.
Davis Polk has also advised the underwriters on a Regulation S offering by Hubei Science & Technology Investment Group (Hong Kong), a wholly-owned subsidiary of Hubei Science & Technology Investment Group, of US$300 million 2.9 percent guaranteed bonds due 2025. Hubei Science & Technology Investment Group is the primary platform used by the Wuhan Municipal Government to manage the East Lake High-tech Zone, with strategic focuses on the construction of infrastructure, investment in strategic industries, provision of services to small-and-medium enterprises and the operation and management of state-owned assets. Since its establishment, Hubei Science & Technology Investment Group has been designated as the main financing and investment platform of the East Lake High-tech Zone. Partner Gerhard Radtke led the firm’s team in the transaction.
Gatmaytan Yap Patacsil Gutierrez & Protacio, a member firm of Rajah & Tann Asia, has acted for Stellar on the sale of its Philippine BPO companies to the Probe Group. The sale was in connection with the Stellar-Probe merger, which created the largest and most diverse Australian-owned customer experience outsourcing provider. Partner Norge Patacsil led the firm’s team in the transaction.
Howse Williams has acted as Hong Kong counsel to Vantage International (Holdings) on its privatization, via scheme of arrangement proposed by its controlling shareholder. Vantage was subsequently delisted in Hong Kong on October 22, 2020. The Vantage’s scheme shareholders received, for each Vantage share, a cash consideration of HK$0.90 (US$0.116). On this basis, the proposed privatisation involved a total consideration of approximately HK$547 million (US$70.6m). Vantage engages in contract works, property investment and property development, and financing in Hong Kong. Corporate partner Brian Ho led the firm’s team in the transaction.
K Law has advised Axis Bank, as the sole member of the Committee of Creditors, on the corporate insolvency resolution process of Payne Realtors, including the negotiation on the resolution plans. The resolution plan submitted by City Gold Entertainment has been approved by the NCLT and is being implemented. Partner Aditi Mittal led the firm’s team in the transaction, which was valued at US$4.1 million and was completed on August 24, 2020. Khaitan & Co represented the resolution professional and PWC, the resolution advisors.
Khaitan & Co has advised Harley Davidson Motor on the following commercial arrangements with Hero MotoCorp: (i) distribution arrangement, whereby Hero MotoCorp has been appointed as the exclusive distributor of Harley-Davidson in India; and (ii) brand licensing arrangement, whereby Hero MotoCorp has been given license to exclusively manufacture small displacement range motorcycles. M&A/corporate partner Prasenjit Chakravarti, supported by partners Prasenjit Chakravarti and Sagardeep Rathi, led the firm’s team in the transaction, which was announced on October 27, 2020. J Sagar Associates also advised on the deal.
Khaitan & Co has also advised Ingersoll-Rand and its affiliates on the merger of its global industrial business with Gardner Denver Holdings (GDI) for US$1.9 billion in cash and a majority stake in the resulting merged entity, including the pre-merger block trade sale by Ingersoll-Rand and Ingersoll Rand Industrial US of Ingersoll Rand (India) (IR India). IR India is a prominent manufacturer of compressed air and gas systems and services, power tools material handling systems, and fluid management systems. Ingersoll Rand provides mission-critical flow control and compression equipment, and associated aftermarket parts, consumables and services in the US, Europe, the Middle East, Africa and the Asia Pacific. GDI is a prominent manufacturer of industrial pumps and compressors. The global transaction has resulted in the indirect acquisition of control of IR India, a listed company in India, which required GDI to make an open offer, in accordance with SEBI Regulations 2011. Partners Ganesh Prasad, Arindam Ghosh, Moin Ladha, Thomas George, Abhishek Dadoo, Sharad Moudgal, Haigreve Khaitan and Ganesh Prasad led the firm’s team in the transaction. GDI was represented by Cyril Amarchand Mangaldas, while Citi Group Global Markets India was advised by J Sagar Associates.
Maples Group has acted as Cayman Islands counsel to iHuman on its IPO of seven million American depositary shares, representing its class A ordinary shares, and its listing in New York. iHuman is a leading childhood edutainment company in China. The offering, which closed on October 14, 2020, raised approximately US$84 million. Partner Richard Spooner led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and Tian Yuan Law Firm acted as US and Chinese counsels, respectively. Simpson Thacher & Bartlett and Haiwen & Partners acted as US and Chinese counsels, respectively, to Credit Suisse Securities (USA) and Citigroup Global Markets, as the underwriters.
