DEALS

Allen & Gledhill has acted as transaction counsel to Beacon Venture Capital, a wholly-owned corporate venture capital fund of Kasikornbank, on its investment into Ficus Asia Investment. Alongside the investment, Kasikornbank affiliate Kasikorn Vision entered into a collaboration agreement with Ficus, under which such partnership will provide merchants and consumers in Vietnam with financial services, including payment solutions, SME lending and other adjacent services, such as insurance and wealth management. This takes place as Ficus continues to cement its position as the leading New Retail ecosystem in Vietnam, spanning across New Retail technology solutions, F&B, fashion, groceries and other consumer products. Managing partner Oh Hsiu-Hau (Vietnam) and partners Tran Thi Phuong Thao (Vietnam) and Alexander Yap (Singapore) led the firm’s team in the transaction.

Allen & Gledhill has also advised Asia Partners, as the lead investor, on the US$65.7 million Series C financing round of Doctor Anywhere, a regional tech-enabled, omnichannel healthcare company. Headquartered in Singapore and with a presence in six countries across the region, Doctor Anywhere currently serves more than 1.5 million users across Southeast Asia. This Series C financing round brings the total capital raised by Doctor Anywhere to more than S$140 million (US$102.5m), making it one of the largest private funding rounds raised by a healthtech company in Southeast Asia. Partners Koh En Ying and Eugene Ho led the firm’s team in the transaction.

Allen & Overy has advised the joint lead managers on the multi-tranche Reg S offering of €4 billion (US$4.5b) sovereign bonds by China’s Ministry of Finance. The issuance comprises three tranches:  €1.5 billion (US$1.7b) zero coupon three-year bonds, €1.5 billion (US$1.7b) 0.125 percent seven-year bonds, and €1 billion (US$1.12b) 0.625 percent 12-year bonds. The firm advised Bank of China, Bank of Communications, China International Capital Corporation, BofA Securities, Crédit Agricole CIB, Deutsche Bank, Goldman Sachs, HSBC, JP Morgan, Société Générale Corporate & Investment Banking, Standard Chartered Bank and UBS. Partners Agnes Tsang and Jaclyn Yeap led the firm’s team in the transaction.

AZB & Partners has advised Tata Digital, an affiliate of Tata Sons, on its acquisition of more than 50 percent majority stake in Tata 1MG Technologies, formerly known as 1MG Technologies. Partner Nilanjana Singh led the firm’s team in the transaction, which was signed on April 23, 2021 and was completed on October 6, 2021.

AZB & Partners is also advising TPG Asia VII SF and Norwest Venture Partners X- Mauritius, as the investor selling shareholders, on the IPO of equity shares by Five Star Business Finance, via an offer for sale by the selling shareholders. Partners Varoon Chandra, Lionel D’Almeida and Roxanne Anderson are leading the firm’s team in the transaction.

Baker & McKenzie has advised leading global investment firm KKR on its acquisition of leading Japanese chemical storage tank operator Central Tank Terminal (CTT) from an affiliate of Macquarie Infrastructure and Real Assets. Tokyo corporate/M&A partner Tetsuo Tsujimoto, supported by Tokyo partners Toshio Shimada and Taijiro Suzuki, led the firm’s team in the transaction, which is expected to be completed by Q4 2021, subject to regulatory approvals and closing conditions.

Baker McKenzie has also advised pension fund manager APG Asset Management, the largest pension provider in the Netherlands, on its launch of a new Asia Pacific healthcare platform, CBC Healthcare Infrastructure Platform (CBC HIP), in partnership with CBC Group, Asia’s largest healthcare-dedicated investment firm. The launch coincides with APG’s US$400 million cornerstone investment into CBC China Life Science Infrastructure Venture (CLSIV), a China-focused life science venture established by CBC HIP targeting US$1.5 billion in total equity commitments. To address changing demands and more complex healthcare challenges, CBC HIP intends to develop and invest in high-quality healthcare assets. CLSIV has held a first close of US$500 million, and looks to provide best-in-class facilities for life science research, manufacturing and support services catering to biotechnology incubators through to large multinational pharmaceutical companies in China. Global funds group co-chair partner Jason Ng, supported by partner Stephen Crosswell and Baker McKenzie’s joint operation partner in the Shanghai Free Trade Zone FenXun Partners partner Alex Gong, led the firm’s team in the transaction, which marks APG’s debut life sciences real estate investment in the Asia Pacific region, and the first Asia Pacific-focused healthcare partnership between APG and CBC Group.

