Latest Deals

Allen & Gledhill has advised the Housing and Development Board on the issue of S$900 million (US$670m) fixed rate notes due 2028, under its S$32 billion (US$23.8b) multi-currency medium term note programme. Partners Margaret Chin, Fabian Tan and Sunit Chhabra led the firm’s team in the transaction.

Allen & Gledhill has also advised PRE 10 (Perennial) on its S$280.9 million (US$209m) acquisition of Caldecott Broadcast Centre, Andrew Road, Singapore. The sale was done via tender, with bidders given a choice to acquire the property directly via an asset acquisition, or indirectly via an acquisition of the entire paid-up capital of Caldecott Properties, the registered proprietor of the property. Perennial was the successful tenderer, and elected to acquire the property via an acquisition of the entire paid-up capital of Caldecott Properties. At the time of the award of the tender, the 69,864.50 square metre site was the largest private redevelopment site sold in 2020. The property is located at the Caldecott Hill Good Class Bungalow Area in Singapore, and is an iconic landmark which has served as a broadcast hub for more than six decades until 2015. Partners Ho Kin San, Lim Mei Ann and Lee Kee Yeng led the firm’s team in the transaction.

Ashurst has represented Japanese trading house Sojitz on its acquisition of an equity interest in Qualitas Medical, a leading provider of primary healthcare and wellness services in the Asia Pacific region. Through this investment, Sojitz will gain access to the booming healthcare sector in Asia Pacific. With two decades of experience in the healthcare industry, Qualitas operates in Malaysia, Singapore and Australia, and the injected capital will allow further growth and expansion into regions like Vietnam. The Qualitas group comprises nearly 100 entities operating across multiple jurisdictions in a highly regulated industry. Partner Tracy Whiriskey, supported by partners Michelle Phang and Natsuko Ogawa, led the firm’s team in the transaction.

Ashurst has also acted as international counsel, advising on English and Hong Kong law aspects, for the joint lead managers on the US$270 million notes issued by Ji’an Chengtou Holding Group, the largest state-owned assets operation platform in Ji’an City, Jiangxi, China. The notes are listed in Hong Kong. Shenwan Hongyuan Securities (HK) and China CITIC Bank International acted as the joint global coordinators, joint book-runners and joint lead managers. Bank of China, BOCOM International Securities, CNCB (Hong Kong) Capital, Guotai Junan Securities (Hong Kong), Guoyuan Capital (Hong Kong) and Industrial Bank Hong Kong Branch acted as the joint book-runners and joint lead managers. A state-owned enterprise wholly-owned by the Ji’an City State-owned Assets Supervision and Administration Commission, Ji’an Chengtou Holding’s main business segments include land development and infrastructure construction. The transaction is Ji’an Chengtou Holding’s first offshore notes issuance, and also the first offshore notes issued by any company from Jiangxi Province this year. Partner Jini Lee led the firm’s team in the transaction, while Guantao Law Firm, led by partners Shaosong Sun, Yue Guan and Michael Chen, acted as Chinese counsel.

AZB & Partners is advising Wipro on its Rs105.2 billion (US$1.45b) acquisition of 100 percent of the share capital of the Capital Markets Company group, through its holding companies Cardinal US Holdings and Cardinal Foreign Holdings. Partners Srinath Dasari and Bhuvana Veeraragavan are leading the firm’s team in the transaction, which was signed on March 03, 2021 and is yet to be completed.

AZB & Partners is also advising Accenture on its acquisition of 100 percent of the equity share capital of Imaginea Technologies from their existing shareholders. Partners Vaidhyanadhan Iyer and Shreya Rao are leading the firm’s team in the transaction, which was signed on January 31, 2021 and is yet to be completed.

Clayton Utz is advising Japanese diversified financial services company Shinsei Bank on its acquisition of a A$300 million (US$230m) stake in Australian credit cards and consumer finance company Latitude Financial Group. Under the transaction, Shinsei Bank will acquire 9.95 percent interest in Latitude, followed by 0.05 percent interest, subject to Foreign Investment Review Board approval. Corporate partner and Japanese bengoshi Hiroyuki Kano is leading the firm’s team in the transaction, working closely with Shinsei Bank’s Japanese adviser Anderson Mori & Tomotsune.

