Allen & Gledhill has advised DBS Bank and United Overseas Bank, as green loan coordinators and lenders, on the S$680 million (US$522m) term and revolving loan facilities to Holly Development (sponsored by CapitaLand Development, UOL Group, Singapore Land Group and Kheng Leong Company. The facilities are aligned with the Green Loan Principles, and will be used to finance the acquisition and development of a residential project at Holland Drive. Partners Lim Wei Ting and Ernest Teo led the firm’s team in the transaction.
Allen & Gledhill has also advised venture capital firm Wavemaker Pacific 5 on leading the US$1.5 million series seed round investment in Tour Amigo, a Singapore-headquartered travel technology start-up focused on providing a full enterprise resource planning (ERP) system and booking, reservation and channel management software to travel businesses, including travel operators and destination management companies. Partner Nicholas Soh led the firm’s team in the transaction.
Moreover, Allen & Gledhill has advised Tangram Asia Capital, the corporate venture capital firm established by NTUC Enterprise, and NTUC Health Co-operative on NTUC Health’s divestment of its dental business Denticare to Tangram Asia, and the subsequent merger of Denticare with Royce Dental Group. The merged entity will be one of the leading dental care groups in Singapore, comprising over 45 clinics with more than 160 professional dentists and specialists, providing patients with greater access to quality dental care and better coordination between general and specialist services to meet their needs. Partners Julian Ho, Eugene Ho, Lim Pek Bur, Koh En Ying and Tan Kai Liang led the firm’s team in the transaction.
AZB & Partners is advising RTX Corporation on the Rs41.7 billion (US$497m) acquisition by Signia Aerospace, a portfolio company of Arcline Investment Management, of the Goodrich Hoist and Winch business of RTX’s Collins Aerospace division, including the acquisition of its Indian company, Goodrich Aerospace Services, from Goodrich Corporation and certain affiliates, including the Indian company. Partners Roxanne Anderson, Divya Mundra and Nishanth Ravindran are leading the firm’s team in the transaction, which was signed on July 1, 2024 and is yet to be completed.
AZB & Partners is also advising Kalyan Jewellers India and its promoter, Mr TS Kalyanaraman, on the Rs13.7 billion (US$163m) acquisition of stake in Kalyan Jewellers India by Trikkur Sitarama Iyer Kalyanaraman from Warburg Pincus. Partners Abhinav Ashwin, Siddharth Khanna and Varun Lamba are leading the firm’s team in the transaction, which was signed on August 21, 2024 and is yet to be completed.
Moreover, AZB & Partners has advised Kohlberg Kravis Roberts & Co and investment funds, vehicles and/or entities managed and/or advised by it or its affiliates on the Rs91 billion (US$1b) acquisition by KKR and Highways Infrastructure Trust of 12 special purpose vehicles of PNC Infratech and PNC Infra Holdings. Partner Bharat Budholia led the firm’s team in the transaction, which was completed on August 6, 2024.
Clifford Chance has advised leading Asia-focused alternative investment firm SeaTown Holdings International on the formation of SeaTown Private Credit Fund II (PCF II), a US$1.3 billion fund originating and making credit investments primarily in the Asia Pacific region. With over US$2.5 billion in assets under management across its private credit funds, SeaTown has been investing in private credit for more than a decade. Partner Kai-Niklas Schneider, supported by partners Daryl Liu (private funds-Singapore), Jefferey LeMaster (US regulatory and ERISA-New York), Paul Koppel (US regulatory and ERISA-New York), Richard Kalaher (tax-London) and Rebecca Pereira (tax-New York), led the firm’s team in the transaction.
Clifford Chance has also advised L’Occitane International (LOI) and its independent board committee on LOI’s privatisation and delisting in Hong Kong. Reinold Geiger, the indirect majority owner of both LOI and the offeror (L’Occitane Holding), initiated this transaction to provide the group with the flexibility needed for making long-term strategic decisions, while remaining dedicated to its brand and geography-specific strategies. The offer was initially made for cash consideration only, but was subsequently updated by the offeror to give shareholders an option to receive cash or shares in the offeror. The offer was financed through a combination of external debt facilities from Crédit Agricole Corporate and Investment Bank (CA-CIB) and financing from Blackstone and Goldman Sachs Alternatives. The conditions to the privatisation offer were satisfied, and the offer closed on August 6, 2024. L’Occitane International is an international multi-brand group that manufactures and retails premium beauty and wellness products. The company operates in 90 countries worldwide, and has more than 3,000 retail outlets, including approximately 1,300 owned stores. Partner Alex Bidlake, supported by senior partner Christian Kremer (Luxembourg) and partner Stefanie Ferring (Luxembourg), led the firm’s team in the transaction.
