Allen & Gledhill has acted as transaction counsel for Ascendas Funds Management (S), as manager of Ascendas Real Estate Investment Trust (Ascendas Reit), on the establishment of a S$7 billion (US$5m) euro medium term securities programme, and on the issue of S$100 million (US$73m) 2.65 percent notes due 2030 under the programme, by HSBC Institutional Trust Services (Singapore), as trustee of Ascendas Reit. The issuance is the first green bond to be issued under the newly-established Green Finance Framework by Ascendas Reit. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill has also advised the European Bank for Reconstruction and Development on the US$200 million term loan facilities to Olam International and its wholly-owned subsidiary Olam Treasury. The facilities consist of a term loan of US$50 million and a term loan US$150 million. The proceeds from the facilities will be used to finance the working capital needs of Olam International and Olam Treasury to purchase, process, store and transport agricultural commodities. Partner Mark Hudspeth led the firm’s team in the transaction.
AZB & Partners has advised Schneider Electric Industries SAS and Temasek Holdings on the acquisition, via business transfer on a slump sale basis, by Schneider Electric India of the offshore subsidiaries relating to the electrical and automation business of Larsen and Toubro, and on the acquisition, via share sale, by Schneider Singapore of the entire shareholding of the offshore subsidiaries from L&T International FZE, a subsidiary of Larsen and Toubro. Partners Ashwath Rau and Jasmin Karkhanis led the firm’s team in the transaction, which was valued at Rs140 billion (US$1.9b) and was completed on August 31, 2020.
AZB & Partners has also advised Schneider Electric Industries SAS, Schneider Electric Services International and Schneider Electric India on the acquisition by Schneider and Temasek of 65 percent shares and 35 percent shares, respectively, in Schneider Electric India. Partners Ashwath Rau and Jasmin Karkhanis also led the firm’s team in the transaction, which was valued at Rs85 billion (US$1.15b) and was completed on August 31, 2020.
Clifford Chance has advised China International Capital Corporation and Morgan Stanley, as the joint sponsors, and Citi and CLSA, as the other underwriters, on Chinese bottled water and beverage company Nongfu Spring’s US$1.08 billion IPO and listing in Hong Kong. The IPO by the Hangzhou-based company is one of the largest in Hong Kong, and the world’s second largest by a food and beverage company this year. China co-managing partner Tim Wang and partners Liu Fang and Tianning Xiang led the firm’s team in the transaction.
Davis Polk has advised Tencent Music Entertainment Group on its debut SEC-registered notes offering, consisting of US$300 million 1.375 percent notes due 2025 and US$500 million two percent notes due 2030. Tencent Music is the largest online music entertainment platform in China, operating four out of China’s top five music mobile apps. Its platform is comprised of online music, online karaoke and music-centric live streaming products, supported by content offerings, technology and data. Tencent Music’s ADSs currently trade in New York. Partners Li He, Gerhard Radtke and James Lin led the firm’s team in the transaction, while Maples Group, led by Karen Zhang Pallaras, acted as Cayman Islands counsel, and Han Kun Law Offices acted as China counsel. Latham & Watkins and Zhong Lun Law Firm acted as the US and China counsels, respectively, to the underwriters.
Davis Polk has also advised the joint book-running managers on a US$575 million SEC-registered debt offering by Flex. The offering consisted of US$250 million principal amount of its 3.75 percent notes due 2026, which will form a single series with the US$425 million principal amount of 3.75 percent notes due 2026 which Flex issued on May 12, 2020, and US$325 million principal amount of its 4.875 percent notes due 2030, which will form a single series with the US$325 million principal amount of its 4.875 percent notes due 2030 which Flex issued on May 12, 2020. Headquartered in Singapore, Flex is a globally-recognized provider of Sketch-to-Scale services – innovative design, engineering, manufacturing and supply chain services and solutions – from conceptual sketch to full-scale production. Partner Alan Denenberg, supported by partners Michael Farber and Frank Azzopardi, led the firm’s team in the transaction.
