Deals – 12 January 2012

Allen & Gledhill has also advised DBS Bank Ltd, as the lead manager, in respect of the offer by CapitaMalls Asia Ltd’s (CMA), through its wholly-owned subsidiary CapitaMalls Asia Treasury Ltd, of up to S$200 million (US$155m) Callable Step-Up Bonds Due 2022, subject to an increase of up to an additional S$200 million (US$155m) Callable Step-Up Bonds Due 2022. The bonds will be guaranteed by CMA and, among others, offered to the public in Singapore. Partners Margaret Chin and Cara Chan led the transaction.

Amarchand & Mangaldas & Suresh A Shroff & Co has advised the sellers in respect of the 100 per cent sale of DLF Ackruti Infopark (Pune) Ltd to Blackstone (Mauritius). The transaction involved splitting the assets of DLF Ackruti Infopark into two companies and the sale of one portion comprising of fully developed SEZ unit. Partner Harry Chawla led the transaction. Blackstone was represented by Jyoti Sagar & Associates led by partners Akshay Chudasama, Ashoo Gupta and Jay Gandhi.

Amarchand & Mangaldas & Suresh A Shroff & Co has also advised New York based private equity fund India Equity Partners in respect of the acquisition of the domestic road operations of Dutch freight and logistics major TNT Express in India by a portfolio company of India Equity Partners, by way of an asset sale. The deal is one of the biggest private equity transactions in the Indian logistics business, given the employee base (1000 employees across the country) acquired by IEP from TNT. The deal, which involved transfer of assets and employees across the country, was closed in 20 days. Partner Vandana Shroff led the transaction which was signed on 9 December 2011 and closed on 30 December 2011. AZB & Partners advised TNT.

AZB & Partners has advised Fabbrica Italiana Lapis Ed Affini Spa in respect of its acquisition of 18.5 per cent in the equity share capital of Writefine Products Private Ltd. Partner Alka Nalavadi led the transaction which was signed on 16 December 2011 and is yet to be completed.

Clifford Chance has advised Japan’s Mitsui & Co Ltd, through Galaxy NewSpring Pte Ltd, a joint venture company equally held by Mitsui and Singapore’s Hyflux Ltd, in respect of the purchase of two of Hyflux’s water treatment companies for US$41.2 million. The agreement was signed on 27 December 2011. The firm also advised Mitsui on the initial agreement entered into in August 2010 in which Mitsui established a 50/50 joint venture with Hyflux to develop a substantial water treatment and management business in mainland China, the acquisition of four water treatment plants from Hyflux, and the voluntary delisting from the SGX of the Hyflux Water Trust. Partner Lee Taylor led the transaction.

Clifford Chance has also advised Doedijns International BV (Doedijns) in respect of its ‘bolt-on’ acquisition of Singapore-based Wilmax Control Systems Ltd (Wilmax), a provider of control automation and process packages for the oil and gas and petrochemical industries. Doedijns is an engineering specialist firm providing solutions in the area of hydraulics, instrumentation, pneumatics and control systems. In 2011, European private equity firm IK Investment Partners acquired a majority stake in Doedijns, on which the firm also advised. Partners Jeroen Thijssen, Lee Taylor, Andrew Gambarini and Jelle Hofland led the transaction.

J Sagar Associates has advised the Wolters Kluwer Group in respect of the sale of its Indian pharma-related marketing and publishing services business to the Springer Science + Business Media Group. Headquartered in New York, Wolters Kluwer is a market leading global information services company which provides professionals with necessary information in the fields of business, tax, accounting, finance, audit, risk, compliance and healthcare. The Wolters Kluwer Group has, through this transaction, divested its marketing and publishing services business unit (part of the Wolters Kluwer Health & Pharma Solutions division) in various jurisdictions around the world. Partner Sajai Singh led the transaction.

J Sagar Associates has also advised Simbhaoli Sugars Ltd (SSL), one of India’s largest sugar refiners, in respect of its joint venture with Sindicatum Sustainable Resources Group (Sindicatum), a global developer, investor and operator of clean energy projects, for conducting biomass based power generation in the state of Uttar Pradesh. The parties will conduct the business through their JV company, Simbhaoli Power Ltd (SPL). SSL and Sindicatum will contribute to the share capital of SPL in the ratio of 51:49. SSL will transfer its existing biomass based cogeneration power assets at its sugar mills in Simbhaoli, Chilwaria and Brijnathpur in Uttar Pradesh to SPL for INR1.96 billion (US$37.6m) to be paid in cash and a 51 per cent stake whilst Sindicatum will contribute the balance 49 per cent stake in cash. The JV also involves an expansion in the power generation capacity at these power plants from 60MW to 115MW at an estimated cost of approximately INR3.3 billion (US$63.6m), which will be financed by way of debt funding. The transaction is subject to the approval of the lenders to SSL as part of a larger restructuring exercise. Partners Jyoti Sagar, Rohitashwa Prasad and Vishnu Sudarsan led the transaction.

