Allen & Gledhill has advised the Monetary Authority of Singapore on the issue of S$2.5 billion (US$1.85b) fixed rate bonds due 2054, under the Government of Singapore’s medium term note programme for issuance of Singapore Government Securities (Infrastructure), including Green SGS (Infrastructure), via syndication. The bonds are Singapore’s first sovereign green bonds with a 30-year tenor, and follows the earlier inaugural issuance and re-opening issuance of the 50-year sovereign green bonds in 2022 and 2023, respectively. The bonds form part of the pipeline of up to S$35 billion (US$26b) of sovereign and public sector green bonds that Singapore and its statutory boards intend to issue by 2030. Proceeds from the bonds will also be used to finance expenditures in support of the Singapore Green Plan 2030, which includes two new MRT lines, the Jurong Region Line and the Cross Island Line, to build green infrastructure for a financially and environmentally sustainable future. Partners Yeo Wico, Jeanne Ong, Sunit Chhabra, Andrew Chan and Jo Tay led the firm’s team in the transaction.
Allen & Gledhill is also advising Keppel Infrastructure Trust (KIT), through its trustee-manager Keppel Infrastructure Fund Management, on its proposed agreement with the Infrastructure Division of Keppel (IDK) to amend and extend the Capacity Tolling Agreement (CTA) for the Keppel Merlimau Cogen (KMC) Plant by ten years, from 2030 to 2040. The amended and extended CTA is expected to generate up to S$1.08 billion (US$799m) in long term capacity payments for KMC. Situated on Jurong Island, the KMC Plant is a combined cycle gas turbine power plant with a generation capacity of approximately 1,300 MW, and was the first independent power project to enter the Singapore electricity market since the implementation of the National Electricity Market of Singapore in January 2003. With the extension of the CTA, KIT can further tap Keppel’s operating capabilities to undertake enhancements to the KMC Plant that will improve its emissions intensity and allow it to contribute to the decarbonisation of Singapore’s power sector. With an upgrade to one of the Plant’s turbine units, KMC is estimated to abate up to approximately 50 million KWh equivalent of carbon emissions each year. With certain modifications, KMC will also be able to co-fire hydrogen blended with natural gas as feedstock and deliver lower carbon power to the grid in the future. Partners Tan Wee Meng and Teoh Sze Min led the firm’s team in the transaction.
Moreover, Allen & Gledhill has advised Frasers Property North Gem Trustee, as trustee-manager of North Gem Trust, on the S$785 million (US$581m) term loan facility arranged by Oversea-Chinese Banking Corporation, DBS Bank, United Overseas Bank, Sumitomo Mitsui Banking Corporation Singapore Branch, Bank of China Singapore Branch and CIMB Bank Singapore Branch. The facility is aligned with the Green Loan Principles, and will be used to refinance existing borrowings relating to Northpoint City South Wing. Partner Lim Wei Ting led the firm’s team in the transaction.
AZB & Partners has advised New Mountain Capital on its Rs248 billion (US$3b) acquisition of majority stake in Grant Thornton from Grant Thornton International. Partners Darshika Kothari, Kunal Kumbhat and Devika Nayak led the firm’s team in the transaction, which was completed on May 31, 2024.
AZB & Partners is also advising Kalyan Jewellers India on its Rs417 million (US$5m) acquisition of stake in Enovate Lifestyles. Partner Varun Lamba is leading the firm’s team in the transaction, which was signed on June 3, 2024 and is yet to be completed.
Cyril Amarchand Mangaldas has advised TBO Tek on its IPO of equity shares aggregating to approximately Rs15.5 billion (US$186m). The offer comprised of a fresh issue of approximately 4.3 million equity shares aggregating to Rs4 billion (US$48m), and an offer for sale of approximately 12.5 million equity shares aggregating to Rs11.5 billion (US$138m). The equity shares commenced trading on the Indian stock exchanges on May 15, 2024. Partner Gokul Rajan (northern region markets head) led the firm’s team in the transaction. Hogan Lovells Lee & Lee and S&R Associates acted as international and Indian counsel, respectively to Axis Capital, Goldman Sachs (India) Securities, Jefferies India and JM Financial, as the book-running lead managers to the issue.
