Deals – October 5, 2016

Appleby also acted as Cayman counsel for Shun Wo Group Holdings on its Hong Kong listing on September 28, 2016. Shun Wo is a contractor of foundation works in Hong Kong. The majority of the company’s proceeds will be used to enhance machinery and increase its overall efficiency technical capability in performing foundation work. Hong Kong corporate partner Judy Lee led the transaction while David Fong & Co advised on Hong Kong law. Loeb & Loeb was the Hong Kong counsel to the sponsors and underwriters.

AZB & Partners is advising BSE on its proposed IPO. Its board has approved the draft red herring prospectus and the IPO papers are expected to be filed with markets regulator SEBI in the next few days. BSE has gained in-principle approval from SEBI earlier this year to list its shares. Partners Varoon Chandra and Lionel D’Almeida are leading the transaction.

AZB & Partners has advised Sintex Industries on its issue of equity shares, which were allotted on September 26, 2016. Partners Varoon Chandra and Lionel D’Almeida also led the transaction which was valued at approximately Rs5 billion (US$75.2m).

Davis Polk has advised the global coordinators and lead managers on the Rs60.57 billion (US$911m) IPO and listing on the BSE and the NSE of the equity shares of ICICI Prudential Life Insurance (I-Pru). The IPO consisted solely of a secondary offering of approximately 181.3 million shares by ICICI Bank, the promoter selling shareholder, including a reservation of approximately 18.1 million shares for certain ICICI Bank shareholders. The shares were sold inside India in a public offering registered with the SEBI and outside India in a private placement to a limited number of institutional and other investors under available offering exemptions in other jurisdictions, including the US. The IPO is considered the first public offering in India by a domestic insurance company. The largest private sector life insurer in India by total premium, I-Pru is a joint venture between ICICI Bank, India’s largest private sector bank by total assets, and Prudential Corporation Holdings, a part of international financial services entity Prudential Group. Partner William Barron led the transaction. Cyril Amarchand Mangaldas, led by Mumbai partners Shashikant Bhojani and Gaurav Gupte, acted as Indian counsel to I-Pru and ICICI Bank. The lead managers, comprised of DSP Merrill Lynch, ICICI Securities, CLSA India, Deutsche Equities India, Edelweiss Financial Services, HSBC Securities and Capital Markets (India), IIFL Holdings, JM Financial Institutional Securities, SBI Capital Markets and UBS Securities India, were advised by S&R Associates and Davis Polk & Wardwell as domestic and international counsel, respectively.

J Sagar Associates has advised the Danaher Group on the India leg of the restructuring for its various operating entities and assisted in various steps at the Japan and Singapore level involving the Indian entities of the group. The India leg was part of a larger restructuring exercise at the global level. Pursuant to such restructuring, certain entities forming a part of the Danaher Group have been carved out and made a part of New York-listed Fortive Corporation. The total deal size of the India leg of the transactions was more than Rs19 trillion (US$285.5b). Partner Sidharrth Shankar led the deal, while DLA Piper acted as lead counsel.

J Sagar Associates has also acted as Indian counsel to Reliance Communications on its agreement with Maxis Communications for the merger of Reliance’s wireless business with Aircel’s wireless business. Reliance and Maxis are promoters of Aircel. Upon completion, Reliance and Maxis will each own 50 percent of Aircel’s equity share capital. Partners Sandeep Mehta and Rajesh Pal, assisted by partners Manav Raheja, Nitin Kala, Farhad Sorabjee, Reeti Choudhary, Murali Ananthsivan, Soumitra Mujumdar and Dheeraj Nair, led the transaction while Slaughter & May, led by partners Simon Nicholls and Murray Cox, acted as international counsel. Maxis and Aircel were represented by Khaitan & Co, led by partners Haigreve Khaitan, Mehul Shah and Niren Patel, as Indian counsels while Kirkland & Ellis, led by partners David Arnold, Gavin Gordon and Aparajita Dundhia, acted as international counsel.

Khaitan & Co has advised Mahindra & Mahindra on its issue and listing of unsecured, rated, listed, redeemable, non-cumulative, taxable non-convertible debentures aggregating to approximately US$71.4 million on a private placement basis and listed on the BSE. Mahindra is one of India’s leading business houses and is among the leaders in the Indian automobile industry. Associate partner Manisha Shroff led the transaction.

Khaitan & Co has also advised Vidal Healthcare Services on the approximately US$10 million investment in Vidal Healthcare by Ambit Pragma Ventures, the private equity arm of Ambit Holdings. Vidal Healthcare is involved, through its subsidiaries, in health management and wellness solutions, including third-party administration services. Partner Ganesh Prasad led the transaction. ELP advised Ambit Pragma Fund II. Partner Darshan Upadhyay led the transaction, which closed on September 15, 2016.

