Capital markets: equity and debt: foreign firms in Singapore

Allen & Overy

Allen & Overy ‘provides commercial, pragmatic and timely advice’ to issuers, underwriters, and trustees and agents on the full spectrum of debt and equity transactions, including Islamic financing products, with additional expertise in corporate trust and agency offerings. Boasting a ‘strong US practice’, the team is well-placed to handle cross-border mandates, spanning intra-ASEAN/Southeast Asia, as well as inbound and outbound deals involving these regions. ‘The execution of capital markets transactions are always smooth sailing’ with Alexander Stathopoulos, while Aloysius Tan handles a range of fixed income and equity-linked capital market instruments. Hong Kong-based John Lee leads the team and Felipe Duque advises on offerings of high yield, convertible and investment grade bonds, IPOs, follow-ons and block trades, while Pallavi Gopinath Aney has experience in Reg S and Rule 144A international debt offerings, bond restructurings, consent solicitations, exchange offers, induced conversions, and tender offers. ‘Outstanding’ Tim Beech is another key contact in the group.

Practice head(s):

John Lee


Other key lawyers:

Alexander Stathopoulos; Aloysius Tan; Felipe Duque; Pallavi Gopinath Aney; Tim Beech


Testimonials

‘A&O have been working with us for many transactions in recent years. They perform very well because they have experience and also adapt easily with our style and preference. Another important thing to highlight is their fast response for every query that we have.’

‘Felipe Duque has fantastic experience.’

‘A&O capital markets team has a strong US practice led by Alexander Stathopoulos and coupled with their local presence in many SEA jurisdictions, such as Vietnam and Thailand, they are in a unique and favourable position to advise on US and local law on a joint basis. ’

Key clients

Republic of Indonesia


Emperador Inc


Work highlights


  • Advised the joint lead managers and joint bookrunners on the Government of Mongolia’s issue of USD450m 8.65% bonds due 2028, the first high-yield bond of 2023 out of Asia.
  • Advised the Republic of Indonesia on its USD3.25bn Global Sukuk issuance comprising of USD1.75bn 5-year and USD 1.5bn 10-year (Green) Reg S/144A Sukuk tranches, each of which were based on the Shariah principles of Wakala.
  • Advised the issuer, Emperador Inc. (Emperador) a Philippine Stock Exchange-listed (PSE) global spirits business, on its landmark secondary listing by way of introduction on the Mainboard of the Singapore Exchange Securities Trading Limited (SGX-ST).

Latham & Watkins LLP

Latham & Watkins LLP acts for corporate issuers, underwriters, placement agents, and initial purchasers on the full range of debt and equity offerings, with demonstrable capability advising on cross-border mandates, spanning South and Southeast Asia. Sharon Lau leads the team and is noted for her expertise in IPOs, REIT offerings and high-yield debt offerings, while Rajiv Gupta spearheads the firm’s India practice group and advises on high-profile capital markets transactions in this region. Timothy Hia counts corporate borrows, private equity investors, underwriters, and financial advisers among his key roster of clients, and Jeremy Wang handles the full spectrum of securities offerings. Stacey Wong, who advises on US-registered and cross-border Southeast Asia capital markets deals, was promoted to partner in October 2022.

Practice head(s):

Sharon Lau


Other key lawyers:

Rajiv Gupta; Timothy Hia; Jeremy Wang; Stacey Wong; Min Yee Ng


Key clients

Delhivery


Golden Energy and Resources Limited (GEAR)


Sun Energy / Mandiri Securities Pte. Ltd


DBS Bank Ltd


Zapp Electric Vehicles Limited


Clifford Capital Pte Ltd / Bayfront Infrastructure Management Pte. Ltd.


Credit Suisse (Singapore) Limited


Standard Chartered Bank (Singapore) Limited


Vingroup Joint Stock Company Limited


PropertyGuru Pte. Ltd.


Linklaters

The ‘top class’ team at Linklaters acts for both underwriters and issuers on the full range of capital market products, from high-yield debt, investment grade debt and convertible/exchangeable bonds to equity capital markets, liability management transactions, sustainable finance and digital securities across South and Southeast Asia, in addition to Islamic finance mandates. The practice also boasts an ‘incredible track record’ in first-of-its-kind transactions. Praised as ‘highly technical and commercial’, Amit Singh leads the team and acts for issuers and underwriters on the full range of debt and equity issues, while Michele Discepola is noted for her expertise in structured/repack high-yield transactions out of India. Commended as ‘top-notch lawyers’, Jonathan Horan’s practice covers equity-linked issues, regulatory capital, straight debt offerings and MTN programmes, and Phill Hall has demonstrable experience advising on cross-border capital markets transactions, especially Malaysia-based deals, as well as Islamic finance mandates.

