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Kudun and Partners has represented B.Grimm Power on a cross-border investment transaction on acquiring 100 percent shares in a company that has obtained the right to develop the first ground-mounted solar photovoltaics project in Cambodia, with the power purchase agreement for 30 MW with Electricite Du Cambodge (EDC) for 20 years. B.Grimm is one of the oldest and largest infrastructure developers in Thailand. Upon completion of the acquisition, the firm continued to assist on the project development phase, including preparation and finalization of the construction and supply agreements. Partner Kudun Sukhumananda, supported by partner Chai Lertvittayachaikul, led the firm’s team in the transaction.

Kudun and Partners has also represented CNNC Joint Venture, consisting of Prima Marine subsidiary NTL Marine, and Nathalin and Zhonggang Construction Group from China, on setting up the joint venture company and the submission of bidding proposal to the Port Authority of Thailand for the construction work of Laem Chabang Port Development Project Phase 3 (Part 1) Off-Shore Construction, a key project in Thailand’s Eastern Economic Corridor, which is put forward by the current Thai government to attract investment, boost innovation and upgrade the industries. Partner Kom Vachiravarakarn led the firm’s team in the transaction.

 

VILAF

VILAF has advised BIM Land Joint Stock Company on its offering of US$200 million 7.375 percent high yield bonds due 2026 for listing in Singapore, and which was closed in May 2021. The deal is one of the first Regulation S international bond offering by a non-public company in Vietnam, and is also Vietnam’s first green bond. A subsidiary of BIM Group, BIM Land is one of the leading resort and hotel developers in the country, lending its expertise to major international resort players, including Hyatt Group, InterContinental Hotels Group and Frasers Property Group. The capital raised from the bond issuance will be used to develop the company’s real estate projects, including many green and environmental protection projects. Founding partner Phong Tran led the firm’s team in the transaction.


 

 

Allen & Gledhill has advised DBS Bank, Oversea-Chinese Banking Corporation (OCBC) and Malayan Banking Singapore Branch (Maybank) on the S$871.75 million (US$642m) term loan and revolving facilities to Phoenix Commercial and Phoenix Residential, which are 70:30 joint ventures between Allgreen Properties and Kerry Properties. This is the first green loan for both Allgreen and Kerry. The facilities will be used to finance a mixed-use development project in Pasir Ris, Singapore, which will comprise 487 residential apartments known as Pasir Ris 8, and will be integrated with a four-level retail podium with net lettable area of about 268,000 square feet. DBS, OCBC and Maybank were appointed mandated lead arrangers and original lenders. DBS and OCBC were appointed green loan advisors, while OCBC was appointed facility agent and security agent. Partner Daselin Ang led the firm’s team in the transaction.

Allen & Gledhill has also advised IREIT Global Group, manager of IREIT Global, on a €110.5 million (US$130m) proposed acquisition of 27 retail properties in France from Decathlon. The firm also acted as transaction counsel to IREIT Global on its S$126.7 million (US$93.3m) equity fund raising, via placement of approximately S$7 million (US$5.15m) new units in IREIT Global to Bond Capital Partners, and non-renounceable preferential offering of approximately S$119.7 million (US$88m), to part finance the transaction. This is IREIT Global’s first foray into France, and will strengthen its portfolio and reduce its reliance on any single geographical location or trade sector. Managing partner Jerry Koh and partner Teh Hoe Yue led the firm’s team in the transaction.

AZB & Partners is advising Brookfield Asset Management on the approximately Rs9 billion (US$121m) acquisition of 100 percent equity shareholding of Space Teleinfra by Tower Infrastructure Trust, a SEBI-registered InvIT managed by Brookfield India Infrastructure Manager, which is controlled by Brookfield Asset Management. Partners Gautam Saha and Nikhil Bahl are leading the firm’s team in the transaction, which was signed on July 20, 2021 and is yet to be completed.

AZB & Partners has also acted as Indian counsel to Anand Rathi Wealth on its IPO, via an offer for sale, of up to 12 million equity shares, with face value of Rs5 (US$0.067) each. Partners Varoon Chandra and Lionel D’Almeida led the firm’s team in the transaction.

Baker McKenzie has advised Far East Horizon (FEH) and its wholly-owned subsidiary Universe Trek on Universe Trek’s issuance of US$200 million zero coupon guaranteed convertible bonds due 2026, guaranteed by FEH. A leading integrated financial service provider in China, FEH is committed to provide customers with customized, one-stop financial solutions through financial leasing and other value-added services. Huatai Financial Holdings (Hong Kong) is the sole global coordinator, sole book-runner and sole lead manager for the transaction. Beijing partner Hang Wang of Baker McKenzie (Beijing) and Bing Han of FenXun Partners (Beijing) led the firms’ team in the transaction, which was completed on August 5, 2021.

