Allen & Gledhill has advised National University of Singapore (NUS) on the issue of its S$300 million (US$220.5m) 1.62 percent notes due 2031, under its S$2 billion (US$1.47b) multicurrency medium term note program. NUS raised S$300 million (US$220.5m) through the issue of green bonds under the program, where the net proceeds from the issue will be allocated to finance green projects under the new Green Finance Framework of the university. The Green Finance Framework provides the overarching criteria and guidelines for NUS to enter into green finance transactions, and is a move by the university to extend its efforts in addressing climate change and environmental sustainability. NUS is believed to be the first university in Asia to launch a framework on sustainability-linked finance, and to issue a green bond. Partners Margaret Chin and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill and its network firm in Indonesia, Soemadipradja & Taher, has also advised New York-listed Amphenol on its acquisition of Positronic, a global manufacturer of high reliability power and signal connectors for a wide variety of industries, and has locations in the US, Singapore, France, Indonesia, India and China. Partners Christian Chin, Shalene Jin and Eugene Ho, and Soemadipradja & Taher partner Rahmat Soemadipradja led the firms’ team in the transaction.
Ashurst has advised Digi.com on the US$12.1 billion merger of Digi.com and Celcom Axiata. The merged company will become Malaysia’s largest telecommunications company. Axiata Group, the seller, will transfer its stake in Celcom to Digi.com for M$17.8 billion (US$4.2b). Axiata will receive new shares and M$1.7 billion (US$402m) in cash from Digi Telecom, and close to M$300 million (US$71m) from Telenor Asia, Digi’s largest shareholder. The merged entity will have a pre-synergy equity valuation of close to M$50 billion (US$11.8b). The merged company will provide better network quality and coverage, and have greater scale to invest, drive 5G solutions and help catalyze new growth opportunities for large enterprises and SMEs. It will also leverage on combined economies of scale, while creating benefits through strengthening core distribution, delivering improved network operations, and realizing efficiencies from operational activities. Partner Chin Yeoh, supported by partners Ronnie King, Tom Connor and Myfanwy Wood, led the firm’s team in the transaction, which is the largest telecommunications deal in Malaysia.
Ashurst has also advised Hangzhou Fuyang Chengtou Group (HK) on its second public offering of offshore bonds, in the aggregate amount of US$328 million, guaranteed by Hangzhou Fuyang City Construction Investment Group, an SOE wholly-owned by the Hangzhou Fuyang District State-owned Assets Supervision and Administration Commissions. The bonds are listed in Hong Kong. Hangzhou Fuyang City Construction Investment Group is one of the most important city construction, investment and financing platforms in Fuyang District of Hangzhou city, and is the sole operator that undertakes infrastructure construction and land development in the central urban area of that district. The firm acted as counsel to the issuer and the guarantor, and advised on English and Hong Kong law. The proceeds from the issuance will be used for repayment of the guarantor group’s existing debt obligations that were incurred outside China. Partner Jini Lee led the firm’s team in the transaction.
AZB & Partners is acting as India counsel to JM Financial and Axis Capital, as the book-running lead managers, on Chemspec Chemicals’ IPO, via an offer for sale by the selling shareholders, aggregating up to Rs7 billion (US$94m). The draft red herring prospectus dated July 14, 2021 was already filed with the SEBI. Partners Varoon Chandra and Lionel D’Almeida are leading the firm’s team in the transaction, which is yet to be completed.
AZB & Partners is also advising PAG Asia Capital on the Rs10.54 billion (US$141.5m) acquisition by its affiliates, PAGAC Ariane and Asia Pragati Strategic Investment Fund, of a more than 50 percent controlling stake in Acme Formulations. Partners Ashwath Rau, Atreya Bhattacharya and Jasmin Karkhanis are leading the firm’s team in the transaction, which was signed on July 14, 2021 is yet to be completed.
Clifford Chance has advised private equity firm MBK Partners on the US$1.1 billion privatization, via a voluntary general offer and subsequent compulsory acquisition, of China Auto Rental (CAR), a leading car rental company in China. The firm also advised MBK Partners on the debt financing aspects, in relation to CAR’s take-private, which included loan facilities, bond financings, convertible bond issuance and consent solicitation processes to facilitate the privatization. On July 5, 2021, MBK Partners completed the compulsory acquisition procedure under Cayman law, and acquired 100 percent ownership in CAR, which was delisted in Hong Kong on July 8, 2021. Hong Kong partners Anthony Wang (finance), Edith Leung (finance), Bryan Koo (PE M&A) and David Tsai (DCM) led the firm’s team in the transaction.
Davis Polk has advised Black Spade Acquisition on its US$150 million IPO of 15 million units. Each unit had an initial offering price of $10, and consists of one Class A ordinary share and one-half of one redeemable warrant. The units, the shares and the warrants are listed in New York. Black Spade Acquisition is a newly incorporated special purpose acquisition company formed to effect an initial business combination, and intends to identify a business combination target related to or in the entertainment industry, with a focus on enabling technology, lifestyle brands, products or services and entertainment media in Asia. Partner James Lin led the firm’s team in the transaction.