Practice head(s):

Amit Singh


Other key lawyers:

Jonathan Horan; Michele Discepola; Phill Hall; Maree Quinn; Xunming Lim; Grace Wee


Testimonials

‘Top class. Expert legal advice and commercial mindset.’

‘Very commercial and outcome driven. Practical problem solvers.’

‘Amit Singh is highly technical and commercial, supported by a large bench of associates.

Key clients

Life Insurance Corporation of India


Sula Vineyards Limited


Delhivery Limited


Betagro Public Company Limited


Citigroup Global Markets Singapore Pte. Ltd., DBS Bank Ltd., Oversea-Chinese Banking Corporation Limited, United Overseas Bank Limited


DBS Bank Ltd.


Apollo Capital Management


Continuum Energy Aura Pte Ltd


Nickel Industries Limited


BofA Securities and Macquarie Bank


Deutsche Bank, HSBC, Barclays Bank PLC; J.P. Morgan Securities plc; Standard Chartered Bank


Citigroup Global Markets Limited, Commonwealth Bank of Australia and UBS AG London Branch


BNP Paribas (PT Indonesia Asahan Aluminium (Persero))


Department of Finance of the Republic of the Philippines


Deutsche Bank, Dignari Capital, Meritz, QIA and SeaTown


Indian Export Import Bank


PT Merdeka Battery


Work highlights


  • Advised on Life Insurance Corporation of India’s IPO.
  • Acted on the IPO of Sula Vineyards Limited, listed on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE).

Clifford Chance

Housing a team of ‘highly knowledgeable, commercial and practical problem solvers’, Clifford Chance advises on all aspects of Singapore, US, English and Hong Kong law across a broad range of capital markets instruments, and counts international investment banks, Asian corporates and state-owned entities among its key roster of clients. Key areas of expertise include high-end domestic IPOs and bond issues, in addition to Reg S/144A bond transactions, liability management exercises (tender offers) and other US securities mandates. Gareth Deiner, who is praised as ‘one of the best on the street in debt capital markets’, jointly leads the practice alongside Jean Thio, who divides her time between Singapore and Shanghai, working closely with Asian companies looking to access the Chinese capital markets. Johannes Juette relocated to London.

Practice head(s):

Gareth Deiner; Jean Thio


Other key lawyers:

Ying Chiang Chong


Testimonials

‘Clifford Chance houses a very strong and knowledgeable team. Market leader in all areas, in particular DCM and ECM products.’

‘Gareth Deiner has strong leadership qualities, highly intelligent and knowledgeable, commercially minded and a strong hand to guide transactions in an efficient manner. Definitely a market leader and sound legal expertise in all areas, in particular DCM and ECM products.’

‘Highly knowledgeable, commercial and practical problem solvers.’

‘Gareth Deiner is one of the best on the street in debt capital markets, dual NY and English law qualified with eye for details. He is well-supported by a strong bench of associates.’

Key clients

Citigroup


Credit Suisse


BNP Paribas


DBS


Olam


Straits Trading Company


Farm Fresh


CLSA


Impact Investment Exchange (IIX)


Work highlights


  • Advised the joint lead underwriters BNP Paribas, Citigroup, Credit Suisse and Mandiri Sekuritas, and underwriters DBS, OCBC and UOB Kay Hian on the US and international aspects of PT Trimegah Bangun Persada Tbk’s IPO and listing on the Indonesia Stock Exchange (IDX).
  • Advised Farm Fresh Berhad on the international aspects of its successful US$238.8m IPO and listing on the Main Market of Bursa Malaysia Securities Bhd.
  • Advised PT Jayamas Medica Industri Tbk (JMI) on the international aspects of its US$53m IPO and listing on the Indonesia Stock Exchange.

Milbank

The ‘knowledgebase and credible’ team at Milbank is noted for its strong debt capital markets capabilities, particularly for high-yield and liability management products, and continues to showcase its expertise in advising issuers facing near-term debt maturities on innovative liability management transactions. Boasting an enviable equity capital markets practice, the team’s workload includes high-value IPOs and de-SPACs, with demonstrable experience in the technology sector. Giles Kennedy leads the practice and advises major banking clients on debt offerings, including high-yield mandates, in addition to underwriters for equity offerings. Praised as ‘technically well-versed and approachable’, Terrence O’Donnell is noted for his expertise in IPOs and share placements.

