Allen & Gledhill has advised Ascendas on the establishment of a S$3 billion (US$2.1b) euro medium term note programme. Partners Margaret Chin, Ong Kangxin and Sunit Chhabra led the transaction.
Allen & Gledhill has also advised the receivers and senior lenders of Jurong Aromatics on its restructuring and the documentation in relation to the tolling arrangement, under which its integrated aromatics plant was successfully restarted in July 2016. The plant was shut down in 2014 due to operational problems. The receivers were appointed by the senior lenders in September 2015. Partners Edwin Tong SC, Tan Wee Meng, Tham Hsu Hsien, Kok Chee Wai and Ellis Tang led the transaction.
AZB & Partners has advised Infosys on its acquisition of an interest in Stellaris Venture Partner India I (the first scheme of Stellaris Venture Partner India Trust), an early-stage venture fund that proposes to target investments in companies in the technology sector. Partners Sai Krishna Bharathan and Ganesh Rao led the transaction, which was valued at approximately Rs315 million (US$4.7m) and was completed on November 23, 2016.
AZB & Partners has also acted as sole Indian counsel to JPMorgan Mutual Fund India, JPMorgan Asset Management India and JPMorgan Asset Management (Asia) on the acquisition of JPMorgan’s Indian asset management business by Edelweiss Mutual Fund. Partners Ashwath Rau and Anu Tiwari led the transaction, which was valued at approximately Rs600 million (US$8.9m) and was completed on November 25, 2016.
Baker & McKenzie has advised LGT Group Foundation, the leading international private banking and asset management group owned by the Princely House of Liechtenstein, on its agreement with ABN AMRO to acquire its private banking business in Asia and the Middle East. Under the agreement, LGT will acquire ABN AMRO’s businesses in Hong Kong, Singapore and Dubai which manage approximately US$20 billion in assets. The acquisition, by way of an asset purchase agreement, is a major step in the implementation of LGT’s growth strategy and will further enhance its strong footprint in Asia and the Middle East. As a result of the transaction, LGT expects to increase its assets under management to more than US$40 billion in Asia and to approximately US$160 billion overall. Singapore principal Wong Ai Ai, supported by principal Alex Tan and Hong Kong partners Karen Man and Michael Horman and Dubai partner Mazen Boustany, led the transaction, which is expected to close in the second quarter of 2017, subject to approvals of relevant authorities.
Clifford Chance has advised the underwriters, including China Securities, UBS and ABCI Capital, on CSC Financial’s US$992 million IPO and listing in Hong Kong. CSC Financial is a leading large full-service investment bank in China which ranked sixth in terms of operating revenue and net profit for the first half of 2016. China co-managing partner Tim Wang and partners Jean Thio and Virginia Lee led the transaction.
Davis Polk is advising the buyer group, consisting of Leilei Wang, Gongqingcheng Wujiang Xingyao Investment Management Partnership, Hexie Chengzhang Phase II (Yiwu) Investment Centre and some of their affiliates, on the going-private transaction of KongZhong. Wang is the chairman and CEO of KongZhong. The transaction is subject to customary closing conditions, including approval by KongZhong shareholders. The firm is also advising the buyer group to secure a loan facility to finance the deal. KongZhong is a leading online game developer and operator in China. It operates internet games, mobile games and WVAS. Under internet games, KongZhong operates the largest Chinese military gaming platform under the “WAR SAGA” brand. Partner Howard Zhang is leading the transaction, which is valued at approximately US$299 million and was announced on December 1, 2016. Maples and Calder (Hong Kong), led by partner Richard Spooner, is acting as Cayman Islands counsel to the Special Committee of KongZhong’s Board of Directors while Skadden, Arps, Slate, Meagher & Flom is acting as US counsel. Sullivan & Cromwell is acting as US counsel to KongZhong.
Dhir & Dhir Associates has advised Power Finance on the Rs1.96 billion (US$29m) financial facility extended to Photon Ojas to part finance the setting up of a 50 MW solar PV power project at District Mansa, Punjab. Partner Girish Rawat led the transaction.
Dhir & Dhir Associates has also advised MOIL, a Schedule “A” Miniratna Category- I company, on its approximately Rs8.63 billion (US$127.8m) buyback of approximately 21 percent of its equity shares. The buyback offer opened on September 19, 2016 and closed on September 30, 2016. Partner Girish Rawat also led the transaction.
