Allen & Gledhill has advised Aviva Group Holdings on the US$3.2 billion merger of the insurance business of Aviva Singapore with the insurance business of Singapore Life. Aviva will retain a 25 percent equity shareholding in the merged business. Partners Michele Foo, Catherine Neo and Glenn Foo led the firm’s team in the transaction, which is one of the largest in the Southeast Asian insurance sector and the largest in Singapore.
Allen & Gledhill has also acted as transaction counsel for Oversea-Chinese Banking Corporation, as joint lead managers and book-runners, on the issue of S$200 million (US$147m) three percent perpetual capital securities first callable in 2030, under its US$30 billion global medium term note programme. The capital securities were issued as Additional Tier 1 capital of OCBC. Partner Glenn Foo led the firm’s team in the transaction.
AZB & Partners has advised Great Terrain Investment, NSE Investments, Housing Development Finance Corporation and HDB Employees Welfare Trust on the IPO, via an offer for sale by NSE Investments, of up to approximately 18.2 million equity shares, with face value of Rs10 (US$0.136) each, of Computer Age Management Services. The transfer of equity shares occurred on September 29, 2020, while the shares commenced trading on October 1, 2020. Partners Varoon Chandra, Vaidhyanadhan Iyer and Lionel D’ Almeida led the firm’s team in the transaction, which was valued at approximately Rs22.4 billion (US$305m).
AZB & Partners has also advised Hexaware Technologies on the delisting offer by Baring PE Asia to the public shareholders of Hexaware. Partners Zia Mody and Vaidhyanadhan Iyer led the firm’s team in the transaction, which was valued at Rs41.46 billion (US$564.5m) and was completed on September 30, 2020.
Davis Polk has advised Boqii Holding on its SEC-registered IPO of seven million American depositary shares, each representing 0.75 Class A ordinary share of Boqii. Boqii has granted the underwriters an option to purchase up to an additional 1.05 million ADSs. The total gross proceeds of the offering is US$70 million, assuming the underwriters do not exercise their option to purchase any over-allotment ADSs. The ADSs are listed in New York. Boqii is a pet-focused platform in China, operating China’s largest pet-focused e-commerce platform, a vibrant pet-focused user community, and a growing network of offline pet stores. Partners Li He and Howard Zhang led the firm’s team in the transaction.
Davis Polk has also advised Kingsoft Cloud Holdings and certain selling shareholders on its approximately US$509 million SEC-registered follow-on public offering of approximately 16.4 million American depositary shares, consisting of eight million ADSs offered by Kingsoft Cloud and approximately 8.4 million ADSs offered by the selling shareholders. Each ADS represents 15 ordinary shares of Kingsoft Cloud. Kingsoft Cloud has granted the underwriters a 30-day option to purchase up to an additional approximately 2.5 million ADSs. The ADSs are listed on the Nasdaq. A leading independent cloud service provider in China, Kingsoft Cloud has built a comprehensive and reliable cloud platform consisting of extensive cloud infrastructure, cutting-edge cloud products and well-architected industry-specific solutions across public cloud, enterprise cloud and AIoT cloud services. Partners Li He and James Lin led the firm’s team in the transaction.
Han Kun Law Offices has acted as Chinese counsel on the secondary listing of Baozun in Hong Kong. Baozun is the leader and a pioneer in the brand e-commerce service industry in China, empowering brands to grow and succeed by leveraging end-to-end e-commerce service capabilities, omni-channel coverage and technology-driven solutions.
HHP Law Firm has acted as the lead counsel to Rabobank on the sale of its Indonesia retail bank, Bank Rabobank International Indonesia, to Bank Central Asia and its subsidiary BCA Finance. This cross border deal was completed on September 25, 2020. After operating a retail bank in Indonesia for 30 years, Rabobank’s sale marked the implementation of its global strategy to pivot from the retail banking market to concentrate on wholesale banking. Senior partner Erwandi Hendarta and partner Mahardikha Sardjana led the firm’s team in the transaction.
J Sagar Associates has advised HSIL on the buyback of its equity shares from open market route through the stock exchanges. The buyback offer opens from September 30, 2020 and may continue for six months, unless closed earlier by the board of directors. The buyback is expected to achieve the objective of returning surplus funds to shareholders, optimizing the capital structure and also improve return on equity shares, through distribution of surplus funds to shareholders. India-listed HSIL manufactures building products, like sanitary ware, faucets, UPVC and CPVC pipes, fittings etc, and certain consumer products, like water heaters, and packaging products, like glass bottles, PET bottles, security caps and closures. Partner Manvinder Singh led the firm’s team in the transaction.
J Sagar Associates has also advised DXC Technologies on the India leg of the sale of its US state and local health and human services business to Veritas Capital. The global transaction is valued at US$5 billion, while the India transaction is valued at approximately US$22 million. DXC’s US state and local health and human services business provides design, development and implementation services for state and territory Medicaid programs; fiscal agent services for states and territories Medicaid programs; and implementation and other outsourcing services for states and territories women, infants and children programs, immunization registry programs and integrated eligibility and enrolment programs. Partners Sajai Singh and Rakesh Warrier led the firm’s team in the transaction.
