Allen & Gledhill has advised Singapore Telecommunications (Singtel) and Singtel Group Treasury on the issue of US$100 million 3.56 percent sustainability-linked notes due 2027, under the S$10 billion (US$7.3b) guaranteed euro medium term note programme guaranteed by Singtel. United Overseas Bank is the sole lead manager for the issue of the notes. The issue of the notes is a partnership by Singtel Group Treasury with UOB and digital securities exchange ADDX. This is the largest foreign currency digital bond in Singapore, and also the Singtel Group’s first digital sustainability-linked bond. Partners Yeo Wico, Bernie Lee, Sunit Chhabra, Yeo Boon Kiat, Alexander Yap and Adrian Ang led the firm’s team in the transaction.
Allen & Gledhill has also advised Village Global on its investment in the US$30 million seed funding round of Recur Club, the operator of a platform that helps companies raise financing against their recurring revenues and allows investors to invest in the recurring revenue streams of companies. Village Global is an early-stage venture capital firm that is backed by some of the world’s most successful entrepreneurs, such as Bill Gates, Jeff Bezos, Mark Zuckerberg and Reid Hoffman. Partner Julian Ho led the firm’s team in the transaction.
Allen & Overy has advised Prosus, one of the world’s largest global technology investors, as lead investor on a US$170m Series C funding round by Foodics, the leading cloud-based technology and payment platform for restaurants in the MENA region. The transaction represents the largest SaaS Series C round in MENA. The funding round was also led by Sanabil Investments, a PIF-owned investment company focused on private growth investments in various stages of the business cycle. Other investors included Sequoia Capital India and existing investors, including STV and Endeavor Catalyst. Majority-owned by Naspers, Prosus is a global consumer internet group, and one of the largest technology investors in the world. Headquartered in Riyadh, Saudi Arabia, Foodics is a restaurant management and fintech ecosystem that empowers F&B owners and merchants to run their operations more seamlessly and efficiently. This funding round will support Foodics’ regional and international expansion. Middle East corporate head partner David Foster led the firm’s team in the transaction.
AZB & Partners has advised Internet Fund V, a fund managed by Tiger Global Management, on its acquisition, along with other investors, of equity stake in Sirion Labs, including its Indian subsidiary. Partners Ashwath Rau, Srinath Dasari and Nanditha Gopal led the firm’s team in the transaction, which was valued at Rs7 billion (US$90.3m) and was completed on April 25, 2022.
AZB & Partners is also advising eMudhra on its IPO of fresh issue of equity shares aggregating up to Rs1.61 billion (US$21m) and an offer for sale of up to 9.83 million equity shares by the promoter and other selling shareholders. The Red Herring Prospectus was filed with the Registrar of Companies on May 10, 2022. Partners Varoon Chandra and Agnik Bhattacharyya are leading the firm’s team in the transaction, which is yet to be completed.
Baker & McKenzie (Gaikokuho Joint Enterprise) has advised the Goto Floating Wind Farm Consortium, led by Toda as well as ENEOS, Osaka Gas, INPEX, Kansai Electric Power and Chubu Electric Power, on the construction of a 16.8 MW floating wind project in Goto Islands, Nagasaki, Japan. The consortium was selected as the winner of Japan’s first offshore wind auction, since the Renewable Sea Area Utilization Law came into effect in April 2019. Construction is scheduled to start in September this year, and the wind farm is expected to be commissioned in January 2024. The project is the first to be awarded a public procured exclusive plan certification as an offshore wind power generation facility to be constructed based on the Renewable Sea Area Utilization Law. The wind farm will feature eight Hitachi 2.1 MW wind turbines installed on hybrid spar-type, three-point mooring floating foundations off the shore of Goto City, Nagasaki Prefecture. renewable energy group co-head Naoaki Eguchi and partner Tsutomu Kobayashi led the firm’s team in the transaction.
