When it comes to project deals, Allen & Gledhill (A&G) is hard to beat in Singapore. This full-service firm receives rave and enthused reviews in relation to its projects work. “We also work with other international firms such as Allen & Overy, Ashurst, Norton Rose Fulbright and so on,” says a client. “If it wasn’t for the fact that some international banks prefer international firms, I don’t see a distinction between [those international firms and Allen & Gledhill]. The due diligence reports they produced for my recent projects as well as the dedication of the team on the job are better than those of the international firms I have worked with recently. I definitely would always want to work with Allen & Gledhill.”
Their energy, infrastructure and projects practice houses over 20 attorneys who have each and every one of them in-depth knowledge and experience in the industry sector. Project development in particular is a key segment for the firm, especially in relation to the transport industry. A&G offers expert working knowledge on all facts of the petrochemical, gas, energy, water and utilities industry sectors, while also covering public-private partnership (PPP) and public infrastructure projects. Though based in Singapore, A&G has seen a rapid expansion across Southeast Asia where they have a deep, substantial focus. They have a local reach in the ASEAN and are entrenched in the corporate and banking side of transactions with frequent government work. In Indonesia, the firm has formed an alliance with Ali Budiardjo Nugroho Reksodiputro (ABNR Law). They are associated with Rahmat Lim & Partners in Malaysia and Allen & Gledhill (Laos). Its newest development is opening a new office this year in the partially liberalised Myanmar, in Yangon. Partners Kelvin Wong and Tan Wee Meng are known for their outstanding corporate and commercial work in the energy, infrastructure and project development areas. Wong has been singled out for the highest standard of work he brings to his clients and has been highly rated across the full spectrum of attributes in his practice.
Kok Chee Wai comes highly recommended and leads the firm’s project finance team. “Availability and responsiveness are there,” says a major banking client. “The dedication to the projects and the way he leads his team is also a plus. His niche is definitely dealing with finance documents and project finance deals.” The client also continued to praise the partner’s work ethos: “The moment you know Chee Wai’s on [the deal] you know he can be reached at all times. He doesn’t allocate a junior and disappears as many partners would after they are appointed, and remains very much involved.” Partner Ho Chien Mien adds his expertise in non-contentious and dispute resolution to the overall repertoire. The disputes team at A&G has garnered much praise from clients over the years.
The team has recently acted on several cross-border disputes for a major power generation company, independent power producers, a Singapore government agency, contractors and an overseas multi-national commodity trading company. On the corporate side, the firm was counsel to Fincantieri Oil & Gas who was the offerer in a conditional sale and purchase agreement of a unit of South Korea’s STX Corp. The stake purchase and offer neared $1.1 billion and is the first major acquisition deal by Fincantieri in Asia, allowing the company to enter the ranks of one of the top five shipbuilders in the world. Project development remains the firm’s key strength. Most significant deals in 2013 include advising for Guocoland on constructional aspects of a $2.5 billion mixed-development project at Tanjong Pagar. In another construction related deal, the team acted for South Beach Consortium in the development of the $1.59 billion South Beach Project, which has both residential and commercial components within the project. Another highlight deal which closed in early 2013 saw Tuas Power subsidiary, TP Utilities, retaining A&G as project counsel in handling all facets of its development of a $1.5 billion integrated multi-utilities complex in Tembusu on Jurong Island in Indonesia.
A relatively small and new firm in Singapore, Law Asia are not to be underestimated when it comes to its oil and gas practice. Law Asia has built up a strong industry presence and only three years since its inception, the firm has won accolades in this area. In 2013, the firm has done energy and infrastructure work throughout Southeast Asia, Hong Kong and Australia, mainly in relation to the oil and gas, industry and manufacturing sectors. Law Asia’s alliances with other firms allow them to expand their presence and networks across the region. Chairman and managing partner of Law Asia is Paul Supramaniam, who was formerly with Berwin Leighton Paisner, Latham & Watkins and Hogan Lovells in Asia, is a leading corporate M&A lawyer.
Paul Supramaniam and his team were involved with Coastal Energy Company entering into a Risk Service Contract with Malaysian oil company, Petronas, valued in excess of $1 billion. The firm was also lead counsel for Konecranes on its agreement with Indonesian state-owned terminal operator PT Pelabuhan Indonesia III.
This Singaporean full-service firm has an expanding regional presence in Southeast Asia, dedicated to complex cross-border deals across the region. “Rajah & Tann’s superior position in Singapore and the broader South East Asian region is obvious and well deserved,” a client says. “The firm has a broad depth of talent, in various ranks, practice areas and jurisdictions.”
Rajah & Tann has associate firms in Indonesia and Malaysia with Assegaf Hamzah & Partners, and Christopher & Lee Ong respectively. They have in recent times formed several alliances, in Cambodia they lined up with Sok & Heng and in Vietnam with LCT Lawyers. Towards the end of March in 2013, the firm has launched Rajah & Tann NK Legal Myanmar in Yangon, in addition to their existing Singapore, Bangkok, Laos and Shanghai offices. The firm is best known for its strong disputes and project finance practices.
The firm recently gained an extra boost with the addition of former Allens Singapore managing partner Marae Ciantar. Ciantar has joined Rajah & Tann as head of its energy and resources practice.
Partners Soh Lip San, Ng Kim Beng, Sim Chee Siong have robust reputations in the projects and energy areas. “Lip San is an outstanding lawyer and a trusted advisor,” says a client in the infrastructure sector. “He is a safe pair of hands whose counsel is sought often and valued by both our in house lawyers and executives alike.” A client in the investment business says: “A lawyer of the top order, one whose dedication to his work and his clients is exemplary.” Another client adds: “Both Lip San and Shannon demonstrate an excellent ability to understand the complexities associated with our particular business operations.” Shannon Yu Inn Tan is a partner covering international arbitration and construction matters.
Ng Kim Beng last year represented Kajima Corporation on several disputes matters pertaining to a range of construction projects. In M&A, partner Goh Kian Hwee and his team acted for United Engineers in the all-cash mandatory offers for shares and convertible bonds of WBL Corporation. On the financing side, partner Angela Lim has been working on an oil and natural resources related deal, whilst partner Terence Choo acted for a group of global and regional banks in the refinancing of Senoko Energy’s existing indebtedness, of which the deal is valued over $2 billion. Shemane Chan is a heavyweight in the energy and projects practice. She is currently working on several large project development matters in Malaysia, Indonesia and Singapore.
WongPartnership is one of Singapore’s most outstanding local law firms. It excels in practically every practice it provides. It comes as no surprise that its energy and infrastructure practices is of high quality. “WongPartnership is a firm which could provide very efficient legal support on cross border basis. I feel very comfortable working with them,” says a client from a large-scale power and infrastructure company.
The firm has presences in Beijing, Shanghai, Abu Dhabi, Doha and in Malaysia through associate local firm Foong & Partners. WongPartnership has worked heavily on power, social infrastructure, transport, water and utilities projects. Christopher Chuah and Peng Cheng Tay are head and deputy head of the infrastructure, construction and engineering practice respectively. Tay is also head of PPP (public-private partnership) projects and integrated developments and is said to have “good knowledge of the industry and provides innovative solutions” by a long-time energy client. They are both joined by partners Ian De Vaz and Linda Low in the team.
Chuah is leading counsel in numerous landmark cases on construction law and arbitration disputes in both Singapore and the PRC. Tay is involved with the litigation and arbitration group and focuses on construction and engineering projects as well as civil and commercial, and property disputes. De Vaz handles contentious project and energy work, which includes PPP projects for social infrastructure and the development of large power infrastructure complexes. Low’s front-end work includes revision and advisory of construction contracts and project documents whether of offshore facilities and operations or infrastructure projects. She is also involved in construction-related and commercial disputes.
In an ongoing disputes matter pending in the High Court of Singapore, the team has acted for Boustead Singapore in relation to its operations in Libya. Civil unrest halted Boustead’s operations and forced the company to exit their project site in the country. Boustead is seeking a declaration of non-liability under its Facility Agreement. WongPartnership is handling the case which contractual and/or security documents are governed by English, Singapore and Libyan law.
A few significant deals on the corporate side, WongPartnership has advised Temasek in setting up an investment firm, Pavilion Energy, which focuses on liquefied natural gas (LNG). The team is also representing Asia New Energy regarding the voluntary conditional cash offer for acquiring all issued and paid-up ordinary shares in the capital of Asia Power Corporation.
On the financing side, the firm has acted for Standard Chartered Bank in the around $35.8 million project financing deal for wastewater treatment plans in the PRC. Project development has been an active area for the firm. In 2013, WongPartnership represented Changi Airport Group (Singapore) in the Project Jewel matter, a major infrastructure development for the Changi Airport as it involves the development, construction, lease and management of this mixed-use complex alongside its development of Terminal 4 and 5, and an additional runway. Another highlight deal is the near $1.6 billion cable tunnel project for the Singapore Power Group, which is a leading energy utility company in the Asia-Pacific. The firm has also acted for the Ministry of Health in Singapore on separate occasions in connection with the development of several hospitals and a laboratory.
Allen & Gledhill has a strong regional presence. Its latest expansion saw the firm launching an associate firm in Myanmar.
Banking and finance
Banking and finance is the practice that receives the most praise from local as well as international clients. “[This is a] firm with good bench strength comprising leading practitioners across wide areas of practices,” says a client in the banking sector. “It is my preferred choice for complex transactions requiring expertise across a wide range of practice areas and on tight timelines.”
The firm attracts large transactions and had by mid-2013 completed a cross-border term loan facilities arrangement for its client, Senoko Energy. Co-heads of practice Kok Chee Wai and Mark Hudspeth, and partner Julie Sim are amongst the best known banking lawyers in and around Singapore. Kok Chee Wai has been described by a client as a “very experienced counsel in banking and finance and we appreciate his responsiveness. He has advised us well in difficult situations many times”.
Another partner singled out for praise for banking work is Lim Wei Ting. Lim acted on the Aquamarine Start Trust loan facility by representing a group of lenders including DBS Bank, Sumitomo Mitsui Banking Corporation (Singapore branch), and United Overseas Bank. A client in an unrelated matter describes Lim as a “highly intelligent counsel who is balanced in his views and offers good advice as he is able to seamlessly combine commercial acumen with legal knowledge.
Allen & Gledhill’s capital markets offering is one that has built a reputation to be reckoned with. It has been described as providing “prompt responses and [for being] up to date with the market with a good sense of balancing the commercial and legal aspects of an issue”.
