Asia Deal Digest is an occasional look at some of the big deals in Asia and who is leading them.
India
J. Sagar Associates and Cyril Amarchand Mangaldas (CAM) have advised on one of India’s largest technology sector mergers.
Mumbai-based Larsen & Toubro Infotech (LTI) and Bengaluru-based technology consultancy Mindtree have agreed to merge, creating a scaled-up IT services provider that is worth over $3.5 billion. Both independently listed companies will operate under the Larsen & Toubro Group (L&T), an Indian multinational conglomerate.
As part of the deal, all shareholders of Mindtree will be issued shares of LTI at the ratio of 73 shares of LTI for every 100 shares of Mindtree. The newly issued shares of LTI will be traded on the National Stock Exchange of India and the Bombay Stock Exchange (BSE).
J. Sagar Associates advised Mindtree Limited with a team led by Chennai partner Aarthi Sivanandh. The team also includes Gurugram capital markets partner Niruphama Ramakrishnan.
Cyril Amarchand acted for L&T. Back in 2016, the firm was also adviser to LTI on its initial public offering (IPO), which raised over $180 million.
Cyril Amarchand also led on a separate deal that involved India’s largest-ever IPO.
State-owned insurance provider and investment company Life Insurance Corp. (LIC) has raised $2.7 billion, outshining last year’s $2.4 billion offering by Indian digital payments company Paytm.
LIC has more than $450 billion worth of assets and has sewn up more than two-thirds of the total insurance services market share.
Cyril Amarchand and Duane Morris and Selvam advised the issuer. Mumbai-based capital markets practice head Yash Ashar led for Cyril Amarchand, while Singapore partner and capital markets practice director Jamie Benson led the team for Duane Morris.
Shardul Amarchand Mangaldas & Co and Linklaters advised the underwriters, which comprised BofA Securities, Citigroup, Goldman Sachs, JPMorgan and Nomura.
The Shardul Amarchand team was led by Delhi-based partners Sayantan Dutta and Prashant Gupta, who heads up the firm’s capital markets practice.
The Linklaters team was led by the firm’s South and Southeast Asia capital markets head, Amit Singh.
In another listing deal, J. Sagar Associates is acting for Prudent Corporate Advisory Services Limited, a retail wealth management services group in India, on its $70 million IPO on the BSE.
J. Sagar Associates acted for the issuer and selling shareholders, TA Associates. The team was led by Gurugram partner Madhurima Mukherjee and Mumbai partner Pracheta Bhattacharya.
Trilegal advised the underwriters, ICICI Securities Limited, Axis Capital Limited, and Equirus Capital Private Limited with a team led by partner Richa Choudhary in Mumbai.
China
Eversheds Sutherland’s Hong Kong office has advised NWS Holdings Limited, the diversified investment holdings arm of Hong Kong-listed New World Development Company Limited, on its $340 million acquisition of a portfolio of six premium logistics properties in Chengdu and Wuhan.
The seller is Goodman China Logistics Partnership, an industrial and warehousing property fund managed by global property group Goodman Group.
NWS’s new portfolio properties are equipped with sustainability features. Five operating logistics properties have generated gross income of over $15 million. A developing logistics property is expected to be completed this year. Also included in the portfolio is a land parcel that is pending development.
As part of its representation, the Eversheds Sutherland team also advised on the formation of a joint venture operating company to manage and operate the portfolio and future assets. Hong Kong partner Dickson Ng led the team advising NWS on the deal.
Hong Kong
Hong Kong-based diagnostics and genetic testing company Prenetics has debuted on Nasdaq via a combination with Artisan Acquisition Corp., a special purpose acquisition company (SPAC) privately founded by Hong Kong tycoon Adrian Cheng.
The transaction gave Prenetics an enterprise value of $1.25 billion with a combined equity value of $1.7 billion, making it the first Hong Kong startup valued at more than $1 billion to be publicly listed in any market.
Kirkland & Ellis advised Artisan Acquisition and Skadden, Arps, Slate, Meagher & Flom represented Prenetics on the merger, which closed in September of last year. The Kirkland team was led by Hong Kong partners Jesse Sheley, Joseph Casey and Ram Narayan and Steve Lin. The Skadden team was led by Hong Kong partners Jonathan Stone and Paloma Huang, Beijing-based Peter Huang and Victor Hollender in New York.
On the debut, Shearman & Sterling represented the placement agents, including UBS Securities LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and China International Capital Corporation Hong Kong Securities Limited. The firm’s team was led by Hong Kong partner Kyungwon Lee.
Kirkland has also recently advised Chinese medical diagnostic testing company Yunkang Group on its $140 million Hong Kong IPO.
Yunkang is one of the largest market players in China’s medical operation services sector. Its main business lines include providing diagnostic outsourcing services and diagnostic testing services for medical institution alliances as well as for non-medical institutions.
The Kirkland team was led by Hong Kong capital markets partners Mengyu Lu and Samantha Peng.
The issuer was also advised by Zhong Lun Law Firm and Maples and Calder.
Controlling shareholders of Yunkang were advised by Beijing Kangda Law Firm.
Herbert Smith Freehills and Tian Yuan Law Firm acted for the joint sponsors and underwriters, CMB International Capital Limited and SPDB International Capital Limited. Hong Kong partner Matt Emsley and Herbert Smith’s Shanghai joint operation firm partner Stanley Xie jointly led the firm’s advice.
Baker McKenzie FenXun, the international firm’s joint operation platform in China, has advised Jin Jiang International Holding Company Limited on the privatization of Hong Kong-listed Shanghai Jin Jiang Capital Company Limited by way of merger by absorption under Chinese law.
The merger saw to the delisting of Jin Jiang Capital’s shares from the Hong Kong Stock Exchange.
The cash consideration paid by state-owned Jin Jiang International, one of the largest hotel and tourism conglomerates in China, was approximately $547 million.
Clifford Chance partners Tim Wang and Tommy Tam advised Jin Jiang Capital.
Baker McKenzie FenXun was led by partners Christina Lee in Hong Kong and Hang Wang in Beijing. Partner Yingzhe Wang of FenXun led the team that provided domestic Chinese law advice.
South Korea
Ropes & Gray has represented Bain Capital in its controlling stake sale in Hugel Inc. to a consortium comprising Singapore health care investment firm CBC Group, South Korean investment holdings company GS Holdings and IMM Investment, and Abu Dhabi investment firm Mubadala Investment.
Wilson Sonsini Goodrich & Rosati advised the consortium lead, CBC, on the transaction.
South Korean firms Kim & Chang advised Bain Capital while Yoon & Yang advised Hugel.
Established in 2001, Hugel is the No. 1 leader in the botulinum toxin and hyaluronic acid fillers space in South Korea. It also develops, manufactures and distributes cosmeceutical products. The market capitalization of Hugel is approximately US$2.5 billion and the stake sold is worth over $1 billion.
The Ropes & Gray team of lawyers on the deal spans its Asia and U.S. offices but was led by New York-based private equity partner Jaewoo Lee.
Singapore
Allen & Gledhill has advised Singapore-listed Sembcorp Industries Ltd. on an $874 million syndicated sustainability-linked revolving credit facility granted to its subsidiary, Sembcorp Financial Services Pte. Ltd.
The five-year loan facility, which is Sembcorp’s first and largest syndicated sustainability-linked loan facility to be based on the Singapore Overnight Rate Average, is tied to sustainability performance targets. The loan facility takes Sembcorp’s green financing of $2.1 billion, which will go toward its efforts to support a groupwide “brown-to-green” transformation strategy.
Allen & Gledhill partner Aloysius Ng led the firm on its advice.