Baker McKenzie FenXun, the joint operation platform of Baker McKenzie and Chinese law firm FenXun, acted as international and Chinese domestic law counsel to Jin Jiang International Holding Company on the privatization, via merger by absorption under Chinese law, of Hong Kong-listed Shanghai Jin Jiang Capital. The cash consideration paid by Jin Jiang was approximately HK$4.3 billion (US$548m). The H shares of Shanghai Jin Jiang Capital were delisted in Hong Kong on May 5, 2022. Jin Jiang is one of the largest hotel and tourism conglomerates, in terms of scale, in China. It is a state-owned enterprise controlled by Shanghai SASAC, and is the controlling shareholder of Shanghai Jin Jiang Capital. Orient Capital (Hong Kong) and Nomura International (Hong Kong) acted as the financial advisers to Jin Jiang. Shanghai Jin Jiang Capital is a joint stock limited company incorporated in China and listed in Hong Kong. The company is principally engaged in full service hotel operation and management, select service hotel operation and franchising, restaurant operation, passenger transport logistics, travel agency and other related businesses. Baker McKenzie international capital markets partners Christina Lee (Hong Kong) and Hang Wang (Beijing), supported by FenXun partner Yingzhe Wang, led the firm’s team in the transaction.
Clifford Chance has advised Mitsui & Co on its merger of Certis Europe and Belchim Crop Protection. The two European crop protection distribution businesses are affiliates of Mitsui’s wholly-owned subsidiary Mitsui AgriScience International. Partner Natsuko Sugihara, supported by partners Jeroen Thijssen (Amsterdam), Mark Jan Arends (Amsterdam), Xavier Remy (Brussels), Richard Blewett (Brussels) and Marc Besen (Dusseldorf), led the firm’s team in the transaction. The firm previously advised Mitsui on its 2019 investment in Belchim Crop Protection.
Cyril Amarchand Mangaldas has advised the Adani Group on its acquisition of controlling interest held by Holcim Group in Ambuja Cements and ACC. Signed on May 15, 2022 and valued at US$10.5 billion, this is the largest transaction in India’s infrastructure and materials space, and has triggered two open offers, each in respect of Ambuja Cements and ACC. As a part of the transaction, Endeavour Trade and Investment, a Mauritius-incorporated company belonging to the Adani Group, is to acquire 100 percent shareholding of Holderind Investments Mauritius, the promoter of Ambuja Cements and ACC, from Holderfin, a Holcim group company. Managing partner Cyril Shroff, along with partners Anchal Dhir and Paridhi Adani, supported by partners Anchal Dhir, Aditya Prasad, Navin Kumar, Santosh Janakiram, Subhalakshmi Naskar, Avaantika Kakkar and Kirthi Srinivas, led the firm’s team in the transaction, while Latham & Watkins acted as English law counsel.
Cyril Amarchand Mangaldas has also advised Viacom 18, a subsidiary of TV18 Broadcast, and Reliance Projects & Property Management Services, a wholly-owned subsidiary of Reliance Industries, on the Rs135 billion (US$1.74b) investment by Bodhi Tree Systems and Rs16.45 billion (US$212m) by Reliance Projects, in Viacom 18. The transaction also contemplates the transfer of the “Jio Cinema” OTT app to Viacom 18. Partners L Viswanathan (corporate deputy head), Nivedita Rao (corporate deputy head), Aditi Singhvi and Anand Jayachandran, supported by partners Arun Prabhu (TMT head), Anirban Mohapatra, Avaantika Kakkar (competition head) and Kirthi Srinivas, led the firm’s team in the transaction, which was signed on April 27, 2022.
Eversheds Sutherland has advised NWS Holdings on its acquisition of a portfolio of six premium logistics properties in Chengdu and Wuhan. The assets were acquired from Goodman China Logistics Partnership, an industrial and warehousing property fund managed by Goodman Group, for Rmb2.29 billion (US$343.4m). The firm also advised on the formation of a joint venture operating company to manage and operate the portfolio and future assets. This transaction marks a milestone in NWS’s strategic expansion plan in the logistics segment. Following the transaction, the gross leasable area of NWS’s logistics properties will double to over 11 million sq ft. The portfolio will bring an immediate contribution to the cash flow and financial performance of NWS. NWS will partner with Goodman Group to explore further collaboration opportunities in Mainland China. Hong Kong corporate partner Dickson Ng, supported by Hong Kong partner Amy Yu, led the firm’s team in the transaction.