Head of debt capital markets is Margaret Chin. “Very experienced and knowledgeable,” one client says. “She stepped in to provide solutions acceptable to the counsel on the other side.”
Tan and his team advised trustee-manager Macquarie APTT Management on the Taiwanese Asian Pay Television Trust’s IPO back in May 2013 on the Singapore Exchange. This is the second largest IPO in Singapore in 2013 raising S$1.39 billion ($1.12 billion) and the first listed business trust in Asia. The acquisition component of the Asian Pay Television Trust IPO was also handled by Allen & Gledhill.
The M&A team is led by co-heads Andrew Lim and Lim Mei. Key features given by clients to this practice are “excellence”, “timeliness” and “industry knowledge”. This is another strong offering at the firm that is currently seeing an increase in work volume relating to other jurisdictions in the Southeast Asian region, such as Malaysia, Myanmar and Indonesia. The firm has not so long ago acted on a deal pertaining to the Philippines as well, representing DBS Bank on the divestment of its remaining 9.9% stake in Bank of the Philippine Islands to Ayala Corporation and GIC Private.
Restructuring and insolvency
Shipping restructuring in particular remains one of the firm’s specialised areas. One such deal pertains to the restructuring of Berlian Laju Tanker (BLT) and its subsidiaries across various jurisdictions. The team consisted of head of practice Edwin Tong, partners Regina See and Kenneth Lim represented the largest group of secured bank creditors in the restructuring and the successfull completetion of several proceedings.
Undisputedly one of the best banking teams in Southeast Asia, Allen & Overy’s Singapore practice has garnered praise from clients: “Allen & Overy provides excellent deal and transactional related services out of teams based in their Hong Kong and Singapore offices,” a client says. “In addition to the technical expertise one would expect from their franchise, their lawyers are very client focused and deal savvy. This, along with a commitment to lean staffing, translates into value for money.”
Highlight deals in 2013 include Brendan Hannigan advising Baring Private Equity Asia on its $465 million acquisition financing of stakes in Hexaware Technologies, which was reported as one of the biggest private equity deals in Indian IT services. John Richards was involved in the $350 million acquisition financing of Credit Suisse to Rajawali Group for the public-to-private bid for Archipelago Resources, a gold mining company listed on the London AIM.
A team led by Gautam Narasimhan also advised Deutsche Bank and Standard Chartered Bank in a syndicated structured financing to Indonesian MNC Sky Vision.
Popular amongst banking and financial clients, the capital markets team has a strong presence not only in Singapore but regionally. “The Allen & Overy team were knowledgeable and are very aware of the banks’ requirements,” a client says. “They are able to anticipate issues and offer solutions accordingly, allowing the banks to feel a sense of reassurance whenever they are engaged on deals.”
The firm is often called on to act as underwriters’ counsel, and on equities and REITs related transactions. They are frequently sought out for related IPO and placement work. In one matter Lock Yin Mei and Kenny Kwan advised joint underwriters Morgan Stanley Asia (Singapore), DBS Bank, and Standard Chartered Bank (Singapore) in connection with the renounceable rights issue of Tiger Airways.
“When Yin Mei talks, people listen,” says a client. “She very often makes the most sense in the cacophony that arises in the heat of a deal. Not only is she very well-versed in the various legal issues, she is able to frame them from a commercial standpoint for the banks to consider and make a decision.”
Elsewhere Ken Aboud advised the underwriter on the AirAsia X IPO. He also supported partner Jeremy Stoupas in an exchangeable sukuk (Islamic bond) transaction for Khazanah Nasional.
In May 2014, Christopher Moore stepped up to become the firm’s Singapore’s managing partner and head of the corporate practice. “Chris was very helpful, and ensured that feedback was provided quickly in a timely manner,” a client says. “He is very hands on and very obliging in terms of providing the necessary legal assistance. Chris is certainly a very safe pair of hands and someone you would want on your team on any M&A projects.”
Moore was lead attorney for Japanese Dai-Ichi Life Insurance in its acquisition of a 40% stake in Indonesian Panin Life. He also advised Khazanah Nasional in purchasing Acibadem Sağlik Ve Hayat Sigorta, a Turkish healthcare insurance provider.
The project finance team was expanded when Barry Irwin joined the Singapore office from Sydney in 2013. Irwin’s expertise in natural resources includes the fields of mining, oil and gas, renewables and related infrastructure work. “Excellent in managing relationships and over all provision of service,” is what one client says of Irwin. “[Barry is] commercially astute and has substantial international experience that is of great benefit to us.” At the end of 2013, the firm witnessed the exit of attorney Sidrah Arif.
The Singapore team has in recent months worked on several cross-border project financing deals including Jason Humphreys’ advice to Standard Chartered (issuing bank) and other lenders regarding the Jabiru-1 Satellite project in Australia. Humphreys also represented Standard Chartered and Finnvera on the financing of the Arun and Bangkanai gas-fired power plants in Indonesia.
Elsewhere Kayal Sachi advised Citi Bank, IDLC Finance and Standard Chartered Bank on a loan facility to finance BSRM Steel Mills in Bangladesh.
Restructuring and insolvency
Another top practice at the firm is its restructuring and insolvency group. The practice is often considered a go-to firm for complex cross-border restructurings and insolvencies. In a recent deal John Richards advised the creditors to the Stemcor Group in connection with its restructuring of approximately $2.24 billion of debt.
Global firm Ashurst has a strong reputation in corporate M&A work particularly in the fields of energy, funds and private equity and in the financial institution sectors. Its team boasts of highly reputed M&A experts including head of practice Keith McGuire and counsel Edward Bennett.
The firm advises a wide spectrum of prominent clients across a range of industries. One significant client of Ashurst is Aviva, under the lead of McGuire, the team advised on the auction and sale of its 49% interest in CIMB Aviva Assurance and CIMB Aviva Takaful to Sun Life Financial’s subsidiary, Sun Life Assurance Company of Canada. Also for Aviva, Ashurst represented the company in its joint venture with Astra, effectively forming Astra Aviva Life.
In the power space, the Singapore team alongside those in London acted for Atlantis Resources in acquiring MeyGen, which is the largest tidal power project in Europe.
Banking and finance
Singapore firm Asia Practice is known for its legal expertise when it comes to maritime matters. The team is made up of a core of banking and finance specialists each dedicated to different areas of industry.
In recent months, managing partner Leon Low and partner Chien Herr Lee were involved in a $1.5 billion sale and lease back acquisition of 51 vessels representing Singapore owners from a French shipping owner and operator. The team also represented Singapore subsidiaries of a Thai-listed operator in a financing arrangement related to the restructuring of its multi-vessel bulk carrier newbuilding programme worth $398 million.
Asia Practice continues to act on behalf of lenders in other billion dollar financing deals pertaining to the natural resources and IT industries where the expertise of partners Jonathan Tan in shipping finance and Peter Chean in trade and container matters come in.
The Asia Practice team was also involved in a separate natural resources deal that saw them finalise a $680 million loan facilities matter for the financing of 10 very large crude carriers.
ATMD Bird & Bird is a Singapore law firm best known for its intellectual property offering. Since its inception in 2009, the firm has also built a robust corporate and commercial practice. One client says the firm “delivers effective, practical solutions and excellent service”.
In capital markets, partner Marcus Chow advised ValueMax Group on its IPO on the Singapore Stock Exchange in October 2013. Chow was also involved in the secondary listing of real estate company Tosei Corporation, by advising Daiwa Capital Markets Singapore, which is the sole global coordinator and manager in this deal. The firm continues to act on a number of IPOs in the banking and entertainment industries.
When it comes to ATMD Bird & Bird’s M&A practice, partner Joanna Teng advised Nielsen on its joint venture collaboration with Myanmar Marketing Research & Development. Throughout 2013, Teng also acted on several share acquisition deals pertaining to the aviation, technology and construction sectors. Additionally, partners Marcus Chow and Tay Beng Chai represented Mizuho Asean Investment in its private equity investment in Solutions Using Renewable Energy (SURE), which also involved a tripartite joint venture component in renewables between Mizuho, SURE and Simfoni Biosource.
Banking and finance
Having celebrated its 50th anniversary in Asia-Pacific, Baker & McKenzie’s Singapore outfit, known as Baker & McKenzie Wong & Leow, has a robust and versatile finance and projects practice. The firm also opened a new office in Yangon, Myanmar, to widen its regional offering. The team has seen several movements in recent months and Ngoh Siew Yen and Karen Lim have both left to commence legal in-house careers in early 2014.
This year the firm has joined the Tier 2 ranking for banking following impressive work in 2013 and 2014. In a high value cross border matter involving Malaysia, Singapore and London, Emmanuel Hadjidakis advised a syndicate of lenders on the financing of the Battersea Power Station development In London. Elsewhere highly regarded partner Chew Chin acted on the Khanom 4 power plant project with his Bangkok partners’ Sawanee Sethsathira and Viroj Piyawattanametha.
The group also advised on several other project financing deals. This includes Henry Cort and Chew Chin acting on one of the largest single contract geothermal power projects, the 300MW Sarulla geothermal power project, representing a consortium comprising Medco Power Indonesia and Itochu Corporation as sponsors.
Baker & McKenzie Wong & Leow’s capital markets practice is active on both debt and equity matters. The group has a strong sector focus in several areas including oil and gas, natural resources, transportation, infrastructure, financial institutions, real estate and telecommunications.
Key partners are head of the Asia securities practice Ashok Lalwani and capital markets principal Jih-Shian Yeo. In 2013, the Baker & McKenzie team advised global coordinators and joint bookrunners on the second largest Malaysian IPO in 2013 that of Westports Holdings worth $650 million. Other listings handled by the firm include Electronic City’s IPO and global offering and separately for oil palm plantation company Sawit Sumbermas Sarana’s IPO by representing the international selling agents. The firm also acted for 1MDB as issuer on the $3 billion offering of notes by the client’s subsidiary 1MDB Global Investments.
Head of corporate and securities, Andrew Martin, has built a highly regarded corporate practice that has worked on a number of highlight deals in the Asia-Pacific. In one instance Jon Worsfold and Lynette Low advised Rajawali Group in the sale of its 47-story office tower in Jakarta to a Government of Singapore Investment Corporation affiliate. The deal was finalised in close cooperation with Baker & McKenzie’s Indonesian member firm, Hadiputranto Hadinoto and Partners (HHP). In another cross-border matter, Andrew Martin and a team in the US advised Sampoerna Coffee Bean Holdings on its 42.3% membership interests divestment in International Coffee & Tea.
