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Southeast Asia
ASEAN
© Allen & Overy LLP 2016
25partners
A&O in ASEAN
150lawyers
(including partners)
6offices across
ASEAN*
14Tier #1 ASEAN rankings
Chambers Asia 2015
Allen & Overy leads the field in ASEAN with a reputation underpinned by more than two decades experience in the region. We have been involved in pioneering transactions for many years and have a sophisticated understanding of the vastly different geographies, cultures and legal environments of the 10 member states within ASEAN.
With more than 150 lawyers in situ, we are well placed to help clients assess risk as well as take advantage of opportunity right across the region, whether that be in Singapore, Thailand, Vietnam, Myanmar and Indonesia* (where we have our own local law capability) or countries such as Malaysia, the Philippines, Laos, Cambodia and Brunei, where we also have extensive experience.
We invest heavily in ensuring our teams and our systems all interconnect – this is particularly important in emerging markets where identifying risk is sometimes as much of an art as a science, and where experience alongside market insight is critical.
Awarded ‘Best International Strategy’ by FT Asia-Pacific Innovative Lawyers for “combining and developing local and international capability in the ASEAN region to win top mandates in emerging economies.”
Energy & Resources Law Firm of the YearALB Southeast Asia Law Awards 2016
Best Asia Pacific Law FirmIJGlobal Awards 2015
ALB SE Asia Law Awards 2014
International Law Firm of the YearChambers Asia Awards 2014
Emerging Markets Law Firm of the Year
* via exclusive association with Ginting & Reksodiputro
ASEAN | Southeast Asia
© Allen & Overy LLP 2016
ASEAN | Southeast Asia
Our experience
International and Thai law capability
Chevron South Asia Holdings Pte Ltd.A major shareholder of Star Petroleum Refining Public Company Limited (SPRC), on the initial public offering of SPRC, one of the key refinery operators in Thailand.
BTMUThe largest acquisition in Asia to date by a Japanese bank – advising Bank of Tokyo Mitsubishi on its USD5.3bn purchase of a majority stake in The Bank of Ayudhya Public Company Limited.
Asian Development Bank On the financing of three Yoma Strategic Holding Ltd’s infrastructure connectivity projects in Myanmar involving all aspects of structuring each transaction from a lender’s perspective and drafting and negotiating all finance documentation in sectors such as telecommunications, transportation, logistics, and education.
International and Singapore law capability
Asian Development Bank, JBIC the commercial lenders In relation to the Train 3 expansion relating to the Tangguh LNG project in Indonesia.
AF Global Pte. Ltd. A consortium formed between Aspial Corporation Limited and Fragrance Group Limited (both listed on the Singapore Exchange), in the SGD224m voluntary general offer for LCD Global Investment Ltd. in Singapore. This was the first ever two tier offer in Singapore made while a rights issue by the target was pending.
Central Group, a Thai conglomerate On its USD1.1bn acquisition of the Big C Vietnam supermarket chain from Groupe Casino, a French mass retailer.
Singapore Thailand Vietnam
International and Vietnamese law capability
Kinh Do CorporationVietnam’s leading confectionery company, on its USD370m sale of an 80% stake in its snacks business to Mondelēz International, the world’s leading snack company. This is the largest M&A transaction to date in the Vietnamese FMCG sector.
The Vietnamese governmentOn a USD1bn Rule 144A/Reg S sovereign bond offering. Awarded Best Bond Deal – Vietnam, The Asset Triple A Country Awards 2015.
Nghi Son Refinery ProjectThe largest international project financing in Vietnam since the country opened its doors to foreign investment: the USD5bn financing of the Nghi Son Refinery Project (total project costs in excess of USD9bn). Awarded Asia Pacific Petrochemical Deal of the Year, Project Finance International Awards 2014.
Indonesia
International and Indonesia law capability
EMR Capital and Farallon Capital In relation to the USD775m acquisition, and related senior and mezzanine financing, of a 95% interest in PT Agincourt Resources from G-Resources, which owns and operates the Martabe Gold Mine.
PT Garuda Indonesia (Persero) TbkIndonesia’s national airline, on its USD500m sukuk issuance. This marks the first corporate global sukuk out of Indonesia; the first unrated U.S. dollar sukuk from an Asia Pacific issuer, the first U.S. dollar sukuk transaction from an Asia Pacific airline; the first U.S. dollar sukuk wakalah from an Asia Pacific corporate, the first senior sukuk by Indonesian Airlines.
The Republic of IndonesiaOn its USD40bn GMTN Program. This was the first pre-funding ever done in Indonesia.
Bank of Tokyo-Mitsubishi UFJOn its PHP36.9bn (approximately USD783m) acquisition of approximately 20% of Security Bank, the Philippines’ fifth-largest lender by market value. This is the largest equity investment to date by a foreign party into the Philippines financial services sector.