Maples Group has acted as Cayman Islands counsel to JHBP (CY) Holdings (Genor Biopharma) on its IPO of approximately 120 million shares and listing in Hong Kong. Genor Biopharma is a commercial-ready biopharmaceutical company focusing on developing and commercializing oncology and autoimmune drugs. The offering, which closed on October 7, 2020, raised approximately HK$2.88 billion (US$371.5m). Partner Derrick Kan led the firm’s team in the transaction. Genor Biopharma was also advised by Skadden, Arps, Slate, Meagher & Flom as to Hong Kong and US laws, Lu & Partners, in association with Haiwen, as special consultant as to Hong Kong law, and by Haiwen & Partners as to Chinese law. The joint sponsors, namely Goldman Sachs, JP Morgan and Jefferies, and the underwriters were represented by Kirkland & Ellis as to Hong Kong and US laws, and by Commerce & Finance Law Office as to Chinese law.
O’Melveny has represented JP Morgan, BofA Securities, CICC and Haitong International, as joint sponsors, and other underwriters on the approximately HK$12.94 billion (US$1.67b) secondary listing of GDS Holdings in Hong Kong. If the over-allotment option is exercised in full, the offering size will increase to approximately HK$14.88 billion (US$1.92 billion). GDS Holdings has been listed on the Nasdaq since November 2, 2016, and is the largest China-based carrier-neutral data center service provider. GDS has a 19-year track record of successful service delivery and nationwide presence in China. Its homecoming listing in Hong Kong on the fourth anniversary of its Nasdaq IPO was widely welcomed by investors at home and abroad. The Hong Kong offer shares and the international offer shares were oversubscribed for 6.4 and 8.4 times, respectively. Partners Ke Geng, Edwin Kwok, Ke Zhu and John-Paul Motley led the firm’s team in the transaction.
Paul Hastings has advised China Everbright on its issuance of US$300 million senior perpetual capital securities. China Everbright Securities (HK), China Everbright Bank Hong Kong Branch, China International Capital Corporation Hong Kong Securities, Merrill Lynch (Asia Pacific) and NATIXIS acted as joint global coordinators, joint lead managers and joint book-runners. ABCI Capital, BOCOM International Securities, Cantor Fitzgerald (Hong Kong) Capital Markets, CEB International Capital, China Securities (International) Corporate Finance, Citigroup Global Markets, CMBC Securities, Huatai Financial Holdings (Hong Kong), ICBC International Securities, Morgan Stanley & Co International, Nomura International (Hong Kong), SPDB International Capital, Standard Chartered Bank, Tai Fung Bank and Zhongtai International Securities acted as the joint lead managers and joint book-runners. China Everbright is one of China’s leading cross-border asset management and investment companies, with special focuses on fund management and principal investment. It is also the only company listed in Hong Kong with alternative asset management as core business. Corporate partner Vivian Lam led the firm’s team in the transaction.
Paul Hastings has also advised ABCI Capital, CLSA Capital Markets and Haitong International Capital, as the joint sponsors, on Radiance Holdings’ (Group) US$331 million global offering and IPO in Hong Kong. Radiance Holdings is a reputable Chinese property developer, with a focus on providing residential properties for first-time homebuyers and upgraders. Proceeds from the listing will be used to finance the construction of property development projects, repay trust loans, support general business operations and fuel working capital. Global partner and chair of Greater China Raymond Li and corporate partners Vincent Wang and Chaobo Fan led the firm’s team in the transaction.
Rajah & Tann Myanmar, member firm of Rajah & Tann Asia, has advised Ascent Myanmar Growth Fund, the largest PE firm in Myanmar, on its US$2.5 million acquisition of an additional minority stake in Frontiir from Beauty Noble, one of Frontiir’s existing institutional shareholders. Partners Chester Toh and Hiroyuki Ota led the firm’s team in the transaction.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is advising CGS-CIMB Securities (Singapore), as placement agent, on the placement of shares in Singapore-listed Jiutian Chemical Group. The placement proceeds are to strengthen the group’s financial position and flexibility to capitalise on growth opportunities, resulting in an injection of funds into the company as general working capital in anticipation of increased revenue and investments in asset enhancement and improvement. Partners Danny Lim and Hoon Chi Tern are leading the firm’s team in the transaction.