Banking and finance
Berwin Leighton Paisner (BLP) has had an active year in 2013-14, acting in a string of confidential loan restructuring matters. The firm often acts for some of the world’s largest banks and financial institutions related to industries from energy and infrastructure to media and entertainment, and across a wide range of jurisdictions. Partner Tahirah Ara has acted on most of the transactions.
Corporate and M&A partner Mark Chan joined BLP from O’Melveny & Myers in January 2013. In a highly publicised M&A deal, BLP acted on one of Asia’s more complex cross-border matters. The firm acted for the Bakrie Group in acquiring interest in Bumi Resources from Asia Resource Minerals (ARMS) for $501 million. This deal coincided with the simultaneous disposal of Bakrie Group’s indirect interest in ARMS. The firm was also involved in the Qi Power share acquisition transaction by juwi.
In a separate matter, Cheung also advised Conergy Asia on the development of the first solar park project – the first of its kind – in the Philippines.
A Tier 1 firm in banking in Singapore, Clifford Chance maintains its strength in its dealings around Southeast Asia.
Highlight deals in 2013 saw Andrew Brereton, advising a group of mandated lead arrangers in the refinancing of a loan previously granted to Charoen Pokphand Indonesia and Andrew Gambarini’s work for BNP Paribas as arranger in a secured borrowing base facility for Chemoil International.
In the capital markets much of the firm’s recent work has been on the equity side. Last year Raymond Tong and Johannes Juette assisted on the IPO of UMW Oil & Gas Corporation assisting the joint bookrunners. Tong, with the support of counsel Paul Kuo, also represented Deutsche Bank on the renounceable rights issue of Malaysia Building Society. In the second largest IPO after UMW in Malaysia, Juette in cooperation with Clifford Chance Hong Kong acted for the listing agents for Westports Holdings. The team also advised Malaysia Airports Holdings on its placement of new shares.
Clifford Chance remains at the top of the rankings when it comes to corporate M&A. This is backed by its work on several of the most significant deals of the past year. For example Lee Taylor advised Telekom Malaysia on its investment into Packet One Networks (Malaysia). Elsewhere Melissa Ng was involved in the acquisition deal of Charles Monat by the client, Willis Group, which was signed in the first half of 2014.
Elsewhere Geraint Hughes advised Royal Dutch Shell on the sale of Shell’s Australia downstream businesses to Vital.
Within banking and finance, one of Clifford Chance’s main strengths is project finance. Matthew Buchanan has been involved in advising Kereta Api Borneo in connection with the Kalimantan Rail Project that entails the development of a 190km railway and coal terminal in East Kalimantan.
Colin Ng & Partners saw the exit of corporate, finance partner Richard Tan Kheng Swee in March 2014. The group then welcomed REIT specialist Kenneth Szeto to the team the following year.
Having entered into a strategic alliance with Myanmar firm, Fame Myanmar (FM) in January 2014, Colin Ng & Partners has expanded its M&A practice to cover the needs of foreign investors with an interest in the Myanmar market.
Partner Lisa Theng acted for Alliance Brewery Company on a joint venture agreement in order to build and operate a brewery in Yangon, Myanmar.
Restructuring and insolvency
In June 2013, the firm brought in disputes expert Ravindran Ramasamy to the restructuring and insolvency team.
Last year See Tow Soo Ling represented Intec Maritime & Offshore Services Corp in a compulsory winding up exercise of Equinox Offshore Accommodation worth over $661 million.
US firm Davis Polk & Wardwell’s strong suit in Asia-Pacific is its equity capital markets work with a strong focus on Chinese clients. Out of its Hong Kong and Beijing offices, the firm represents some of Singapore’s largest multinational investment companies. Hong Kong-based partner Miranda So is particularly active on those transactions.
Working closely with its Hong Kong, London and New York offices, DLA Piper in Singapore manages a highly collaborative capital markets group. Partner Biswajit Chatterjee who is also co-head of DLA Piper’s India group is based in Singapore and works closely with US and India capital markets (Asia) head Stephen Peepels stationed in Hong Kong.
In recent months, Chatterjee and Peepels advised a group of underwriters in relation to the $1.1 billion public offering by Power Grid Corporation of India, which is one of the largest Indian equity capital market deals in 2013. Elsewhere, Peepels represented Rolta India in connection with its $200 million guaranteed senior note offering. This is the first ever high yield debt offering by an Indian issuer.
In April 2014, Biswajit Chatterjee assumed the role of head of corporate in Singapore, who earned his reputation with a track record of working on very high-value equity and debt offerings in the Southeast Asian region. At the start of 2014, the firm added Timothy Tan as partner to its corporate practice in a bid to bolster the team in Singapore. “Timothy Tan is a top-notch lawyer. Experienced, knowledgeable, humble and effective,” says a client.
Recently, Chatterjee was Singapore counsel to Jindal Poly Films in connection with its acquisition of ExxonMobil Chemical’s biaxially oriented polypropylene global film business in six locations worth $235 million. Separately, the team also advised Dusit Thani in establishing a joint venture with Laguna Golf and Country Club in Singapore.
Restructuring and insolvency
“We were across the table from this firm on a complex restructuring,” says a client. “The lawyer involved was excellent even though [he was] on the other side of the table. [He] understood the issues and worked efficiently to get the deal done,” one client says of Troy Doyle. Joining DLA Piper in 2011, Doyle has worked on complex restructuring deals and continues to receive praise from those he advised.
In recent months Doyle was counsel to SunRise Drilling and its financial advisors KordaMentha in a restructuring, acquisition and financing deal worth $250 million.
Partner Timothy Tan having joined DLA Piper also strengthens the group’s restructuring practice in Singapore. Newly appointed Hong Kong-based Asia head of restructuring Mark Fairbairn and of counsel Ashley Bell who both joined in early 2014, advised FIT Consulting (Singapore) as liquidator of Celestial Nutrifoods valued at S$235 million.
Banking and finance
The firm has been active on privatisation matters in recent months and has been acting on a number of real estate related transactions. Drew & Napier also noted an increase in cross-border instructions through its Indonesian alliance firm, especially in connection with Europe.
Sandy Foo advised OUE Commercial Real Estate Investment Trust last year on the financing of its acquisition of OUE Bayfront and Lippo Plaza both in Singapore. In another financing deal also for the purpose of acquisition, the team represented United Overseas Bank in connection with loan facilities for the purchasing and development of Upper Serangoon View.
This practice has experienced a lot of activity related to funds, equity and REITs. Especially in the latter half of 2013, Drew & Napier also noted a surge in listings work. The equity practice particularly in the oil and gas sector remains very strong.
One deal highlight saw Sin Boon Ann work on an asset securitisation deal representing Ron Sim who is one of the investors on the transaction. Elsewhere Farhana Siddiqui acted as the counsel for OUE Hospitality REIT in relation to the establishment of a $1 billion EMTN programme by OUE H-Treasury.
True to its reputation in handling large and complex corporate deals in Southeast Asia, the firm has built up a strong track record in public M&A. This is further proven by the firm’s involvement in the high-profile Fraser & Neave contested takeover.
In the tradition of handling natural resources – customarily oil and gas – and real estate related matters, Sin Boon Ann, Su Jen Jen and Joanne Lee advised China Mining International in its acquisition of the 100% share capital of China Minerals Energy in a reverse takeover. Elsewhere Ralph Lim advised Samsung Life Insurance as Singapore counsel on its purchase of 30 Gresham Street, a property in London, for an amount exceeding £300 million ($502 million).
The corporate team also boasts director Benedict Teo Lip Hua who has been singled out for praise. “Benedict is intelligent, sharp and able to make complex issues understood and more manageable by both clients and opposing parties.” The client adds: “He gets top marks for making touch transactions and processes look (almost) effortless as he strives to move things ahead in an efficient, modest and level headed way.”
Restructuring and insolvency
The firm claims a regional restructuring practice in Singapore with a strong presence in Indonesia work. In the second half of 2013, the firm has been acting on more shipping restructuring deals pertaining to Indonesia, which has opened the doors to more similar deals in that area.
Banking and finance
The Duane Morris & Selvam banking and finance practice group added former Herbert Smith Freehills senior attorney Geoffrey Grice in December 2013 as director. Grice heads the firm’s Japan desk and advises Japanese financial institutions and companies on (project) financing matters especially in the energy, infrastructure and telecom sectors.
Head of department Leon Yee acted for Chip Eng Seng corporation subsidiary, CEL Property Investment, on the acquisition financing of San Centre valued at $113 million.
The hiring of Geoffrey Grice is indicative of the firm’s objective to bolster its energy and natural resources offering in Asia. In recent times, partner Ramiro Rodriguez finalised a financing deal for a client to purchase of half a dozen oil tankers.
In recent months, Duane Morris & Selvam has been actively growing its Japanese, Korean and PRC client base. Managing director Arfat Selvam advised Korean media company Spackman Entertainment Group on its IPO and listing on the Catalist market of the Singapore stock exchange. Director and US securities law head Jamie Benson represented Alstom T&D India in its offering of equity shares worth $48 million in an institutional placement programme (IPP). Benson was also involved as international counsel in another IPO concerning Logindo Samudramakmur on the Indonesia market. The capital markets team is also involved in REIT offerings. Head of department Krishna Ramachandra is currently advising on a confidential high value deal of that nature.
Duane Morris & Selvam has seen the departure of senior lawyer Parikhit Sarma in July 2013. The firm’s work in Southeast Asia regularly involves developing markets. In an ongoing cross-border transaction for an undisclosed client, Krishna Ramachandra advised on the acquisition of a Nepalese telecommunications operator. In another transaction related to the telecom industry, Ramachandra advised a Tanzanian telecom operator in its sale to a major Asian counterpart. Leon Yee represented Dymon Asia in acquiring stake in Goodrich Global, and separately for the same client aided them in investing in HSL Construction early in 2014.
Equity Law has added extensively to its corporate team. At the start of 2014, the boutique law firm poached a three-lawyer team from RHTLaw Taylor Wessing including Lawrence Wong Chee Meng as head of corporate, and for the post of senior legal manager, Chu Leng Hock. The firm also hired two more RHTLaw lawyers, including Billy Lau Yan Wai as partner.