Cyril Amarchand Mangaldas has also advised ICICI Securities, Axis Capital, IIFL Securities and Emkay Global Financial Services, as the book-running lead managers, on the IPO of equity shares of Awfis Space Solutions, the largest flexible workspace solutions company in India. The transaction involved an issuance of equity shares of Awfis aggregating to approximately Rs6 billion (US$72m). The equity shares commenced trading on the Indian stock exchanges on May 30, 2024. The transaction was signed on July 27, 2023 and closed on May 30, 2024. Awfis is the largest flexible workspace solutions company in India, in terms of total number of cities, centres and micro-markets. It has a network of 169 total centres across 16 cities, with 105,258 total seats, as of December 31, 2023. Partner Gokul Rajan (northern region markets head) led the firm’s team in the transaction, while White & Case acted as international counsel. Quillon Partners advised the investor selling shareholder.
Khaitan & Co has advised a group of investors comprising of Tusk Investments, Jalan Family Office, Yashodhara Khaitan, Isha Khaitan, Ekta Credit, Navaratan Property Holdings, Salarpuria Investment and Primarc Stellar Ventures on the minority investment in Duroply Industries, via a combination of equity shares and convertible warrants aggregating to Rs439 million (US$5.25m). Duroply manufactures plywood and allied products. Partner Shourya Sengupta led the firm’s team in the transaction.
Khaitan & Co has also advised Texmaco Rail and Engineering on the acquisition of 51 percent shares of Saira Asia Interiors from its existing shareholder, Emobility Design and Innovation. After closing, Saira would become a subsidiary of Texmaco and shall be operated as a joint venture. Partner Shourya Sengupta, supported by partner Shailendra Bhandare, led the firm’s team in the transaction.
Maples and Calder has acted as Cayman Islands counsel to Marketingforce Management on its IPO of approximately 5.95 million shares and the listing in Hong Kong. Marketingforce provides marketing and sales software solutions to enterprise customers in China via Software as a Service (SaaS), and precision marketing services that help advertising customers to place advertisements on leading media platforms, effectively reaching target audiences. The offering, which closed on May 16, 2024, raised approximately HK$267.74 million (US$34.3m). Partner Juno Huang led the firm’s team in the transaction, while Clifford Chance advised on Hong Kong and US laws, and JunHe advised on Chinese law. The sponsors, China International Capital Corporation Hong Kong Securities and CCB International Capital, among others, were advised by Freshfields Bruckhaus Deringer as to Hong Kong and US laws, and by Commerce & Finance Law Offices as to Chinese law.
Maples and Calder has also acted as Cayman Islands and BVI counsel to RoboSense Technology on its IPO of approximately 23 million ordinary shares, and the listing in Hong Kong. RoboSense is a Chinese developer of laser imaging, detection and ranging (LiDAR) sensors for self-driving cars. The offering closed on January 5, 2024, raising approximately HK$985.12 million (US$ (US$126m). Partner Karen Zhang Pallaras led the firm’s team in the transaction, while Clifford Chance advised on Hong Kong and US laws and Han Kun Law Offices advised on Chinese law. The joint sponsors, JP Morgan and China Renaissance, and the underwriters were advised by Latham & Watkins as to Hong Kong and US laws and King & Wood Mallesons as to Chinese.
Moreover, Maples and Calder has acted as Cayman Islands counsel to JIADE on its IPO of two million ordinary shares on the Nasdaq. Jiade specializes in providing one-stop comprehensive education supporting services to adult education institutions, through a wide spectrum of software platform and auxiliary solutions, to meet the evolving needs of their customers in the rapidly changing adult education industry. The offering, which closed on May 17, 2024, raised approximately US$8 million. Partner Juno Huang led the firm’s team in the transaction, while Hunter Taubman Fischer & Li acted as US counsel. WestPark Capital, the representative of underwriters for the offering, represented by MagStone Law as to US law.
