Allen & Gledhill has advised StarHub on the issue of S$200 million (US$145m) 3.95 percent subordinated perpetual securities under its S$2 billion (US$1.45b) multicurrency debt issuance programme. Partners Tan Tze Gay and Wu Zhaoqi led the transaction.
Allen & Gledhill has also advised HRnetGroup on its S$174.1 million (US$126m) IPO and listing in Singapore. HRnetGroup is the first recruitment agency to be listed in Singapore. Partners Tan Tze Gay, Leonard Ching and Alvin Zhuang led the transaction.
AZB & Partners is advising International Finance Corporation on its grant of a short-term working capital loan facility to Prime Bank. Partners Gautam Saha and Dushyant Bagga are leading the transaction, which was valued at Rs3.2 billion (US$49.6m) and is yet to be completed.
AZB & Partners is also advising International Finance Corporation on its grant of a loan to Federal Bank, acting through its IFSC banking unit at Gandhinagar, Gujarat. Partners Gautam Saha and Dushyant Bagga are leading the transaction, which was valued at Rs6.4 billion (US$99m) and is yet to be completed.
Clifford Chance has advised consumer sector focused private equity firm Cassia Investments on its subscription of shares into Shanghai Tang Group, a special purpose vehicle ultimately controlled by Italian fashion entrepreneur Alessandro Bastagli, and the subsequent acquisition by Shanghai Tang Group of Hong Kong luxury fashion house Shanghai Tang group from Richemont International Holdings. The Shanghai Tang group has key operations in Hong Kong, Singapore and mainland China. Partner Neeraj Budhwani led the transaction.
Gide is advising Renault on its joint venture with Chinese automaker Brilliance China Automotive Holdings (CBA), which will enable Renault to enter the growing light commercial vehicle (LCV) market in China. Under a binding framework cooperation agreement signed by the two companies on July 5, 2017, Renault will acquire from CBA a 49 percent stake in Shenyang Brilliance JinBei Automobile, a top player in the LCV industry in China. The resulting JV company will manufacture and sell LCVs, using Renault’s product and technological know-how. Partner Guo Min is leading the transaction, while Howse Williams Bowers is advising on Hong Kong law. Shearman & Sterling and Jun He are advising the sellers.
J Sagar Associates has advised the Indian Commodity Exchange (ICEX) on the proposed merger with National Multi Commodity Exchange of India (NMCE), pursuant to which NMCE shall merge with ICEX. The merger is subject to statutory approvals. Post the merger, ICEX shareholders shall hold 62.8 percent in the merged entity, while the remaining 37.2 percent shall be held by the merging NMCE shareholders. Joint managing partner Dina Wadia and partner Manav Raheja led the transaction.
Khaitan & Co has advised Tastetaria, a part of the Dhunseri group, on the exclusive franchising of rights, including rights to use, develop and operate full-service and other variations of restaurants and food service facilities in India, by Pizzeria Uno to Tastetaria. Engaged in the food and beverages industry, Tastetaria will be the exclusive franchisee of Pizzeria Uno in India. Partner Vineet Shingal led the transaction.
Khaitan & Co has also advised Terex and its affiliate Terex Singapore on the sale of their subsidiary, Terex Equipment, to Manitou BF, France. The transaction resulted in Terex’s exit from the compact construction business in India. Terex is a global manufacturer of lifting and material processing products and services. Partner Zakir Merchant, supported by associate partner Nishad Nadkarni, led the transaction.
Luthra & Luthra has represented KMKAL on a share transfer dispute against SpiceJet before a Division Bench of the Delhi High Court. The court upheld the decision of the Ld Single Judge of the High Court, directing SpiceJet to deposit Rs5.79 billion (US$90m) before the Registrar to secure the interests of KMKAL. SpiceJet had argued that any order of deposition would ‘deal a crippling financial blow’ to the already cash-strapped airline. However, the court dismissed such arguments. The court also noted that, even if it is assumed that issuance of warrants and shares in KMKAL’s favour by SpiceJet has been rendered impossible due to regulatory non-approval, SpiceJet cannot continue to retain the consideration received for that purpose. The appeals filed by SpiceJet and Ajay Singh were finally dismissed. Partner Anirban Bhattacharya led the transaction.
Luthra & Luthra has also represented Mauritius-based bank MCB before the National Company Law Tribunal on the Corporate Insolvency Resolution Process of Varun, the respondent / corporate debtor under Section 7 of the Insolvency and Bankruptcy Code 2016. The application was filed because Varun, a guarantor for the US$30 million loan availed by RealPoint Mauritius (RPM), failed to repay an outstanding amount of US$15 million. Varun denied the execution of the corporate guarantee. The guarantee was unstamped and was inadmissible as evidence in any court, until the requisite stamp duty was paid on the document. MCB convinced the tribunal that, since the guarantee was executed by Varun, it was liable for RPM’s outstanding loan, and that the issue of unpaid stamp duty need not be looked into by the tribunal, as the code provides only for the determination of existence of a default / debt, which had been clearly shown. Partner Sanjeev Kumar led the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands and British Virgin Islands counsel to Baidu on its issuance of US$900 million 2.875 percent notes due 2022 and US$600 million 3.625 percent notes due 2027. The notes are expected to be listed in Singapore. Partner Derrick Kan led the transaction, while Skadden, Arps, Slate, Meagher & Flom acted as US counsel. Davis Polk & Wardwell acted as US counsel to Goldman Sachs (Asia), JP Morgan Securities and HSBC as the joint book-runners.
