Network Wire

Regular outside counsel team, YKVN and Milbank, advised Masan Group in Bain Capital’s $200M investment in Masan Group.

YKVN Managing Partner Truong Nhat Quang led the team, with the support of Partner Nguyen Van Hai and Counsel Ho Anh Tuyet.

More about the transaction: Bain Capital scores first deal in Vietnam, to invest at least $200m in Masan Group (dealstreetasia.com)

Han Kun Law Offices and Han Kun Law Offices LLP ("Han Kun Hong Kong"), as PRC and Hong Kong legal advisors, represented Beijing UBOX Online Technology Corp. ("UBOX ONLINE", Stock Code: 2429) in connection with its initial public offering in Hong Kong and Regulation S offering of H shares. The H shares of UBOX ONLINE are listed on the Hong Kong Stock Exchange. Approximately 78.74% of the issued share capital of UBOX ONLINE are H shares converted from unlisted shares through "H shares full circulation".

Han Kun's data compliance team advised UBOX ONLINE on cybersecurity and data compliance in the PRC. China Securities (International) Corporate Finance Company Limited and Huatai Financial Holdings (Hong Kong) Limited acted as joint sponsors. Huatai Financial Holdings (Hong Kong) Limited, China Securities (International) Corporate Finance Company Limited and Valuable Capital Limited acted as joint global coordinators.

UBOX ONLINE is a vending machine operator in China mainland, with a 7.6% market share in terms of transaction GMV in 2022. UBOX ONLINE ranked first in terms of both total transaction GMV and network scale in the unmanned retail industry in China mainland for each of 2019, 2020, 2021 and 2022.

Deacons advises Maiyue Technology Limited on its Main Board IPO launched on 28 September 2023, seeking to raise up to HK$175 million (subject to the exercise of over-allotment option).

Maiyue Technology is an integrated IT solutions services provider in the education and government IT solutions markets in Guangxi with an operating history of over 20 years. It has developed a comprehensive portfolio of product offerings involving application of advanced technologies such as big data analytics, internet-of-things (IoT), cloud computing and artificial intelligence (AI), to complement its integrated IT solutions services.

Dealings in Maiyue Technology’s shares on the Main Board of the Hong Kong Stock Exchange are expected to commence on 11 October 2023.

Our team is led by Gary Wong, Partner of our Corporate Finance Practice Group.

SyCipLaw acted as Philippine counsel to Southeast Asia's largest fast delivery company, J&T Global Express, on its listing on the Main Board of Hong Kong Stock Exchange (HKSE) and global offering, where it raised US$451 million by issuing shares at HK$12 (US$1.53) apiece. This listing is HKSE's second-largest initial public offering (IPO) of the year.

These new funds are expected to be used to expand its network, improve existing infrastructure, and strengthen its sorting and warehouse capabilities as well as to enter new markets and invest more in R&D.Founded in Indonesia, J&T Global operates express delivery services in 13 countries including most of Southeast Asia, the Philippines included, as well as China, Saudi Arabia, United Arab Emirates, Mexico, Brazil, and Egypt, according to its prospectus. It has more than 400,000 service staff globally. In the Philippines, J&T is operated by PH Global Jet Express, Inc., covers nine regions and delivers parcels and packages across the country.

The SyCipLaw team was headed by Arlene M. Maneja together with partners Ronald Mark C. Lleno, Melyjane G. Bertillo-Ancheta, Franco Aristotle G. Larcina and Leah C. Abutan, and senior associates Camille Angela M. Espeleta-Castillo, Loubelle L. Razon-Bagagnan, Mark Kevin U. Dellosa and Hailin D.G. Quintos-Ruiz.

The European Bank for Reconstruction and Development (EBRD) is lending EUR 15 million to ECSO, a leading Lithuanian producer of plastic granules, using 100 per cent recycled material. Ellex in Lithuania advised the EBRD in the various stages of this transaction – from the due diligence of the project in its initial stage to the signing of the loan documentation, especially safeguarding the lender’s interest while creating a complex local security structure.

ECSO – owned by the ESG transformation specialist private equity investor and B Corp, Abris Capital Partners – produces pelletized polymer (LDPE) granules using recycled industrial and household plastic waste, which are then used in the production of products such as plastic packaging and bags.