Mayer Brown has represented Easou Technology Holdings on its global offering and listing in Hong Kong. Easou Technology offered approximately 14.8 million shares globally, with the Hong Kong public offering and international offering accounting for 10 percent and 90 percent of the shares, respectively. The final offer price was fixed at HK$5.80 (US$0.74) per share, while the listing and trading of shares took place on June 7, 2024, with a market capitalization of approximately HK$1.9 billion (US$243m) in reference to the final offer price. Established in 2005, Easou Technology operates four business lines, comprising of online reading platform services, digital marketing services, online games publishing services, and other digital content services. Proceeds from the IPO will be used to enhance the company’s R&D capabilities, expand its online games publishing services in the overseas market, and fund the expansion of the business. Hong Kong corporate and securities partner Billy Au led the firm’s team in the transaction.
Rajah & Tann Singapore is advising RE&S Holdings, as offeree, on its privatisation by Relish Investments, which is advised and managed by private equity firm Southern Capital Group. This S$127.38 million (US$94m) transaction involves RE&S, a Catalist-listed company that manages Japanese F&B ventures in Singapore and Malaysia, and includes a procurement division in Japan. Partner Danny Lim is leading the firm’s team in the transaction.
Rajah & Tann Singapore has also acted for KepInvest Holdings on its divestment of the issued share capital in Singapore-listed Dyna-Mac Holdings to Hanwha Aerospace and Hanwah Ocean for an aggregate consideration of S$100 million (US$74m). A wholly-owned subsidiary of Singapore-listed Keppel, KepInvest Holdings is a global asset manager and operator with strong expertise in sustainability-related solutions spanning the areas of infrastructure, real estate and connectivity. Partners Sandy Foo and Jasselyn Seet led the firm’s team in the transaction.
Moreover, Rajah & Tann Singapore is acting for the vendors on the S$439 million (US$325m) collective sale of Delfi Orchard to CDL Draco, a subsidiary of City Developments. Located in a prime site along Orchard Road, Delfi Orchard is an 11-storey freehold strata-title development comprising of 150 commercial and residential units. This deal marks the third major collective sale in the Orchard Road corridor. Senior partner Norman Ho and partner Gazalle Mok are leading the firm’s team in the transaction, which is subject to obtaining the statutory sale order.
Skadden has advised Astroscale Holdings, a provider of space debris collection and other on-orbit services, on its IPO and listing in Tokyo. The ¥23.8 billion (US$153m) global offering of approximately 28 million shares of common stock (including the over-allotment option shares) at an initial IPO price of ¥850 (US$5.40) values the company at ¥98.7 billion (US$630m). Astroscale intends to use the IPO proceeds primarily towards project development and R&D. Astroscale is the first space debris removal company to conduct an IPO, and the second space industry global IPO in Japan, following ispace’s global IPO in 2023 on which the firm also advised. Tokyo corporate partner Kenji Taneda led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co is advising Indian Oil Corporation (IndianOil) on the formation of a joint venture with Sun Mobility for undertaking battery swapping as a service business in India. With this joint venture, IndianOil and Sun Mobility will also focus on other initiatives, such as retrofitting and developing aggregator ecosystem to promote electric mobility in India. Partner Prashant Sirohi, supported by partners Aman Singh Sethi and Apoorva Murali, are leading the firm’s team in the transaction, which was signed on June 5, 2024. Sun Mobility was advised by Trilegal.
Skadden has also advised Trip.com Group, a leading one-stop travel service provider of accommodation reservation, transportation ticketing, packaged tours and corporate travel management, on the Rule 144A offering of its US$1.5 billion cash-par settled 0.75 percent convertible senior notes due 2029, including the initial purchasers’ full exercise of option to purchase an additional US$200 million in aggregate principal amount of the notes. The notes offering was completed on June 7, 2024. Corporate partner Haiping Li (Hong Kong), supported by partners Jonathan Stone (Hong Kong), Paloma Wang (Hong Kong), Danny Tricot (London) and Thomas Wood (Washington DC), led the firm’s team in the transaction.