Moreover, Clifford Chance has advised the Urban Renewal Authority (URA) on its triple-tranche HK$12 billion (US$1.5b) senior bonds offering, under its Medium-Term Note Programme. The offering comprises three tranches: HK$4 billion (US$513m) at 3.35 percent over three years, HK$5 billion (US$641m) at 3.45 percent over five years, and HK$3 billion (US$385m) at 3.55 percent over ten years. The proceeds from the offering will fund the capital expenditure on urban renewal projects, and for general corporate purposes. The URA was established in May 2001 under the Urban Renewal Authority Ordinance as the statutory body to undertake, encourage, promote and facilitate urban renewal of Hong Kong, with a view to addressing the problem of urban decay and improving the living conditions of residents in old districts. Partner Mark Chan led the firm’s team in the transaction, which represents one of the largest Hong Kong dollar-denominated issuances and marks URA’s return to the Hong Kong dollar public institutional bond market since 2009.
Cyril Amarchand Mangaldas is advising Kedaara Capital and Partners Group on their sale of controlling stake in Aavas Financiers to CVC. CVC has entered into separate share sale agreements with Lake District Holdings, Partners Group ESCL and Partners Group Private Equity (Master Fund) for the acquisition of their respective shareholding in Aavas Financiers, aggregating to approximately 21 million equity shares representing 26.47 percent of the share capital of the company. The execution of the share sale agreements has also triggered an obligation on CVC to make an open offer to the public shareholders of Aavas Financiers under SEBI Regulations 2011. Partners Anchal Dhir and Anshu Choudhary, supported by partners Aditi Manchanda, Abe Abraham, Pururaj Bhar, Gazal Rawal, Avaantika Kakkar (competition head) and Dhruv Rajain, are leading the firm’s team in the transaction, which was signed on August 10, 2024.
Cyril Amarchand Mangaldas has also advised SoftBank group entity SVF Frog (Cayman), as one of the selling shareholders, on the IPO of equity shares with face value of Rs2.00 (US$0.024) each of Brainbees Solutions. The IPO comprised of a fresh issue of equity shares amounting to Rs16.66 billion (US$198m) and an offer for sale of equity shares by existing shareholders amounting to approximately Rs25.3 billion (US$301m), resulting in an aggregate IPO size of approximately Rs42 billion (US$500m). The IPO was subscribed 12.2 times overall, with qualified institutional buyers demonstrating strong interest by subscribing 19.3 times. Further, the equity shares of the company listed at a 40 percent premium on the Indian stock exchange. Brainbees Solutions, which launched the ‘FirstCry’ platform, is India’s largest multi-channel retailing platform for mothers’, babies’ and kids’ products, in term of gross merchandise value for FY 2024. It sells such products through its online platform, company-owned modern stores, franchisee-owned modern stores and general trade retail distribution in India. Kotak Mahindra Capital, BofA Securities India, JM Financial, Avendus Capital and Morgan Stanley India acted as book-running lead managers to the IPO. Senior partner Yash Ashar and partner Devaki Mankad led the firm’s team in the transaction, while Sidley Austin acted as international counsel. Linklaters acted as international counsel for the book-running lead managers.
Moreover, Cyril Amarchand Mangaldas has acted as Indian counsel for Akums Drugs and Pharmaceuticals on its IPO of approximately 27.4 million equity shares aggregating to approximately Rs18.6 billion (221.5m). The offer consisted of a fresh issue of more than ten million equity shares aggregating to Rs6.8 billion (US$81m), and an offer for sale of approximately 17.33 million equity shares aggregating to approximately Rs11.8 billion (US$140.5m) by the promoters of the company and Ruby QC Investment Holdings (Quadria Capital). The equity shares commenced trading on the Indian stock exchanges on August 6, 2024. The offer was oversubscribed 63 times, with the portion reserved for qualified institutional buyers subscribed more than 90 times. Senior partner Yash Ashar and Gokul Rajan (northern region markets head) led the firm’s team in the transaction, which closed on August 6, 2024. Sidley Austin and Induslaw acted as the international counsel and Indian counsel, respectively, for ICICI Securities, Axis Capital, Citigroup Global Markets India and Ambit, as the book-running lead managers to the issue. Shardul Amarchand Mangaldas & Co acted as Indian counsel for Quadria Capital.
JSA has successfully represented Tata Communications on defending an award in its favour in the High Court of Delhi. In a decisive and swift ruling at the very first hearing, the Delhi High Court dismissed a petition under Section 34 of the Arbitration and Conciliation Act 1996 filed by the Union of India. The High Court emphasized that the Union of India should never have approached the court with such a meritless challenge. The High Court also directed that the judgment be placed before the Secretaries of the Ministry of Woman and Child Development and of the Department of Legal Affairs of India for necessary administrative directions. The High Court held that there was no absurdity and arbitrariness in the conclusions arrived at by the Ld Sole Arbitrator, which are sine quo non for interference under Section 34 of the Act. Partner Padmaja Kaul led the firm’s team in the matter.