Gatmaytan Yap Patacsil Gutierrez & Protacio, a member firm of Rajah & Tann Asia, has advised LafargeHolcim (LH) and Holcim Philippines (HP) on LH’s US$2.15 billion divestment of its entire shareholdings in HP, in relation to the corporate/commercial, regulatory and competition law aspects of the transaction. Unfortunately, the deal ultimately did not proceed, because it lapsed before the approval of the Philippine Competition Commission could be obtained. Partner Norma Margarita Patacsil led the firm’s team in the transaction.
Gibson, Dunn & Crutcher has represented Kimberly-Clark on its acquisition of Softex Indonesia, a leader in the Indonesian personal care market, in an approximately US$1.2 billion all-cash transaction from a group of shareholders, including CVC Capital Partners Asia Pacific IV. The acquisition improves Kimberly-Clark’s currently limited position in Indonesia to one with strong market share in key personal care categories across Southeast Asia’s largest economy. Approximately 80 percent of Softex sales come from diapers, and it currently holds the number two market share position. Its remaining sales are mostly in the feminine care and adult care categories. Partners Saptak Santra (Singapore) and Jeffrey Chapman (Dallas), supported by partners Jonathan Whalen (Dallas), Daniel Angel (New York), Kelly Austin (Hong Kong) and Sébastien Evrard (Hong Kong), led the firm’s team in the transaction, which is expected to close in the fourth quarter of 2020, subject to customary closing conditions.
J Sagar Associates has advised Creador on a Rs2.5 billion (US$34m) investment, thru the acquisition of shares from Tata Capital Heatlhcare Fund, in Shriji Polymers (India). Shriji Polymers is a leading manufacturer of rigid plastic packaging for regulated pharma industry, offering comprehensive portfolio of products across bottles, caps and specialty products to leading global generic pharmaceutical manufacturers. Creador is a private equity firm, most active in the corridor between South Asia and South East Asia, specializing in India in growth capital investments in the field of financial services, pharma, healthcare and retail. Corporate partners Aarthi Sivanandh and Bhavana Alexander, supported by partners Akshat Jain and Kumarmanglam Vijay led the firm’s team in the transaction.
J Sagar Associates has also advised Godrej Fund Management (GFM) on the the buyout of a land parcel in Bangalore (Hebbal), on which GFM would develop a commercial project. This investment has been undertaken under the Godrej Build-to-Core office platform set up with various investors. Partners Rupinder Malik and Rajul Bohra, supported by partner Malini Raju, led the firm’s team in the transaction.
K Law is advising TTK Prestige on obtaining an ex-parte injunction vide order dated November 30, 2018 on the complaint against Sarvodaya Industries for infringement of the trademark and copyright of “Prestige”, thru the trade-dress of the infringing mark “Prestone”, which was designed with the intention of passing-off the products as that of “Prestige”. The injunction was confirmed via an order dated August 19, 2020 until disposal of the suit. Senior partner Nikhil Krishnamurthy and partner Shujath Ahmed are leading the firm’s team in the transaction.
Khaitan & Co is advising Caesarstone on its proposal to acquire a majority stake in Lioli Ceramica. Israel-based Caesarstone is a concept and lifestyle-driven company with a customer-centered approach to designing, developing and producing high-end engineered surfaces used in residential and commercial buildings. Lioli Ceramica is an India-based producer of cutting-edge porcelain countertop slabs operating innovative and technologically advanced manufacturing facilities in Asia. Partners Kartick Maheshwari and Deepak Jodhani are leading the firm’s team in the transaction, which was valued at Rs868.8 million (US$11.8m) and was announced on September 1, 2020. Veritas Legal also advised on the transaction.
Khaitan & Co has also acted as Indian counsel to ICICI Securities, as the lead manager, on the initial offer, via a private placement, by Tower Infrastructure Trust of approximately 2.52 billion units at Rs100 (US$1.36) per unit, aggregating to Rs252.15 billion (US$3.43b). Tower Investment Trust is an InvIT sponsored by Reliance and Brookfield. Executive director Sudhir Bassi and Abhimanyu Bhattacharya led the firm’s team in the transaction, which was completed on September 1, 2020. Latham & Watkins acted as international counsel to ICICI Securities. Cyril Amarchand Mangaldas advised the trust, Reliance and the investment manager as to Indian law, while AZB & Partners advised Brookfield as to Indian Law.
