Deals – September 30, 2015

Allen & Gledhill has acted as Singapore counsel for Sabre Corp group in respect of the US$411 million acquisition of the remaining 65 percent of Abacus International Pte Ltd, a leading global distribution system in the Asia Pacific region, from Abacus International Holdings. Partners Richard Young and Tan Wee Meng led the transaction.

Appleby has acted as Cayman Islands counsel for Kee Song Bio-Technology Holdings Ltd in respect of its issuance and listing of NTD250 million (US$7.56m) convertible bonds on the GreTai Securities Market in Taiwan. The bonds are convertible into Kee Song’s ordinary shares. Kee Song operates businesses primarily through the breeding of meat chickens, the distribution of fresh chicken meat, the trading of frozen meat, as well as the processing, production and distribution of seasoned chicken food in Singapore and Malaysia. Group chairman and managing partner Frances Woo led the transaction whilst Grand Trust International Law Offices advised on Taiwan law.

Baker & McKenzie and FenXun Partners has advised Osram in respect of its agreement to sell for more than €350 million (US$393.2m) its 13.5 percent stake in Shenzhen-listed Foshan Electrical and Lighting Co Ltd to a subsidiary of PRC state-owned Guangdong Rising Assets Management Co Ltd. Baker & McKenzie corporate partner Tracy Wut and FenXun corporate partners Wang Yingzhe and Wen Jianli led the transaction.

Baker & McKenzie.Wong & Leow and Baker & McKenzie, member firms of Baker & McKenzie in Singapore and Japan, respectively, are advising Tokyo Stock Exchange-listed Nitto Kogyo Corp in respect of its acquisition of Gathergates Group Pte Ltd from SGX Mainboard-listed Natural Cool Holdings Ltd. Nitto is a Japanese maker and supplier of switchboard-related products whilst Gathergates is in the business of switchgear design and manufacturing. Principal Lean Min-tze in Singapore and counsel Tetsuo Kurita in Tokyo are leading the transaction which is scheduled to complete in the fourth quarter of 2015.

Colin Ng & Partners has advised Catalist-listed Brooke Asia Ltd in respect of its S$168 million (US$117.65m) acquisition of China Star Food Holdings Pte Ltd (CSFH) and its subsidiaries in consideration of the issue of up to 840 million new Brooke Asia shares to shareholders of CSFH Group. Upon completion of the reverse take-over of Brooke Asia by CSFH Group stakeholders, Brooke Asia was renamed China Star Food Group Ltd. The CSFH Group cultivates, produces and distributes sweet potato food products in China. Partner Gregory Chan led the transaction which was completed on 22 September 2015.

Conyers Dill & Pearman has acted as Cayman Islands counsel for solar developer and investor Adenium Energy Capital Ltd in respect of its development and financing of four separate utility-scale solar photovoltaic power projects in Jordan. The four projects, comprising one of the largest IPP projects in the Middle East and situated in the Ma’an and Mafraq regions of Jordan, had a total value of US$160 million. Debt financing was provided by a consortium which includes the International Finance Corp as lead arranger, Arab Bank, Finnfund, FMO and the OPEC Fund for International Development. Adenium Energy Capital is incorporated in the Cayman Islands and headquartered in Dubai, United Arab Emirates. Dubai partner Fawaz Elmalki led the transaction whilst Chadbourne & Parke advised on English law.

Conyers Dill & Pearman has also advised QIA in respect of the establishment of a Bermuda structure and its £2.6 billion (US$3.94b) takeover offer, jointly with Brookfield, for Songbird Estates PLC and the Canary Wharf Group. The acquisition by QIA and Brookfield will facilitate development and expansion of Canary Wharf in London, where many major banks, firms and other businesses have their headquarters. Directors Kerri Lefebvre (Dubai), Martin Lane (London) and David Astwood (Bermuda), working alongside Shearman & Sterling, Linklaters and Appleby, led the transaction.