Clifford Chance has advised China Three Gorges (Europe) (CTGE) on the 100 percent equity stake acquisition of a 181MW operating wind portfolio from EDP Renováveis for an enterprise value of approximately €307 million (US$345.5m), subject to customary closing adjustments. The transaction comprises 12 wind farms located in Spain, with an average age of 12 years, all but one operating under a 20-year regulated remuneration scheme. The transaction allows CGTE to boost its existing renewables portfolio in Spain to 23 wind farms and 14 solar plants. CTGE is part of China Three Gorges, the largest clean energy group in China and the largest hydropower enterprise in the world. Partner Terence Foo, supported by partners Samir Azzouzi (Spain), Bai Yong (China), José Luis Zamarro (Spain) and Vicky Ma (Hong Kong), led the firm’s team in the transaction, which is subject to regulatory and other customary precedent conditions.

JSA has advised Wonderchef Home Appliances on its Series C round funding, via a combination of primary and secondary transactions. The funding series was led by Sixth Sense Ventures and the Godrej family office, and saw participation from the Malpani group and certain other renowned HNIs. Wonderchef is a premium kitchenware brand co-founded by renowned chef Sanjeev Kapoor and Ravi Saxena. It offers over 600 products, which it retails through 25 exclusive outlets, over 10,000 multi-brand outlets and a vast network of direct salespersons. Partner Anand Lakra led the firm’s team in the transaction, which was valued at Rs1.5 billion (US$20m).

JSA has also represented leading paper manufacturer Satia Industries and its officer bearer before the Competition Commission of India (CCI) on a suo moto case initiated against the 21 paper manufacturers and their association for cartelisation in fixing the prices of writing and printing paper. The case was initiated suo moto by the CCI, pursuant to a note received from the Office of the Director General (DG), based on material discovered in the course of another on-going investigation relating to the cartelisation among paper manufacturers. In December 2016, the CCI directed the DG to investigate the matter. During the course of the investigation, one manufacturer filed a leniency application, disclosing the existence of alleged cartel. The firm argued before the DG that the client has not indulged in any anti-competitive activities. Upon investigation, the DG found certain manufacturers indulging in cartelization, but did not find any evidence of alleged cartelization by Satia Industries. On 18 November 2021, the CCI passed its final order exonerating Satia Industries and its officer bearer from the allegation of cartelization, and dismissed the case against them. However, it found eleven other paper manufacturers and their office bearers guilty of indulging in cartelization, and imposed a monetary penalty on them. Partner Vaibhav Choukse led the firm’s team representing the client.

King & Wood Mallesons has advised Hong Kong-based fintech company Qupital on the establishment of its inaugural US$150 million warehouse securitisation facility, with Citi as senior financier and Integrated Alternative Credit Fund as mezzanine financier. Qupital is a rapidly growing e-commerce financing platform backed by Alibaba Entrepreneurs Fund, which focuses on offering digitalised financing solutions to cross-border e-commerce merchants. The first e-commerce financing securitisation in Hong Kong, the facility includes a variety of innovative structural features, blending traditional securitisation techniques with the unique digitalised funding platform operated by Qupital. Partners Anne-Marie Neagle and Angus Sip led the firm’s team in the transaction.

L&L Partners has acted for SVL-SME Fund on its recent Series B round of investment in Chakr Innovation, designer and developer of all kinds of emission control and reduction devices, air quality treatment devices, water treatment devices, equipment and apparatus for environment safety and sustainability, system software, application software. Chakr Innovation was founded by a team of IIT Delhi graduates. Its primary product is Chakr Shield, a technology sanctioned by the National Accreditation Board for Testing and Calibration Laboratories. The company has already leveraged its innovation to capture 500 kilograms of particulate matter. Chakra Shield preserves the pollutant particles to be reused as raw material for inks and paints, instead of converting it into another form of pollution. The present investment was via a primary investment in the compulsorily convertible preference shares of the Series B funding round. With this transaction, Chakr Innovation will aim to scale its productivity, and expand its operations covering a larger geographical area. It is currently active in Delhi NCR, Pune and Bangalore, having successfully deployed its emission-control technology at over 70 sites, in association with companies like Titan, Hindustan Petroleum and Mahindra World City. Partner Jay Parikh led the firm’s team in the transaction.