The EBRD’s partnership with ECSO will support the company’s capital expansion plans, which are aimed at implementing new solutions such an automatic sorting centre for waste input, and the improvement of product filtration systems, quality control and water filtration systems. These solutions will lead to a more efficient production process and improve the quality of ECSO’s products.

The EBRD team was advised by Associate Partner Eglė Neverbickienė, Associate Ainis Augustas Petrulis, and expert Tadas Kavaliauskas.

The EBRD is a leading institutional investor in Lithuania. To date the Bank has invested more than €1.4 billion in 123 projects in the country, the majority of which has been in the private sector. Supporting the green economy transition and improving the competitiveness of its private sector are two key priorities for the EBRD’s work in Lithuania.

VEON is a major telecommunications operator in the CIS and several Asian countries that provides communications to more than 150 million users every day. VimpelCom (Beeline brand) was previously part of VEON Group.

The ALRUD team advised VEON on comprehensive legal support throughout all the stages of the transaction:

• on the initial stages of the transaction, the ALRUD team advised VEON on general issues related to the structuring of the transaction and advised on the auction sale process with several potential buyers;
• ALRUD lawyers subsequently supported VEON with negotiating transaction documents with the Russian top management of VimpelCom led by Alexander Torbakhov. This included complex issues associated with structuring the redemption of VEON Eurobonds taking into account Russian and international regulatory restrictions and a disruption in communication between the National Settlement Depository and Euroclear/Clearstream;
• on the final stages of the transaction, ALRUD represented VEON in negotiating commercial terms of the brand’s division and the operating activities of VEON Group and VimpelCom, as well as in complex issues involving the finalization of the transaction (including interaction with the registrar and broker).

Supporting such a major and multi-faceted transaction would not have been possible without the full-service concept of ALRUD law firm. We not only provide comprehensive, high-quality legal assistance, but also integrate our services into our clients’ strategic goals.

BOYANOV & Co. advised Aurelius Group on the Bulgarian legal aspects in the acquisition of the Bulgarian part of the Lufthansa Group catering business. The Star Alliance carrier initially sold LSG Group’s European business activities to Gategroup in 2019 and then struck a preliminary agreement to sell the remainder of LSG to Aurelius in April this year.

The sale, formally completed on 31 October, comprises all the group’s classic catering activities along with its on-board retail and food commerce businesses. It includes a total of around 19,000 employees worldwide and 36 joint ventures across the globe. LSG generated revenues of just under €2 billion ($2.2 billion) in 2022. No purchase price has been disclosed for the deal.

While retaining its name, the LSG Group (including the brands LSG Sky Chefs and Retail inMotion) now becomes a standalone company part of the investment portfolio of the private equity company Aurelius Group. LSG Group noted that it will continue pursuing its three-pillar strategy, which calls for growth in its main areas of business, namely classic airline catering, onboard retail, and food commerce with the full backing and support of its new owner. The change in ownership constitutes a symbolic new beginning for the LSG Group after more than five decades as part of the Lufthansa Group.

The dedicated team of BOYANOV & Co. consisted of Mihail Vishanin, Counsel, and Nedyalka Novakova, Senior Associate.

The Netrisk Group and Bauer Media Group combined their Online Comparison Platform (OCP) businesses in Central and Eastern Europe (CEE). This merger marks the creation of a leading OCP business across six countries in the CEE region, operating together as the Netrisk Group.

The expanded Netrisk Group will serve a larger and growing market for price comparison services with strong brands and leadership positions across Poland, Austria, Hungary, Czech, Slovakia and Lithuania.

The transaction has received all required regulatory approvals, establishing Bauer Media Group as a significant strategic partner to the Netrisk Group, with a substantial non-majority stake in the overall business.

Bauer Media Group operates under separate brands in Spain (Acierto), Sweden, Norway and Finland (Zmarta).

COBALT represented Bauer Media in performing EDRAUDA, UADBB and UAB Drauskaita legal due diligence.

Managing Partner Dr Irmantas Norkus and Managing Associate Deimantė Pagirienė led the project.