Cyril Amarchand Mangaldas acted as Indian counsel to IDFC Securities Ltd, Credit Suisse Securities (India) Private Ltd and ICICI Securities Ltd as the book-running lead managers in respect of TeamLease Services Ltd’s IPO comprising of a fresh issue of equity shares aggregating up to INR1.5 billion (US$22.8m) and an offer for sale of up to approximately 3.2 million by GPE (India) Ltd, Gaja Advisors Private Ltd, Gaja Capital India Fund I, India Advantage Fund S3 I and HR Offshoring Ventures Pte Ltd. Bangalore capital markets partner Arjun Lall led the transaction whilst DLA Piper Singapore acted as international counsel. AZB & Partners acted as domestic counsel for TeamLease Services.

Cyril Amarchand Mangaldas has also advised the Royal Bank of Scotland in respect of the sale, through a management buy-out, of its private wealth management business to Sanctum Private Wealth Management Ltd, a company set up by the local head of Royal Bank of Scotland’s private wealth management business in India, by way of a business transfer. Mumbai partners Vandana Shroff and Indranath Bishnu, supported by partners Nisha Uberoi and S R Patnaik, led the transaction which was signed on 24 September 2015 and is expected to close in January/February 2016. Sanctum Private Wealth Management was advised by Phoenix Legal.

HSA Advocates has advised PTC India Financial Services Ltd, a special purpose investment vehicle of PTC India Ltd, a Government of India initiated Public-Private Partnership, in respect of the INR1.65 billion (US$25m) financing of a 30 MW Solar Power Project being set up in Mahasamund, Chhattisgarh. Managing partner Hemant Sahai and associate partner Nilesh Chandra led the transaction which was concluded in August 2015.

J Sagar Associates has advised First Carlyle Ventures Mauritius, whose affiliate is advised by The Carlyle Group, and the promoters and management shareholders of Elitecore Technologies Ltd, in respect of their sale of 100 percent of Elitecore to Sterlite Technologies Ltd for an overall enterprise value of INR180 crores (US$27.3m). Majority owned by First Carlyle Ventures Mauritius, Elitecore is a leading provider of operations support services / business support services. Partner Vikram Raghani led the transaction. Sterlite was advised by Cyril Amarchand Mangaldas led by partner designate Himanshu Dodeja.

J Sagar Associates has also advised Rain Cements Ltd in respect of the sale of 49 percent stake in its wholly-owned solar power SPV Rain Coke Ltd to Netherlands-incorporated SunE Solar BV (SunEdison). SunEdison has been inducted as a joint venture partner in the solar SPV which has been set up for developing a 22 MW solar power plant in Dharmavaram, Anantapur District, Andhra Pradesh. Post-closing, Rain Cements will own 51 percent share of the solar SPV whilst SunEdison will own the remaining 49 percent. Rain Industries Ltd and its wholly-owned subsidiaries, which include Rain Cements, are engaged in the production of cement, calcined petroleum coke and power and high-quality basic and specialty chemicals. The SunEdison Group is a renewable energy developer with expertise in setting-up and operating solar power plants. Partners Aashit Shah and Pallavi Bedi led the transaction. The SunEdison Group was represented by Cyril Amarchand Mangaldas.

Khaitan & Co has advised Lindsay Goldberg Vogel in respect of the India leg of the global transaction involving transfer of its majority shareholding in Weener Plastic Packaging Group Germany to 3i Group PLC UK, a leading international investment manager focused on mid-market private equity, infrastructure and debt management across Europe, Asia and North America. Partner Rabindra Jhunjhunwala led the transaction.

Khaitan & Co has also advised Julius Baer Group Ltd (JBG) in respect of the Indian leg of the transaction in the acquisition of the wealth management business as well as related lending businesses and trust services of DSP Merrill Lynch Ltd in India in line with the global acquisition by JBG of the overseas non-US wealth-management operations of Bank of America Corp. JBG is a leading Swiss private banking group with a focus on servicing and advising sophisticated private clients. Partner Arindam Ghosh and associate partner Anuj Sah, supported by partners Avaantika Kakkar and Bijal Ajinkya and associate partner Anshul Prakash, led the transaction.

Kirkland & Ellis is advising the special committee of the board of directors of NYSE-listed Country Style Cooking Restaurant Chain Co Ltd, a leading fast-food restaurant chain in China, in respect of its evaluation of a ‘going private’ proposal from a buyer group which includes the company’s co-founders Hong Li and Xingqiang Zhang. The proposal was received by the Board of Directors on 14 August 2015. Hong Kong corporate partners David Zhang and Jesse Sheley are leading the transaction.