Clifford Chance has advised JP Morgan Securities (Asia Pacific), as the exclusive financial advisor to SF Holding, acting through its wholly-owned subsidiary, on its HK$17.6 billion (US$2.26b) pre-conditional voluntary partial offer to acquire approximately 51.8 percent in Kerry Logistics Network. The launch of the partial offer is subject to certain pre-conditions, including antitrust, regulatory and shareholders’ approvals. SF Holding is a leading integrated express logistics service provider in China, with a distribution network and services footprint across Asia. Partners Amy Lo and Bryan Koo, supported by partner Edith Leung, led the firm’s team in the transaction. The firm has also advised JP Morgan, as sole mandated lead arranger and book-runner, on its certain funds debt financing to an affiliate of SF Holding relating to the partial offer. Partner Anthony Wang led the firm’s team in the transaction.

Clifford Chance has also advised NSK on its acquisition of Brüel & Kjær Vibro (B&K Vibro), the global condition monitoring system (CMS) business, from Spectris. The acquisition of B&K Vibro, which is headquartered in Germany with sister companies in Denmark and the US, will help NSK accelerate innovation and the development of its business in the growing CMS market. Tokyo-listed NSK is the top supplier of bearings in Japan, and is the third largest supplier in the world by market share. B&K Vibro is one of the world‘s largest independent suppliers of machinery protection and condition monitoring systems, which are used in the oil and gas, petrochemical and renewable energy industries. The cross-border deal involved share and asset transfers in ten jurisdictions. Tokyo partner Natsuko Sugihara, supported by partners Jӧrg Rhiel (Frankfurt) and Benjamin Sibbett (New York), led the firm’s team in the transaction, which was signed on December 10, 2020 and was completed on March 1, 2021.

Davis Polk has advised Tuya on its IPO of approximately 50.13 million Class A ordinary shares, raising approximately US$915 million in total gross proceeds, including approximately 6.54 million shares purchased pursuant to the full exercise of the underwriters’ over-allotment option. The Class A ordinary shares are listed in New York. Tuya is a leading global IoT cloud platform based in China that delivers a full suite of offerings, including Platform-as-a-Service and Software-as-a-Service to businesses and developers. Tuya’s IoT cloud platform is capable of processing over 84 billion cloud requests and over 122 million AI voice interactions daily. Smart devices powered by Tuya are available in over 100,000 stores all over the world. Partners Li He and James Lin led the firm’s team in the transaction.

J Sagar Associates has advised Ares SSG, a leading Asia-Pacific alternative asset manager, as the successful resolution applicant on the debt resolution of Altico Capital India. Altico was undergoing an out-of-court lender-driven debt resolution process. Lenders led by State Bank of India formed a committee and initiated the resolution plan. About 27 lenders have exposure to Altico. Ares SSG, through the entities identified by it, acquired all outstanding loans and investments from Altico, as part of the debt resolution process. This deal marks the first resolution of a stressed NBFC outside the Insolvency and Bankruptcy Code 2016, through a lender-driven process, and represents Ares SSG’s single largest investment in India to date. Partner Aashit Shah, supported by partners UtsavJohri and Vaibhav Choukse, led the firm’s team in the transaction.

Khaitan & Co has advised Pricewaterhousecoopers Professional Services and the resolution professional on the entire corporate insolvency resolution process of Prius Commercial Projects. The resolution plan, submitted by the consortium of Kotak Investment Advisors, Minicon Insulated Wires and Elita Capital Advisors, has been approved by the NCLT and is being implemented. Partner Siddharth Srivastava led the firm’s team in the transaction, which was valued at approximately US$68 million and was completed on January 4, 2021. Krishnamurthy & Co also advised on the deal.

Khaitan & Co has also advised MCPI, a member of The Chatterjee Group, on the structuring, submission and implementation of its resolution plan in the corporate insolvency resolution process of Garden Silk Mills. The NCLT Ahmedabad Bench approved the resolution plan on January 1, 2021, and the firm assisted the client in the implementation of its various steps. Partners Haigreve Khaitan and Rajeev Vidhani, supported by executive director Dinesh Agrawal and partners Dipen Chatterjee, Rusha Mitra, Kingshuk Banerji, Vinita Krishnan, Devendra Deshmukh, Anisha Chand, Anshul Prakash, Swathy Ramanath and Shailendra Bhandare, led the firm’s team in the transaction, which was valued at approximately Rs25 billion (US$345m) and was completed on February 28, 2021.

