Allen & Gledhill has advised Bayfront Infrastructure Capital II, a wholly-owned subsidiary of Bayfront Infrastructure Management (BIM), on the issue of five classes of investment grade rated notes, comprising US$176.9 million Class A1 senior secured floating rate notes due 2044, US$120 million Class A1-SU senior secured floating rate notes due 2044, US$33.3 million Class B senior secured floating rate notes due 2044, US$22.1 million Class C senior secured floating rate notes due 2044, and US$8.8 million subordinated notes due 2044. The firm also advised BIM Asset Management, a wholly-owned subsidiary of BIM, as collateral manager for the transaction. The five classes of notes are backed by cash flows from a portfolio of project and infrastructure loans in the Asia-Pacific, Middle East and South America regions. The notes were offered to institutional investors, and are listed in Singapore. The transaction is a repeat issuance of infrastructure asset-backed securities by the Bayfront platform, following the inaugural transaction in July 2018 through Bayfront Infrastructure Capital, and includes the first publicly issued securitised sustainability notes, the Class A1-SU notes. The US$401.2 million portfolio of 27 project and infrastructure loans is diversified across 13 countries and eight industry sub-sectors. The Asian Infrastructure Investment Bank participated in the transaction as an anchor investor. Partners Yeo Wico, Jeanne Ong, Andrew Chan, Jo Tay and Sunit Chhabra led the firm’s team in the transaction.
Allen & Gledhill has also acted as transaction counsel to Manulife US Real Estate Management, as manager of Manulife US Real Estate Investment Trust, on the US$200 million unsecured and uncommitted revolving credit facility obtained by DBS Trustee, as trustee of Manulife US REIT. The facility will be used as bridge financing for the acquisition of properties by Manulife US REIT. Managing partner Jerry Koh and partner Jonathan Lee led the firm’s team in the transaction.
Ashurst has represented Japanese trading house Sojitz on its acquisition of a stake in 2D Materials (2DM), a Singapore-based manufacturer and seller of graphene. Through this investment in 2DM, Sojitz will enter the next-generation technology and new materials field. 2DM is a spinoff company from the National University of Singapore’s Centre of Advanced 2D Materials, one of the leading 2-dimensional materials research institutes in the world. Leveraging its global network of approximately 5,000 partner companies in the chemicals industry, along with its sales and procurement networks, Sojitz will promote practical application of 2DM’s high-quality, competitively priced graphene. Additionally, by promoting the use of energy-saving and material-conserving graphene materials, Sojitz will contribute to the realization of an eco-friendly society. Partners Michelle Phang (Singapore) and Tracy Whiriskey (Tokyo) led the firm’s team in the transaction.
AZB & Partners has advised The Hongkong and Shanghai Banking Corporation Singapore Branch, BNP Paribas, Credit Suisse (Hong Kong) and Merrill Lynch (Singapore), as the initial purchasers, on the issue by Wipro IT Services, a step down subsidiary of Wipro, of 1.5 percent senior notes due 2026, aggregating to Rs55.6 billion (US$748.6m). The notes are guaranteed by Wipro. Partners Srinath Dasari and Varoon Chandra led the firm’s team in the transaction, which was completed on June 24, 2021.
AZB & Partners has also acted as India counsel to SECO Mind USA on its Rs511 million (US$7m) acquisition of Oro Networks and its group entity Piri.ai. Partners Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was signed on June 3, 2021 and was completed on June 24, 2021.
Clifford Chance has advised Morgan Stanley, CLSA and other underwriters on biotech company Zylox-Tonbridge Medical Technology’s US$330 million IPO and listing in Hong Kong, under Chapter 18A of the Hong Kong Listing Rules for early-stage biotech companies. The public offering tranche of the IPO was oversubscribed 1,190 times. Hangzhou-headquartered Zylox-Tonbridge provides interventional medical devices for the treatment of neuro and peripheral-vascular diseases, one of the leading causes of death and disability globally, and the leading cause of death in China, accounting for over 20 percent of the country’s total mortality in 2019. Hong Kong and Beijing partners Fang Liu and Tianning Xiang led the firm’s team in the transaction.
Clove Legal has advised Sula Vineyards on its acquisition of Nashik-based York Winery. Partner Amit Sirsikar led the firm’s team in the transaction.
Davis Polk has advised the initial purchasers on a debut Regulation S offering by Leading Holdings Group of US$150 million 12 percent senior notes due 2022. Hong Kong-listed Leading Holdings Group is a property developer with a leading market position among the Sichuan-based property developers, and a nationwide presence. Partners Gerhard Radtke and Yang Chu led the firm’s team in the transaction.
Davis Polk has also advised Nayuki Holdings on its IPO and listing in Hong Kong, and an international Rule 144A and Regulation S offering. The gross proceeds from the offering amounted to approximately HK$5.1 billion (US$656.6m), prior to any exercise of the over-allotment option. Nayuki Holdings is a leading premium modern teahouse chain in China that reshapes the tea drinking experience. It is the first in China to make freshly brewed tea drinks with fresh fruit, and to pair freshly-made tea drinks with handcrafted baked goods. Partners Yang Chu and Li He led the firm’s team in the transaction.