Baker McKenzie has also advised China International Capital Corporation Hong Kong Securities (CICC) on the proposed privatization, via merger by absorption, of China Machinery Engineering Corporation (CMEC). The cash consideration to be paid by the offeror is approximately HK$3.4 billion (US$437m). The merger agreement has become effective. CMEC’s H shares were delisted in Hong Kong on August 6, 2021. CICC is the financial adviser to the offeror, a wholly-owned subsidiary of China National Machinery Industry Corporation, a state-owned enterprise wholly-owned by the State Council of China and is the controlling shareholder of CMEC. A joint stock limited company incorporated in China and listed in Hong Kong, CMEC is an international engineering contractor and service provider, with a primary focus on engineering, procurement construction projects and particular expertise in the power sector. Partners Christina Lee (Hong Kong) and Hang Wang (Beijing) of Baker McKenzie, supported by Betty Wong (Hong Kong) and Bing Han (Beijing) of FenXun Partners, led the firm’s team in the transaction.

Clifford Chance has advised Partners Group, a leading global private markets firm, acting on behalf of its clients, on the A$620 million (US$455m) acquisition of a portfolio of eleven Travelodge hotels in Australia from Mirvac and NRMA. Partners Group will acquire the portfolio in a joint venture with Singapore sovereign wealth fund GIC and Australian hospitality operator Salter Brothers. The acquisition is the largest of its kind to transact in Australia, and is one of the biggest hotel real estate transactions in Asia Pacific this year. The Travelodge portfolio is diversified across key metropolitan centers, including Sydney, Melbourne and Brisbane, and consists of over 2,000 rooms. Acquiring the portfolio will provide an opportunity for Partners Group to capitalize on the long-term relative value of Australia’s hospitality sector, and will enable immediate scale in the sector. Partners Reuben van Werkum and Andrew Crook led the firm’s team in the transaction, which is subject to satisfaction of customary conditions precedent.

Davis Polk has advised Zylox-Tonbridge Medical Technology on its IPO and listing in Hong Kong, in reliance on Rule 144A and Regulation S of the Securities Act of 1933. The gross proceeds from the offering amounted to approximately HK$2.56 billion (US$329m), prior to any exercise of the over-allotment option. Zylox-Tonbridge Medical Technology is a leading player in the neuro- and peripheral-vascular interventional medical device market in China. Partners Yang Chu, Li He and Xuelin (Steve) Wang led the firm’s team in the transaction.

Davis Polk has also advised the joint lead managers on the Regulation S offering of US$250 million principal amount of 12.5 percent senior notes due 2024 on August 4, 2021. The notes are guaranteed by Fujian Yango Group. Concurrently with the notes offering, the firm advised the dealer managers on the cash tender offer for any and all of its outstanding 12.50 percent senior notes due 2021. Fujian Yango Group is a large private corporate group primarily engaged in property development, trading, education services and environmental protection businesses. Leveraging its strong foothold in Fujian province, Fujian Yango Group has expanded into other cities across China. Hong Kong partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.

Dentons has acted as international and Chinese counsel to Kunming-headquartered Yunnan Communications Investment and Construction Group, an integrated transport infrastructure investor, public road construction developer and industry-financial services provider, on the global offering of its English law-governed US$200 million 3.1 percent guaranteed notes due 2024 under Regulation S, and to be listed in Hong Kong. China Industrial Securities International was the sole global coordinator, while ICBC Singapore, ICBC International, CEB International, China Minsheng Banking Hong Kong Branch, Industrial Bank Hong Kong Branch and Glory Sun Financial were the joint lead managers and joint book-runners. Hong Kong capital markets partners Gordon Ng and Man Chiu Lee and Kunming senior partners Wei Ma and An Li led the firm’s team in the transaction.

J Sagar Associates has advised Danfoss and its Indian subsidiaries on its acquisition of the hydraulics business from Eaton Corporation and its Indian subsidiaries. Danfoss entered into a stock and asset purchase agreement in January 2020 to acquire Eaton’s hydraulics business across various jurisdictions. After receiving necessary regulatory approvals and completion of closing conditions, Danfoss has acquired the global hydraulics business from Eaton. With this acquisition, Danfoss will have the broadest selection of mobile and industrial hydraulics products and solutions available on the market, with the full line offering, including fluid conveyance systems. Partner Sidharrth Shankar, supported by partner Prakriti Jaiswal, led the firm’s team in the transaction, which was valued at approximately US$3.3 billion.

J Sagar Associates has also advised Aviacode on the 100 percent sale of the shares of its subsidiary Anza Medicode India to ChrysCapital-backed GeBBs Healthcare Solutions. The firm also advised Aviacode on the India leg of the overseas merger between Aviacode and the US merger subsidiary of GeBBs India. Aviacode is a provider of medical coding and compliance services to hospitals and physician groups. GeBBS is a leading provider of technology-enabled revenue cycle management (RCM) and risk adjustment solutions for healthcare providers. The transaction expands the services, capabilities and geographical footprints of both companies, enabling clients to benefit from an integrated RCM solution offering from one partner. Partner Shivpriya Nanda, supported by partner Shafaq Uraizee Sapre, led the firm’s team in the transaction, while Dorsey & Whitney advised on the US leg of the deal.