Deal highlights included advising on the setup of a multi-currency MTN programme for Dyna-Mac Holdings. Prior to joining Equity Law, the current team of attorneys were involved in a number of IPOs in the last 18 months, including those of Yamada Green Resources, K-Star Sports (on the Bursa), China Kunda Tech, China Fibretech, Eurosports Global, Artivision Technologies and Qualitas Medical Group.
UK firm Eversheds maintains its Singapore office as hub for cross-border corporate deals. The firm runs a smooth and effective cross-border M&A practice involving 30 jurisdictions around the world.
In a recent cross-border deal, Goh worked alongside London-based M&A co-chair Robin Johnson in representing Brady Corporation. Eversheds advised the client in the disposal of its die-cut business across eight jurisdictions. The Singapore team has also been active on India related deals, representing Druva, an Indian software company, on three venture capital funds investments in Druva Technologies.
Banking and finance
Since re-opening its office in Singapore in 2012, Freshfields continues to be involved with cross-border finance deals across Asia and Europe. The firm is also very well placed to handle transactions involving emerging markets such as Indonesia, Vietnam and Thailand.
Recently, the firm advised China Animal Healthcare to delist from the Singapore stock exchange. David Winfield and his team including counsel Daniel French also advised borrower Champion Rings on a $4 billion term loan facility for the acquisition of Asia Container Terminals Holding.
Though part of Freshfields’ banking practice, the firm’s project finance group is a distinctive offering in the region. Head of project finance in Asia is Mark Plenderleith who works alongside David Winfield. Other prominent lawyers around the area for this practice are Don Stokes based in Tokyo and managing partner of Freshfields’ Vietnam offices, Tony Foster.
In a noteworthy deal, Plenderleith, Stokes and Foster advised Kuwait Petroleum International and Kuwait Petroleum Corporation as joint lead investor in the financing of the Nghi Son Petroleum Refinery development in Vietnam.
The firm has been involved with some of the largest IPO deals in Asia in 2013 and 2014. Stephen Revell and his team advised CVC Capital Partners and Matahari Department Store on their $1.3 billion global offering, one of Indonesia’s largest deals in recent years.
Closer to home, Revell’s team acted as international counsel for a group of underwriters on the OUE Commercial Real Estate Investment Trust IPO listing on the Singapore stock exchange, which raised S$346 million.
After re-opening its office in Singapore and having worked on some of the region’s high value deals in 2013, Freshfields has now joined the M&A rankings.
Like its international peers, Freshfields uses Singapore as a hub for work with emerging and developing markets such as Indonesia, Malaysia and Thailand. Throughout 2013, the team under the lead of Maclaren represented Hess Corporation on the sale of its interests in Indonesia and Thailand, worth $2.4 billion. Another high value transaction the firm has been involved in is with Seadrill and the sale of its Singapore-headquartered tender rig division to SapuraKencana Petroleum Berhad.
Hogan Lovells Lee & Lee’s head of banking is Alexander McMyn, whose team acts primarily for leading international and Asian banks. In the past few months, the majority of the deals involved transactions in Asia’s largest jurisdictions including Vietnam and further away in Brazil.
In a long list of noteworthy – yet confidential – deals, the Singapore team has acted for clients in a multi-billion loan and other million dollar financing facilities pertaining to the natural resources and power industries.
In 2013, Hogan Lovells Lee & Lee’s capital markets practice added partner Andy Ferris as co-head of the department alongside current department head Andrew Carey.
Carey recently represented Bank of New York Mellon on the first Singapore court-approved scheme of arrangement, in which the client is trustee of bands and bondholders’ representative. In a series of confidential deals, the firm also advised on several bonds and secured notes transactions for several large financial institutions.
“Excellent,” is how one client described Hogan Lovells Lee & Lee’s M&A practice. “Great communication of requirements and processes [and also] good transparency.”
Stephanie Keen is head of practice and has in 2013 represented Hawksford Holdings in its purchase of Janus Corporate Solutions. The team under her lead also acted for Baxter International on selling its Continuous Renal Replacement Therapy (CRRT) business in Singapore and Indonesia, to Nikkiso Co. This deal forms part of Baxter International’s global disposal of its CRRT business and is part of a wider transaction including multiple jurisdictions around the world.
The Singapore team is no stranger to working on large-scale global transactions as the firm acted as Singapore counsel to Henderson on its $20 billion real estate asset management business joint venture with Teachers Insurance and Annuity Association – College Requirement Equities Fund (TIAA-CREF).
Hogan Lovells Lee & Lee is a giant in project finance work in the Asia-Pacific region, especially when it concerns Indonesia. Managing partner James Harris remains the driving force in the Singapore office, with energy and infrastructure expert Brad Roach exiting the firm in the latter half of 2013.
Harris worked as Singapore counsel on the TMT project collaboration that has to do with the construction and financing of the 30m class telescope in Hawaii under a PPP (public-private partnership) structure worth $1 billion. Closer to home, Harris’ team advised the International Finance Corporation on loan facilities to Traders Yangon, Shangri-La Yangon and Traders Square in connection to the development of hotel and related facilities in Myanmar.
Elsewhere Harris and his team including counsel Julien Reidy advised Indonesia Infrastructure Guarantee (IIGF) on the 600MW and 1,200MW Sumsel coal-fired IPPs (independent power projects) in Indonesia, which are said to be the first large power PPPs (public-private partnerships) since the Central Java IPP.
In the recent round of obtaining Singapore’s QFLP (qualifying foreign law practice) Licence, Jones Day became one of four to be awarded the licence by the Singapore Ministry of Law.
Banking and finance
Since 2012, the firm has expanded its banking practice in the energy sector with the addition of Michelle Taylor who joined Jones Day in July 2013.
The firm advised China Development Bank’s (CDB) on a $5 billion loan facility to Banco de Desarrollo Economico y Social de Venezuela (BANDES). The firm continues to act for CDB in relation to another facility to the Republic of Ghana worth $3 billion and a $1 billion proposed loan to Essar Energy.
Jones Day’s pan-Asian capital markets team is strongly focused on the Indonesian and India markets and has appropriate practices dedicated to these two jurisdictions. In summer 2014, the firm hired well-regarded private equity lawyer Mae Shan Chong.
Manoj Bhargava led a team representing JPMorgan India, Citigroup India and JM Financial as placement agents in the $905 million equity shares block trade of Axis Bank. Elsewhere for Citicorp International and Citibank, the team led by partner Joe Bauerschmidt advised its clients on the Qihoo 360 Technolgoy Co offering of convertible senior notes worth $600 million.
Jones Day has steadily but surely expanded its Singapore corporate and M&A team in recent years. The firm is very well regarded in the fields of financing, oil and gas, power and infrastructure, telecom and technology, airlines, hotels and leisure, and manufacturing and pharmaceuticals.
The firm advised a Tata Technologies’ subsidiary in acquiring Cambric Corporation. Dennis Barsky was lead counsel on the deal. In another acquisition transaction, partner David Longstaff represented Amba Investment Services in its sale to Moody’s Corporation.
Latham & Watkins has a strong presence in the debt and equity capital markets. In Southeast Asia, the firm represented clients across a number of jurisdictions, with activity noted in Singapore, Indonesia, Malaysia, India and Thailand. In 2013, Reza Wicaksono joined Latham & Watkins Singapore as foreign legal consultant and in 2014, the firm relocated finance counsel Dipti Thakar from Hong Kong to Singapore.
The firm was involved in the IPO of KrisEnergy on the SGX-ST, it is the first IPO carried out under Singapore’s listing rules for mineral, oil and gas. The firm also advised on Just Dial’s IPO on three different platforms, the BSE, NSE and MCX, and it has turned out to be India’s largest IPO in 2013 at a value of $165 million. In 2013, the Singapore team comprising partners Rajiv Gupta, Michael Sturrock, Timothy Hia and David Miles and London-based Lene Malthasen represented Vedanta Resources with its $1.7 billion dual tranche bond offering.
“Latham & Watkin’s (L&W) team provides excellent and helpful advice to us and the lenders in the project. We are very appreciative and strongly confident in L&W’s legal expertise,” a client says of the practice.
The Singapore team has acted on a wide range of project financings, including the Roy Hill iron ore project, a landmark deal in the Australian mining industry worth a total $7.2 billion. Stephen McWilliams led the deal.
McWilliams was also involved in the highly complex Ichthys LNG project together with well-known Tokyo-based projects partner Joseph Bevash and partner Bill Voge in London. The Ichthys LNG project is referred to as the biggest project financing ever arranged in the international financial market involving eight export credit agencies from countries in the Asia-Pacific and Europe and 24 commercial banks from 11 countries.
Bevash and McWilliams’ involvement in the Xe Pian Xe Namnoy Hydroelectric power project saw them acting for a group of lenders in the financing of the 410MW project.
Banking and finance
“Very professional and thorough review work, with prompt responses where required,” says a client.
Senior partner Louise Tan is Lee & Lee’s head of banking and finance and is often commended for her technical abilities and business acumen. A client described Tan as “very knowledgeable and provides detailed explanation of her views”.
In July 2013, the firm established SPH REIT for SPH REIT Management. Separately in the same month, Lee & Lee also established the OUE Hospitality Real Estate Investment Trust for OUE Hospitality REIT Management. The team has acted on several loan facilities, including the representation of three major local banks as lenders in a loan to a subsidiary of United Engineers. On the borrowers’ side, the team was legal counsel to major property development and investment company, OUB Centre, in its loan matter worth S$370 million from a syndicate of banks.
Heading the banking practice at Linklaters’ Singapore is Philip Badge. Badge and his team continue to act on significant deals throughout 2013 and 2014, maintaining its Tier 1 position in the market. One of the firm’s highlight deals relates to the refinancing of Reliance Industries. Badge and counsel Aditya Shroff advised Barclays Bank and a syndicate of other banks in this matter. The team has also acted for Australia and New Zealand Banking Group, DBS Bank, HSBC and Standard Chartered Bank in the $400 million syndicated financing for Louis Dreyfus Commodities Asia.
In a high-profile financing matter Badge also advised the arranger Standard Chartered Bank on the term and bridge facilities to the National Grid Corporation of the Philippines, the firm also advised Standard Chartered Bank and Australia and New Zealand Banking Corporation on a syndicated term agreement of $515 million. The firm also worked on the high yield bridge for Sesa Sterlite Mauritius Holdings valued at $1.35 billion that was guaranteed by Vedanta Resources.