Maples and Calder (Hong Kong) has also acted as British Virgin Islands counsel to Skyland Mining on its issuance of US$500 million 3.25 percent notes due 2020. The notes were irrevocably and unconditionally guaranteed by China Gold International Resources. Partner Lorraine Pao led the transaction, while Linklaters acted as Hong Kong counsel. Davis Polk & Wardwell acted as Hong Kong and PRC counsel to the joint lead managers. Clifford Chance acted as Hong Kong counsel to the trustee.
Mayer Brown has advised Sinarmas Land, one of South East Asia’s largest property development companies, on the purchase of 33 Horseferry Road, London for over £188 million (US$241.5m). The 180,600 sq ft property includes 163,761 sq ft of office space, which is fully let and occupied by the Department for Transport until December 2033, and ten ground floor retail units. European head of real estate Martin Wright, supported by real estate partner Andrew Hepner, led the transaction.
Paul Hastings is representing COSCO Shipping Holdings on its US$6.3 billion acquisition, through its indirect wholly-owned subsidiary, of Orient Overseas (International). COSCO Shipping is the world’s fourth largest container shipping company, while Orient Overseas is the world’s seventh largest container shipping company. The acquisition marks the latest consolidation in the global maritime industry and one of the largest M&A deals globally so far this year. The combined entity will become the world’s third largest container liner. The acquisition will strengthen COSCO Shipping’s position in the global container shipping industry. COSCO Shipping’s shares are listed in Hong Kong and Shanghai, while the shares of Orient Overseas are listed in Hong Kong. Chair of Greater China partner Raymond Li is leading the transaction, which is still subject to certain pre-conditions, including various regulatory reviews and approvals. Kirkland & Ellis, led by Hong Kong corporate partners Nicholas Norris and Derek Poon and debt finance partner Daniel Lindsey, is advising UBS AG as financial adviser.
Rajah & Tann Singapore has acted for Hind Lifestyle Services, part of the Hind Group controlled by the Jhunjhnuwala family, on the sale of the entire issued and paid-up share capital in Naumi Services, which sits across ten adjoining freehold conservation shophouses along Keong Saik Road. The transaction also involved a leaseback arrangement, under which the Hind Group will continue to operate the hotel using another entity. Partners Norman Ho, Terence Quek and Tan Shijie led the transaction.
Rajah & Tann Singapore has also acted for Shopper360 on its IPO and listing by way of placement in Singapore. The IPO is expected to raise gross proceeds of S$11 million (US$8m), and its market capitalisation will be about S$33.2 million (US$24m) upon completion of the IPO. Partner Howard Cheam led the transaction.
Shearman & Sterling has advised Hong Kong-listed Chinasoft International on its issuance of HK$900 million (US$115m) three percent convertible notes due 2022 to Dan Capital, a major investment fund. Chinasoft is a large-scale integrated software and information technology company in China. It provides end-to-end software and information services, ranging from consulting, providing solution, outsourcing to talent training. Dan Capital manages funds denominated in both Renminbi and US dollars, and focuses its investments in the fields of TMT, consumption enhancement and intelligent manufacturing. Chen Yidan, one of the five founders of Tencent Holdings, is the substantial shareholder and founding investor of Dan Capital. Hong Kong M&A partner Stephanie Tang led the transaction.
Weerawong C&P has represented Dusit Thani, one of Thailand’s foremost hotel and property development companies, on a joint venture with Central Pattana for the development of a large-scale, mixed-use real estate project with an estimated value of Bt36.7 billion (US$1b) Located in the central business district of Bangkok, the project will build on the unique Thai heritage of Dusit Thani to create a modern iconic landmark, consisting of a hotel, residences, retail, office and green space. The firm also assisted in the negotiation to extend the lease agreement with the Crown Property Bureau for 30+30 years, for an additional plot of 24 rai at the intersection of Silom Road and Rama 4. Senior partner Weerawong Chittmittrapap and partner Panuwat Chalongkuamdee led the transaction, which closed on June 28, 2017.
Weil is representing Oaktree Capital on the business combination of its portfolio company Fitness First Asia and Celebrity Fitness, a portfolio company of Navis Capital Partners. The transaction will create one of the largest fitness club networks in Asia. The combined entity, Evolution Wellness Holdings, will comprise 152 wholly-owned fitness clubs across Asia, serving approximately 400,000 members and with a combined staff approaching 7,000. The Weil team was led by Asia private equity partner Tim Gardner and supported by UK partners Barry Fishley (technology and IP) and Oliver Walker (tax, benefits and executive compensation), led the transaction.
Wong & Partners, the member firm of Baker McKenzie in Malaysia, is advising S P Setia on the acquisition, for a cash consideration of M$3.65 billion (US$850m), of the entire share capital of I&P Group from Permodalan, AmanahRaya Trustees (as trustee for Amanah Saham Bumiputera) and Dato’ Mohd Nizam bin Zainordin. In line with the acquisition, S P Setia has proposed to undertake equity fund raising proposals comprising of proposed rights issues of ordinary shares and new Class B Islamic redeemable convertible preference shares, and proposed placement of new S P Setia shares. Each proposal is intended to raise gross proceeds of up to M$1.2 billion (US$279m). The fund raising proposals are expected to be completed by the fourth quarter of 2017. Of the M$2.4 billion (US$558.7m) proceeds to be raised from the proposed rights issue, approximately M$2 billion (US$465.5m) will be used to part-finance the acquisition of I&P Group, while the remainder will be used for property development projects and general working capital. The acquisition will be an avenue for S P Setia to tap the synergistic opportunities that I&P Group could offer, given that its landbanks are located within the growth areas where S P Setia has had successful projects and which form the stronghold of its “Setia” brand. I&P Group currently has a landbank of approximately 4,276 acres, and the acquisition will significantly boost S P Setia group’s landbank by 83 percent to approximately 10,000 acres. Partner Brian Chia led the transaction.
