Deal Watch - 9/14/2010


Posted on September 14, 2010 at 3:09 PM

Allen & Overy, led by Hong Kong-based US law partner James Grandolfo, has advised UBS AG as the sole lead manager on issuing US$500m 6.5 percent guaranteed notes due 2017 by Alliance Global Group Cayman Islands Inc. The issue was guaranteed by Alliance Global Group Inc, one of the Philippines' largest conglomerates having interests in the Philippine real estate development, food and beverage, quick service restaurant and integrated tourism industries.

Allen & Overy, led by corporate partners Richard Kim and Mark Roppel, has also advised South Africa's largest private health insurer, Discovery Holdings Limited, on its proposed purchase of a 20 percent stake in Ping An Health Insurance Company of China Limited, the health insurance subsidiary of China's second-largest insurer, Ping An (Group) Company of China Limited (Ping An Group). The investment, subject to approval by the China Insurance Regulatory Commission, will be one of the first by a foreign insurer in a Chinese health insurance company. If approved, Discovery will insert its health insurance intellectual property into Ping An Health, as well as a cash investment of nearly US$28m (RMB190m).

Freshfields Bruckhaus Deringer, led by Hong Kong managing partner Kay Ian Ng, has advised one of China's leading sedan makers, Guangzhou Automobile Group Co Ltd (GAC), on its listing by introduction on the HKSE. The listing was affected simultaneously with the privatization of Denway Motors Limited (Denway) as approved by the Hong Kong courts. The firm advised GAC on the privatization of Denway and also advised JP Morgan, Morgan Stanley and CICC as the joint sponsors to the listing of GAC on the HKSE. This deal represents the first listing by way of introduction on the HKSE affected through privatization of an existing listed company.

Gibson, Dunn & Crutcher LLP, led by London corporate partner Jeff Roberts and Singapore partner Emad Khalil, has advised international oil and gas field services group Expro Group on its acquisition of Asia-based Production Testers International business (PTI), a leading well services business, represented by Scottish firm Mcclay Murray & Spens LLP. The acquisition was made on a debt free, cash free basis for up to US$120m in cash.

Mori Hamada & Matsumoto, led by Atsushi Oishi and Koji Toshima, is advising Randstad Holding NV on its agreement with the founding shareholders of Japanese HR services firm FujiStaff Holdings to acquire their 44.6 percent stake in the company, although it was already holding a 20.5 percent stake in the company. The total amount to be paid for the shares in FujiStaff not currently held is estimated at approximately US$163m (¥13.7bn). The transaction depends on regulatory approvals and Randstad obtaining a minimum 75 percent stake through the public tender offer, closing on October 13th, 2010.

Simmons & Simmons, led by Samer Eido, advised Bawabat Al Shamal along with its existing shareholders Qatar Islamic Bank and Aqar Real Estate Investment on a joint venture with Al Futtaim in constructing a US$1.6bn entertainment and retail complex in Doha. The complex will be the largest multipurpose development in Doha.

Slaughter and May, led by Partners Benita Yu and Jason Webber, advised HKSE and NYSE-listed Semiconductor Manufacturing International Corporation (SMIC) on the placing of new shares, which raised approximately US$100m (HK$780m). The firm also advised SMIC on the issue of additional new ordinary shares under a special mandate to Datang Telecom Technology & Industry Holdings Co Ltd for US$100m.

Mayer Brown JSM, led by corporate partner Jeckle Chiu, has advised CITIC 1616 Holdings Limited, a leading hub-based value-added services provider in Asia, on its purchase of a 49 percent interest in China Enterprise Communications (CEC) for US$33.2m (HK$258.4m). CITIC bought CEC, a virtual private network provider in China, from CITIC Group and Beijing-based CE-SCM Network Technology. This deal is the first direct asset injection by CITIC Group to CITIC in support its strategic development.

WongPartnership LLP, led by partners Hui Choon Yuen and Goh Gin Nee, are arranging for DBS Bank Ltd and Standard Chartered Bank on the establishment of a new US$745m (S$1bn) multicurrency medium-term note program by CDLHT MTN Pte Ltd, a subsidiary of DBS Trustee Limited. The firm has also advised on the issue of the first 5 series of notes under this new program.

Allen & Gledhill LLP, led by partner Au Huey Ling, has advised The Hongkong and Shanghai Banking Corporation Limited and JP Morgan (SEA) Limited, the joint lead managers, on Olam International Limited's issue of US$250 million 7.5 percent bonds due 2020, listed on the SGX.

Yulchon, led by partners Hee Woong Yoon and Tehyok Daniel Yi, along with Malaysia's Zaid Ibrahim & Co and Indonesia's Roosdiono & Partners, has advised leading Korea-based petrochemical company Honam Petrochemical Corporation on share purchase agreements for 73 percent of the shares of Titan Chemicals Corp Bhd, Malaysia's largest petrochemical company. Once the trasactions are complete Honam is considering acquiring the remaining issued and outstanding shares of Titan through a mandatory public offering in accordance with the Malaysian Code on Take-Overs and Mergers 1998. The expected purchase price for the shares of Titan is around US$1.27bn.

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