Davis Polk has also advised the joint global coordinators and the joint book-runners on the primary listing and IPO of HUTCHMED (China) in Hong Kong. The gross proceeds from the offering amounted to approximately HK$4.17 billion (US$535.7m), prior to the exercise of the over-allotment option. HUTCHMED is a global commercial-stage biopharmaceutical company focused on the discovery, development and commercialization of targeted therapies and immunotherapies for the treatment of patients with cancer and immunological diseases. The ADSs of HUTCHMED are listed for trading on the Nasdaq, while its ordinary shares are listed in London. Partner James Lin also led the firm’s team in the transaction.
Gibson, Dunn & Crutcher is advising PCCW on the sale of its Hong Kong-based data center business to New York-listed DigitalBridge Group, a global digital infrastructure REIT. PCCW DC is one of the region’s leading colocation data center businesses, serving global hyperscale and large enterprise customers via a rapidly growing network of facilities based principally in Hong Kong. PCCW DC facilities allow global hyperscalers, technology service providers, content and digital media, and financial services firms to meet their strong regional demand for storage, networking, and compute capabilities in secure and reliable environments. Partners Graham Winter and Connell O’Neill are leading the firm’s team in the transaction, which remains subject to customary closing conditions, and is expected to close in the fourth quarter of 2021.
J Sagar Associates has advised HDFC Bank, ICICI Securities, Kotak Mahindra Capital, Motilal Oswal Investment Advisors, SBI Capital Markets and Equirus Capital, as the book-running lead managers, on the recent IPO of G R Infraprojects. The IPO was via an offer for sale by the selling shareholders of approximately 11.5 million equity shares, priced at Rs837 (US$11.23) each, aggregating to approximately Rs9.6 billion (US$129m). G R Infraprojects is an integrated road EPC company with experience in design and construction of various road/highway projects across 15 states in India, and having recently diversified into projects in the railway sector. Partners Madhurima Mukherjee and Arka Mookerjee, supported by partner Pracheta Bhattacharya, led the firm’s team in the transaction.
J Sagar Associates has also advised Info Edge (India) (Naukri.com), as a selling shareholder, in the IPO of Zomato, which listed on July 23, 2021. The size of the IPO was Rs93.75 billion (US$1.26b), which included a sale by Info Edge of its shares worth Rs3.75 billion (US$50.3m). Info Edge was the very first investor in Zomato. Zomato’s IPO is the first Indian internet unicorn to make its stock market debut. The issue, which was over-subscribed by 38 times, is the largest IPO in India since March 2020. Partner Rohitashwa Prasad, supported by partners Kumarmangalam Vijay and Manish Mishra, led the firm’s team in the transaction.
Khaitan & Co has advised Space Teleinfra on the sale of 100 percent shareholding by the existing shareholders to Tower Infrastructure Trust (backed by Brookfield, GIC and British Columbia) for Rs9 billion (US$121m) and additional milestone-based consideration. Partner Prasenjit Chakravarti, supported by executive director Sudhir Bassi and partners Harsh Walia, Vivek Mimani and Atul Pandey, led the firm’s team in the transaction, which was announced on July 20, 2021. AZB and Partners advised Tower Infrastructure Trust.
Khaitan & Co has also advised the Blackstone Group, one of the world’s leading investment firms, on the acquisition, through funds managed by the group, of a controlling stake in Simplilearn Solutions, a leading India-based online learning ‘bootcamp’ offering digital skills training and courses to working professionals all over the world. As part of the transaction, Blackstone will acquire all of the stakes held by the exiting private equity investors of the target, ie, Kalaari Capital, Helion Ventures and Mayfield, and stake held by certain angel investors and individuals. Blackstone will also be making primary investment into the target. Partners Haigreve Khaitan, Ganesh Prasad, Ashraya Rao and Tanvi Kumar, supported by partners Supratim Chakraborty, Manavendra Mishra, Ravitej Chilumuri, Jeevan Ballav Panda, Shailendra Bhandare and Harsh Parikh, led the firm’s team in the transaction. Simpson Thacher & Bartlett acted as offshore counsel, while Kirkland & Ellis advised on ABAC aspects.
Maples and Calder, the Maples Group’s law firm in Hong Kong, has acted as Cayman Islands counsel to CARsgen Therapeutics Holdings on its IPO of approximately 94.75 million shares and its listing in Hong Kong. A biopharmaceutical company with operations in China and the US, CARsgen Therapeutics is focused on innovative CAR-T cell therapies for the treatment of hematological malignancies and solid tumors. The offering, which closed on June 18, 2021, raised approximately HK$3.1 billion (US$398m). Partner Derrick Kan led the firm’s team in the transaction, while Davis Polk & Wardwell advised as to Hong Kong and US laws, and Global Law Office advised as to Chinese laws. The joint sponsors, Goldman Sachs (Asia) and UBS Securities Hong Kong, and the underwriters were advised by Herbert Smith Freehills as to Hong Kong and US laws, and by Zhong Lun Law Firm as to Chinese laws.
