Featured Deals:

Kudun-and-Partners_Logo

Kudun and Partners has represented Nex Point on its investment and penetration into the electric vehicle business focusing on public bus, through the acquisitions of partial equity interest from the existing shareholders in Beli Service, with a deal value of β260 million (US$7.9m), and Absolute Assembly, with a deal value of β218.2 million (US$6.6m). Partner Kom Vachiravarakarn led the firm’s team in the transaction, which has a total acquisition value of β478.2 million (US$14.5m).

Kudun and Partners has also represented Thailand-listed Prima Marine, a full-service provider in the marine transport industry and one of the largest fully integrated business operator in oil tanker and oil and petroleum storages in Thailand, on the acquisition from Thailand-listed Thai Oil, a subsidiary of PTT Group and the largest oil refinery in Thailand, of all equity interests in Thaioil Marine (TM) and of TM’s equity interests in TM’s subsidiaries, including TOP Maritime Services, with a total value of approximately β1.6 billion (US$48.4m). Partner Kom Vachiravarakarn also led the firm’s team in the transaction.

 

VILAF

VILAF has advised Credit Suisse (Singapore), as the sole lead manager, on the US$300 million offering of convertible bonds due 2026 by Novaland Group, one of Vietnam’s leading real estate developers. The bonds are to be listed in Singapore. The deal, which closed in July 2021, also involved an exclusive equity swap arrangement between the sole lead manager and the issuer’s Vietnamese counterparty. This offering follows an earlier tranche of offering of US$240 million convertible bond due 2023, closed in February 2021.

VILAF has also advised Vingroup on its offering of US$500 million three percent exchangeable bond due 2026 for listing in Singapore. The offering closed in April 2021. The bonds are exchangeable into shares of Vinhomes. Vingroup is the largest conglomerate in Vietnam, focusing on various industries, including technology, real estate, retail, automobile and services.

 


 

Allen & Gledhill has advised the Housing and Development Board on the issue of S$750 million (US$554.7m) 1.865 percent fixed rate notes due 2033, under its S$32 billion (US$23.7b) multicurrency medium term note program. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also acted as transaction counsel to CapitaLand, through Ascendas India Logistics Holdings, on the launch of its second S$400 million (US$296m) Indian logistics private fund, the CapitaLand India Logistics II (CILP II). This follows after the successful launch of CapitaLand’s first Indian logistics private fund, the S$400 million (US$296m) Ascendas India Logistics Program, in 2018. CILP II will invest in the development of logistics assets in key warehousing and manufacturing hubs in major cities in India. Managing partner Jerry Koh and partner Foong Yuen Ping led the firm’s team in the transaction.

Ashurst, with its associated Indonesian firm OSP, has advised Borneo Alumina Indonesia (BAI), a subsidiary of Indonesia Asahan Aluminium and Aneka Tambang, and Mining Industry Indonesia (MIND ID), the national mining industry holding company, on the development and financing of the largest and most technologically advanced smelter grade alumina refinery in Indonesia. The project is part of the Indonesia’s National Strategic Project program, and will support the national mining industry by bridging the gap between upstream mining operations and the downstream aluminum value chain. The project, which is located in Mempawah, West Kalimantan province, has a capacity of one million tones per annum, and uses the Bayer refining process. The total capital expenditure of the project is approximately US$1 billion, including the main refinery and ancillary power and transportation infrastructure. Partners Frederic Draps and Alfred Ng, supported by partners Rizaldy Tauhid and Ratih Nawangsari, led the firms’ team in the transaction.

AZB & Partners is advising Tribe Capital V LLC-Series 27, a fund managed by Tribe Capital, on its Rs5.1 billion (US$68.7m) acquisition via Series E fund raise round, along with other investors, of equity stake in Zinka Logistics Solutions, operator of online logistics platform BlackBuck. The other investors include Sands Capital Private Growth II, Sands Capital Private Growth III, International Finance Corporation, Ithan Creek Master Investors (Cayman), IFC Emerging Asia Fund, VEF AB, Rajaraman Parameswaran, QED Innovation Labs and Kumar Puspesh. Partners Srinath Dasari and Nanditha Gopal are leading the firm’s team in the transaction, which was signed on July 7, 2021 and is yet to be completed.

AZB & Partners has also advised Internet Fund III, an affiliate of Tiger Global Management, on its Rs2 billion (US$27m) acquisition via Series A funding round, along with other investors, of equity stake in Primetrace Technologies, operator of social media networking platform Kutumb. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was signed on June 1, 2021 and was completed on July 15, 2021.