JSA has also advised Lloyds Metals and Energy, one of the top five merchant miners in India, on its qualified institutions placement of 17.5 million equity shares to qualified institutional buyers aggregating to approximately Rs12.2 billion (US$145m). The book-running lead manager to this QIP was JM Financial. Partner Arka Mookerjee, supported by partner Pracheta Bhattacharya, led the firm’s team in the transaction.
Rajah & Tann Singapore has acted for PARAGON REIT Management and DBS Trustee, the manager and trustee of PARAGON REIT, respectively, on the S$78.5 million (US$60m) divestment of The Rail Mall, Singapore. Senior partner Norman Ho and partners Gazalle Mok and Shaun Ng led the firm’s team in the transaction.
Shardul Amarchand Mangaldas & Co has advised Juniper Networks on securing an unconditional approval from the Competition Commission of India for its US$14 billion acquisition by Hewlett Packard Enterprise. Competition partners Aparna Mehra and Ritwik Bhattacharya led the firm’s team in the transaction, which is one of the largest deals in the global networking solutions sector. Skadden, Arps, Slate, Meagher & Flom advised Juniper on the international aspects, while Freshfields Bruckhaus Deringer and Touchstone Partners advised Hewlett Packard Enterprise on the international and Indian aspects, respectively.
Shardul Amarchand Mangaldas & Co has also advised Oil and Natural Gas Corporation (ONGC) on the master LNG sale and purchase agreements with Gunvor Singapore and Emirates National Oil Company (Singapore). The agreements were signed on August 7, 2024 and August 9, 2024, with Emirates and Gunvor, respectively. Aside from providing impetus to India’s ambition to increase natural gas usage to 15 percent by 2030, the deals mark a significant step in LNG marketing, and strengthen ONGC’s vision of integrating across the energy value chain. Partner Prashant Sirohi led the firm’s team in the transaction, which is the first MSPAs executed by ONGC.
Trilegal has advised a syndicate of book-running lead managers, which comprised JM Financial, Axis Capital, Citigroup Global Markets India, DAM Capital Advisors, Goldman Sachs (India) Securities, Jefferies India, Kotak Mahindra Capital and SBI Capital Markets, on the proposed IPO of equity shares aggregating up to Rs40 billion (US$476m) by JSW Cement, the fastest-growing cement manufacturing company in India, in terms of increase in installed grinding capacity and sales volume from FY 2014 to FY 2024. The IPO comprises a fresh issue of equity shares, and an offer for sale by the existing investors State Bank of India, Apollo and Synergy Capital. The proceeds from the IPO are proposed to be used for debt repayment and capital expenditure for establishing a new integrated cement unit. This offering follows the IPO by JSW Infrastructure, which was consummated last year and on which the firm also advised. Capital market partner Richa Choudhary led the firm’s team in the transaction.
Trilegal has also advised Aditya Birla Digital Fashion Ventures on its Rs1.25 billion (US$15m) strategic primary investment, with an option to undertake a majority stake acquisition, in Universal Sportsbiz. Partner Vaibhav Kothari led the firm’s team in the transaction.
Moreover, Trilegal has advised Continuum Green Energy Pvt Ltd, Continuum Green Energy Ltd and the founders, Mr Arvind Bansal and Mr Vikash Saraf, on a fundraise by Continuum Green Energy Pvt Ltd from Just Climate unit Climate Asset Fund I. Just Climate will invest Rs12.56 billion (US$150m) to support solar-hybrid energy generation and storage projects across India. Corporate partners Amit Khansaheb and Rahul Chugh, supported by partners Amit Khansaheb, Vishruta Kaul, Rudresh Singh, Nayantara Nag and Siddharth Dang, led the firm’s team in the transaction.
TT&A has advised United States International Development Finance Corporation on its secured loan facility, via an external commercial borrowing, of up to US$75 million to Home First Finance Company India for the financing of loans to low-income borrowers in India. Partners Gautam Saha and Pallavi Meena led the firm’s team in the transaction.
WongPartnership is advising DBS Bank, as financial adviser to Thai Beverage (ThaiBev), on a proposed swap of its shares in Frasers Property for the shares of TCC Assets in Fraser and Neave. ThaiBev, Frasers Property, and Fraser and Neave are listed in Singapore. Partners Quak Fi Ling and Chiang Yuan Bo are leading the firm’s team in the transaction.
WongPartnership is also advising Thai Beverage (Thaibev) on the proposed share swap by its indirect wholly-owned subsidiary, InterBev Investment, of InterBev’s entire 28.78 percent shareholding in Frasers Property to TCC Assets, in exchange for an approximately 41.3 percent stake in Fraser and Neave. This deal is valued at over S$2 billion (US$1.53b). Senior consultant Annabelle Yip and partners Kevin Ho, Jayne Lee and Valerie Lim are leading the firm’s team in the transaction, together with partners Audrey Chng and Chan Jia Hui.
