Deal Watch 05/10/13

Posted on May 11, 2013 at 12:05 AM

alb_dealwatch_logoAllen & Gledhill advised CIMB Bank Berhad (CIMB) and Sabana Sukuk Pte Ltd in the establishment of an S$500 million (US$407.14m) multicurrency Islamic trust certificates issuance program. Managed by Sabana Real Estate Investment Management Pte Ltd, Sabana Sukuk is a wholly owned subsidiary of Sabana Shari’ah Compliant Industrial Real Estate Investment Trust (Sabana REIT). Under the program, Sabana Sukuk may occasionally issue Islamic trust certificates denominated in Singapore dollars and/or any other currencies. Partners Yeo WicoSuhaimi Zainul-AbidinJeanne OngJerry Koh and Long Pee Hua led the transaction.

Allen & Gledhill also advised Australia and New Zealand Banking Group LtdMalayan Banking Berhad Singapore BranchUnited Overseas Bank LtdChinatrust Commercial Bank Co Ltd Singapore Branch and Bank of East Asia Ltd in a facility agreement for a term loan of S$680 million (US$553.7m) to AREIF (Singapore I) Pte Ltd, a company that holds TripleOne Somerset. The proceeds were used to refinance AREIF (Singapore I) Pte Ltd’s S$575 million (US$468.2m) term loan facility and S$105 million (US$85.5m) junior secured fixed rate bonds that are due 2013. Partners Jafe Ng and Daselin Ang acted for the arrangers and the original lenders while partner Magdalene Leong acted for The Trust Company (Asia) Ltd.

Baker & McKenzie is advising Tian Ping Auto Insurance Company Ltd, the leading property and casualty insurance company in China, in its strategic alliance with AXA. Under the deal, AXA will acquire a 50 percent stake in Tian Ping for a total consideration of €485 million (US$638.15m). AXA will buy 24.4 percent of the company from Tian Ping's current shareholders for RMB1.9 billion (US$309.4m) and subscribe to a dedicated capital increase for RMB2 billion (US$325.7m) to promote future growth. Tian Ping's current shareholders and AXA will jointly control Tian Ping. AXA’s current Chinese P&C operations will be merged and absorbed into the new joint venture. Partner Martin Tam is leading the transaction. AXA is represented by Sullivan & Cromwell.

Clifford Chance advised Australia's Griffin Coal, a unit of India's Lanco Infratech Ltd, in the A$7.5 million (US$7.68m) settlement of a claim by Perdaman Chemicals that originally sought compensation of A$3.5 billion (US$3.58b). In 2011, Perdaman filed the lawsuit against Lanco in the Supreme Court of Western Australia, seeking compensation for breach of a coal supply agreement. As part of the settlement, Lanco agreed to pay Perdaman A$7.5 million (US$7.68m) plus legal costs without admission of any of the allegations made by Perdaman. Partner Ben Luscombe led the transaction.

Clifford Chance also advised SGX-listed Noble Group Ltd, Asia's largest diversified commodities trading company, in the issuance of 3.55 percent β2.85 billion (US$97.16m) guaranteed bonds due 2016. This is the first ever bond issuance using the Credit Guarantee and Investment Facility (CGIF) recently established by the Asian Development Bank (ADB), the Association of Southeast Asian Nations (ASEAN) members, China, Japan and Korea (ASEAN+3). The CGIF was established as a trust fund of ADB with the aim of promoting and strengthening local currency and regional bond markets in the ASEAN region by providing a guarantee facility as a credit enhancement for corporate bonds issued in local currencies by the corporations. This is the first time that Noble Group has tapped into the Thai baht bond market. Counsel Doungporn Prasertsomsuk led the transaction.

Herbert Smith Freehills advised China National Offshore Oil Corporation (CNOOC) in the acquisition of additional interests in the Queensland Curtis LNG project Australia (QCLNG) and new exploration area in the Bowen Basin, and in the purchase of increased volumes of liquid natural gas (LNG). Under the deal, BG Group will supply CNOOC with a five million more tons annually (mtpa) of LNG take from the group’s global portfolio for 20 years beginning in 2015. Also, CNOOC will purchase interests in the Surat and Bowen Basin coal seam gas tenements and related infrastructure and a further equity stake in the QCLNG project Train 1 liquefaction facility for A$1.93 billion (US$1.98b). These acquisitions are expected to be completed by the end of the year. The deal sees CNOOC take a 25 percent interest in the upstream (currently only 5 percent in some of the fields) and increase its stake from 10 percent to 50 percent in the midstream. Partners Anna Howell and Stuart Barrymore led the transaction, which was signed on 6 May 2013. King & Wood Mallesons advised QGC.

Hogan Lovells advised Mashreqbank and a syndicate of Islamic and conventional banks in AED2 billion (US$545m) Islamic and conventional facility awarded to GEMS Education, one of the UAE’s leading education providers. Abu Dhabi Islamic Bank, Dubai Islamic Bank, Mashreqbank and Noor Islamic Bank acted as arrangers and book-runners for the financing. The facility has a tenor of six years and includes conventional, two Murabaha and a Musharaka portion. The proceeds will be applied primarily towards the refinancing of GEMS' investment in the development of schools over the last three years. They will also provide additional funds for investment in new schools in the UAE and wider MENA region. Partner Rustum Shah led the transaction. GEMS Education was advised by Allen & Overy.

Hogan Lovells also advised Saint Laurent (YSL) in the acquisition of a stake in its Gulf business through a joint venture with Al Tayer Group, one of Dubai's leading business groups. YSL has been operating in the UAE for almost a decade as part of a franchise arrangement with Al Tayer Insignia, the largest luxury retailer in the Middle East. YSL acquired a significant interest in a joint venture company. The YSL franchise business in the UAE has been transferred into this company. This transaction cemented YSL’s position in the UAE retail market. Partner Imtiaz Shah led the transaction.

Jones Day represented Tata Technologies Inc (TTUS), a US subsidiary of Tata Technologies Ltd, in its leveraged acquisition through a reverse triangular merger of Cambric Holdings Inc, a US-based end-to-end engineering services firm active in heavy-engineering, off-highway and automotive products. Headquartered in Salt Lake City, Utah, the Cambric Group has substantial operations in Romania, and staff personnel in multiple US and European jurisdictions. Partners Dennis Barsky and Sushma Jobanputra led the transaction, which was completed on 1 May 2013.

Jones Day also represented Tata Technologies Inc in the financing of the acquisition of Cambric Holdings Inc by Tata Technologies SPV Inc, a subsidiary of Tata Technologies Inc. The financing included a term loan and a working capital facility from Bank of America NA, each made available to Cambric Holdings Inc. Partner Sushma Jobanputra led the transaction while Sheppard, Mullin, Richter & Hampton acted for Bank of America NA.

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