Delphi has advised TOYO Corporation in connection with their acquisition of the leading European dynamometer manufacturer Rototest International AB.

Founded in 1953, TOYO Corporation (Head Office: Tokyo, Japan) contributes to technological innovations as a leading provider of advanced measurement solutions. Through its variety of business segments – ICT (Information and Communication Technologies), Automobiles, Energy, EMC (Electromagnetic Compatibility), Ocean Defense and Security, Software Development, Life Science, and Information Security, the company is focused on providing solutions to emerging markets such as 5G network, clean energy, autonomous vehicle development. TOYO also makes significant R&D investments to develop in-house technologies and products. Its growth strategies include developing its market presence in the United States and China and TOYO has established subsidiaries in both of these important markets. By making available the most advanced market-based solutions, TOYO is at the forefront of helping to shape a safe and environmentally friendly society and develop industries.

Rototest, a Swedish technology company founded in 1988, pioneered the market by introducing the world’s first hub-coupled dynamometer (patented). Since then, Rototest has evolved into a test system supplier with a reputation and quality recognized by its eminent customers. Today the company specializes in advanced high-dynamic hub-coupled dynamometers for a wide range of automotive applications. Rototest’s customers can be found amongst OEMs, Tier1 & 2 suppliers, research organizations and universities.

More information about the transaction.

Delphi’s team consisted of Per-Ivar Svensson, Terese Leire, Julia Ragneklint, Rebecka Thörn, Anders Jemail, Kristian Fredrikson, Sofie Österberg, Emelie Zulfijaj and ven Lindblom.

BIG CEE and RC Europe have successfully concluded an agreement for the sale and purchase of two retail parks in Serbia – NEST Obrenovac and NEST Kraljevo. With a GLA of 11,000 m2, NEST Obrenovac, and NEST Kraljevo with a GLA of 9,500 m2, both boast a full occupancy rate of 100%.

Our Senior Partner Miloš Vučković, along with Senior Associate Marko Ćulafić and Associate Marina Živanović, advised BIG on due diligence and the rest of the transaction process.

This strategic move aligns with BIG CEE’s commitment to expand investments into various cities across Serbia. Over the next few months, BIG will focus on optimizing and adapting the shopping centres, rebranding them as BIG in the upcoming Spring-Summer season.

Buenos Aires, November 2nd, 2023. On October 11th, Special Grains S.A. and Petroagro S.A.(the “Co-Issuers”) conducted their third co-issuance of notes. Class III Notes are simple, non-convertible into shares, denominated in U.S. Dollars but integrated and payable in Argentine Pesos (in Argentina), for a total nominal amount of US$8,828,150. The Notes were issued under the Companies’ Global Program of up to US$35,000,000.

Class III Notes will mature on October 11th, 2026, and accrue interest at a fixed nominal annual rate of 1%. Additionally, their principal will be amortized in two payments.

On October 4th, Moody’s Local AR Agente de Calificación de Riesgo S.A. locally rated the Notes “BBB+.arg”, which will be listed on Bolsas y Mercados Argentinos S.A. and authorized for trading at Mercado Abierto Electrónico S.A.

In this Notes co-issuance, Special Grains S.A. and Petroagro S.A. acted as co-issuers, SBS Capital S.A. served as the organizer, whilst Banco CMF S.A., Banco de la Provincia de Buenos Aires, Banco de Servicios y Transacciones S.A., First Capital Markets S.A., Macro Securities S.A.U. and SBS Trading S.A. acted as placement agents.

All parties involved in the notes issuance turned to Beccar Varela’s team, led by partner Luciana Denegri, who was assisted by associates María Victoria Pavani, María Belén Tschudy, and Ezequiel Cubilla Mascolo.

Carey helps NGO preserve Patagonian land in conservation buy Isabel Leask

Carey has helped Bermuda-headquartered environment-focused NGO the Freyja Foundation acquire an area of native forest located in Chile’s southern Cochamó Valley.

The three-square-kilometre plot of land was sold by US-Chilean conservation company The Real Eco State and its CEO Felipe Escolona.

