Allen & Gledhill has advised Frontline on its sale and purchase agreement with Trafigura Maritime Logistics (TML) and certain related entities to acquire 10 Suezmax tankers, through the acquisition of a TML special purpose vehicle. As part of the acquisition, Frontline has the option to acquire an additional four Suezmax tankers, through the acquisition of a second TML special purpose vehicle, in consideration for ordinary shares of Frontline issuable upon signing and a cash amount ranging from US$538 million to US$547 million, payable upon closing. Partners Sunit Chhabra, Lim Chong Ying, Peh Aik Hin and Soh Yin Chuin led the firm’s team in the transaction.
AZB & Partners has advised Canada Pension Plan Investment Board on its acquisition, with other Renew Power Ventures shareholders, of compulsorily convertible preference shares issued by Renew Power Ventures, pursuant to a rights issue to its shareholders, translating into an equity stake of more than 10 percent post conversion. Partner Roxanne Anderson led the firm’s team in the transaction, which was valued at approximately Rs21 billion (US$290.8m) and was completed on June 27, 2019.
AZB & Partners has also advised Mindbody on its acquisition, with its related affiliates, of 100 percent shareholding in Simplicity First Software from its promoters. Partners Ashwath Rau and Anu Tiwari led the firm’s team in the transaction, which was completed on August 9, 2019.
Clyde & Co has advised leading confectionery and food manufacturer Mars on the acquisition of all of the shares in its subsidiary ‘onshore’ in Dubai. Prior to this transaction, Mars owned 49 percent of the shares in the Dubai LLC, this being the maximum percentage of permitted foreign ownership in a company incorporated ‘onshore’ in the UAE. This transaction is one of the first of its kind, since the UAE’s Foreign Direct Investment (FDI) Law paved the way for an increase in foreign ownership in companies incorporated ‘onshore’ in the UAE. Dubai corporate partner Benjamin Smith led the firm’s team in the transaction.
J Sagar Associates has advised Hain Celestial Group on the Indian leg of the transaction which involved the global sale of the Tilda rice business by the Hain Group to Ebro Foods. The Tilda brand is a premium basmati and specialty rice brand owned by the Hain Group. The Indian subsidiary, Tilda Hain India, manufactures, processes and sells all varieties of rice and paddy. The Indian leg of the transaction involved the sale of the entire shareholding held by Hain Celestial Group and Hain Frozen Foods UK in Tilda Hain India to Ebro. The total deal value of the global transaction is approximately US$342 million. Partners Sidharrth Shankar and Prakriti Jaiswal, supported by partner Vaibhav Choukse, led the firm’s team in the transaction, while DLA Piper acted as overseas counsel. PwC was the counsel for Ebro.
J Sagar Associates has also advised Cinepolis India on the complaint filed by Unilazer Ventures before the Competition Commission of India (CCI), which alleged that multiplex operators, such as PVR, Inox Leisure, Cinepolis and Carnival Motion Pictures, formed a cartel for undue imposition of virtual print fee, imposing non-negotiable revenue sharing terms, delay in advances and payments made to content companies, and lack of transparency on advertising and promotion policy during the exhibition of a film. The CCI observed that the complainant failed to present any agreement, which proves meeting of minds among the opposite parties. The CCI also observed that the complainant must discharge the initial burden of proof to warrant an investigation. Accordingly, the CCI dismissed the complaint. Partners Amitabh Kumar and Vaibhav Choukse led the firm’s team representing the client.
Khaitan & Co has advised Bertelsmann Nederland on the US$22 million Series C round of investment in Rupeek Fintech, operator of an electronic platform for banks and other financial institutions to offer loans to retail customers against gold collateral, through subscription of 2,5Series 07 C cumulative convertible preference shares (CCPS) comprising 6.92 percent of the paid-up share capital of Rupeek Fintech. Accel India V (Mauritius) and SCI Investments V, existing investors in Rupeek Fintech, subscribed to 2,206 and 1,5Series 79 C CCPS, respectively. Partner Mayank Singh, assisted by partner Tanvi Kumar, led the firm’s team in the transaction.
Khaitan & Co has also advised Sterling and Wilson Solar and promoter selling shareholders Shapoorji Pallonji and Company and Khurshed Yazdi Daruvala on its IPO of approximately 36.5 million equity shares with face value of Rs1 (US$0.014) each for cash, aggregating to approximately Rs28.5 billion (US$394.7m), consisting of an offer for sale of approximately 24.35 million equity shares aggregating to approximately Rs19 billion (US$ 263.1m) by Shapoorji Pallonji and an offer for sale of approximately 12.18 million equity shares aggregating to approximately Rs9.5 billion (US$131.5m) by Khurshed. Partners Abhimanyu Bhattacharya and Aditya George Cheriyan led the firm’s team in the transaction.
Maples Group (Hong Kong) has acted as Cayman Islands counsel to Edvantage Group Holdings on its global offering of shares and listing in Hong Kong. Edvantage is a Chinese education provider that also operates a college in Melbourne, Australia. The offering raised approximately HK$712.5 million (US$90.85m). Partner Matt Roberts led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and Affiliates advised as to Hong Kong and US laws and Commerce & Finance Law Offices advised as to Chinese laws. The international underwriters were advised by Norton Rose Fulbright Hong Kong as to Hong Kong and US laws and by JunHe as to Chinese laws.
Maples Group (Hong Kong) has acted as Cayman Islands and BVI counsel to CIFI Holdings on its issuance of US$300 million 6.55 percent senior notes due 2024. The notes are listed in Hong Kong. CIFI is engaged in property development and property investment in China. Partner Lorraine Pao led the firm’s team in the transaction, while Sidley Austin acted as US and Hong Kong counsel. Davis Polk & Wardwell acted as US counsel to Credit Suisse and HSBC, as the joint global coordinators and joint lead managers.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for Landmark JV, a consortium comprising of ZACD Group, MCC Land and Sin Soon Lee Realty, on the S$286 million (US$205.6m) collective acquisition of all the strata lots and common property in the 139-unit leasehold residential development known as Landmark Tower situated at 173 Chin Swee Road, Singapore. The firm also acted for the syndicate of banks / financial institutions in the financing of the acquisition of Landmark Tower. Partners Norman Ho, Elsa Chai, Angela Lim, Gazalle Mok, Cindy Quek and Chou Ching led the firm’s team in the transaction.
R&T Sok & Heng Law Office, member firm of Rajah & Tann Asia, has acted for Advanced Bank of Asia (ABA Bank), the first commercial bank in Cambodia, on its US$21 million first corporate bond issuance in Cambodia. Partner Tiv Sophonnora led the firm’s team in the transaction.
Shook Lin & Bok is advising Insignia Venture on its subscription into smart access solutions company Igloohome for preference shares in Igloohome’s capital, as a co-lead investor in Igloohome’s most recent US$15 million financing round. In April 2018, Igloohome raised a US$4 million Series A funding round, and this latest round represents Igloohome’s biggest fundraising round to date. Partner Dayne Ho and Chua Shi Ying are leading the firm’s team in the transaction.