Howse Williams Bowers has acted as Hong Kong counsel to Guangdong Adway Construction on its up to HK$332 million (US$42.8m), upon exercise of the over allotment option, global offering and listing in Hong Kong. Guotai Junan Capital acted as the sole sponsor, sole global coordinator and sole book-runner. The shares commenced trading on November 25, 2016. Guangdong Adway Construction provides comprehensive building decoration services that cover building decoration works, electrical and mechanical installation works, curtain wall engineering works and fire safety engineering works. It is one of the top 20 building decoration service providers in China. Partner Brian Ho led the transaction.
J Sagar Associates has advised Terrier Security Services (India) and its promoters Captain S Ravi and K R Prabhu on the acquisition by Quess of a 49 percent stake in Terrier. Terrier is among the leading providers of manned guarding services in India with 16,000 guards. Terrier also provides training services for security personnel and electronic security solutions to its clients. Partner Murali Ananthasivan led the transaction. Quess was advised by Cyril Amarchand Mangaldas.
Khaitan & Co advised Investec Capital (Services) India on the demerger of the custom moulding business and the prefab business from Sintex Industries to Sintex-BAPL and Sintex Infra Projects, respectively, each of which is a wholly-owned subsidiary of Sintex Plastics Technology. The scheme also involves the issuance of equity shares of Sintex Plastics Technology to the equity shareholders of Sintex Industries and the listing of these equity shares in Bombay and the National Stock Exchange. Executive director Sudhir Bassi and associate partner Moin Ladha led the transaction.
Khaitan & Co has also advised Vouvray Acquisition on the Indian leg of its acquisition of 100 percent of Selandia Holdings, resulting into an indirect acquisition of Selandia Ship Management (India) and Selandia Crew Management (India). Vouvray provides financing and corporate services and offers a range of outsourcing services, including ship management, manpower supply and technical and commercial services, to shipping and energy industries. London-based Vouvray is a subsidiary of Vouvray Midco. Associate partner Pooja Patel led the transaction.
Kirkland & Ellis is acting for Hong Kong-listed Baoxin Auto Group, a leading luxury 4S dealership in China, on its debut issuance of US$300 million senior perpetual securities, which will be guaranteed by China Grand Automotive Services and China Grand Automotive Services (Hong Kong). The sole global coordinator is China International Capital Hong Kong Securities (CICC) while the joint book-runners and joint lead managers are CICC and China Securities (International) Corporate Finance. Hong Kong corporate partners Benjamin Su, Joey Chau and Jacqueline Tang, assisted by corporate partners Nicholas Norris and David Yun and debt finance partners David Irvine and Daniel Lindsey, are leading the transaction.
Luthra & Luthra has advised Sheela Foam, the company behind the flagship Sleepwell brand of mattresses and home comfort products, on its Rs5.1 billion (US$75.5m) IPO. The shares were listed in Bombay and the National Stock Exchange of India. Edelweiss Financial Services and ICICI Securities were the bookrunning lead managers. Partners Manan Lahoty and Vishal Yaduvanshi led the transaction.
Maples and Calder (Hong Kong) has acted as Cayman Islands counsel to Ctrip.com International on its proposed acquisition of Skyscanner Holdings, a leading global travel search site headquartered in Edinburgh, the United Kingdom. Ctrip announced on November 23, 2016 that it has entered into an agreement with the majority shareholders of Skyscanner, under which it will acquire all of such shareholders’ shares in Skyscanner and will offer to acquire shares from the remaining shareholders of Skyscanner. The terms of the acquisition value Skyscanner at approximately US$1.7 billion, with the purchase consideration consisting of cash, Ctrip ordinary shares and loan notes. A Cayman Islands company based in Shanghai, Nasdaq-listed Ctrip is a leading travel service provider of accommodation reservation, transportation ticketing, packaged tours and corporate travel management in China. Partner Richard Spooner led the transaction while Skadden, Arps, Slate, Meagher & Flom acted as international counsel. Pinsent Masons advised the sellers.
Maples and Calder (Hong Kong) has also acted as BVI counsel to Horsepower Finance, a wholly-owned subsidiary of ICBC International Holdings, on its issue of US$1.2 billion notes under its medium term note programme guaranteed by Industrial and Commercial Bank of China. The notes will be listed in Hong Kong. Partner Derrick Kan led the transaction. Linklaters acted as Hong Kong and English counsel while Jun He Law Offices acted as China counsel to the issuer and ICBC.
Minter Ellison has advised Fullshare Holdings, a Hong Kong-listed investment company, on its acquisition of a 90 percent interest in Sparrow Early Learning, an Australian early education provider which operates a portfolio of childcare centres across Queensland and Victoria. The deal continues to highlight the sustained level of investor interest in the Australian childcare and early education sector. Partner Sophie Chen led the transaction, which was valued at A$77 million (US$57.7m). Sparrow Early Learning was advised by Colin Biggers & Paisley.