Baker McKenzie has advised VNLIFE on raising more than US$250 million in a series B funding round led by General Atlantic and Dragoneer Investment Group, with participation from PayPal Ventures and EDBI, the corporate investment arm of Singapore’s Economic Development Board. The round, reportedly one of the largest conducted in Vietnam, also saw the participation of existing investors Singapore sovereign wealth fund GIC and SoftBank Vision Fund. VNLIFE is a leading technology company and is the parent company of fintech VNPAY, a unicorn fintech firm facilitating digital payment offerings for over 40 banks in the country. VNLIFE also operates VNPAY-QR, the nation’s largest interoperable cashless payment network, with 22 million users and over 150,000 merchants. Partner HoangKimOanh Nguyen, head of the banking and finance and capital markets practice in Vietnam, led the firm’s team in the transaction.

Baker McKenzie is also advising Chong Hing Bank on a privatization proposal, via a scheme of arrangement, by its parent company, Yue Xiu Enterprises (Holdings). The transaction is subject to shareholders’ approval and sanction of the Hong Kong Court, and the delisting of the shares of Chong Hing Bank will take place when all conditions are satisfied. An authorized institution under the Hong Kong Banking Ordinance, Hong Kong-listed Chong Hing Bank offers a full range of commercial banking and financial products and services to individual and corporate customers in Hong Kong, Macau and the Mainland. Yue Xiu Enterprises is a wholly-owned subsidiary of Guangzhou Yue Xiu Holdings, and is principally engaged in real estate, finance and securities, and transport and infrastructure. Guangzhou Yue Xiu Holdings is beneficially wholly-owned by the Guangzhou Municipal People’s Government of China. Hong Kong partner Dorothea Koo, supported by Hong Kong partner Kwun Yee Cheung, led the firm’s team in the transaction.

Davis Polk has advised Aluminum Corporation of China (Chalco) on the US$500 million 1.55 percent guaranteed bonds and US$500 million 2.1 percent guaranteed bonds issued by Chalco Hong Kong Investment, Chalco’s wholly-owned BVI subsidiary. Chalco unconditionally and irrevocably guaranteed the bonds. A leading enterprise in the non-ferrous metal industry in China, Chalco principally engages in alumina refining, primary aluminum smelting, chemical alumina products production and sales, trading and logistics of alumina, primary aluminum, other non-ferrous metal products, coal products and raw and ancillary materials in bulk. Chalco’s shares are listed in Hong Kong, New York and Shanghai. Hong Kong partner Gerhard Radtke led the firm’s team in the transaction.

Davis Polk has also advised the initial purchasers on Zhenro Properties Group’s Regulation S offering of its Rmb300 million (US$46.4m) 7.125 percent senior notes due 2022, to be consolidated and form a single class with the Rmb1.3 billion (US$201m) 7.125 percent senior notes due 2022 issued on July 2, 2021. The notes are being issued as “green bonds” under the issuer’s green bond framework. Hong Kong-listed Zhenro Properties Group is a large comprehensive property developer in China. Hong Kong partner Gerhard Radtke also led the firm’s team in the transaction.

J Sagar Associates has advised Aarti Industries, Edelweiss Financial Services, Ambit and Kotak Mahindra Capital on the qualified institutions placement of Aarti Industries. It had filed a placement document on June 30, 2021 for the issue of approximately 14 million equity shares, aggregating to Rs12 billion (US$161.7m), to qualified institutional buyers. Aarti Industries is the leading specialty chemical manufacturer producing benzene-based derivatives in India, and it also ranks among the largest players globally across various processes, such as chlorination, nitration, and hydrogenation (in volume terms). Partner Arka Mookerjee, supported by partner Siddhartha Desai, led the firm’s team in the transaction, which was concluded in four months from the date of its kick-off.

J Sagar Associates has also advised Godrej Fund Management, the real estate-focused private equity arm of the Godrej Group, on an acquisition by its platform GBTC I (Master), with an investment in a special purpose vehicle for acquiring a parcel of land of around nine acres in Pune, with development potential of around 1.5 million sq ft for a commercial office project. Partner Rupinder Malik, supported by partner Rajul Bohra, led the firm’s team in the transaction.

Khaitan & Co has advised JSW Cement, India’s leading green cement company, on raising Rs15 billion (US$202m) from global private equity investors Apollo Global Management, through its managed funds, and Synergy Metals Investments Holding, with each investor investing Rs7.5 billion (US$101m) of primary capital. The transaction is a structured private equity deal, where compulsorily convertible preference shares (CCPS) are issued to the investors, and the conversion of such CCPS into common equity of the company will be linked to the company’s future performance and valuation, determined at the time of the IPO. This investment will help JSW Cement accelerate its capacity expansion from current 14 MTPA to 25 MTPA. JSW Cement is part of the diversified US$13 billion JSW Group. As one of India’s leading business houses, JSW Group also has other business interests in sectors such as steel, energy, infrastructure, paints, sports and venture capital. Partner Niren Patel, supported by director Vinita Krishnan and partners Anisha Chand, Shivanshu Thaplyal, Anshul Prakash, Nishad Nadkarni, and Devendra Deshmukh, led the firm’s team in the transaction, which was announced on July 28, 2021. Khaitan Legal Associates, led by founder and senior partner Sakate Khaitan, advised Synergy Metals Investments Holding, while Shardul Amarchand Mangaldas, led by partners Gunjan Shah and Shruti Kinra, advised Apollo Global Management.