Linklaters were legal advisors for BNP Paribas Capital (Asia) and a group of banks on the establishment of Wakala Islamic finance programme by EXIM Bank Malaysia worth $1 billion. The firm was also involved in the first Rule 144A/Reg S bond transaction by an Indian entity in 2014 where Linklaters acted as counsel on the $750 million deal of notes issued by Bank of Baroda. In another matter Linklaters represented the Government of the Philippines in updating its global bond shelf registration statement filed with the United States Securities and Exchange Commission.
The corporate M&A practice has seen several changes in the past year, including the recruitment of a new head of practice William Kirschner, to the transfer of managing associates from the China and Hong Kong offices. The M&A practice is known to provide support to clients investing in Southeast Asian markets such as Malaysia, Indonesia, the Philippines, and Myanmar.
In terms of deal matters, Linklaters advised Sumitomo Mitsui Banking Corporation on its $1.5 billion acquisition of a stake in Bank Tabungan Pensiunan Nasional. The group also instructed Macquarie Infrastructure Holdings Philippines on its joint venture with Ayala Corporation and UPC Philippines Wind Holdco worth $220 million, for the purpose of investing in windfarms in the Philippines. Linklaters was also legal counsel to Gazprom Neft, subsidiary of Gazprom and one of Russia’s largest companies, on its proposed acquisition in Vietnamese Dung Quat refinery and its further modernisation.
Banking and finance
“Loo & Partners stands out as a boutique firm, which is very responsive and the senior partners get involved. The quality of their work is on par with the 'big' law firms, [however] they are more nimble and responsive,” says one client while another adds: “Really client-oriented law firm. Remarkably qualified young specialists with excellent matter knowledge.”
Loo & Partners enjoys high praise from its diverse portfolio of clientele and has therefore joined the banking and finance rankings this year. In March 2014, the firm added former Kelvin Chia Partnership attorney Andrew Yen-Chen Mak to its team.
The banking practice – generally known for its shipping finance transactions – has in the past few months been occupied with aircraft financing deals. In one such example, head of practice Loo Choon Chiaw advised Cathay United Bank (Singapore branch) as lender to US-headquartered Intrepid relating to the acquisition of an Airbus 330-343 to be leased to Skymark Airlines. In a separate matter, the team also represented China Construction Bank (Singapore branch) as lender in a loan facility to Xiamen Airlines also for the purchasing of aircrafts.
As a result of strong positive client feedback for its IPO work, Loo & Partners’ capital markets practice has joined the rankings this year. “We are very impressed with the depth of knowledge and professionalism of the firm,” says a client. “The partners are able to simplify structures, as well as provide innovative and practical solutions in complicated situations.”
Loo & Partners acted for Zhongmin Baihui Retail Group in a cross-border deal that saw Loo & Partners transferring the company from the Catalist Exchange to Singapore Stock Exchange. The firm was also legal counsel for DBS Bank in relation to Jintian Pharmaceutical Group’s global offering and listing on the Hong Kong Stock Exchange.
The corporate M&A team at Loo & Partners maintains an active practice despite the competitive environment in recent times. The addition of corporate partner Andrew Yen-Chen Mak has bolstered the firm’s M&A practice, which joins the rankings this year.
In a recent highlight deal the team led by Loo Choon Chiaw advised Raffles Medical Group (RMG) in the sale of its Thong Sia Building to Diamante Holdings. Elsewhere Mak advised on a joint venture transaction for Falcon Energy Group with Grupo Evya.
Banking and finance
Mayer Brown JSM’s Singapore team has a strong projects and energy focused practice in the Southeast Asian region. At the forefront is partner Nathan Dodd who acts as the firm’s Southeast Asia head of projects. Dodd has over 15 years of experience in financing and development of projects work in Asia as well as Africa.
The addition of Ben Thompson as of counsel in 2013 has worked in the firm’s favour. Thompson joined from Allen & Overy and has a solid background in project financing with over a decade of experience in Southeast Asia, in particular when it concerns Thailand. “We are very happy with Ben,” says a client who has worked with Thompson during his time with Allen & Overy. “Ben is an expert in Thai projects. He is able to lead meetings and direct people’s focus towards results.” He continued: “We would seriously consider working with Mayer Brown JSM with Ben on the team.”
The firm recently opened in Myanmar, which will no doubt bring in new mandates. The Singapore team with Dodd at the helm has advised the sponsors on the Ahlone Power Project for the development and financing of the Ahlone 121MW combined-cycle, gas-fired power project in Yangon, Myanmar. The firm also advised Toyo-Thai Power Corporation on the development of a 1,400MW super-critical, coal-fired power project in the same region. The firm also advised the International Finance Corporation (IFC) on the development of a greenfield ammonia plant in Sulawesi, Indonesia.
The strengthening of the Singapore team together with winning an increasing number of mandates on significant deals has moved Mayer Brown JSM up in the rankings for project finance to Tier 2.
Mayer Brown JSM has joined the M&A rankings this year due to their increasing volume in power M&A work. In a recent landmark deal regarding a power acquisition transaction in Cambodia, the team advised Japanese trading house, Marubeni Corporation, on the purchase of a 20% stake in an energy business controlled by Malaysia’s Leader Group. The business relates to power generation and transmission, and includes Cambodian Energy, which owns (2 x 50MW) coal-fired power stations in Sihanoukville in southern Cambodia and a separate transmission line that connects Kampong Cham and North Phnom Penh. This deal is said to be the first investment made in Cambodia by a major Japanese company.
Milbank enjoys an excellent reputation in the banking and especially project financing space. David Zemans has been praised for his “great and calm presence in tough situations”. Jacqueline Chan and James Murray are also well known legal advisors in the practice.
A reoccurring concern for a firm of great standing in its field but with a small team is that there is difficulty in the appropriate staffing of deals. As a result the firm tends to focus on transactions where expert advice rather than size matters. However the firm has expanded through the hire of the aviation finance team from Stephenson Harwood comprising of partner Paul Ng and two associates.
In its list of confidential matters, Milbank advised on a series of financings and loan facilities with a strong focus on Indonesia and the energy and resources sectors.
Part of Milbank’s Global Securities Group, the firm is managing a highly successful practice in Asia. In December 2013, partner James Grandolfo joined Milbank from Allen & Overy’s Hong Kong office.
In recent months, the team led by partners Giles Kennedy and Naomi Ishikawa advised Multipolar on its $200 million senior notes offering. In another high yield offering, Milbank was legal counsel for Indonesian property developer, Alam Sutera Realty, in connection with its $235 million senior notes offering and $83 million tender offer.
Ishikawa and David Zemans also advised Saratoga Investama Sedaya on its $154.3 million IPO on the Indonesian Stock Exchange. Ishikawa and Kennedy also finalised the listing of Siloam International Hospitals.
In mid-2013, the group finalised the transaction pertaining to the investment into Masan Group Corporation’s Hoa Muoi Gio Company by TPG Growth, part of one of the world’s largest private investment firms. The team advised the same client on establishing the joint venture between technology metals manufacturer HC Starck and Masan Group’s Nui Phao Mining Company.
The firm’s key sectors in project finance are energy, power, and oil and gas. As part of Milbank’s banking and finance practice, project finance features the same attorneys.
Gary Wigmore and special counsel Melissa Lewis advised Lestari Banten Energi on the development and financing of a 660MW coal-fired power plant in Banten, Indonesia. Lewis also worked alongside James Murray and David Zemans for Sarulla Operations on the financing of a 330MW geothermal power project in Indonesia.
Restructuring and insolvency
The firm established its restructuring and insolvency practice in the Asia region more than 20 years ago and has been involved in many large and high profile restructuring deals including Kodak, Enron, and Lehman Brothers. Its offering includes the handling of a wide range of exercises such as corporate workouts, repackagings and distressed debt M&A.
Morrison & Foerster’s (MoFo) corporate M&A group has seen the addition of partner Shirin Tang in April 2014.
MoFo advised Global Logistic Properties (GLP) in a landmark agreement with strategic partners worth $2.5 billion, which sets to tighten GLP’s logistics network in China. Eric Piesner alongside Hong Kong-based partners led the deal.
Apart from China, the Singapore-based team is also active in Indonesia, India and Thailand in recent months. In Thailand, partners Jake Robson and Maria Steeples represented global multiline property and casualty insurers, ACE, on its acquisition by way of joint venture with Siam Commercial Samaggi Insurance from Siam Commercial Bank in Thailand.
The international banking and finance team has seen the transfer of previously London-based Keith Sandilands to the Singapore office as new head of aviation. Sandilands worked in the Singapore and Jakarta offices throughout the 1990s and currently has 25 years of experience under his belt especially when it comes to the transport sector. His predecessor Leigh Borrello has moved to Norton Rose Fulbright’s Sydney office in September 2013 to help build the asset finance practice inAustralian. Partner Alex Cull re-joined the Singapore office in August 2013 after moving to Norton Rose Fulbright’s Perth office. Cull’s primary focus is acquisitions and divestments, and project financing, with a particular emphasis on LNG (liquefied natural gas) projects.
In collaboration with the New York office, the Singapore team led by partner Yu-En Ong advised BNP Paribas in the $500 million provided to Noble Group. In a cross-border deal with Indonesia and Thailand, Nick Merritt advised a group of lenders on a $265 million term loan facility to Chandra Asri.
Capital markets remain under the supervision of South East Asia head Jeff Smith who is supported by of counsels Ferzana Haq and Vicky Jones who transferred in March 2014 from the Amsterdam office. Jones is a debt capital markets, structured finance and insolvency expert.
Haq was lead attorney in a trust certificate issuance by Swicer Capital. The firm advised The Bank of New York Mellon who was the trustee in this matter. In 2013, the firm under the lead of Haq advised on the largest sukuk (Islamic bond) offering by the Republic of Indonesia valued at $5 billion. This transaction was then topped by the updating of the trust certificate program of the Islamic Development Bank, which is said to be the largest ever sukuk offering valued at $10 billion and completed in December 2013. The lead partner was Mohammed Paracha from the Dubai office who is supported by Ferzana Haq. In light of this impressive work, Norton Rose Fulbright has moved up to Tier 2 this year in the capital markets category.
Banking and finance
O’Melveny & Myers (OMM) has a well-established banking and finance team with a strong focus on Southeast Asia, in particularly Indonesia.