Practice head(s):

Giles Kennedy


Other key lawyers:

Terrence O’Donnell; Andre Seah; Abril Kang


Testimonials

‘Very knowledgeable and credible.’

‘Terence O’Donnell is technically well-versed and approachable.’

Key clients

Tiga Acquisition Corp.


PT Kawasan Industri Jababeka Tbk


PT Lippo Karawaci Tbk


PT Alam Sutera Realty Tbk


PT ABM Investama Tbk


PT ABM Investama Tbk


PT Modernland Realty Tbk


Work highlights


  • Advised Tiga Acquisition Corp., a special purpose acquisition company, in connection with its merger with Grindr.
  • Advised PT Kawasan Industri Jababeka Tbk in connection with the exchange offer and exit consent solicitation for its US$300m 6.5% Senior Notes 2023, to extend the maturity of its outstanding indebtedness.
  • Advised PT Lippo Karawaci Tbk in connection with the partial tender offer and consent solicitation for its outstanding US$405m 8.125% Senior Notes due 2025 and US$425m 6.75% Senior Notes due 2026, to refinance its outstanding indebtedness.

Shearman & Sterling LLP

Shearman & Sterling LLP covers a broad range of capital-raising transactions, including high-yield debt offerings, investment-grade debt offerings, IPOs, follow-on equity offerings, convertible and other equity-linked offerings, liability management and private placements. Counting international financial institutions, corporate issuers and state-owned entities among its key roster of clients, the team advises on deals throughout the Asia Pacific region, with a focus on India, Indonesia, Vietnam and Thailand. Andrew Schleider leads the practice and has considerable experience in offerings of high-yield and investment grade debt securities, convertible bonds and equity.

Practice head(s):

Andrew Schleider


Key clients

Mandiri Securities Pte. Ltd.


Morgan Stanley & Co. International plc


BNI Securities Pte. Ltd.


Standard Chartered Bank (Singapore) Limited


Greenko Energy Holdings


Work highlights


  • Represented Mandiri Securities Pte. Ltd., as dealer manager, in connection with an exchange offer (US$346.308 million) by Golden Energy and Resources Limited (the “Issuer”) of its outstanding 8.500% Senior Secured Notes due 2026 for its 8.500% Senior Secured Notes due 2027.
  • Represented Standard Chartered Bank (Singapore) Limited and Mandiri Securities Pte. Ltd., as dealer managers, in connection with a tender offer of the outstanding 5.875% Senior Notes due 2024 issued by Indika Energy Capital III Pte. Ltd. and the outstanding 8.25% Senior Notes due 2025 issued by Indika Energy Capital IV Pte. Ltd.
  • Represented Morgan Stanley Asia (Singapore) Pte. and Standard Chartered Bank (Singapore) Limited, as dealer managers, in connection with a fixed price tender offer of the outstanding 7.375% Senior Notes due 2026 issued by Medco Oak Tree Pte. Ltd. and the outstanding 6.375% Senior Notes due 2027 issued by Medco Bell Pte. Ltd.

Sidley Austin LLP

With demonstrable experience across the energy, consumer goods, real estate, healthcare, technology, and telecommunication sectors, Sidley Austin LLP acts for issuers and underwriters across all types of security mandates, including IPOs, convertible bonds, investment grade debt, high-yield bonds and distressed debt restructurings. Matthew Sheridan, who is an esteemed figure in the Asian high-yield debt capital markets arena, jointly leads the team alongside Manoj Bhargava, whose practice covers a range of international capital markets matters, with a particular focus on Southeast Asia and India-related transactions. Other key contacts in the group include Alexius Chong and counsel Shashwat Tewary.

Practice head(s):

Matthew Sheridan; Manoj Bhargava


Other key lawyers:

Alexius Chong; Shashwat Tewary


Key clients

Singapore Technologies Engineering Ltd


PT Indika Energy Tbk


J.P. Morgan Securities plc


PT Mandiri Securities Pte. Ltd.


Standard Chartered Bank (Singapore) Limited


UBS AG Singapore Branch


Kotak Mahindra


BofA Securities


BNP Paribas


ICICI Securities


Work highlights


  • Advised Guangzhou R&F Properties Co., Ltd. (R&F), on the restructuring of its 10 series of U.S. dollar-denominated notes with an aggregate outstanding principal amount of approximately US$4.9bn, through a distressed exchange offer and consent solicitation.
  • Represented ST Engineering as international counsel, advising on English and U.S. law, in relation to an update of its Euro Medium Term Note Programme to Global Medium Term Note Programme, valuing US$1bn.
  • Represented Kotak Mahindra, BofA Securities, BNP Paribas, Credit Suisse, HDFC Bank, ICICI Securities and J.P. Morgan, book running lead managers, in connection with the US$480m initial public offering of equity shares of Adani Wilmar Limited.