Russin & Vecchi has advised SEA Logistic Partners (SLP) on its establishment of a logistics project in Long Hau 3 Industrial Park, Long An province, Vietnam. The US$17 million investment is the first of several logistics centers planned throughout Vietnam, and will consist of world-class logistics, warehousing and infrastructure, enabling SLP to become a major logistics player in both North and South Vietnam. SLP’s investments are backed by GLP, in the form of a new joint venture to invest in and develop modern logistics real estate in Vietnam. SLP is an industrial and logistics facility development and operation platform. GLP is the leading global provider of modern logistics facilities and technological solutions. Worldwide, GLP has US$90 billion in assets under management in real estate, and has significant operations in Brazil, China, Europe, India, Japan and the US. Huynh Cong Tam led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has advised Morgan Stanley India on the issue of rupee-denominated, listed, rated, secured, transferable, redeemable, non-convertible debentures in the principal aggregate amount of Rs15 billion (US$202m) by Embassy Office Parks REIT, the first real estate investment trust listed in India, at a 6.7 percent quarterly coupon rate. The issue was in two tranches of Rs7.5 billion (US$101m) each, allotted on September 9, 2020 and on October 27, 2020. Capital markets national practice head partner Prashant Gupta and partners Shilpa Mankar Ahluwalia, Ashoo Gupta and Monal Mukherjee led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has also advised Mindspace Business Parks REIT, through its investment manager K Raheja Corp Investment Managers, on its issue of non-convertible, market-linked debentures aggregating up to Rs5 billion (US$67.2m). The debentures were allotted on September 29, 2020. Mindspace Business Parks REIT is a real estate investment trust registered with the SEBI, and is the first issue of market-linked debentures by an REIT registered with the SEBI. Partners Shilpa Mankar Ahluwalia and Shubhangi Garg, supported by partner Nikhil Naredi, led the firm’s team in the transaction.
Simpson Thacher has represented Nasdaq and Hong Kong-listed GDS Holdings on its global offering and secondary listing of its Class A ordinary shares in Hong Kong. GDS offered an aggregate of 160 million Class A ordinary shares, under the Chapter 19C regime introduced in Hong Kong to attract listings by high profile issuers that are already listed in the US and London. In conjunction with the Hong Kong listing, GDS also conducted a global offering of new Hong Kong-listed Class A ordinary shares, which will be fully fungible with the American depositary shares that are listed and traded on the Nasdaq. Each of GDS’s ADS represents eight Class A ordinary shares. The base offering size was HK$12.94 billion (US$1.67b), before exercise of the underwriters’ overallotment option. JP Morgan, BofA Securities, CICC and Haitong International acted as the joint sponsors, joint global coordinators, joint book-runners and joint lead managers for the global offering. GDS is a leading developer and operator of high-performance data centers in China. Partners Daniel Fertig and Christopher Wong led the firm’s team in the transaction.
Skadden has advised Lufax Holding, a leading technology-empowered personal financial services platform in China, on its listing and IPO of 175,000 American depositary shares in New York. Every two ADSs represents one ordinary share of Lufax, and each ADS was offered at US$13.50, for a total offer value of US$2.36 billion, assuming the underwriters do not exercise their option to purchase up to 26.25 million additional ADSs. Trading commenced on October 30, 2020. Partners Julie Gao (Hong Kong) and Haiping Li (Shanghai) led the firm’s team in the transaction.
Skadden is also advising SK hynix on its agreement with Intel, under which SK hynix would acquire Intel’s NAND memory and storage business for US$9 billion. Partners Mike Ringler (corporate/M&A-Palo Alto), Young Shin (corporate/M&A-Seoul/New York), Regina Olshan (executive compensation and benefits-New York), David Schwartz (labor-New York), Sean Shimamoto (tax-Palo Alto), Michael Leiter (national security-Washington DC), Matthew Hendrickson (antitrust/competition-New York), Andrew Foster (antitrust/competition-Hong Kong) and Lance Etcheverry (litigation-Palo Alto) led the firm’s team in the transaction.
Squire Patton Boggs has advised Metals Exploration on its US$135 million debt restructuring and readmission to AIM. Metals Exploration is a natural resources exploration and development company with assets in the Pacific Rim region, including the Runruno Gold Project in the Philippines. Corporate partners Brian Gordon and Jayson Marks and financial services partner Jessica Kenworthy led the firm’s team in the transaction.
WongPartnership has acted as transaction counsel on GSH’s retap of S$30 million (US$22m) two-year notes at a fixed annual interest rate of 5.2 percent. Partner Trevor Chuan led the firm’s team in the transaction.
WongPartnership has also acted as Singapore counsel to UOB on its pricing of US$600 million subordinated notes due 2031 at 1.75 percent. Partner Trevor Chuan also led the firm’s team in the transaction.
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