AT Abogados advised Escolona through his real estate business Escalona y Compañía. The same firm advised local real estate group Inmobiliaria Paso El León, which also was a seller in the deal.

The transaction closed on 21 August for an undisclosed amount.

Through the deal, the Freyja Foundation acquired the area of native forest in the Cochamó Valley that is known as the “Yosemite of South America” due to its likeness to the US national park of the same name and similar granite domes and old-growth forests.

The sale of the forest, located in the country’s Green Patagonia region, involved negotiations between Escalona, the Freyja Foundation, and local NGOs Puelo Patagonia and La Organización Valle Cochamó.

With the purchase, the Freyja Foundation, Organización Valle Cochamó and Puelo Patagonia will make efforts to protect the land and safeguard it from harmful development plans. The groups will facilitate this by getting protection under Chile’s Derecho Real de Conservación (DRC) law. The legislation defines permitted and prohibited uses of endangered land in order to conserve it.

The foundation will also promote responsible tourism in order to preserve the area and maintain the ways of life for local communities. Cochamó Valley is sought after by tourists for its rich biodiversity and granite peaks, while also being home to endangered species such as the South Andean deer and Darwin’s Frog.

Unlike other conservation-focused areas of Chilean Patagonia, the Cochamó Valley does not have private or national park status. Instead, it is made up of sets of private land ‘parcels’ managed by individual owners, including community groups, NGOs and private investors. Several of those are members of Organización Valle Cochamó, an NGO dedicated to conservation initiatives in the region. Established in 2018, the Freyja Foundation is an NGO dedicated to conserving the environment in order to mitigate the impact of climate change. While headquartered in Bermuda, it concentrates much of its work in the Patagonian regions of Chile and Argentina. Among its work there, the foundation carried out large-scale rewilding and restoration projects.

Escolona founded The Real Eco State in 2017 with the aim of preserving endangered areas of Chilean Patagonia by acquiring and selling plots of land for conservation purposes.

Morgan & Morgan Legal advised Rhenus, a leading global logistics specialist, in connection with the acquisition of certain Panamanian subsidiaries of BLU Logistics, a leading Latin American freight forwarder present in Argentina, Colombia, Ecuador, Mexico, Paraguay, and Uruguay, as well as in Mainland China and Hong Kong.

The firm served as local counsel to Hogan Lovells (Germany), lead counsel to Rhenus, in the due diligence process and subsequent negotiation and execution of the Share Purchase Agreement with regards to certain Panamanian subsidiaries subject to the transaction.

Partner Roberto Vidal, senior associate Alejandro Vasquez V., and associate Arantxa Fernandez, participated in this transaction.

A multi-disciplinary team of Dinsmore attorneys, led by the Firm’s Corporate department chair Bobby Lucas, served as lead counsel for Majors Management, LLC in its acquisition of 192 MAPCO-branded convenience stores in six states. The equity transaction also includes MAPCO’s wholesale fuel division, loyalty program, brand and other intellectual property. The seller, Copec, is a leading retail company headquartered in South America.

"The acquisition of MAPCO aligns perfectly with our long-term growth and expansion plans,” Majors’ President, Ben Smith, said in a statement. “We are confident that this transaction will bring together the strengths and expertise of two industry leaders to better serve the evolving needs of customers and markets.”

In its role as lead counsel to Majors, Dinsmore led the negotiation and consummation of the overall acquisition by Majors, including the simultaneous closing of multiple credit facilities with Majors’ lenders. Due to the acquisition and financing structure, Dinsmore facilitated a multi-faceted reorganization that required most of the real property to be acquired by Majors and transferred into new entities for purposes of closing.

Charleston, South Carolina and Boca Raton, Florida–October 23, 2023— Morris, Manning & Martin advised TMGOC Ventures in its development of the new Ritz Carlton Hotel and Residences in Savannah, GA. The development will include turning two buildings on East Bryan Street into a mixed-use Ritz Carlton. The plans call for just over 100 hotel rooms and about 20 residences at two of the tallest buildings in downtown Savannah. The Ritz will connect two buildings: 2 E. Bryan St. and 14 E. Bryan St. The 108-year-old, 15-story, stone-faced building at 2 E. Bryan St., is a contributing resource in the Historic District, formerly known as the Savannah Bank and Trust.

