Asia Deal Digest: CAM, SAM and J. Sagar top Indian blockbusters


Asia Deal Digest is a casual look at some of the big deals in Asia and who’s leading them.

India

J. Sagar Associates and Cyril Amarchand Mangaldas (CAM) 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 large-scale IT services provider worth over $3.5 billion of dollars. The two independently listed companies will operate under the Larsen & Toubro (L&T) group, an Indian multinational conglomerate.

As part of the agreement, all Mindtree shareholders will receive LTI shares on the basis of 73 LTI shares for every 100 Mindtree shares. 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 Niruphama Ramakrishnan, Gurugram’s capital markets partner.

Cyril Amarcand acted for L&T. In 2016, the company also advised LTI on its initial public offering (IPO), which raised over $180 million.

Cyril Amarchand also led a separate deal which involved India’s biggest ever IPO.

State-owned insurance provider and investment firm Life Insurance Corp. (LIC) raised $2.7 billion, surpassing last year’s $2.4 billion offering by Indian digital payments company Paytm.

LIC has more than $450 billion in assets and sews more than two-thirds of the total insurance services market share.

Cyril Amarcand and Duane Morris and Selvam advised the issuer. Mumbai-based Capital Markets Practice Leader Yash Ashar led Cyril Amarchand, while Singapore Partner and Capital Markets Practice Director Jamie Benson led the Duane Morris team.

Shardul Amarchand Mangaldas & Co and Linklaters advised the underwriters, which included BofA Securities, Citigroup, Goldman Sachs, JPMorgan and Nomura.

Shardul Amarchand’s team was led by Delhi-based partners Sayantan Dutta and Prashant Gupta, who lead the firm’s capital markets practice.

The Linklaters team was led by Amit Singh, Head of Capital Markets for South and Southeast Asia.

In another listing deal, J. Sagar Associates is acting for Prudent Corporate Advisory Services Limited, a retail wealth management services group in India, in its $70 million BSE IPO.

J. Sagar Associates represented the issuer and selling shareholders, TA Associates. The team was led by Gurugram partner Madhurima Mukherjee and Mumbai partner Pracheta Bhattacharya.

Trilegal advised underwriters, ICICI Securities Limited, Axis Capital Limited and Equirus Capital Private Limited with a team led by its partner Richa Choudhary in Mumbai.

China

Eversheds Sutherland’s Hong Kong office advised NWS Holdings Limited, the diversified holding arm of Hong Kong-listed New World Development Company Limited, on its $340 million acquisition of a portfolio of six properties high-end logistics in Chengdu and Wuhan.

The seller is Goodman China Logistics Partnership, an industrial and warehousing real estate fund managed by the global real estate group Goodman Group.

New properties in NWS’ portfolio are equipped with sustainability features. Five logistics properties in operation generated gross revenue of over $15 million. A logistics property under development is expected to be completed this year. The portfolio also includes a plot of land awaiting development.

As part of its representation, the Eversheds Sutherland team also advised on the formation of an operating joint venture to manage and operate the portfolio and future assets. Hong Kong partner Dickson Ng led the team that advised NWS on the deal.

hong kong

Hong Kong-based genetic diagnostics and testing company Prenetics debuted on the Nasdaq through a combination with Artisan Acquisition Corp., a special purpose acquisition company (SPAC) privately founded by the Hong Kong tycoon Adrian Cheng.

The transaction gave Prenetics an enterprise value of $1.25 billion with a combined net worth of $1.7 billion, making it the first Hong Kong startup valued at over $1 billion to be publicly listed on any market.

Kirkland & Ellis advised Artisan Acquisition and Skadden, Arps, Slate, Meagher & Flom represented Prenetics in the merger, which closed in September 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, Peter Huang from Beijing and Victor Hollender from New York.

At first, Shearman & Sterling represented 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 company’s team was led by Hong Kong partner Kyungwon Lee.

Kirkland 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 the medical operation service industry in China. Its main segments include the provision of diagnostic outsourcing services and diagnostic testing services for alliances of medical institutions as well as 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 the law firm Zhong Lun and Maples and Calder.

Yunkang’s controlling shareholders were advised by Beijing Kangda law firm.

Herbert Smith Freehills and Tian Yuan Law Firm represented joint sponsors and underwriters, CMB International Capital Limited and SPDB International Capital Limited. Matt Emsley, Hong Kong partner, and Stanley Xie, joint venture partner of Herbert Smith in Shanghai, jointly led the company’s boards.

Baker McKenzie FenXun, the international company’s joint operations platform in China, advised Jin Jiang International Holding Company Limited in connection with the privatization of Hong Kong-listed Shanghai Jin Jiang Capital Company Limited by way of merger by absorption under Chinese law.

The merger resulted in 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 China’s largest hotel and tourism conglomerates, was about $547 million.

Tim Wang and Tommy Tam, partners of Clifford Chance, advised Jin Jiang Capital.

Baker McKenzie FenXun was led by partners Christina Lee in Hong Kong and Hang Wang in Beijing. FenXun partner Yingzhe Wang led the team that provided advice on Chinese law.

South Korea

Ropes & Gray represented Bain Capital in the sale of its majority stake in Hugel Inc. to a consortium including Singapore-based healthcare investment firm CBC Group, South Korean investment holding company GS Holdings and IMM Investment, and Abu Dhabi investment company Mubadala Investment.

Wilson Sonsini Goodrich & Rosati advised consortium leader 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 botulinum toxin and hyaluronic acid fillers in South Korea. It also develops, manufactures and distributes cosmeceutical products. Hugel’s market cap is approximately US$2.5 billion and the stake sold is over $1 billion.

Ropes & Gray’s team of lawyers handling the deal covers its offices in Asia and the United States, but was led by New York-based private equity partner Jaewoo Lee.

Singapore

Allen & Gledhill advised Singapore-listed Sembcorp Industries Ltd. on an $874 million syndicated sustainability-linked revolving credit facility extended to its subsidiary, Sembcorp Financial Services Pte. ltd.

The five-year loan facility, which is Sembcorp’s first and largest sustainability-linked syndicated loan facility to be based on the Singapore Overnight Rate Average, is tied to sustainability performance targets. The loan facility takes $2.1 billion in green funding from Sembcorp, which will go towards its efforts to support a group-wide “brown to green” transformation strategy.

Allen & Gledhill partner Aloysius Ng ran the business on his advice.

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