Luthra & Luthra Law Offices has advised Indiabulls Housing Finance Ltd, one of the largest housing finance companies in the country, in respect of its US$600 million qualified institutions placement of approximately 57 million equity shares. Partners Manan Lahoty and Geeta Dhania led the transaction.

Norton Rose Fulbright has acted as lead counsel for CSSC (Hong Kong) Shipping Company Ltd in respect of a US$1.2 billion conversion financing sale and leaseback facility for the floating liquefied natural gas production unit Golar Hilli which is under conversion at Keppel Shipyard in Singapore. The financing structure will fund up to 80 percent of the project cost and will be split into pre and post-delivery financing phases. Partner Gervais Green led the transaction.

Paul Hastings is advising a group of Chinese state-owned investors in respect of a deal to bring the first Universal Studios Hollywood theme park to China. The project, which will be located in Beijing, is slated for a 2019 launch and is being billed as Universal Studios’ largest-ever park at a total cost at CNY50 billion (US$7.86b). Universal Parks & Resorts, which is owned by Comcast Corp, is partnering with Beijing Shouhuan Cultural Tourism Investment Co Ltd, a consortium of four Chinese state-owned companies, to develop Universal Beijing, the third Universal Studios theme park in Asia, including in Japan and Singapore. The new park will comprise an eventual 1,000 acres, including a Universal CityWalk retail, dining and entertainment complex, a first-ever Universal-themed resort hotel and new attractions designed specifically for Chinese consumers. A second phase of the project would include another theme park, a water park and a five more resort hotels. Beijing partner David Wang and Shanghai partner Jia Yan is leading the transaction whilst Zhong Lun Law Firm, led by Beijing partner Scott Yu, is advising on Chinese law. Hong Kong partner Miranda So and New York partner Kirtee Kapoor are advising Comcast whilst Haiwen & Partners, led by Beijing partner Pei Wang, is serving as Chinese counsel. Paul, Weiss, Rifkind, Wharton & Garrison, led by Hong Kong partner Jeanette Chan, Beijing partner Greg Liu and New York partner Charles Googe, is acting for Universal.

Rodyk & Davidson has advised the Tolaram Group (TG) and its subsidiary Tolaram Africa (TA) in respect of a partnership agreement between TA and Kellogg Company to create a joint venture to develop snacks and breakfast foods for the West African market and to acquire 50 percent in the Multipro Group, a TG subsidiary which provides sales and distribution services in Nigeria and Ghana, for US$450 million. The partnership also provides Kellogg the right to acquire a stake in Tolaram Africa Foods at a later stage for an amount to be determined at the time of the exercise of the right. Corporate partner S Sivanesan, supported by intellectual property & technology partner Gilbert Leong and corporate partner Sunil Rai, led the transaction.

Sidley Austin has represented Aboitiz Equity Ventures Inc in respect of the joint venture with CRH Plc for the acquisition of the Lafarge Philippines cements and aggregates business, including its US$530 million investment and its US$400 million bridge financing with BTMU. Singapore partner Nick Grambas led the transaction which was completed on 15 September 2015.

WongPartnership has acted for Barclays Bank PLC Singapore Branch, Citigroup Global Markets Singapore Pte Ltd and DBS Bank Ltd as the joint placement agents and underwriters in respect of the private placement by Frasers Commercial Trust to raise gross proceeds of approximately S$142.1 million (US$99.5m). Partner Colin Ong led the transaction.

Veritas Legal has advised Pfizer Ltd in respect of its business transfer agreement for the sale of its Thane plant as a going concern to Vidhi Research and Development LLP for a lump sum of INR178 crores (US$27m). Senior partner Abhijit Joshi, supported by partner Nandish Vyas, led the transaction which was signed on 23 September 2015 and is expected to be completed by March 2017. Cyril Amarchand Mangaldas, led by Mumbai partner Tushar Mavani and supported by New Delhi partner S R Patnaik, advised Vidhi Research & Development.