IndusLaw has advised Ocean Sparkle, India’s largest third-party marine services provider, on the acquisition by Adani Ports and Special Economic Zone, via its subsidiary Adani Harbour Services, of 100 percent stake in Ocean Sparkle at an enterprise valuation of Rs170 billion (US$2.2b). The transaction involved the sale of 100 percent of the shares of Ocean Sparkle from the four promoters, their holding company, four separate PE investors (QIC, IEP and Affirma Capital) and angel investors. Considering that the PE shareholders held a majority stake, this was more challenging to ensure that the sale took place on terms that were acceptable to all the shareholders. Partner Ravi Kumar led the firm’s team in the transaction. Cyril Amarchand Mangaldas acted for Adani Ports and Special Economic Zone, JSA acted for the selling PE shareholders QIC, IEP and Affirma Capital, and AZB & Partners acted for IFC, another selling shareholder.
JSA has advised Nirlon on the secured credit facilities of up to Rs12.3 billion (US$158.6m) availed from HSBC. The credit facilities have been extended in the form of ‘green term loan’ and ‘overdraft facility’. Nirlon will utilise the facilities, among others, towards refinancing its existing loan from HDFC, which was availed for development of a green project. Partner Anish Mashruwala, supported by partner Pratish Kumar, led the firm’s team in the transaction.
JSA has also advised A91 Partners and Alpha Wave Global on the Series B fund-raise by VideoVerse, formerly known as Toch AI. VideoVerse’s flaghsip product, Magnifi, uses proprietary AI models to extract highlights and key moments from enterprise video content to auto-produce social ready clips. This enables fans to connect with real time, relevant and customized video content, and makes content discoverability easier. Partner Probir Roy Chowdhury led the firm’s team in the transaction, which was valued at US$46 million.
O’Melveny has represented energy provider and battery producer Dragonfly Energy on its definitive business combination agreement with Nasdaq-listed Chardan NexTech Acquisition 2 that will result in Dragonfly becoming a publicly traded company. The transaction was announced on May 16, 2022, and implies a combined company pro forma enterprise value of US$500 million. The deal is expected to close in the second half of 2022, subject to closing conditions. Upon closing, the combined company will be renamed Dragonfly Energy and is expected to be listed on the Nasdaq. Headquartered in Reno, Nevada, Dragonfly is a leading producer of deep cycle lithium-ion batteries, which are used to power a range of devices and appliances. Partners Portia Ku, Kurt Berney, Noah Kornblith and Wenting Yu led the firm’s team in the transaction.
Rajah & Tann Singapore has acted for Provident Capital on its participation in a US$359 million fundraising by blockchain gaming firm Animoca Brands, putting the company at a US$5 billion valuation. Partner Brian Ng led the firm’s team in the transaction.
Rajah & Tann Singapore has also acted for Pluang Technologies on several rounds of its series financing, namely its series A round for US$20 million led by Openspace Ventures, with participation from Go Ventures and other returning investors; its series B round for US$35 million led by Square Peg; and their latest series C round for US$55 million led by Accel, with participation from BRI Ventures and existing investors, such as Square Peg, Go-Ventures, UOB Venture Management and Openspace Ventures. Partners Brian Ng and Debbie Woo led the firm’s team in the transactions.
Shearman & Sterling has represented UBS Securities, Citigroup Global Markets, Credit Suisse Securities (USA) and China International Capital Corporation Hong Kong Securities, as placement agents, on the PIPE in connection with Prenetics Global’s previously announced business combination with Artisan Acquisition. The transaction was completed on May 18, 2022, and the shares of Prenetics began trading on the Nasdaq. A global leader in genomic and diagnostic testing, Prenetics is entering the US market through a merger with Artisan, a special purpose acquisition company privately founded by cultural entrepreneur Adrian Cheng. The transaction gave Prenetics an enterprise value of US$1.25 billion, with a combined equity value of US$1.7 billion, making it the first Hong Kong startup valued at more than US$1 billion to be publicly listed in any market. Hong Kong capital markets partner Kyungwon Lee led the firm’s team in the transaction.