White & Case Pte. Ltd.

White & Case Pte. Ltd. continues to showcase its capabilities in high-profile capital markets transactions across South and Southeast Asia, acting for issuers and underwriters in equity IPOs and secondary offerings and debt offerings, including high-yield, sovereign debt issuances and liability management exercises. Other key areas of expertise include SPAC IPOs and de-SPAC business combination transactions. ‘Responsive and experienced’ practice leader Kaya Proudian represents issuers, underwriters, selling shareholders, trustees and depositaries, as well as private equity sponsors, in equity and debt offerings and exchange listings, with demonstrable experience advising sovereign governments in connection with external debt offerings. Rahul Guptan, who focuses on India-related cross-border transactions, is another key contact in the group.

Practice head(s):

Kaya Proudian


Other key lawyers:

Rahul Guptan; Stephanie Zhao; Rachna Talati


Testimonials

‘W&C has a good mix of partners and associates in the SG capital markets group.’

‘Kaya Proudian is a great partner. She is responsive and experienced, and gives good advice to her clients.’

Key clients

BofA Securities India Limited


The Carlyle Group


CIMB Investment Bank Berhad


Citigroup Global Markets Inc.


CLSA Limited


Credit Suisse


ICICI Securities Limited


JM Financial Limited


Kotak Mahindra Capital Company Limited


Oversea-Chinese Banking Corporation Limited


PT Trimegah Bangun Persada Tbk.


UOB Kay Hian Private Limited


UBS AG


Work highlights


  • Represented PT Trimegah Bangun Persada Tbk. (Harita Nickel), one of the only two pure-play integrated operators of nickel mines and smelters in Indonesia, in relation to its IPO on the Indonesian Stock Exchange (IDX), which includes a Rule 144A/3(c)(7) and Regulation S offshore tranche.
  • Represented the arrangers and managers on the update of The Republic of Indonesia’s (RoI) Rule 144A/Reg S U.S.$35bn Trust Certificate Issuance Program and the subsequent US$3.25bn dual tranche sukuk offering under the Program.
  • Represented Maxeon Solar Technologies, Ltd. in its issuance and sale of US$207m 7.50% Convertible First Lien Senior Secured Notes due 2027.

Baker McKenzie Wong & Leow

Counting issuers, underwriters, shareholders and strategic investors across Asia Pacific and North Asia among its key roster of clients, Baker McKenzie Wong & Leow covers a range of debt and equity capital markets transactions, from IPOs, investment grade and high-yield debt offerings to convertible and exchangeable bond offerings, covered bond programs and primary and secondary block trades, among others. Ashok Lalwani leads the team and focuses on public and private international securities offerings, in addition to India-related transactions, while Thomas Tarala advises on public offerings, private placements of debt and equity securities, and secondary offerings.

Practice head(s):

Ashok Lalwani


Other key lawyers:

Thomas Tarala


Key clients

Grasim Industries Limited


Telekom Malaysia


Work highlights


  • Assisted Grasim Industries Limited on the amendment of its Deposit Agreement for its Depositary Receipts and the filing of the same with the US Securities Exchange Commission on Form F-6.
  • Represented Telekom Malaysia on the capital markets aspects of its internal reorganisation.

DLA Piper

Noted for its expertise in the oil and gas, manufacturing and technology sectors, DLA Piper has demonstrable experience advising on high-yield bonds and capital markets transactions across the Asia Pacific region. Managing partner Joe Bauerschmidt handles SPAC transactions, debt and equity offerings, PIPEs offerings, liability management deals, restructurings and private issuances, while English and New York-qualified Philip Lee acts for issuers, sponsors and investment banks on a broad range of debt, equity and equity-linked capital markets transactions. Bauerschmidt and Lee collectively lead the team alongside corporate partner David Kuo.

Practice head(s):

Joe Bauerschmidt; Philip Lee; David Kuo


Key clients

Lanvin Group Holdings Limited


Avation PLC


ZIP Co Limited


PT Widodo Makmur Perkasa


PT Asia Vision Network


PT Bank Tabungan Negara (Persero) Tbk


Axis Capital Limited


Cogent E-services Limited


Mandiri Securities


Haitong Securities


Asianet Satellite Communications Limited


Hydoo International Holding


Geophysical Sub-Strata


Seeing Machines


UnionBank of the Philippines


Work highlights


  • Representing Lanvin Group Holdings in its US$1.8 bn de-SPAC and merger with Primavera Acquisition Corp.
  • Advised PT Bank Tabungan Negara (Persero) Tbk (BTN), one of Indonesia’s largest state-owned banks (Indonesian Stock Exchange: BBTN), as its international counsel on its IDR4.13 trillion rights offering.
  • Advised Mandiri Securities Pte Ltd as arranger in respect the establishment of a USD1bn Certificate of Deposit Programme by PT Bank Mandiri (Persero) TBK, Singapore Branch.