Gide has advised ICICLE, the established natural and durable fashion brand in China, on the creation of ICCF Group (Icicle Carven China France), uniting ICICLE and the Parisian fashion house CARVEN, which has been owned by ICICLE since 2018. The ICCF Group reflects the original and fruitful collaboration between western and eastern cultures and two markets: France and China. It will bring great benefits to the two brands, ICICLE and CARVEN, from natural material expertise to production facilities and multicultural artistic teams, which are key to the international development of both brands. Shanghai partner Fan Jiannian, supported by partners Arnaud Michel, Bertrand Oldra and Foulques de Rostolan, led the firm’s team in the transaction.
K Law has advised Axis Bank, the sole financial creditor in the Committee of Creditors of SVIIT Software. The resolution professional of SVIIT Software supervised the corporate insolvency resolution process, and various bids were invited for the resolution of SVIIT Software. After negotiations with multiple resolution applicants, Mr Parmjit Gandhi emerged as the successful resolution applicant. An application was filed for approval of the resolution plan, which was allowed by the Principal Bench, National Company Law Tribunal in its order dated May 31, 2021. The resolution plan is presently being implemented. Axis Bank is set to receive Rs351.5 million (US$4.7m) under the resolution plan, against an admitted claim of Rs592.3 million (US$8m). Partner Aditi Mittal led the firm’s team in the transaction. The resolution professional and PWC, the resolution advisor, was represented by Khaitan & Co.
Khaitan & Co has advised Apis Partners on its participation in the Series C funding round in D2C Consulting Services, which through its subsidiary D2C Insurance Broking, operates an online insurance platform RenewBuy, which allows customers to choose, compare and buy motor health and life insurance. Apis Partners is a UK-based private equity asset manager that supports growth stage financial services and financial infrastructure businesses. D2C Consulting Services raised approximately US$45 million, in a Series C funding round led by Apis Partners, through its fund Apis Growth II (Rose), along with existing investors Lok Capital and IIFL Asset Management. Partners Kartick Maheshwari, Ashraya Rao and Kapish Mandhyan, supported by partners Shabnam Shaikh and Supratim Chakraborty, led the firm’s team in the transaction, which was completed on June 21, 2021. PDS Legal, JMP and Shardul Amarchand Mangaldas & Co also advised on the deal.
Khaitan & Co has also advised O(1) India, its founders and angel investors on the sale, via cash and equity, of their respective shareholding in Shop101 to Glance InMobi, a subsidiary of InMobi Group and a portfolio company of Google. The entire team of Shop101, including the founders Abhinav Jain, Aditya Gupta and Kalpak Chajjed, will continue working in O(1) India and power social commerce efforts of Glance, through Glance and Roposo platforms. The transaction also provided an exit, via cash and equity, to O(1) India existing investors Kalaari Capital Partners III, Vy Fund I, Stellaris Venture Partners India I and Unilever Ventures Holdings. Partner Surbhi Kejriwal led the firm’s team in the transaction, which was announced on June 14, 2021. Kochhar & Company advised Glance InMobi, while Indus Law advised the investors.
L&L Partners has advised Center Rock Capital Partners, a US-based private equity firm, on its acquisition of companies engaged in engineering services, field services, and parts manufacturing based in the US and in India. The firm assisted in the Indian leg of the transaction, which was structured as an all cash deal, preceded by internal restructuring. Center Rock focuses on PE investment in the industrial sector. This acquisition will help Center Rock enhance its presence in the Indian industrial sector. Partner Shinoj Koshy, supported by partner Lokesh Shah, led the firm’s team in the transaction.
Rajah & Tann Singapore, a member firm of Rajah & Tann Asia, has acted on the S$40 million (US$29.7m) collective sale via private treaty of Ho Seng Lee Flatted Warehouse at 10C Jalan Ampas, Singapore, consisting of 16 strata lots with a land area of 2,043.2 square metres. Partner Norman Ho led the firm’s team in the transaction.
White & Brief has advised STUP Consultants and its promoters and STUP Design Forum (SDF) and its proprietor on the approximately Rs1.94 billion (US$26m) sale of 99 percent equity shares by the promoters of STUP Consultants to Assystem France, which was completed on June 30, 2021, and the subsequent transfer of the business of SDF to STUP Consultants, which was completed on July 1, 2021. Senior partner Manu Varghese led the firm’s team in the transaction.
WongPartnership has acted for JPMorgan on its joint venture with DBS and Temasek to create a new blockchain-based platform for payments, trade and foreign exchange settlement. The company, Partior, will leverage blockchain technology and digitise commercial bank money, with the aim of reducing current frictions and time delays in cross-border payments, trade and currency settlements. Partner Chan Sing Yee led the firm’s team in the transaction, together with partners Ameera Ashraf, Tan Shao Tong and Chan Jia Hui.
WongPartnership has also acted for the purchasers on ESR-REIT’s S$53 million (US$39.4m) divestment of properties at 11 Serangoon North Avenue 5 and 3C Toh Guan Road East. Partners Monica Yip and Serene Soh led the firm’s team in the transaction.