Khaitan & Co has also advised Panatone Finvest, the investment arm of Tata Sons, on the acquisition of equity shares and warrants of Tejas Networks, aggregating up to approximately 69 percent of its expanded voting share capital, for Rs29.22 billion (US$393.5m). This includes the shares for which a mandatory tender offer has been announced by Panatone Finvest and its group companies, in accordance with the SEBI Takeover Regulations. Executive director Sudhir Bassi and partners Bharat Anand, Pashupati Nath and Arindam Ghosh, supported by partners Aditya Patni, Moin Ladha, Harsh Walia, Pranjal Prateek, Indruj Singh Rai and Manisha Shroff, led the firm’s team in the transaction, which was announced on July 29, 2021. Tejas Networks was advised by Bangalore partner Ganesh Prasad.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Social Capital Suvretta Holdings on its IPO of 22 million Class A ordinary shares, plus a 15 percent underwriter over-allotment option, and its listing on the Nasdaq. The issuer is a special purpose acquisition company formed to pursue business combination targets, which focuses on completing combinations in the biotechnology industry and within the neurology subsector of such industry. The offering, which closed on July 2, 2021, raised approximately US$220 million, following an upsize of 15 percent underwriter over-allotment option. Partner Matt Roberts led the firm’s team in the transaction, while Wachtell, Lipton, Rosen & Katz acted as US counsel. Ropes & Gray acted as US counsel to Morgan Stanley & Co, as the underwriter.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Dingdong, a Cayman Islands exempted company, on its IPO of American Depositary Shares, representing its class A ordinary shares, and its listing in New York. Founded in 2017, Dingdong is a self-operated freshness platform and a life service app that provides distribution services. The main products offered are vegetables, soy products, fruits, meat and poultry, eggs, aquatic seafood, rice, flour and oils, and snack foods. The offering, which closed on July 1, 2021, raised approximately US$95.7 million. Partner Everton Robertson led the firm’s team in the transaction, while Kirkland & Ellis International acted as US counsel. Cleary Gottlieb Steen & Hamilton acted as US counsel to Morgan Stanley & Co, BofA Securities and Credit Suisse Securities (USA), as the underwriters.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is acting for NanoFilm Technologies International on its S$140 million (US$103.6m) joint venture with Venezio Investments, a wholly-owned subsidiary of Temasek Holdings, to undertake the hydrogen energy and hydrogen fuel cell business of the NanoFilm Group, through Sydrogen Energy. Partners Favian Tan and Benjamin Cheong are leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also acted for Singapore-listed Beng Kuang Marine on its placement of S$1.35 million (US$998.5m) new shares via SAC Capital, as placement agent. Partners Danny Lim and Penelope Loh led the firm’s team in the transaction.

Shearman & Sterling has represented Nomura International and Admiralty Harbour Capital, as the dealer managers, on the exchange offer by Anton Oilfield Services Group of up to the maximum acceptance amount of its outstanding 7.5 percent senior notes due 2022 for 8.75 percent senior notes due 2025. In connection with the exchange offer, the company issued US$61.9 million 8.75 percent senior notes due 2025. The firm also represented Nomura International and Admiralty Harbour Capital, as the initial purchasers, on Anton Oilfield Services Group’s concurrent new money offering of US$88.1 million 8.75 percent senior notes due 2025. Anton Oilfield Services Group is a leading integrated oilfield technology service company that provides a full range of products and services for oil and gas development. Its business covers more than 30 countries and regions, including China, the Middle East, Africa, Central Asia, Southeast Asia and Latin America. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.

WongPartnership advised Sri Trang Gloves (Thailand) on its secondary listing via introduction of its ordinary shares in Singapore. Sri Trang Gloves has a market capitalisation of approximately S$5.5 billion (US$4.1b), based on the closing market price of its shares quoted in Thailand on May 7, 2021. Partners Gail Ong and Karen Yeoh led the firm’s team in the transaction.

WongPartnership has also acted for a global investment firm on the joint venture for freighter aircraft leasing. Partners Mark Choy and Soong Wen E led the firm’s team in the transaction.

Latest Deals
Latest Articles
In-House Community Magazine – October 2021, including Cybersecurity and Data Protection Special Report 2021
In this edition, noting the ever-expanding risks of cyberattacks around the world we unpack how in-house counsel play a crucial part in preparing for and dealing with cyberattacks against their companies. We also reveal the details of Thailand’s comprehensive ...