Maples and Calder, the Maples Group’s law firm in Hong Kong, has also acted as Cayman Islands counsel to Angelalign Technology on its IPO of approximately 16.83 million shares and its listing in Hong Kong. Angelalign is a leading clear aligner treatment solution provider in China. The offering, which closed on June 16, 2021, raised approximately HK$2.9 billion (US$372.5m). Partner Richard Spooner led the firm’s team in the transaction, while Wilson Sonsini Goodrich & Rosati advised as to Hong Kong and US laws, and Han Kun Law Offices advised as to Chinese laws. The joint sponsors, Goldman Sachs (Asia) and China International Capital Corporation Hong Kong Securities, and the underwriters were advised by Clifford Chance as to Hong Kong and US laws, and by Tian Yuan Law Firm as to Chinese laws.
Shearman & Sterling has represented New Metro Global on its offering of US$300 million 4.625 percent guaranteed senior notes due 2025, unconditionally and irrevocably guaranteed by Seazen Holdings. New Metro Global operates as a special purpose entity and a subsidiary of Seazen Holdings, a China-based company engaged in real estate development and operation. Hong Kong capital markets partner Alan Yeung led the firm’s team in the transaction.
Shearman & Sterling has also represented the initial purchasers, including HSBC, Morgan Stanley, China CITIC Bank International, China Securities International, Citigroup, Guotai Junan Interntional and Huatai International, on Sunac China Holdings’ offering of US$400 million 6.8 percent senior notes due 2024, and tap offering of US$100 million 6.5 percent senior notes due 2026. Headquartered in Tianjin, Sunac China Holdings develops, manages and invests in residential and commercial properties in China. Hong Kong capital markets partner Alan Yeung also led the firm’s team in the transaction.
Skadden is advising Bridgetown 2 Holdings, a special purpose acquisition company, in its business combination with Singapore-based PropertyGuru Group, and proposed listing in New York. The transaction values PropertyGuru at an enterprise value of approximately US$1.35 billion and an equity value of approximately US$1.78 billion. The transaction includes a fully committed US$100 million private investment in public equity, with participation from Baillie Gifford, REA Group and Naya. The REA Group has also committed to an additional US$32 million investment in the business combination. The combined company is expected to be listed in New York. PropertyGuru is Southeast Asia’s number one digital property marketplace, with leading positions in Singapore, Vietnam, Malaysia and Thailand. Bridgetown 2 is a blank check company formed by Pacific Century Group and Thiel Capital. The proposed transactions are expected to close in the fourth quarter of 2021 or first quarter of 2022, subject to regulatory and stockholder approvals, and other customary closing conditions. Partners Jonathan Stone, Gregg Noel, and Rajeev Duggal, supported by partners Victor Hollender (New York), Bruce Goldner (New York) and Joseph Yaffe (Palo Alto), are leading the firm’s team in the transaction.
Saraf & Partners has advised V-Mart on the acquisition of 74 value-fashion retail stores, owned and operated by Arvind Lifestyle Brands under the brand name ‘Unlimited’. The transaction was structured as an asset transfer in an all-cash deal, valued at approximately US$20.15 million. With the acquisition, V-Mart has taken its first steps towards expanding its business in West and South India. The transaction furthers V-Mart’s strategy of cluster-based expansion, and dramatically reduces the time-span required for an expansion of this scale. The deal also represents one of the earliest efforts of strategic divestment by the Arvind group. Partners Vikrant Kumar and Arjun Rajgopal, supported by founder and managing partner Mohit Saraf and partner Gayatri Roy, led the firm’s team in the transaction.
S&R Associates has represented Ruptub Solutions, the operator of Treebo Hotels, on an approximately US$16 million Series D funding round led by Accor, a French hospitality group, with participation from certain existing investors. Partner Rachael Israel led the firm’s team in the transaction.
VILAF has advised SCG Packaging on its acquisition of 70 percent equity stake in Duy Tan Plastics Manufacturing. The purchase price includes the initial payment of Vnd3.63 trillion (US$173.5m) and a second payment to be based on Duy Tan’s incremental financial performance for 2020 and 2021, for a total purchase price to be capped at Vnd6.4 trillion (US$261m). Duy Tan is Vietnam’s leading producer of rigid plastic packaging products, generating over US$200 million revenues in 2020, with five subsidiaries. SCG Packaging is a subsidiary of Siam Cement Group (SCG), one of the leading conglomerates in Thailand. The transaction has a complex arrangement involving an option to acquire the remaining stake and a subsidiary in another jurisdiction, an earn-out package and a partnership arrangement. Partners Duyen Ha Vo and Ngoc Luong Trinh led the firm’s team in the transaction.
WongPartnership has acted for SW Investment Holding on the voluntary conditional cash offer by CIMB Bank Singapore Branch, for and on behalf of SW Investment Holding, to acquire all the issued ordinary shares in the capital of Top Global, excluding the shares held in treasury, with a view to privatizing Top Global. Partner Quak Fi Ling led the firm’s team in the transaction.
WongPartnership has also acted for ESR-REIT on the financing of the acquisition of Australian assets. Partner Christy Lim led the firm’s team in the transaction.