TMGOC Ventures, a joint venture partnership between The Montford Group and Opterra Capital, a real estate and development private equity firm headquartered in Charleston, S.C. and Boca Raton, Fla., has more than 150 years of combined experience specializing in the hospitality and multi-family sectors. Since its inception in 2019, TMGOC has grown rapidly, amassing $1 billion in existing and development pipeline investments.

The MMM team included Thomas Gryboski, Catherine Morgen, Matthew Peurach, Daniel Weede, Bruce Smith, Charles Hicks, and Colby Nelson. TMGOC Ventures announced the development plans were approved on October 18, 2023.

A Buchalter team led by Shareholders Jeremy Weitz and Tanya Viner advised Sauce Ventures, LLC (dba TRUFF) in its investment by SKKY Partners, a private equity fund co-founded by Kim Kardashian and Jay Sammons. TRUFF is a premium condiments line of truffle infused products. This is SKYY’s first investment. The Buchalter team was assisted by Senior Counsels Jerry Janoff and Jessie Reider Cristo, Attorney Dalton Thacker, and Shareholder Joshua Mizrahi.

Haynes and Boone, LLP advised Chesapeake Energy in connection with the closing of the divesture of its remaining Eagle Ford oil and gas assets to SilverBow Resources, Inc. for $700 million. Following two separate $1.4 billion sales earlier this year, the total proceeds of Chesapeake’s Eagle Ford exit now exceed $3.5 billion.

The sale was announced by Chesapeake on Aug. 14 and closed on Nov. 30. It includes 42,000 net acres and approximately 540 wells and other equipment in Dimmit and Webb Counties in Texas.

Chesapeake was paid $650 million upon closing, subject to customary adjustments, with a $50 million deferred payment and the possibility of up to an additional $50 million contingent payment based on commodity prices to be paid one year later.

The Haynes Boone deal team was led by Partner Jeremy Kennedy and Associate John Craven. Associates Will Johnson and Bradley Potts and Partners Brandon Jones (tax), Stephen Grant (capital markets issues), and Michael Lombardino (employment) also assisted.

Haynes Boone’s Oil and Gas Practice Group represents domestic and foreign public and private companies that conduct operations both internally and across the United States in the domestic resource plays and shale plays (including the Midland and Delaware Basins, Barnett, Haynesville, Wolfberry, Marcellus, Utica, Niobrara, Woodford, and Bakken/Three Forks).

Haynes Boone’s M&A Practice Group has comprehensive experience handling middle-market deals, having helped clients close more than 500 transactions in the last five years, with an aggregate value exceeding $48 billion. The firm routinely represents private equity firms, closely held corporations, founders, large financial institutions and Fortune 500 public companies.

Bermuda-headquartered Hamilton Insurance underwrites specialty insurance and reinsurance risks on a global basis through its wholly owned subsidiaries. Enhanced by data and technology, the firm is focused on producing sustainable underwriting profitability to deliver shareholder value. Founded in 2013 and now with over 500 employees, Hamilton Insurance reported gross premiums written of US$1.65 billion in 2022.

The initial public offering of 15,000,000 Class B common shares was priced at US$15.00 per share. Hamilton Insurance intends to use the net proceeds it receives from the offering to make capital contributions to its insurance and reinsurance operating subsidiaries for use by its three operating platforms. This should enable the firm to take advantage of ongoing favourable market conditions in the markets in which it operates by writing more business pursuant to its strategy.

The Carey Olsen team was led by partner Matthew Grigg and senior counsel Michael Frith, assisted by counsel Michelle Falcucci and senior associate Alexandra Fox.

Matthew commented: "The Carey Olsen team in Bermuda congratulates Hamilton Insurance on its successful listing on the New York Stock Exchange and is pleased to have supported the firm on this important IPO for the Bermuda market. We are again pleased to see the international capital markets invest with confidence in the Bermuda insurance sector."

The Class B common shares of Hamilton Insurance have been admitted to trading on the New York Stock Exchange under the ticker symbol “HG". Barclays Capital and Morgan Stanley were joint lead bookrunning managers.