OMM’s banking and finance practice has however suffered a setback in the form of partners exits. Berti Mehigan left the firm for Ashurst in the summer of 2014, as has senior consultant Debby Sulaiman.
Before departing Mehigan represented one of Sinar Mas Group’s units, OKI Pulp & Paper Mills, in a loan facility deal with China Development Bank, said to be one of the largest financing transactions ever signed between Chinese and Indonesian interests.
In 2013, Andrew Hutton was involved in several high profile debt offering matters in Asia including MNC Investama’s $365 million high-yield note offering for an Indonesian conglomerate.
Pooja Sinha is also highly involved with the firm’s India and Indonesia related deal matters. In the past 18 months, India qualified Sinha acted on a proposed rights offering for Bank Muamalat and advised underwriters in one of India’s landmark capital markets deals.
OMM’s pan-Asian practice has a predominantly Indonesia-focused M&A group. The firm recently hired UK-qualified Lee Hill from Latham & Watkins.
The firm was counsel to Partners Group in its acquisition of a majority stake in CSS Corp, which is said to be the largest acquisition deal in Indian IT sector in 2013. Elsewhere, the Singapore team advised Mitsui & Co on its $714 million telecommunication joint venture with Indonesian Lippo Group.
Restructuring and insolvency
OMM has a highly established restructuring and insolvency team in Southeast Asia. The firm has been working on a number significant deals including the complex restructuring of Berlian Laju Tanker, advising Bakrieland Development in the restructuring of $155 million in global bonds, and the restructuring of $325 million in guaranteed senior secured notes by Blue Ocean Resources in which OMM was sole international counsel.
One of the firm’s largest restructuring deals last year was the corporate and debt restructuring of Asia Pulp & Paper Group valued at around $16 billion.
Pinsent Masons MPillay’s Singapore corporate team of eight is particular adept on the M&A front. In the first quarter of 2014, the firm finalised the separation of the Bakrie Group and Asia Resources Minerals in a deal worth $501 million. Pinsent Masons in this particular case advised Borneo Lumbung Energi & Metal and its group companies. The lead partner was Perry Yuen who heads the corporate group and is joined by partners Kelvyn Oo and Bethia Su.
In a series of confidential matters, the firm has also been active with several joint venture transactions in relation to a variety of industry sectors.
Premier Law has a strong and steady track record in restructuring and litigation exercises.
In 2013, the firm advised Blue Ocean Resources and its parent company Central Proteinaprima on the restructuring of Blue Ocean notes valued at $325 million. The firm also finalised a tender deal for Atlas Resources towards the end of 2013. In a separate deal for Sapphire Link, the controlling shareholder of Asuransi Bina Dana Artha (ABDA), Premier Law advised the client on the sale of 20% of ABDA to Mapfre Internacional.
Banking and finance
A highly respected banking and finance team, the group is led by dual-qualified in English and Singapore law partner Angela Lim.
Lim recently represented Mapletree Greater China Commercial Trust on a syndicated loan. Elsewhere partner Terence Choo was advisor to a group of banks in the refinancing of the existing indebtedness of Senoko Energy.
With an expanded network of alliance firms, Rajah & Tann has experienced an upsurge of cross-border deals especially from Indonesia, India, Malaysia, Hong Kong, the PRC and Japan. The firm has worked on some of the market’s most complex capital markets deals, including the capital markets fund raising of Gallant Venture, the fund raising of United Engineers for its takeover of WBL Corporation and the multicurrency note and perpetual securities programme of GuocoLand. Rajah & Tann was also involved in the initial listing of Gallant Venture on the Singapore Exchange.
2013 and early 2014 was a productive time for Rajah & Tann in both public as well as private M&A work. With a considerable amount of Indian and Japanese inbound work coming into Singapore, the M&A team has seen its workload grow steadily.
Some key M&A deals in 2013 include acting for Gallant Venture in its takeover of IDX-listed Indomobil Sukses Internasional. Together with partners Danny Lim and Soh Chai Lih, Evelyn Wee advised on the voluntary conditional offer to People’s Food Holdings from New Oceana, whom Rajah & Tann represented.
Restructuring and insolvency
As restructuring and insolvency advisors on the Singapore arm of the ongoing Lehman Brothers insolvency case, Rajah & Tann continues to draw in high profile cases in the market. Recently, the firm is advising and acting on behalf of the liquidators of MF Global Singapore, one of the most high-profile insolvency deals in the Singaporean finance industry. The team comprises head of practice Sim Kwan Kiat, managing partner Lee Eng Beng and deputy managing partner Patrick Ang.
Boutique firm Respondek & Fan has offices in Singapore and Bangkok with an increasing focus on corporate, commercial, and restructuring work. Managing partner Andreas Respondek is a known and highly established arbitrator in the courts.
In M&A, Respondek & Fan is advising companies such as Karcher South East Asia on its proposed acquisition of a Singapore company; DSM on day-to-day legal advice that pertains to investment projects from their Thai and Indian affiliates in the Asia Pacific; and on all corporate matters for Accenture in Singapore following its acquisition of Prion’s Asia business.
Banking and finance
RHTLaw Taylor Wessing handles a number of transactions pertaining to domestic and international loan financing, derivatives and compliance related matters. As a growing law firm in Singapore, RHTLaw continues to act on behalf of financiers, borrowers and security providers.
The firm’s banking practice has seen a great deal of activity when it comes to partner moves in 2013. Between April and August 2013, the firm hired Nizam Ismail from Morgan Stanley, Gerard Ng from Eastspring Investments and Conrad Campos from Tan Peng Chin. Partner Yeong Wai Cheong left the firm in June 2013.
RHTLaw Taylor Wessing focuses on both equity and debt capital markets for regional as well as international business out of its Singapore office.
The capital markets team has expanded with the hire of former in-house counsel Gerard Ng and Richard Tan from Colin Ng & Partners.
Early in 2014, Tan advised Hong Leong Finance in the IPO and listing of Talkmed Group on Catalist.
In 2013, the practice welcomed Sherroy Ong from ANZ Bank. Former securities and corporate co-head Lawrence Wong left the firm at the end of 2013 and has subsequently started up his own firm.
The team under the lead of Tan Choon Leng advised Nippon Paint (China) in its acquisition of DGL Camels (Shanghai) Opel brand of wood coating products. Tan and partner Kaylee Kwok also advised sellers Nipsea Technologies and Chan Ping Kwong on their sale of PCTS Specialty Chemicals. The firm was also involved in the disposal of Oakwell Engineering’s distribution business.
Banking and finance
In the first half of 2013, the firm was involved in a loan facilities deal worth up to $1.5 billion, acting for the lender. The firm also finalised a grant of facilities matter worth up to S$500 million to a publicly-listed property developer in early 2014.
Part of Rodyk & Davidson’s corporate finance practice, the group advises on a full range of equity capital market transactions including real estate investments trusts (REITs). In late 2013, partner Eng Leng Ng acted as Singapore counsel to UMW Oil & Gas Corporation in listing on the Bursa Malaysia Securities Berhad. The firm with partner Marian Ho in the lead was also involved in establishing a multi-currency debt issuance programme for Fragrance Group. The firm also advised the trustee on the S$1.15 billion listing of OUE Hospitality Trust.
From mid-2013 onwards, Rodyk & Davidson’s corporate practice welcomed several new partners to the team. In June 2013, the firm hired Mariko Nakagawa from Rajah & Tann; in November 2013, former Allen & Overy attorney Justin Tan joined the group and in October 2013, the firm hired Janet Tan from Eversheds’ associate firm JE Legal.
In a high value acquisition deal, the team acted as counsel to HSBC Institutional Trust Services (Singapore) as trustee of Fortune Real Estate Investment Trust in its acquisition of the Kingswood Ginza Property in Hong Kong. Elsewhere Jacqueline Loke handled the $348 million acquisition of Robinson Point’s entire issued capital for client Tuan Sing Holdings.
Restructuring and insolvency
Recently, the firm has acted for Sembawang Shipyard in the enforcement of its securities for the financing of a conversion contract in relation to a vessel. Jeremiah led the $200 million deal alongside finance partner Janice Ngeow and litigation partner Zhulkamain Abdul Rahim.
In a liquidation case, partner Paul Wong together with Herman Jeremiah and Kia Jeng Koh advised ALPINE Bau’s Singapore branch in its provisional liquidation and subsequent liquidation in Singapore. This involved handling relevant cross-border insolvency legal issues of existing contracts, in this case 2 MRT-related agreements valued at over S$600 million.
Shearman & Sterling’s Asia capital markets team comprises well-regarded partners from the Singapore and Hong Kong offices. In Singapore, partner Andrew Schleider is recognised in the field with 20 years of experience in the region on both debt and equity matters.
In 2013, Schleider and his team advised on a series of Rule 144A offerings, including acting for a group of banks consisting of Barclays, Bank of America Merrill Lynch, Citigroup, JPMorgan, Royal Bank of Scotland, Standard Chartered Bank and Deutsche Bank on a Rule 144A offering worth $1.7 billion. In another Rule 144A matter, the firm acted for Pacnet on an issue worth $350 million. Schleider also represented Citigroup, Deutsche Bank and Nomura on a high yield bond offering on the Singapore Stock Exchange by Pacific Emerald.
Bill McCormack is managing partner of the Singapore office at Shearman & Sterling. He works alongside head of Asian M&A Paul Strecker who divides his time between Singapore and Hong Kong. In February 2014, Shearman & Sterling added finance and M&A expert Anthony Patten, who has a focus on oil and gas and project development, to the team. In March 2014 the firm witnessed the departure of partner Shirin Tang to Morrison & Foerster.
One of the firm’s most significant deals of 2013 saw the team led by McCormack representing Petronas in its joint venture with Itochu for the $2 billion Refinery and Petrochemical Integrated Development (RAPID) project in Johor, Malaysia.
Managing partner Bill McCormack also acts as head of the global project development and finance group. In addition to the arrival of oil and gas expert Anthony Patten, Shearman & Sterling also welcomed to the team partner Ben Shorten from the firm’s London office. Shorten is specialised in international project development and focuses on power and water as well as oil and gas projects.
McCormack advised a group of lenders including Maybank, CIMB and Citibank, in relation to the 660MW coal-fired Banten IPP (independent power project) financing in West Java, Indonesia. McCormack was also the lead partner on the ongoing Light Rail Transiet-1 (LRT1) extension project representing Ayala Corp, Metro Pacific and Macquarie on their bid.