Herbert Smith Freehills LLP

The capital markets team at Herbert Smith Freehills LLP acts for investment banks, issuers, and shareholders on a broad range of cross-border mandates, from IPOs, rights issues, block trades and straight debt issuances to high-yield note offerings and liability management exercises. The team is also noted for its expertise across the telecommunications, real estate, energy and natural resources, finance, healthcare, and consumer sectors. Practice leader Xavier Amadei has ‘a wealth of experience’ advising on public and private international securities offerings across the Asia Pacific region, with a particular focus on India-related transactions. Clients praise Amadei for his ‘technically sound yet commercially balanced advice’.

Practice head(s):

Xavier Amadei


Other key lawyers:

Ayu Maylinda


Testimonials

‘Xavier Amadei brings with him a wealth of experience. One of the best partners I’ve worked with. Very hands-on, provides technically sound yet commercially balanced advice.’

Key clients

Credit Suisse (Singapore) Limited


PT Mandiri Sekuritas


The Hongkong and Shanghai Banking Corporation Limited (HSBC)


CLSA Limited


Barrenjoey Markets Pty Limited


Citigroup Global Markets India Private Limited


Perusahaan Perseroan Persero PT Telekomunikasi Indonesia Tbk (Telkom)


Goldman Sachs


J.P. Morgan Securities Plc (J.P. Morgan)


PT Medela Potentia Tbk


MUFG Securities Asia Limited Singapore Branch (MUFG)


Standard Chartered Bank


Hogan Lovells Lee & Lee

Hogan Lovells Lee & Lee boasts a ‘strong and dependable’ debt capital markets practice, covering EMTN programme establishments, issuances, convertible and exchangeable bonds, liability management, corporate trustee advisory matters and sustainable finance, including ESG bonds. The team is also noted for its expertise in public offerings, private placements, and other equity capital markets transactions, such as right issues and block trades. Managing partner Biswajit Chatterjee, who stands out for his expertise in India-related IPOs, jointly leads the practice alongside Andy Ferris, who acts for issuers, underwriters and trustees, and agency service providers on issues of debt and equity-linked instruments across the Asia Pacific region, with additional experience advising on matters concerning sustainable and social impact finance.

Practice head(s):

Andy Ferris; Biswajit Chatterjee


Other key lawyers:

Kaustubh George; Leon Yap


Testimonials

‘Well established DCM practice. Strong and dependable.’

‘The team is very involved, pragmatic and extremely solution-oriented. It is always a pleasure to work with them.’

‘Biswajit Chatterjee is one of the most experienced lawyers for the India practice out of Singapore. He is very approachable and extremely hands-on in deals. Bis is definitely the first lawyer that comes to mind whenever we get a mandate which requires a foreign counsel for an Indian transaction.’

‘Kaustubh George is a great lawyer.’

Key clients

International Finance Corporation (IFC)


Ausgrid Finance Pty Limited


BOC Aviation Limited; BOC Aviation (USA)


Sydney Airport Finance Company Pty Limited


JM Financial Limited


Axis Capital Limited


Credit Suisse Securities (India) Private Limited


DAM Capital Advisors Limited


Edelweiss Financial Services Limited


BNP Paribas


BofA Securities India Limited


HSBC Securities and Capital Markets (India) Private Limited


Nomura Financial Advisory and Securities (India) Private Limited


Jefferies India Private Limited


ICICI Securities Limited


IIFL Securities Limited


Kotak Mahindra Capital Company Limited


SBI Capital Markets Limited


Work highlights


  • Advised IFC on its investment in AYC Finance Limited, a foreign subsidiary of Ayala Corporation (Ayala), through its subscription of a US$100 million 10-year social bond (Social Bond) issued by AYC Finance Limited and guaranteed by Ayala.
  • Advised IFC on its partnership with CapitaLand Ascott Trust (CLAS) in connection with CLAS’s issuance of a US$114.5m sustainability-linked bond, which is issued under CLAS’s $2bn multi-currency debt issuance programme.
  • Acted as international legal counsel to Book Running Lead Managers on the IPO of Bikaji Foods International Limited.