Rajah & Tann Singapore has advised Paktor on its acquisition of a controlling stake in Machipopo, a Taiwanese video streaming platform with 15 million users. Paktor is the developer of Paktor, a social networking and dating application for users in Southeast Asia and Taiwan. Partner Brian Ng led the transaction.
Shardul Amarchand Mangaldas & Co has advised International Finance Corporation (IFC) and IFC EAF Apollo Investment, both of which are part of World Bank Group, on the acquisition of a 29 percent minority stake in Apollo Health and Lifestyle (AHL) for an aggregate value of Rs4.5 billion (US$66.6m). AHL is a part of the Apollo Hospitals Group, India’s largest healthcare provider, and runs multi-speciality clinics across 17 states. The investment will be used to increase AHL’s network of clinics, along with cradle and diagnostics centres across the country. Partner Puja Sondhi led the transaction, which closed on December 1, 2016. Cyril Amarchand Mangaldas represented Apollo Health and Lifestyle, Apollo Hospitals and Spark Capital, the financial adviser to IFC.
Shearman & Sterling has advised the lenders on the development and financing of the 2,400MW Hassyan coal-fired independent power producer in Dubai. The lenders comprised a combination of financial institutions from China and local and regional commercial banks. The financing included a mezzanine tranche. ACWA Power and the Harbin Electric consortium were initially selected by the Dubai Electricity and Water Authority (DEWA) as the preferred bidder to construct the plant, which is scheduled to be fully operational by 2023. They were later joined as shareholders by the Silk Road Fund. The project includes a 25-year power purchase agreement with DEWA, who will also own 51 percent of the project company, while ACWA Power, Harbin International and Silk Road Fund will own the remaining 49 percent. The plant, adopting the use of the ultra-supercritical technology, will be the first coal-fired power plant in the GCC region. Partners Ben Shorten (Singapore-Project Development & Finance), Sean Wang (Beijing/Hong Kong-Project Development & Finance), Sanja Udovicic (London-Project Development & Finance), Patrick Clancy (London-Finance), Simon Letherman (London-Tax) and Alexander Uff (London-International Arbitration) led the transaction.
Sidley Austin is representing R&F Properties (HK) on its conditional agreement with Caesars Korea Holding for the formation of a 50-50 joint venture to develop, own and operate an integrated resort in Yeongjong Island, Incheon, South Korea. Hong Kong partner Constance Choy is leading the transaction, which is expected to close in mid-March 2017, subject to certain conditions.
Sullivan & Cromwell (Hong Kong) is acting as US counsel to KongZhong (China) on its definitive agreement and plan of merger with Linkedsee (Cayman Islands) and Wiseman International (Hong Kong), a wholly owned subsidiary of Linkedsee, pursuant to which KongZhong will be acquired by an investor consortium in a transaction value at approximately US$299 million. Hong Kong corporate partners Chun Wei and Garth Bray are leading the transaction, which was announced on December 1, 2016.
Vertices Partners has represented Osam Dairy (HR Food Processing) and its promoters on the Rs450 million (US$6.7m) capital raise from Lok Capital (Growth Catalyst Partners) and Aavishkaar. Partners Vinayak Burman and Archana Khosla led the transaction which was completed in November 2016. Lok Capital was represented by Jyoti Sagar & Associates, led by partner Aarthi Sivanandh, while Aavishkaar was represented by P&C Legal, led by partners Vishnu Jerome and Sameer Sibal.
Weil has advised HNA Group on the completion of its previously announced transaction with Ingram Micro, under which Tianjin Tianhai Investment, a publicly-traded subsidiary of HNA Group, acquired New York-listed Ingram Micro for US$38.90 per share in an all-cash transaction with an equity value of approximately US$6 billion. Ingram Micro helps businesses Realise the Promise of Technology™. It delivers a full spectrum of global technology and supply chain services to businesses around the world. HNA Group is a global company with over US$90 billion of assets, US$30 billion in annual revenues and an international workforce of nearly 200,000 employees. Shanghai-listed Tianjin Tianhai is a modern logistics company with investments and operations across a range of market segments. HNA Group is Tianjin Tianhai’s largest shareholder. With the completion of the transaction, Ingram Micro ceased trading in New York on December 6, 2016 but will remain headquartered in Irvine, California. Corporate partners Akiko Mikumo (Hong Kong) and Charles Ching (Shanghai, Beijing, Hong Kong) and regulatory partner Ted Posner (Washington DC) led the transaction. Davis Polk advised Ingram Micro.
