Allen & Gledhill has advised DBS Group Holdings on the issue of US$700 million 1.169 percent notes due 2024, and US$300 million floating rate notes due 2024, under its US$30 billion global medium term note program. DBS Bank was appointed sole global coordinator for the notes. Partner Glenn Foo led the firm’s team in the transaction.
Allen & Gledhill has also advised Housing and Development Board on the issue of S$1 billion (US$731m) 1.645 percent fixed rate notes due 2026, under its S$32 billion (US$23.4b) multicurrency medium term note program. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.
Ashurst, together with its Singapore formal law alliance Ashurst ADTLaw, has advised DBS Bank and United Overseas Bank, as mandated lead arrangers, lenders and hedging banks (and the related agency functions), on their S$86.8 million (US$63.4m) green loan financing of a portfolio of rooftop solar projects developed under the SolarNova 4 program. The SolarNova program is a whole-of-government effort led by Singapore’s Housing & Development Board and Economic Development Board to promote and aggregate demand for solar PV systems to achieve economies of scale and drive growth for Singapore’s solar industry. SolarNova 4, the fourth phase of the program, is the first project in the SolarNova program to be project- financed. It is a complex project involving approximately 40 different component sub-projects, each with its own power purchase agreement, across more than 1,200 public housing blocks and 49 government sites, with counterparties comprising a number of key Singapore ministries and statutory bodies, with the power produced to be used via a mix of on-site consumption and sales into the power grid at the prevailing market price; as well as a “virtual power purchase agreement” with Facebook. It will have a capacity of 70 megawatt-peak (MWp) and potentially up to 102 MWp, and is estimated to generate 96,775 megawatt-hours (MWh). This project has been described as Singapore’s largest clean energy project to date, and is equivalent to powering up to 20,400 four-room apartments and potentially offsetting more than 68,583 tones of carbon emissions per annum. The loan utilizes the project developer Sunseap’s Green Financing Framework, which is aligned to the International Capital Market Association’s Green Bond Principles 2018, the Loan Market Association’s Green Loan Principles 2018, and ASEAN Green Bond Standards 2018. Partner Alfred Ng and global co-head of international projects Richard Guit, supported by partners Michelle Phang and Jean Woo, led the firms’ team in the transaction.
AZB & Partners has advised Footpath Ventures on the acquisition from Think Investments by Footpath Ventures SPV II, along with other investors, of equity stake in Dream Sports, which operates online fantasy sports platform “Dream 11”, through its Indian subsidiary Sporta Technologies. Partners Vaidhyanadhan Iyer and Vasudha Asher led the firm’s team in the transaction, which was valued at Rs22.6 billion (US$301m) and was completed on October 13, 2021.
AZB & Partners has also advised Internet Fund V, a fund managed by Tiger Global Management, on its acquisition, along with other investors, of equity stake via Series E equity funding round in NoBroker Technologies Solutions, operator of real estate online portal (www.nobroker.com) and mobile application NoBroker. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs16 billion (US$213m) and was completed on November 24, 2021.
Baker McKenzie has acted as lead counsel to Aztiq on its US$475 million acquisition, via a consortium formed with co-investor Innobic (Asia), of a 100 percent stake in Alvogen Emerging Markets Holdings (AEMH) from its existing shareholders. This transaction, among the largest in the healthcare industry this year, will result in the Aztiq-Innobic consortium becoming the lead shareholder in the global oncology pharmaceutical company Lotus Pharmaceuticals, and the sole shareholder of Alvogen Malta Holding, the owner of Adalvo, a global business-to-business pharmaceutical company. The alliance between Aztiq and Innobic, and with the completion of the AEMH deal, will create a global pharmaceuticals enterprise with extensive resources, networks and reach all over the world. AEMH is currently owned by Alvogen Lux Holdings, which include CVC Capital Partners and Temasek Holdings of Singapore, as well as Aztiq, as its key shareholders. Alvogen Lux will remain a leading shareholder in the generic pharmaceuticals company Alvogen US, including specialty pharma company Almatica, as well as the second largest shareholder in global biosimilars company Alvotech. Singapore M&A partner Kay Moon, supported by partners Robert Wright (Hong Kong), Stephen Crosswell (Hong Kong) and Hao-Ray Hu (Taipei), led the firm’s team in the transaction.
Baker McKenzie has also advised Beijing Capital Jiaye Property Services on the successful global offering and Hong Kong listing. The company’s H shares commenced trading in Hong Kong on November 10, 2021. Beijing Capital Jiaye Property Services is a leading integrated property management service provider based in the capital city of China. Owned by Beijing Municipality, the company manages many residential, commercial and public properties in China, including the National Stadium, more commonly known as the Bird’s Nest. China International Capital Corporation Hong Kong Securities (CICC) is the sole global coordinator, while CICC, Zhongtai International Securities, BOCOM International Securities, CMBC Securities, CCB International Capital and CMB International Capital are the joint book-runners and joint lead managers for the transaction. Beijing partner Hang Wang and Bing Han of FenXun Partners (Beijing) led the firm’s team in the transaction.