Maples and Calder, the Maples Group’s law firm, has acted as Cayman Islands counsel to Poema Global Holdings on its IPO of 25 million units, each unit consisting of one Class A ordinary share and one-half of one redeemable warrant to purchase Class A ordinary shares of Poema, and its listing on the Nasdaq. Poema Global Holdings is a special purpose acquisition company which focuses on completing business combinations with rapidly growing, highly scalable companies with attractive unit economics in the technology sector, particularly in Europe and Asia. The offering, which closed on January 8, 2021, raised approximately US$300 million following an upsize. Partner Matt Roberts led the firm’s team in the transaction, while Kirkland & Ellis acted as US counsel. Davis Polk & Wardwell acted as US counsel to the representatives to the underwriters, Citigroup Global Markets and UBS Securities.

Maples and Calder, the Maples Group’s law firm, has also acted as Cayman Islands and BVI counsel to MicroPort CardioFlow Medtech Corporation on its spin-off from MicroPort Scientific Corporation, and IPO of 205.62 million shares and listing in Hong Kong. MicroPort is a medical device company in China focusing on the research, development and commercialization of innovative transcatheter and surgical solutions for valvular heart diseases. The offering, which closed on February 4, 2021, raised approximately HK$2.51 billion (US$323m). Partner Richard Spooner led the firm’s team in the transaction, while Sidley Austin advised as to Hong Kong and US laws and Commerce & Finance Law Offices advised as to Chinese law. The joint sponsors, JP Morgan (Far East), Citigroup Global Markets Asia and China International Capital Corporation Hong Kong Securities, and the underwriters were represented by Simpson Thacher & Bartlett as to Hong Kong and US laws and by Jingtian & Gongcheng as to Chinese law.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is advising World Class Global, as the offeree, on the privatisation scheme of arrangement by its controlling shareholder, Aspial Corporation. Based on the offer price of S$0.21 (US$0.156) per share, World Class is valued at S$192.33 million (US$143.2m), with the offer consideration to be satisfied via issue of new Aspial shares. Partner Danny Lim is leading the firm’s team in the transaction.

Rajah & Tann Singapore, member firm of Rajah & Tann Asia, is also acting for BreadTalk Group on the S$118 million (US$88m) sale and leaseback of the BreadTalk IHQ Building in Singapore to a consortium consisting of Lian Beng Group, 32RE Investments and Apricot Capital. BreadTalk Group will lease the 10-storey BreadTalk IHQ Building as an anchor tenant for an initial ten-year period. Partner Elsa Chai led the firm’s team in the transaction.

WongPartnership has act for the CEO and founders of Fu Yu on the sale of their shares to Pilgrim Partners. Partner Chan Sing Yee led the firm’s team in the transaction, together with partner Alvin Chia.

WongPartnership has also acted for a Singapore Exchange-listed multinational transport company on its roll out of various greenfield digital services, including transportation and lifestyle products, and integrated e-commerce marketplace services powered by data analytics. Partners Lam Chung Nian and Chan Jia Hui led the firm’s team in the transaction.

YKVN has represented Trung Thuy Group (TTG) on the sale of its 51 percent stake in Tan Phu Long Joint Stock Company, the developer of a building complex of apartments, offices and condotels named “Lancaster Luminaire”, located in Ha Noi, to Toshin Development, a Japanese commercial developer within the Takashimaya Group. Under the joint venture accord, TTG will spearhead the ¥10 billion (US$92m) project by developing housing, while Toshin Development will follow with construction of rental offices and commercial buildings. TTG is one of the most reputable real estate developers in Vietnam. In addition to its high-quality projects, TTG’s portfolio and investments remain diversified in other strategic businesses, such as hospitality, tourism and investment. Toshin Development is a consolidated subsidiary of Takashimaya. Partner Vu Dzung led the firm’s team in the transaction.

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In-House Community Magazine – May-June 2021 (e-edition) including Projects & Energy Report 2021
The interactive edition of the June 2021 issue of In-House Community eMagazine is now live. Including Energy & Projects Report 2021, Philippine and off-shore jurisdiction updates, and articles exploring IP in NFT's, Singapore's cybersecurity laws, global tax reform and more.