The lenders On the North-South road and rail PPP project (ongoing).
Emperador Inc.Advising on its GBP430m acquisition of premium Scotch maker Whyte & Mackay from United Spirits.
The lenders (including Maybank, CIMB, AmBank and UOB)To SapuraKencana on their USD5.5bn-equivalent multicurrency multi-tranche loan facility to finance several acquisitions, including of the Newfield Malaysian assets, refinancing of its Seadrill acquisition, and various other corporate and working capital purposes. Malaysia Debt Deal of the Year and Malaysian Deal of the Year 2015, ALB Malaysian Awards.
CIMB, HSBC, JP Morgan and Maybank As joint lead managers on to Malaysia Sukuk Global Berhad’s (formerly known as 1Malaysia Sukuk Global Berhad) Rule 144A USD1bn 10-year and USD500m 30-year sukuk. The sukuk, issued via a special purpose entity, Malaysia Sovereign Sukuk Bhd, employed a structure utilising Shariah-compliant commodities, leasable assets and non-physical income-generating assets (in the form of rights to participate in the provision of services), a world first for a sovereign sukuk.
Malaysia Philippines
“The firm provides a seamless service across different jurisdictions and practice groups.”Chambers Asia, Corporate and Finance 2016
www.allenovery.com
MyanmarLaos/
Cambodia/Brunei
The sponsorsOn the Nam Ngiep 1 cross-border hydro-power project in Laos where there is a particular focus on transmission arrangements, in respect of which ADB was a lender. Asia Pacific Hydro Deal of the Year, IJGlobal Asia Pacific Awards 2014.
Phonesack Group and EGCOOn all aspects of the development and financing of the 600MW Nam Theun 1 cross border hydropower project in Laos.
Brunei LNGAdvising Brunei LNG on the drafting and negotiation of contracts providing natural gas to Brunei LNG plant as well as on the long term off-take LNG sale and purchase agreements. Total value of LNG sales is in excess of USD60bn.
IFC in conjunction with Myanmar’s MOEP and the state-owned MEPE Advising the Advisory Services unit of the International Finance Corporation (IFC), in conjunction with the Ministry of Electric Power (MOEP) and the Myanmar Electric Power Enterprise (MEPE), to implement the bid process and develop the full suite of international standard project documentation for the 225MW Myingyan IPP.
TelenorSetting the standard for future auctions of public assets/licences in Myanmar – advising Telenor on its successful bid for one of the two recently awarded telecommunications licences as well as on all matters relating to network deployment.
Pro bonoOn the pro bono side we have rolled out a number of educational programmes for government and regulatory agencies, members of the local legal profession and law students to help build Myanmar’s legal know-how.
“Excellent quality; very good, prompt and practical, and very professional in their dealings. They’re definitely strong on cross-border transactions.”Chambers Asia, Corporate/M&A (Singapore) 2016
“They’ve been in the market for a long, long time – totally appropriate for Band 1.”Chambers Asia, Banking and Finance (Thailand) 2016
“For sure, they are the greatest.”Chambers Asia, Projects (Vietnam) 2016
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Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. The term partner is used to refer to a member of Allen & Overy LLP or an employee
or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP’s affiliated undertakings.
GLOBAL PRESENCE
Allen & Overy is an international legal practice with approximately 5,200 people, including some 530 partners, working in 44 offi ces worldwide. Allen & Overy LLP or an affi liated undertaking has an offi ce in each of:
Abu DhabiAmsterdamAntwerpBangkokBarcelonaBeijingBelfastBratislavaBrussels
Bucharest (associated offi ce)
BudapestCasablancaDohaDubaiDüsseldorfFrankfurtHamburgHanoi
Ho Chi Minh CityHong KongIstanbulJakarta (associated offi ce)
JohannesburgLondonLuxembourgMadridMilan
MoscowMunich New YorkParisPerthPragueRiyadh (cooperation offi ce)
RomeSão Paulo
SeoulShanghaiSingaporeSydneyTokyoWarsawWashington, D.C.Yangon
© Allen & Overy LLP 2016 | CS1009001
FOr mOre inFOrmAtiOn, PLeASe COntACt:
Simon MakinsonChairman, ASEAN Group
Tel +66 2 263 [email protected]
Stephen JaggsManaging Partner, Bangkok
Tel +66 2 263 7606 [email protected]
Adam MoncrieffManaging Partner, Vietnam
Tel +84 8 6288 [email protected]
Office contacts
Daniel GintingManaging Partner, Ginting & Reksodiputro
Tel +62 21 2995 [email protected]
Chris MooreManaging Partner, Singapore
Tel +65 6671 [email protected]