Clifford Chance has advised Guotai Junan Securities on the landmark issuance of US$300 million 1.6 percent Yulan bonds due 2024, under Guotai Junan Holdings’ US$3 billion medium term note program, guaranteed by Guotai Junan Securities. The bond issuance is the second transaction under the Yulan bond structure, and the first Yulan bond transaction from a non-bank financial institution in China. Guotai Junan Securities is an integrated financial services provider and investment bank. Named after the city flower of Shanghai (magnolia), Yulan Bonds are a new asset class of Chinese corporate bonds denominated in foreign currencies. The structure launched in December 2020, and is designed to enable Chinese issuers to gain direct exposure to a wider foreign investor base, providing access to a greater liquidity pool and delivering improved cost efficiencies. Partner David Tsai led the firm’s team in the transaction.
JSA has represented Juniper Green Energy and Nisagra Renewable Energy on an appeal before the Appellate Tribunal for Electricity challenging the disallowance of change in law claims for solar projects set up in Maharashtra. The Appellate Tribunal set aside the order of the Maharashtra Commission, and allowed change in law compensation for solar projects, based on the actual DC capacity installed by the developer. At a time when States are looking to re-open, renegotiate or cancel PPAs, this judgment reinforces the principle that PPA, executed and duly-approved, is valid and binding, and that any change can only be prospective. The judicial recognition of DC Overloading and its benefits to procurers will lend certainty and clarity on the compensatory mechanism for solar projects. Partner Vishrov Mukerjee led the firm’s team representing the clients.
Khaitan & Co has advised Kesoram Industries on its rights issue of approximately 80 million partly paid up equity shares, aggregating up to Rs4 billion (US$53m). Kesoram Industries is a key player in the cement industry in Southern India. The rights issue has been undertaken on a fast-track basis to partly/fully redeem the high-cost debentures issued by the company to repay its existing loans, capital expenditure and working capital requirements. Executive director Sudhir Bassi and partner Arvind Jhunjhunwala led the firm’s team in the transaction, which was completed on October 27, 2021. Dentons acted as special purpose international legal counsel for advising on selling restrictions to the lead manager.
Khaitan & Co has also acted as Indian counsel to the global coordinators and the book-running lead managers, composed of Morgan Stanley India, Goldman Sachs (India) Securities, JP Morgan India, Citigroup Global Markets India, Axis Capital, ICICI Securities and HDFC Bank, on the IPO of approximately 85.1 million equity shares of One 97 Communications for cash at Rs2,150 (US$28.63) per equity share, including a share premium of Rs2,149 (US$28.61) per equity share, aggregating to Rs183 billion (US$2.44b). Partners Abhimanyu Bhattacharya and Aditya Cheriyan led the firm’s team in the transaction, which was completed on November 11, 2021. Shardul Amarchand Mangaldas & Co, Latham and Watkins, Shearman & Sterling, Trilegal, Algo Legal, J Sagar Associates, IndusLaw, Morrison & Foerster and Cyril Amarchand Mangaldas also advised on the deal.
L&L Partners has advised the Carlyle Group on the acquisition of 100 percent stake of Appcure Labs, and the acquisition of majority stake in Appco Pharma, through its generic pharma platform Viyash Life Sciences. Partner Anshuman Mozumdar, supported by partner Anshuman Mozumdar, led the firm’s team in the transaction. Ropes and Gray acted as US counsel to Carlyle Group / Viyash on the acquisition of Appco Pharma.
L&L Partners has also advised the Carlyle Group on setting up integrated generic pharmaceuticals platform Viyash Life Sciences, in partnership with ex-Mylan senior executive Dr Hari Babu Bodepudi and ex- founder of Laurus Labs Dr Srihari Raju Kalidindi. The firm also advised Carlyle on all its follow-on investments into Viyash over a period of time. While Carlyle Group has a well-established history of investing in the healthcare sector, both in India and globally, this is the first time that Carlyle has built a generic pharmaceuticals platform in India to create value through its prior expertise in the sector and close partnerships with the management. Partner Anshuman Mozumdar, supported by partners Anshuman Mozumdar Sr, Abdullah Hussain, Rudresh Singh and Shonali Choudhry, led the firm’s team in the transaction. Clifford Chance acted as foreign counsel to Carlyle Group on the initial investment by Carlyle into Viyash.
Maples and Calder has acted as Cayman Islands counsel to CK Property Finance (MTN) on the update of its US$5 billion euro medium term note program, which are guaranteed by CK Asset Holdings. The program is listed in Hong Kong, via debt issues to professional investors. Partner Lorraine Pao led the firm’s team in the transaction. Linklaters acted as English law counsel to the dealers.
Maples and Calder has also acted as Cayman Islands counsel to Guangdong-Hong Kong Greater Bay Area Holdings (formerly known as Hydoo International Holding), on its offer to exchange the outstanding US$293.5 million 14 percent senior notes due 2021 for the issuer’s US$235.72 million 13.85 percent senior notes due 2023, and on the issuance of an aggregate of US$41.500 million 13.85 percent senior notes due 2023. The firm also acted as BVI counsel to certain BVI subsidiaries of the issuer, who guaranteed the notes. The notes are listed in Singapore. Partner Juno Huang led the firm’s team in the transaction, while Sidley Austin acted as Hong Kong and US counsel, and Global Law Office acted as Chinese counsel. Shearman & Sterling acted as US counsel, while Jingtian & Gongcheng acted as Chinese counsel to the joint book-runners, including Haitong International, Guotai Junan International, Potomac Capital and Zhongtai International.