K Law has represented TCF Entertainment on a commercial IP suit it filed before the Bombay High Court against Zee Entertainment Enterprises and Optimystix Entertainment India for, inter alia, infringing TCF’s registered trademark “The Comedy Factory”. After detailed hearing for ad-interim reliefs, Zee proposed to change the name of its show from “Zee Comedy Factory” to “Zee Comedy Show” and was also directed to pay costs to TCF. Partner Ayush Agarwala led the firm’s team representing the client.

 

Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to Missfresh on its IPO of 21 million American Depositary Shares, representing its class B ordinary shares, and its listing on the Nasdaq. Missfresh is an innovator and leader in China’s neighborhood retail industry. The offering, which closed on June 29, 2021, raised approximately US$273 million. Partner Everton Robertson led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Davis Polk & Wardwell acted as US counsel for JP Morgan Securities, Citigroup Global Markets, China International Capital Corporation Hong Kong Securities and China Renaissance Securities (Hong Kong), as the underwriters.

Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to AiHuiShou International on its IPO of approximately 16.23 million American Depositary Shares, representing its class A ordinary shares, and its listing in New York. The offering, which closed on June 22, 2021, raised approximately US$227 million. AiHuiShou International is the largest pre-owned consumer electronics transactions and services platform in China. Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Latham & Watkins acted as US counsel for Goldman Sachs (Asia), BofA Securities and China Renaissance Securities (Hong Kong), as the underwriters.

Paul Hastings has advised KakaoBank on its US$2.2 billion IPO in Korea. Credit Suisse and KB Investment & Securities acted as the joint global coordinators and joint book-runners, with Citigroup acting as a joint book-runner. The leading mobile-only bank and fintech platform in Korea, KakaoBank is a member of the Kakao Group, Korea’s leading internet conglomerate. Corporate partner Iksoo Kim led the firm’s team in the transaction.

Paul Hastings has also advised HK inno.N on its US$523 million global offering and listing in Korea. JP Morgan, Samsung Securities and Korea Investment & Securities acted as the lead underwriters. HK inno.N is a leading biopharmaceutical and health and beauty care company in Korea, and is the flagship pharmaceutical company of the HK Kolmar Group, a leading conglomerate in the fields of cosmetics, pharmaceuticals and health foods in Korea. Corporate partner Iksoo Kim also led the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is advising Bridgetown 2 Holdings, a special purpose acquisition company formed by Pacific Century Group and Thiel Capital, on its proposed merger with PropertyGuru into a combined company with an equity value of approximately US$1.78 billion, and the proposed listing of the combined company in New York. Partners Evelyn Wee and Hoon Chi Tern, supported by partners Desmond Wee, Benjamin Cheong, Elsa Chai, Lina Chua and Vikna Rajah, are leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, has also advised NewQuest Capital Partners on its acquisition of a controlling stake in Cosmos-Maya from KKR-backed Emerald Media. Partners Sandy Foo and Lee Jin Rui led the firm’s team in the transaction.

Shearman & Sterling has advised Abu Dhabi Future Energy (Masdar) and PJB Investasi, a subsidiary of Indonesian state-owned offtaker PLN, on the US$114 million financing of a 145MWac floating solar photovoltaic power project on the Cirata Reservoir in Indonesia, the largest project of its kind in South East Asia. Financial close was achieved on August 3, 2021. This is the first IPP in Indonesia to be financed by commercial banks on an uncovered basis, the first renewable project to be done under Presidential Regulation 4/2016, which requires a PLN subsidiary to hold a 51 percent stake in the project company, and the first investment by Masdar in the region. Singapore project development and finance partner Jean-Louis Neves Mandelli led the firm’s team in the transaction.

S&R Associates has represented Kotak Mahindra, BofA Securities, Goldman Sachs, DAM Capital, BOB Capital Markets and SBI Capital Markets, as the book-running lead managers, on the Rs15.14 billion (US$203.5m) IPO by Glenmark Life Sciences, a leading developer and manufacturer of select high value, non-commoditized active pharmaceutical ingredients in chronic therapeutic areas. Partners Sandip Bhagat and Jabarati Chandra led the firm’s team in the transaction.

S&R Associates has also represented IRB Infrastructure Trust, India’s first unlisted infrastructure investment trust, on a Rs3.82 billion (US$51.3m) rights issue to eligible unitholders of the private InvIT, which included IRB Infrastructure Developers (the sponsor) and affiliates of GIC. Partner Sandip Bhagat led the firm’s team in the transaction, which is the second rights issue by an unlisted infrastructure investment trust in India.

WongPartnership has acted for the lenders on the US$1 billion acquisition financing for Olde Thompson to Olam Holdings. Partners Susan Wong and Felix Lee led the firm’s team in the transaction.

WongPartnership has also acted for KKR & Co on the acquisition by PropertyGuru of REA Group’s operating entities in Malaysia and Thailand. Managing partner Ng Wai King and partners Kyle Lee and Soong Wen E led the firm’s team in the transaction.

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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 ...