Latham & Watkins has advised Tokyo-based Recruit Co Ltd in respect of its acquisition from affiliates of Cerberus Capital Management LP of the 100 per cent ownership of US-based Advantage Resourcing America Inc and Netherlands-based Advantage Resourcing Europe BV for approximately US$410 million. Partners Julian Kleindorfer, Hiroki Kobayashi, Diana Doyle and Robin Struve led the transaction.

Maples and Calder has acted as Cayman Islands counsel to Global Funds Trust Company, a Cayman Islands licenced trust company and a wholly owned subsidiary of Nomura Bank (Luxembourg) SA, in respect of the launch of Nomura Currency Fund –Asian Bond Fund, a new series trust of Nomura Currency Fund. The investment objective of the series trust is to maximise total returns from price appreciation and income gains through investments in Asian bonds managed by Nomura Asset Management Co Ltd and Aberdeen Asset Management Asia Ltd. All service providers, except for the investment sub-adviser, are within the Nomura Group. As at the date of the launch, subscriptions totalling approximately JP¥1.25 billion (US$16.3m) were received. Richard Grasby and Stephen Watler led the transaction whilst Luxembourg legal advice was provided by Elvinger, Hoss & Prussen.

O’Melveny & Myers has represented China Polymetallic Mining Ltd, the largest lead and zinc pure mining company in Yunnan, China, in respect of its HK$1.46 billion (US$187m) IPO on the HKSE. Citigroup Global Markets Asia Ltd is the sole global coordinator and a book-runner of the global offering. Other book-runners include Bank of Communications International Securities Ltd and Renaissance Capital (Hong Kong) Ltd. Before the IPO of China Polymetallic, the firm also acted for the client in its pre-IPO fundraising. Deutsche Bank, Morgan Stanley and other investors subscribed in an aggregate of US$90 million exchangeable bonds issued by the controlling shareholder of China Polymetallic. Partners Gordon Ng and Geng Ke led the transaction.

Paul Hastings has represented Shuanghui International Holdings Ltd (Shuanghui International) and its subsidiaries (Shuanghui Group), including Henan Shuanghui Investment Development Co. Ltd. (Shuanghui Investment) which is an A-share company listed on the Shenzhen Stock Exchange, in respect of one of the largest public company M&A transactions in China. The Shuanghui Group is a large-scale food processing company in China whose major shareholders include CDH Investments, Goldman Sachs, Temasek (the Singapore government’s investment firm) and New Horizon (a leading China-focused private equity fund). The transaction involved a series of offshore shareholding restructurings among the shareholders of Shuanghui International as well as a highly complex asset restructuring within the Shuanghui Group at an aggregate consideration of RMB30.2 billion (US$4.8b). Part of the consideration was paid by Shuanghui Investment by issuing A-shares to another subsidiary of Shuanghui International, which was then required to make a general offer of RMB16.5 billion (US$2.6b) to acquire the A-shares held by other shareholders of Shuanghui Investment. Partner Raymond Li led the transaction.

Shook Lin & Bok’s Singapore office has acted for China XLX Fertiliser Ltd, a coal-based producer of urea and compound fertilizer in Henan, PRC, in respect of its issuance of RMB denominated convertible bonds amounting to approximately RMB324 million (US$51m) to Nitro Capital Ltd. Partner Wong Gang led the transaction.

Simmons & Simmons has advised Da Cheng International Asset Management Company Ltd and Guotai Junan Assets (Asia) Ltd in respect of the formation and SFC authorisation of two RMB-denominated retail funds in Hong Kong which invest offshore RMB directly into China’s domestic securities markets via the Renminbi Qualified Foreign Institutional Investor (RQFII) regime. The funds are Da Cheng China RMB Fixed Income Fund and Guotai Junan Great Dragon China Fixed Income Fund. Both funds were authorised by the SFC on 30 December 2011, and were two among only four funds to be in the ‘first batch’ of RQFII products to be approved in Hong Kong. Both funds will begin their initial offer periods shortly after the Chinese New Year holidays. Partner Rolfe Hayden led the transaction.

WongPartnership has acted for Abraaj Capital Ltd, a Dubai-based private equity firm, in respect of its divestment of a 50 per cent stake in Turkish hospital chain Acibadem Saglik Yatirimlari Holding AS and affiliated companies (Acibadem) to Integrated Healthcare Holdings Sdn Bhd (IHH) and Khazanah Nasional Bhd via a cash payment and an exchange of newly issued IHH shares. The transaction values Acibadem at US$1.68 billion. Partners Ng Wai King and Andrew Ang acted on the matter.

WongPartnership has also acted for Flamegold Pte Ltd, a wholly owned subsidiary of UOL Group Ltd (UOL), in respect of the purchase of a development known as St Patrick’s Garden comprising a land area of over 137,000 square feet for a purchase price of S$172 million (US$133m) for redevelopment of the property into residential apartments. Partners Monica Yip and Tan Kay Kheng acted on the matter.