Mayer Brown has advised Chubu Electric Power on its acquisition of 20 percent of the ordinary shares in Bitexco Power Corporation (BPC), Vietnam’s leading private renewable power company. The transaction marks Chubu’s first investment abroad in a renewable power company in Asia. One of the largest regional electricity companies incorporated in Japan, Chubu is listed in Tokyo and Nagoya, with a market capital of approximately US$8 billion, as of November 17, 2021. Chubu currently owns more than 9.1 GW of generation capacity, including hydropower, solar and wind power plants. BPC owns and operates 21 hydropower plants and one solar power plant in Vietnam, with a total gross generation capacity of about 1,038 MW (as of February 2021), making it a leading renewable energy company focused on hydroelectric and solar PV generation in the Vietnam private sector. Vietnam, where approximately 2,000 Japanese companies have established business activities in, as of December 2020, is experiencing remarkable population growth and economic development, and electricity demand is expected to continue to grow. Partners Rupert Burrows (Tokyo), Gordon Palmquist (Tokyo) and David Harrison (Ho Chi Minh City), supported by partner Ben Thompson (Singapore), led the firm’s team in the transaction.
O’Melveny has advised CJ ENM, the leading South Korean entertainment company, on a definitive agreement to acquire an 80 percent stake of the scripted business of US-based global premium content studio Endeavor Content from its parent company Endeavor Group Holdings for an enterprise valuation of US$850 million. The transaction was announced on November 18, 2021, and is expected to close early in the first quarter of 2022. CJ ENM is best known for its recent multiple Academy Award-winning film “Parasite”. CJ ENM’s entertainment division engages in a wide array of businesses across the industry spectrum, including media content, music, film, performing arts and animation. This acquisition is the largest M&A for CJ ENM, which first invested in DreamWorks and jumped into the content business 26 years ago. Based in Beverly Hills, California and launched in 2017, Endeavor Content is a production advisory, sales and distribution studio that has owned, financed and/or sold more than 125 films and television series that have garnered more than 69 Emmy wins and nominations and 59 Academy Award wins and nominations. Korea corporate practice head Daniel Kim, entertainment, sports and media group co-head Amy Siegel and partner Silvia Vannini, supported by partner Robert Fisher, led the firm’s team in the transaction.
Rajah & Tann Singapore and Christopher & Lee Ong are acting for HKBN Group on its sale of a 60 percent stake in each of HKBN JOS (Singapore) and HKBN JOS (Malaysia) to StarHub, and its joint venture with StarHub. Rajah & Tann Singapore partner Favian Tan and Christopher & Lee Ong partner Por Chuei Ying are leading their firm’s respective team in the transaction.
Rajah & Tann Singapore has successfully defended Oxley Jasper on a dispute, where the Singapore court considered the kind of mistake for which rectification is available, and the scope of rectification that is allowed. The judgment provided helpful clarification on the law of rectification in the context of unilateral mistake. Partner Kelvin Poon, supported by partner Devathas Satianathan, is leading the firm’s team which represented the client.
Simpson Thacher has represented The Norinchukin Bank on a Rule 144A / Regulation S offering of US$500 million aggregate principal amount of 1.284 percent senior notes due 2026, and US$500 million aggregate principal amount of 2.08 percent senior notes due 2031. The bank intends to use the net proceeds from the sale of the notes to finance, in whole or in part, existing and future qualifying environmentally-related projects, under the Green Bond Framework adopted by the bank. First established in 1923, the bank is a national-level financial institution created to support and contribute to the development of Japan’s agriculture, fishery and forestry industries and to national economic prosperity by facilitating access to financial resources. JP Morgan Securities and Crédit Agricole Corporate and Investment Bank acted as representatives of the initial purchasers. Tokyo partner Alan Cannon led the firm’s team in the transaction.
S&R Associates has represented Aavishkaar Bharat Fund on an investment in Altum Credo Home Finance, a leading affordable housing finance company, as part of a US$12 million funding round also involving Amicus Capital and certain existing investors. The firm also represented Aavishkaar Bharat Fund on an earlier investment in Altum Credo Home Finance in 2018. Partner Viral Mehta led the firm’s team in the transaction.
S&R Associates has also represented Axis Capital, Edelweiss Financial Services and IIFL Securities, as the book-running lead managers, on the Rs8 billion (US$106.4m) IPO by SJS Enterprises, one of the leading players in the Indian decorative aesthetics industry. Partner Jitesh Shahani led the firm’s team in the transaction.
WongPartnership has acted for the Attorney-General on the application for judicial review commenced by 13 inmates. Deputy chairman Tan Chee Meng, senior counsel and partner Lionel Leo led the firm’s team in the matter.