Banking and finance
Shook Lin & Bok’s banking practice continues to demonstrate strength in the market and is showing consistent growth, especially in connection with structured transactions and cross-border deals involving Indonesia. “Shook Lin and Bok’s team of lawyers are very professional,” one client says. “[They have an] excellent response time which is critical in helping us close our banking deals.”
Partners Liew Kai Zee and Pok Eu Jin were Singapore counsel to an Indonesian agro-industrial company in relation to a $210 million trade finance and term loan from a syndicate of banks. Liew is highly regarded for his work in banking with a client stating: “Liew has profound knowledge in corporate financing. He provides excellent input on our deals, which has helped us win them. He is contactable practically 24/7 and this is important to bankers as some of our financing deals need clarification and legal advice on an immediate basis.”
Liew and partner Prakash Raja Segaran also acted for Oversea-Chinese Banking Corporation, DBS Bank and other lenders in the refinancing for Cita Mineral Investindo, an Indonesia-based bauxite mining company, and its subsidiaries. Also, in a complex, cross-border deal, Liew and Segaran advised Malayan Banking (Singapore branch) in the financing of Hiap Hoe group’s corporate restructuring.
It has been a good year for Shook Lin’s debt capital markets team. The firm is involved in the first post-Lehman condominium securitisation, with partner Marilyn See acting for TG Master in connection with the securitisation of sales proceeds from a condominium project in Yishun. In another property-related capital markets deal, See acted for Singapore-listed Oxley Holdings in relation to the establishment of a $500 million multicurrency MTN programme. Elsewhere Tan Woon Hum and Andrea Ng represented HSBC Institutional Trust Services (Singapore) in establishing a $500 million multicurrency Islamic trust certificates issuance programme.
On the equity front Tan Woon Hum and Andrea Ng again advised DBS in the IPO of SPH REIT on the Singapore Exchange Securities Trading. Both partners were also listing agents for Soilbuild Business Space REIT on SGX-ST.
A robust corporate practice in the Singaporean market, Shook Lin has added to its strong bench of internationally trained lawyers hiring partner Teo Mae Shaan who brings along an expertise in capital markets.
One banking client gives this feedback: “One of the more recent works […] was an M&A deal of a listed entity to purchase another listed entity. As there were many variations and amendments prior to completion, the team worked very closely with us and ensured timeliness, accuracy and most importantly, covering the legalities of the bank’s exposure and position.”
The group was also involved in the acquisition of WBL Corporation by United Engineer, advising financial advisor JPMorgan. This involved a competitive takeover action from a rival bidder. As Singapore counsel for Amadeus IT Holding, partner Ho Ying Ming advised the client in its acquisition of NMTI Holdings, a US technology group. Ho is praised by a client in an unrelated matter, who says: “Ying Ming was not only professional and competent, he goes the extra mile to cover areas not defined in the engagement letter.”
Restructuring and insolvency
With a penchant for liquidation work and multi-jurisdictional insolvencies, the Shook Lin restructuring and insolvency team easily competes with Singapore’s larger law firms. In one deal example involving Pakistan and Switzerland, David Chan acted for the liquidators of Hycarbex Asia in receiving assets of the subsidiary of a major energy company worth $500 million.
Elsewhere Sarjit Singh Gill together with Debby Lim represented the judicial managers of Armada (Singapore) in its worldwide administration.
Sidley Austin has grown impressively and is one of four new awardees of the Singapore’s Qualifying Foreign Law Practice (QFLP) license, Sidley is now ready to offer local law advice.
The firm has made some significant hires since 2013. In May 2013, Sidley welcomed cross-border M&A and private equity specialist Gregory Salathé to its team. Sidley then poached energy expert Tju Liang Chua as partner in its Singapore office in July 2013 and merely a month later, it added partner Nicholas Grambas to the group who specialises in project finance.
A significant capital markets deal for the firm was the $10 billion Rule 144A-elegible global MTN programme issued by Oversea-Chinese Banking Corporation. Sidley’s Prabhat Mehta was involved in the deal by advising joint lead arrangers in establishing the programme. Prabhat also represented a group of banks in relation to the SPH REITs IPO in Singapore, raising approximately $435 million.
Sidley Austin’s Southeast Asia practice is gradually picking up more high value deals. Prabhat Mehta represented UE Centennial Venture on its acquisition of more than 50% of the stock units and outstanding convertible bonds of WEL Corporation in a deal value worth $982 million. Elsewhere partner Gerard Hekker acted for XL Axiata and its parent group on XL Axiata’s $865 million acquisition of Axis Telekom Indonesia from Saudi Telecom Company.
Restructuring and insolvency
The restructuring and insolvency group is a growing practice with several well-established attorneys on the team. Matthew Sheridan and Nicholas Grambas appeared as counsel for a group of lenders including Goldman Sachs and International Finance Corporation regarding a $340 million distressed loan facility to Niko Resources.
Simmons & Simmons has seen some significant hires in recent times. Ex-Norton Rose Australia Dan Marjanovic and former founding partner at Mataram and Partners’ Rina Lee have joined Simmons & Simmons in 2013 as partner and consultant respectively. They join partner Jason Valoti in the banking and capital markets practice.
Several standout deals include advising Armada C7 regarding a joint venture between Bumi Armada and the Shapoorji Pallonji Group for a $150 million bridge financing facility provided by a group of banks. In a recent PRC related matter, the team was also involved in a $141 million syndicated loan facility acting for the lenders for the purpose of financing the China-bound expansion of Austasia dairy group.
In terms of Asia’s developing markets, the team has advised on a $195 million term facility in connection with the Thai Binh 2 thermal power plant project representing Mizuho Bank, Singapore branch.
Banking and finance
The Singapore office of Skadden Arps Slate Meagher & Flom was established almost two decades ago. Over the years, the firm has built a robust project finance and banking practice currently led by Asia Pacific head of practice, Clive Rough, who is based in Hong Kong.
The team represented Wynn Resorts and Wynn Macau in relation to a $200 million upsizing of their commercial bank facilities for the Macau operations. Earlier in 2013, Skadden advised AES Corporation and subsidiary Masinloc Power Partners on the refinancing of existing debt related to the 600MW Masinloc power project in the Philippines.
Skadden’s presence in the Asian region does not go unnoticed. “I would regard Skadden as comparable to the other top 4 -5 US debt capital market firms in Asia,” a long-time finance client says.
Noteworthy deals for Skadden’s capital markets practice include representing Credit Suisse Securities (India) as sole international counsel in relation to the $175 million equity shares offering by way of a QIP by Jaiprakash Power Ventures. Corporate and M&A expert Rajeev Duggal is Singapore office leader at Skadden. He was also involved in the $150 million high-yield bond offering by Modernland Realty who mandated the firm. In a separate high-yield bond offering, this time worth $250 million, Skadden advised First Gen Corporation, who is an independent power producer in the Philippines.
In M&A, the firm worked on notable deals including Mahaman Assets’ proposed $225 million buy-out of Silverlink Resorts. The Singapore team was also involved in advising Standard Chartered Private Equity (Singapore) in connection with its $75 million investment in Energy World Corporation.
Banking and finance
Wai Ming Yap now heads Stamford Law Corporation’s banking practice taking over from Susan Kong who left the firm. Yap is a dual-qualified Singapore and Malaysia-qualified lawyer. The firm has moved up to Tier 3 in the banking category following some impressive deals including a term loan facility provided to Tuaspring for the funding of the development of a reverse osmosis desalination and integrated power generation plant.
One of Stamford Law’s key clients is United Overseas Bank (UOB) and the firm acted on several transactions for it in the past year.
Partner Sin Teck Lim recently joined Stamford Law from White & Case and is specialised in corporate, capital markets and restructuring.
In a delisting deal, Bernard Lui acted as Singapore counsel to Sound Global – listed on SGX-ST and HKSE – on the proposed exit offer by CIMB in connection to a voluntary delisting of the company from the SGX-ST.
M&A is one of the firm’s core practices and the firm recently added two partners to the group: former Duane Morris & Selvam Kim Seng Lo, who has a focus on M&A and capital markets work and Daniel Yong who joins from Norton Rose Fulbright and covers M&A and investment funds. This demonstrates the firm’s objective to expand in the fund formation space.
Partner Lean Min-Tze assisted Deutsche Bank who was named independent financial advisor to CapitaMalls Asia (CMA) in a deal in which they received from Sound Investment Holdings a voluntary conditional offer to acquire all its remaining shares in CMA. In another voluntary conditional offer, Stamford Law is acting for Rothschild (Singapore) who is the independent financial advisor to the directors of Olam International in relation to a share purchase offer by Breedens Investments.
Restructuring and insolvency
The restructuring and insolvency team may have been the most active at Stamford Law in 2013. The firm continues to represent a good number of judicial managers in several deals and has been highly active on significant restructuring transactions. One such restructuring is the case of Poh Lian Construction in which a team of Chuan Thye Tan, Justin Yip and Sin Teck Lim acted for judicial managers Deloitte. Teck Lim, who is specialised in APP bond indebtedness has recently joined and is seen as a valuable addition to the restructuring practice. Chuan and Yip were also both involved as counsel to First Ship Lease Trust in relation to an ongoing debt restructuring exercise.
Banking and finance
With a focus on international financing transactions, TSMP Law Corporation has been active in acquisition finance. Locally, the firm continues to advise Singapore’s three biggest domestic banks in their financing transactions and clients in the property purchase or development sector. Overseeing the practice is executive director Jennifer Chia. “Jennifer is very responsive, provides very sound and practical advice in her dealings,” a client says. “She knows her stuff well and is very professional.”
Chia has recently represented a syndicate of local lenders regarding a club loan to two local Singapore developers in the Westgate Tower acquisition. She has also acted for India’s second largest bank, ICICI Bank, regarding a term loan acquisition financing of Singapore-based Global Vantage Innovative Group to India’s VLCC Group.
TSMP is strongly focused on equity capital markets with a very active practice in 2013. Out of the 26 Singapore IPOs, TSMP was involved in five of them. This included Pacific Radiance’s IPO and the OUE Hospitality REIT deal to the joint global coordinators. On both occasions, head of corporate Stefanie Yuen Thio led the deal, together with Jennifer Chia on the aforementioned REIT transaction and equity capital markets co-head Dayne Ho for the Pacific Radiance IPO. “Dayne Ho has a quick and firm grip of his client’s commercial needs, attention to detail where it matters and he’s a pleasure to work with,” says an appreciative client.