Luthra & Luthra is representing Bayer on Indian law aspects of its acquisition of Monsanto in a US$66 billion all-cash transaction. This transaction is the largest-ever all-cash takeover of a public company, the largest acquisition of an American company by a foreign buyer, and the largest M&A transaction by a German company. Senior partner Mohit Saraf, assisted by partners Sundeep Dudeja, Amit Shetye, G R Bhatia, Abdullah Hussain and Kanika Chaudhary Nayar, is leading the transaction.

Maples and Calder has acted as BVI counsel to Dongxing Voyage on its issue of US$300 million 2.25 percent notes due 2019, which are guaranteed by Dongxing Securities (Hong Kong) Financial Holdings (DXHK) and China Orient Asset Management (International) Holding (COAMI). Dongxing Securities, the controlling shareholder of DXHK, is engaged in securities business in China, while China Orient Asset Management, the parent company of COAMI, is one of the leading asset management companies in China. The notes are listed in Hong Kong. Partner Derrick Kan led the transaction while Linklaters acted as Hong Kong and English counsel. Davis Polk & Wardwell, led by partner Paul Chow, acted as Hong Kong and English counsel to the joint lead managers.

Maples and Calder has also acted as BVI counsel to Haichuan International Investment on its issue of US$200 million 5.35 percent bonds due 2019, which are guaranteed by Fang Yang Commerce Trade Company, with the benefit of a keepwell and liquidity support deed and a deed of equity interest purchase undertaking provided by Jiangsu Fang Yang Group. The bonds are listed in Hong Kong. The issuer is a wholly-owned subsidiary of the guarantor, which in turn is a wholly-owned subsidiary of the company, which offers infrastructure and housing construction services in Lianyungang, China. Partner Derrick Kan led the transaction while King & Wood Mallesons acted as English and PRC counsel. Linklaters acted as English counsel to the joint lead managers and the trustee.

Rajah & Tann Singapore has acted for Paktor on a follow-on round to its Series B Plus round of fundraising. Lead investor for this round was Temasek-owned Pavilion Capital. Partner Brian Ng led the transaction.

Rajah & Tann Singapore is also advising Singapore-listed Aztech Group on the exit offer by AVS Investments in connection with its voluntary delisting. The offer values the group at approximately S$21.42 million (US$15.6m). Headquartered in Singapore with support offices in the US, Germany, Malaysia, Hong Kong, Philippines and China, the group is engaged in electronics design and manufacturing, LED lighting, material supply and marine, as well as F&B retail and supplies businesses. Partners Danny Lim and Penelope Loh are leading the transaction.

Shardul Amarchand Mangaldas & Co has acted as sole transaction counsel on the Indian IPO of HPL Electric & Power. The offering opened on September 22, 2016 and closed on September 26, 2016. The company is an established manufacturer of metering solutions, lighting equipment, wires and cables, and switchgears in India. SBI Capital Markets, IDFC Bank and ICICI Securities acted as the underwriters. Partner and national practice head — capital markets Prashant Gupta, supported by partner Sayantan Dutta, led the transaction, which was valued at Rs3.61 trillion (US$54.3b).

Shardul Amarchand Mangaldas has also advised on UL’s indirect acquisition of AWS Truepower India as part of a global transaction whereby UL acquired AWS Truepower USA and, consequently, has indirectly acquired AWS India, a limited liability partnership in which AWS USA is the majority partner. AWS Truepower is a renewable energy consultant providing technical services and independent advice for the onshore wind, offshore wind, and solar energy markets. Partner Akila Agrawal led the transaction, which closed on September 26, 2016. Winston & Strawn acted as US counsel to UL.

Shook Lin & Bok is acting for HSBC Institutional Trust Services (Singapore), the trustee of Ascendas Reit, on Ascendas Reit’s acquisition of a business park property in Sydney from Frasers Property Australia and the purchase of a logistics property in Melbourne from Goodman Dandenong Trust for A$168.2 million (US$128.3m). Partners Tan Woon Hum and Andrea Ng are leading the transaction.

WongPartnership is acting for Olam International on its issuance of US$150 million five-year senior notes under its US$5 billion euro medium term note programme. Partner Hui Choon Yuen is leading the transaction.

WongPartnership is also acting for EFG Bank Singapore Branch on the proposed acquisition of BSI Bank’s Singapore private banking business. This follows the announcement on February 22, 2016 by EFG International and BSI Bank that EFG International will acquire BSI Bank to form one of the largest private banks in Switzerland with approximately CHF170 billion (US$173.7b) assets under management, for approximately CHF 1.33 million (US$1.36b). Partners Chou Sean Yu, Alvin Chia, Vivien Yui, Smitha Menon, Lau Kiat Wee, Lionel Leo, Tan Li Wen, Tian Sion Yoong and Chan Jia Hui are leading the transaction.