Khaitan & Co has advised Reliance Retail Ventures and its wholly-owned subsidiary Reliance Retail and Fashion Lifestyle on acquiring the retail and wholesale business and the logistics and warehousing business of the Future Group. Kishore Biyani has surrendered the ‘crown jewel’ of the Future Group by selling his retail business to billionaire Mukesh Ambani’s Reliance Retail. The transaction, which is subject to court approvals, has a combined value of Rs247.13 billion (US$3.36b). The deal cements the position of Reliance Retail as the undisputed leader in the organised retail segment, and adds muscle to its ongoing battle with Amazon for the Indian e-commerce market. The deal was crucial for Biyani-led Future Group, which came under immense pressure from the lenders’ consortium to address its rising debt, which stood at Rs127.78 billion (US$1.74b), as of September 2019. Partner Mehul Shah led the firm’s team in the transaction, which is one of the largest retail sector deals in recent times. Shardul Amarchand Mangaldas & Co also advised Reliance Retail Ventures and Reliance Retail and Fashion Lifestyle.
Khaitan & Co has also acted as Indian counsel to Zydus Wellness on its qualified institutions placement of approximately 3.85 million equity shares, with face value of Rs10 (US$0.136) each, for cash. Zydus Wellness is a leading consumer health and wellness product manufacturing company. Its product portfolio includes market leading brands, such as Glucon-D, SugarFree, NYCIL and other well-known brands, like Complan, EverYuth, Nutralite and Sugarlite. Executive director Sudhir Bassi and partner Madhur Kohli led the firm’s team in the transaction, which was valued at approximately US$89.2 million and was completed on September 28, 2020. JP Morgan India acted as lead manager, and was advised by Cyril Amarchand Mangaldas as to Indian law and by Linklaters Singapore as to US federal securities law.
L&L Partners has advised Sequoia Capital on the Series C funding round of Mobile Premier League (MPL), with the participation of SIG, Go Ventures, RTP Global and MDI Ventures. The current funding round has valued MPL, one of India’s largest real money competitive online gaming companies, at US$450 million. Partners Sundeep Dudeja, Vaibhav Kakkar and Snigdhaneel Sathpathy, supported by partners Arjun Rajgopal, Snigdhaneel Sathpathy and Gayatri Roy, led the firm’s team in the transaction, which was valued at US$90 million.
Nishimura & Asahi has advised Tokyo-listed Toridoll Holdings, a Japanese restaurant group, on its agreement with European food-services investment firm Capdesia Group to establish a joint venture company, Marugame Udon (Europe). Under the joint venture, Toridoll and Capdesia will develop Toridoll’s flagship udon noodle and tempura restaurant chain, Marugame Udon, in Europe. Partners Yoshiyuki Kizu and Stephen Bohrer led the firm’s team in the transaction.
Nishimura & Asahi has also advised Fukushima SiC Applied Engineering, a Japanese start-up manufacturer of silicon carbide semiconductor devices, on its ¥3.1
billion (US$29.3m) Series C fundraising, through third-party allotment of shares to investors, including C:iz Investment, Japan Post Investment, Astellas Venture Management, SMBC Venture Capital and Fiducia. Partner Atsushi Mizushima led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has advised the resolution professional of Alok Industries on the corporate insolvency resolution process of the company under the Insolvency and Bankruptcy Code 2016, culminating in the approval and implementation of the resolution plan submitted by the consortium of Reliance Industries and JM Financial Asset Reconstruction Company. The deal is valued at Rs50.5 billion (US$691m), and the implementation of the resolution plan was concluded on September 14, 2020. Partners Veena Sivaramakrishnan and Soummo Biswas, supported by partners Misha and Yogesh Chande, led the firm’s team in the transaction. Khaitan & Co advised the committee of creditors, while AZB & Partners advised the consortium of Reliance Industries and JM Financial Asset Reconstruction Company.
Shardul Amarchand Mangaldas has also acted for Inshorts Group on its US$35 million fund raise from Addition funds, SIG Global and Tanglin Venture Fund. Inshorts Group runs India’s largest location-based social network “Public” app, as well as India’s largest English news aggregator app “Inshorts”. Partners Puja Sondhi and Sumeet Singh, supported by partners Abhay JV and Shahana Chatterji, led the firm’s team in the transaction. Gunderson Dettmer Singapore acted for the Addition funds, FS Law Singapore acted for SIG Global, and Khaitan & Co acted for Tanglin Venture Fund.
Skadden has advised Neusoft Education Technology, a leading provider of private higher level IT education in China, on its US$134 million listing and IPO in Hong Kong. Trading commenced on September 29, 2020. Partners Julie Gao (Hong Kong), Christopher Betts (Hong Kong), Haiping Li (Shanghai), Paloma Wang (Hong Kong) and Sean Shimamoto (Palo Alto) led the firm’s team in the transaction.
Skadden has advised Shanghai-based ZTO Express, China’s leading express delivery company, on its US$1.25 billion secondary listing of 45 million new shares in Hong Kong. ZTO Express plans to use the proceeds to expand its infrastructure capacity, strengthen network stability and invest in its logistics ecosystem. Trading commenced on September 29, 2020. Hong Kong partners Julie Gao, Christopher Betts and Paloma Wang, and Shanghai partner Haiping Li led the firm’s team in the transaction.
WongPartnership has acted for the interim judicial managers of Xihe Holdings on the ongoing management of Xihe Holdings Group, which includes a fleet of 82 vessels, and the implementation of a robust sale program for selected vessels. Partners Manoj Sandrasegara, Smitha Menon, Lionel Leo, Lawrence Foo and Joel Chng led the firm’s team in the transaction.
WongPartnership has also acted for Kharis Capital and EDBI on their investment in Livspace. Partners Quak Fi Ling, Soong Wen E and Kyle Lee led the firm’s team in the transaction.
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