“Transactions were completed very smoothly, thanks to the team of lawyers from TSMP who are efficient, professional and able to deliver consistent quality work, even under tight deadlines and stressful conditions,” says a client from a global corporate.
Stefanie Yuen Thio led the team advising Credit Suisse as financial advisor to Temasek Holdings on its takeover bid for Olam International. TSMP also represented listed company St James who has been subject to a reverse takeover by a consortium led by Pua Seck Guan. The firm is also advising on another reverse takeover exercise of an Indonesian coalmine for an issue manager. When it comes to privatisation, Yuen represented Oversea-Chinese Banking Corporation in the delisting offer for Medi-Flex.
Restructuring and insolvency
Since the arrival of partner Ashok Kumar to TSMP’s restructuring and insolvency team in 2011, the firm has made significant leaps in this practice area. In one example TSMP advised Power Solar System’s liquidator PricewaterhouseCoopers on a claim against Suntech Power Investment.
Banking and finance
Watson Farley and Williams - Asia Practice is seeing a return of workflow in the shipping, offshore and oil and gas sectors, which are some of the cornerstone practices of the international firm. The return of shipping finance after a period of stagnation is seen in several high value deals being completed in the APAC region.
“The law firm is extremely responsive and efficient and has provided us with valuable advice which assisted us in completing the transaction within the deadline required,” says a client.
Within the local practice a client singled Chien Herr Lee out for praise: “Chien Herr is very responsive and efficient and is able to explain the legal concepts and jargon to us in a manner that is easily understood.”
The firm’s finance expert and restructuring and insolvency co-head Madeline Leong advised Chinese ICBC Financial Leasing in a long-term sale and lease back of 51 offshore supply vessels with Bourbon, the French offshore oil and gas conglomerate, for $1.5 billion. Leong was also part of the team advising Nordea Bank Norge as facility agent for a syndicate of lenders regarding the $866 million refinancing facility to BW Group for its eight LNG carriers.
Elsewhere Andrew Nimmo represented SapuraKencana Petroleum in a debt and equity financing matter in connection with its acquisition of the entire issued share capital in Seadrill, which included the purchasing of 18 drilling rigs from the company.
The firm also acted on a $1 billion corporate loan facility for MISC Capital for the purpose of refinancing existing debt made available by a group of banks. The firm has also acted on the $175 million term facility for its client Golar LNG Group to finance Indonesia’s first floating storage and regasification unit, “Nusantara Regas Satu”.
A major development in this area is the move of Chris Kilburn from London to Singapore in August 2013, where he assumes the role of head of practice. Also in 2013, lawyers Damian Adams and Nicholas Hanna left the firm to join Simmons & Simmons and K&L Gates respectively.
Kilburn led his team in representing RCMA Commodities Asia in its acquisition of the rubber trading and testing business of Momentum Technologies, which touches on the UK, Singapore and US jurisdictions. Another notable deal saw the Reignwood Group acquire Sardinia Properties.
White & Case has strengthened its banking and finance practice out of Singapore with several relocations of partners and associates from its offices around Asia. Finance and projects partner Steve Payne joined the Singapore team from Beijing and the firm also gained finance counsel David Gartside and welcomed to the team banking and restructuring partner John Shum. This followed the renewal of White & Case’s Qualifying Foreign Law Practice (QFLP) license in Singapore. They are one of only six foreign firms to be granted the license in 2008. This is a serious boost to White & Case’s Singapore offering and is in line with the firm’s objective to bolster its position as legal service provider in Southeast Asia.
Highlight deals in 2013 and early 2014 include Chen Guan Feng’s work on the financing of Indonesian conglomerate CT Corpora’s retail, entertainment and media subsidiaries.
Also in Indonesia, partner Charlie Wilson and counsel David Gartside advised the country’s largest listed oil company, Medco Energi Internasional, on the $260 million reserves-based loan to further fund production costs in the Senoro gas field in Central Sulawesi.
White & Case had another strong year in 2013. The capital markets team led by Kaya Proudian represented Bank of America Merrill Lynch and Credit Suisse as joint bookrunners on CIMB Group’s high profile $1.1 billion private placement. Proudian also acted for BTS Group Rail Mass Transit Growth Infrastructure Fund on one of the largest IPO transactions out of Thailand. In addition, Proudian assisted a group of financial institutions in the international offering, IPO and listing of Indonesian palm company, Dharma Satya Nusantara, on the IDX.
Another key partner in the team is David Barwise who acted as local counsel to Investec Bank and Lloyds Bank on a note issuance by Temese Funding 1. Elsewhere, structured finance expert Jamie Thomas completed Sri Lanka’s first ever AAA-rated public issuance for GuarantCo.
White & Case’s growing M&A practice has seen several changes in recent times. At the start of 2013, regional section head of Asia, partner Barrye Wall, was put in charge of the Singapore M&A team. Around the same time, Indonesian law firm MD & Partners entered into an exclusive association with White & Case, which expanded the global firm’s Indonesia offering.
The firm continues to act on significant cross-border transactions. A few key deals include the advice given by Charlie Wilson and Guan Feng Chen to BlackRock on the sale of a 5-star hotel, The Westin Singapore, to Tokyo-based property developer the Daisho Group. In a Malaysia-Turkey-India deal, partner Jonathan Olier and others from New York and London represented the GMR Group, a leading Indian infrastructure group, on the 40% equity stake sale of Istanbul Sabiha Gökçen (ISG) airport to Malaysia Airports Holdings.
The Singapore banking and finance practice welcomed partner Steve Payne from Beijing to the team in 2013, who is the head of Southeast Asia energy, infrastructure, project and asset finance. The project finance practice has a strong emphasis on energy and projects work. Counsel David Gartside is widely connected and also joined the practice in recent months.
Steve Payne and Jamie Thomas advised Feni Haltim and parent company Antam (Persero) in relation to a proposed $1.6 billion development, construction and operation of Indonesia’s Halmahera ferronickel smelter in North Maluku.
Restructuring and insolvency
White & Case’s restructuring and insolvency practice is one of the core offerings at the firm. The team has acted on several high profile matters across a wide range of jurisdictions in Asia-Pacific. The practice group consists of partners with expertise in corporate, finance, disputes, arbitration and restructuring. In 2013 and 2014 in matters still confidential, the firm has acted on matters related to the oil and gas, banking, aviation and telecom sectors.
Banking and finance
The Singapore law firm Wong Tan Molly Lim (WTML) has been active in cross-border financing matters in recent months. In a series of confidential matters, the firm has acted as Singapore counsel to a number of European and global banks on lending matters in the the natural resources sector.
Recently, WTML advised a client in acquiring Reflections Oasis from Infinite Rewards by way of a reverse takeover.
In cross-border deals, the team represented an Indonesian conglomerate in purchasing all interests in the Jakarta Garden City project from Keppel Land Group.
The corporate group was also involved in several listings on the ASX connected to the real estate and property development industry.
Banking and finance
With the increase in global lending in 2013, the firm highlights its involvement in billion dollar deals. “Susan [Wong] knows her loan documents cover to cover,” says one client. “She has an incredible grasp of the legal concepts underlying the loan documents and is very fluid in her knowledge of the interplay between various provisions.”
WongPartnership completed a high value deal for a group of investors in relation to the financing for the acquisition of BMC Software shares. The firm also advised on several confidential real estate financing deals. One public matter pertains to the financing to WongPartnership’s client FC Commercial Trustee for the purchase and development of a site in Singapore and the covering of commercial development costs. Banking partners Alvin Chia and Tan Beng Lee, and corporate real estate expert Angela Lim advised on the deal.
The equity capital markets (ECM) team has acted on a fair share of offerings in 2013, around one third of those listed on the Singapore Exchange. This includes SPH REIT’s IPO, where joint managing partner Rachel Eng, deputy head of ECM Long Chee Shan and partners Tan Teck Howe and James Choo acted as advisors. The firm has a well-defined practice handling REIT related matters. Eng was also involved in an offering by Viva Industrial Trust finalised in November 2013. Partner Pong Chen Yih advised on the IPO of Rex International Holding, the first oil and gas company to be listed. Gail Ong who is head of ECM is singled out for praise. “[Gail] provides clear, concise advice, while adding strong technical knowledge to the mix,” a client says. “She has good relationships with regulators and provides creative solutions to resolve issues.”
On the debt side the firm acted as issuer’s counsel in the establishment of the $2 billion EMTN programme by Keppel Corporation and in the $200 million aggregated issuance of floating rate notes due in 2020.
“Highly professional in grasping and negotiating the related issues on behalf of the client,” says a client about WongPartnership’s M&A practice, adding: “[The team] demonstrated consideration in protecting client interests first. Very responsive and quick turnaround in services rendered.” Tay Liam Kheng has been singled out for praise. “Liam Kheng is good to work with,” a client in investment management ascertained. “He is personable and receptive to proposals and appears personally invested in his clients, which creates an excellent environment for collaboration.”
Some highlight deals include the acquisition of Guthrie GTS by United SM Holdings, the sale of shares in Fraser & Neave by TCC Assets and a confidential multi-billion dollar acquisition deal involving a large Asian corporate. The teams have also worked on a series of cross-border and private equity deals, such as the joint venture between Far East Orchard and Toga, Jacobs Engineering’s acquisition of Sinclair Knight Merz and the Northstar Group purchase of Hersing Corporation.
The firm has worked on several high profile deals including the project financing of the Tuaspring Desalination Plant, Asia’s largest seawater reverse osmosis desalination plant. Susan Wong was again part of the team that brought the deal to its completion. “She is also an effective negotiator and yet knows how to understand younger lawyers and works to win them around on negotiations,” a client in projects commented, and further described Wong as “a force to be reckoned with”.
In addition to Alvin Chia and Choo Ai Leen, the team also benefits from having partner Christy Lim in its midst. “Christy is technically sound, extremely prompt in her response and is able to negotiate to close the multi-party transaction efficiently,” a client adds.
Restructuring and insolvency
It has been four years since WongPartnership reorganised its restructuring and insolvency team and the firm now enjoys a decent share of the market’s work.
Last year Manoj Sandrasegara advised MF Global Holdings Overseas and MF Global Futures on the recovery of funds from MF Global Singapore and other related parties. Whereas partner Annabelle Yip represented QSL Hotels in a restructuring exercise and global settlement of its operation, subsidiaries, shareholders and shareholder affiliates.