Maples and Calder has acted as BVI counsel to Hualu International Finance (BVI) on its issue of US$300 million 2.2 percent guaranteed bonds due 2026. The bonds are guaranteed by Hualu Holdings and listed in Hong Kong. Hualu Holdings and its subsidiaries are engaged in coal chemicals, pharmaceuticals and other critical industries primarily operating in Shandong province. Partner Derrick Kan led the firm’s team in the transaction, while King & Wood Mallesons advised on English law and Tahota Law Firm advised on Chinese law. The joint global coordinators, the joint book-runners and the joint lead managers were advised by Linklaters as to English law, and by Jingtian & Gongcheng as to Chinese law.

Maples and Calder has also acted as BVI counsel to Zhuji Development, a wholly-owned subsidiary of Zhuji State-owned Assets Management, on its issuance of US$520 million 3.2 percent guaranteed bonds due 2024, guaranteed by Zhuji State-owned Assets Management. The bonds are listed in Hong Kong via debt issues to professional investors. Partner Lorraine Pao led the firm’s team in the transaction, while King & Wood Mallesons acted as English counsel and Zhejiang Zhuosong Law Firm acted as Chinese counsel for the issuer and the guarantor. Latham & Watkins acted as English counsel to the joint lead managers and the trustee, while JunHe acted as Chinese counsel for the joint lead managers.

Rajah & Tann Singapore has acted for DBS Bank on the joint development with JP Morgan and Temasek of Partior, a common and open industry platform for payments, trade and foreign exchange settlement through the use of blockchain solutions. Partners Sandy Foo (M&A), Goh Jun Yi (M&A), Rajesh Sreenivasan (TMT), Benjamin Cheong (TMT), Kala Anandarajah (competition and antitrust and trade), Tanya Tang (competition and antitrust and trade) and Regina Liew (financial institutions group) led the firm’s team in the transaction.

Rajah & Tann Singapore is also representing the Respondent, a private electricity company in India which is part of one of India’s largest and oldest industrial groups, on a dispute, which involves alleged breaches of two non-disclosure agreements, and claims for wasted expenditure and loss of opportunity, in respect of a mining concession in Siberia, Russia. Senior partner Francis Xavier SC is leading the team representing the client, together with partner Alina Chia.

Simpson Thacher has represented the international managers on a ¥843 billion (US$7.3b) offering of shares of Japan Post Holdings by the selling shareholder, Japan’s Minister of Finance. The global offering included an international offering to institutional investors outside Japan, in reliance on Rule 144A and Regulation S. Japan Post Holdings offers mail and parcel, banking and life insurance services, through its principal operating subsidiaries, namely Japan Post, Japan Post Bank and Japan Post Insurance. Goldman Sachs, JP Morgan, Daiwa, Mizuho and BofA Securities acted as the joint lead managers for the international offering. Tokyo partner Alan Cannon led the firm’s team in the transaction.

Simpson Thacher has also represented PHC Holdings on its ¥82.5 billion (US$721m) global offering of shares, including an offering to institutional investors outside Japan, pursuant to Rule 144A and Regulation S under the Securities Act. The international offering consisted of newly issued shares and existing shares sold by KKR PHC Investment, Mitsui & Co, Life Science Institute and Panasonic. PHC Holdings is a diversified diagnostics and life sciences company serving global markets with operations in more than 125 countries. The international joint lead managers for the international offering were Goldman Sachs International, Merrill Lynch International, JP Morgan Securities, Morgan Stanley & Co International, KKR Capital Markets, SMBC Nikko Capital Markets and Mizuho International. Tokyo partners Alan Cannon and Noritaka Kumamoto and New York partner Andrew Purcell led the firm’s team in the transaction.

WongPartnership has acted for Hypefast on its US$14 million Series A funding round, led by Monk’s Hill Ventures. Partner Kyle Lee led the firm’s team in the transaction.

WongPartnership has also acted for ESR-REIT on its launch of S$125 million (US$91.4m) unsecured fixed-rate notes due 2026 at 2.6 percent per annum. Partner Trevor Chuan led the firm’s team in the transaction.

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