Maples Group has acted as Cayman Islands counsel to KE Holdings on its IPO in New York. Structured through a Cayman Islands company, Beijing-based KE Holdings operates popular online housing platform Beike Zhaofang, which allows users to buy new and second-hand real estate and rent apartments. The offering, which closed on August 17, 2020, raised approximately US$2.1 billion, and is the largest US listing from a Chinese company in two years. Partner Richard Spooner led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and Han Kun Law Offices acted as US and Chinese counsels, respectively. Davis Polk & Wardwell and Jingtian & Gongcheng acted as US and Chinese counsels, respectively, to Goldman Sachs, Morgan Stanley & Co, China Renaissance Securities and JP Morgan Securities, as the underwriters.
Maples Group has also acted as Cayman Islands counsel to Li Auto on its IPO of 95 million American Depositary Shares, representing its class A ordinary shares, and its listing on Nasdaq. An innovator in China’s new energy vehicle market and designs, Li Auto develops, manufactures and sells premium smart electric SUVs. The offering, which closed on August 3, 2020, raised approximately US$1.1billion. Partner Richard Spooner also led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom and Han Kun Law Offices acted as US and China counsels, respectively. Kirkland & Ellis and King & Wood Mallesons acted as US and China counsels, respectively, to Goldman Sachs (Asia), Morgan Stanley & Co, UBS Securities and China International Capital Corporation Hong Kong Securities, as the underwriters.
Milbank has represented Rizal Commercial Banking Corporation on its issuance of US$300 million 6.5 percent non-cumulative subordinated Additional Tier 1 (AT1) capital securities. The transaction marks both the first AT1 offering out of the Philippines, and RCBC’s first AT1 securities issuance. The transaction, which was highly subscribed, also reopened the US dollar AT1 securities market in Southeast Asia, after the most recent issuance in February this year. In terms of assets, universal bank RCBC is among the largest private domestic banks in the Philippines. RCBC is majority-owned by the Yuchengco Group of Companies, one of the oldest and largest conglomerates in Southeast Asia. Hong Kong partners James Grandolfo and Paul Pery, supported by London partner James Warbey, led the firm’s team in the transaction.
Norton Rose Fulbright has advised Goldwind Australia on the successful application for funding support, pursuant to the NSW Emerging Energy Program. Under the program, a A$10 million (US$7.3m) grant funding is provided to Goldwind Australia for the design, construction and operation of a proposed 84MW gas engine and battery storage project that is subject to approval. This project is one of four capital projects awarded funding by the NSW Government under the NSW Emerging Energy Program. The four projects will receive a combined A$37.5 million (US$27.3m) in funding. Banking and finance partner Scott Millar led the firm’s team in the transaction.
Paul Hastings has advised China Bohai Bank on its US$1.77 billion share offering in Hong Kong. China Bohai Bank listed its H shares in Hong Kong in July. CCB International Capital, Haitong International Capital, ABCI Capital and CLSA Capital Markets acted as the joint sponsors for the listing. China Bohai Bank is the youngest nationwide joint-stock commercial bank in China. It is also the first nationwide joint-stock commercial bank to introduce a foreign strategic investor at the stage of establishment since 2000. Global partner and chair of Greater China Raymond Li and corporate partners Neil Torpey, Vincent Wang and Chaobo Fan led the firm’s team in the transaction, which is the largest Hong Kong IPO this year.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has acted for CapitaLand Treasury, as borrower, and CapitaLand, as guarantor, on the grant of a S$500 million (US$366m) sustainability-linked term loan facility by United Overseas Bank. Partners Ng Sey Ming, Lee Weilin and Ho Mei Shi led the firm’s team in the transaction, which is the largest sustainability-linked bilateral loan in Singapore’s real estate sector to date.
Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is also advising Sinochem International (Overseas) on its S$175.45 million (US$128m) renounceable non-underwritten rights issue of shares to shareholders. Partner Danny Lim is leading the transaction.
Shardul Amarchand Mangaldas has advised Leadership Boulevard and its promoters Sumeet Yashpal Mehta and Smita Deorah on an investment by Westbridge AIF-I, along with Konark Trust and MMPL Trust, via subscription of equity shares and series C1 compulsorily convertible preference shares. The first tranche of the deal closed on August 20, 2020, and is valued at approximately US$28 million. Partner Nivedita Tiwari led the firm’s team in the transaction, while Induslaw conducted vendor due diligence and advised existing investor Elevar IIV AIF. Platinum Partners advised Westbridge AIF-I, along with Konark Trust and MMPL Trust.
Skadden has advised NIO, a pioneer in China’s premium smart electric vehicle market, on its offering of 88.5 million new American Depositary Shares. Each ADS represents one NIO Class A ordinary share, at US$17 per ADS, for a total offering size of US$1.5 billion, exclusive of the underwriters’ exercise of their option to purchase up to approximately 13.3 million additional ADSs. The firm also advised NIO on its US$1 billion IPO in New York in 2018. Partners Julie Gao (Hong Kong) and Adrian Deitz (Sydney) led the firm’s team in the transaction.
Skadden has also advised LaSalle LOGIPORT REIT, a J-REIT listed in Tokyo, on its global offering of 261,904 new investment units, consisting of 123,750 international units to be offered outside Japan, and 138,154 units to be offered within Japan. The units are offered at ¥176,677 (US$1,662.50) each, for a total offering size of ¥46.272 billion (US$435.4m). Some underwriters have an option to purchase up to an additional 13,096 new units in Japan. Tokyo partner Kenji Taneda led the firm’s team in the transaction.
SSEK Indonesian Legal Consultants has acted for TSH Resources, one of Malaysia’s largest plantation companies, as the seller on a US$110.1 million Indonesian landbank transaction. TSH entered into two conditional shares sale and purchase agreements with KL Kepong, through its wholly-owned subsidiary, Taiko Plantations. TSH, through its subsidiaries TSH Global Plantation and TSH Oversea, disposed of 90 percent equity interest in two Indonesian companies, Farinda Bersaudara and Teguh Swakarsa Sejahtera. Managing partner and supervising partner of land and plantation practices Denny Rahmansyah, supported by partner Rusmaini Lenggogeni, led the firm’s team in the transaction, which is expected to be completed by the first quarter of 2021, subject to the approval of TSH’s shareholders and of relevant authorities.
Withers has represented Cambium Grove Capital, an Asia-based asset management platform that invests in alternative credit, private equity and special situation opportunities, as the lead arranger on a HK$1.75 billion (US$225.8m) restructuring and refinancing of an existing senior facility of a real estate group in Hong Kong. A HK$400 million (US$51.6m) mezzanine loan was extended to the borrower to refinance the facility secured by a second mortgage on prime real estate in Hong Kong, along with other securities granted by affiliates of the borrower group. Head of Greater China commercial Mabel Lui, with real estate partner Polly Chu, led the firm’s team in the transaction.
Wong & Partners has acted for Ekuiti Nasional, a government-linked private equity fund management company, on the divestment of its 100 percent equity interest in PrimaBaguz to US-based processed meat company Johnsonville International, based on an enterprise value of M$175 million (US$42m). PrimaBaguz is a leading manufacturer of premium and high-quality halal meat-based products, such as sausages, cold cuts, meatballs, patties, soup and sauces. It caters to more than 15 brands in Malaysia and other countries. Partner Munir Abdul Aziz led the firm’s team in the transaction, which was completed on August 18, 2020. Rahmat Lim & Partners represented Johnsonville International.
WongPartnership has acted for Blackbird Ventures on the Series A fundraising round of See-Mode Technologies. Partner Kyle Lee led the firm’s team in the transaction.
WongPartnership has also acted for Frasers Commercial Trust on its S$143 million (US$104.5m) sustainability-linked loan. Partner Christy Lim led the firm’s team in the transaction.
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