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This article, like many others, was first published exclusively for long-term supporters, 1 hour before everyone else got to read it.

Zero sum games: Indus gamble pays off, crushes into mega $1.1bn Zomato IPO for banks with CAM, JSA, Lathams

Cap markets very excited about Tomatoes these days
Cap markets very excited about Tomatoes these days

IndusLaw’s capital markets team, which had been poached nearly lock-stock-and-barrel from L&L Partners in 2019, has won its highest-profile mandate to date in its role for the banks on the upcoming and eagerly-awaited Zomato initial public offering (IPO).

The IPO might raise $1.1bn from its public offer, reported moneycontrol.

Cyril Amarchand Mangaldas partners Yash Ashar and Gokul Rajan, however, scored the mandate for Zomato itself, which the firm had worked with before on corporate matters and also advised on its exploration of floating in the US, rumoured possibly via via an SPAC (special purpose acquisition company).

IndusLaw partners Manan Lahoty and Abhiroop Lahiri got the mandate for the managers, including Kotak Mahindra Capital, Morgan Stanley, Credit Suisse, BofA Securities and Citi.

Latham & Watkins acted as international counsel to the issuer Zomato, led by Singapore-based India head and partner Rajiv Gupta.

J Sagar Associates (JSA) is acting for the selling shareholder Info Edge led by partner Rohitashwa Prasad with associate Aishwarya Abhijit.

Zero sum game?

Interestingly, our deals database had recorded JSA having acted for Info Edge on a $238m investment in 2018 though in 2019 L&L Partners had also acted on an $11.7m M&A transaction for the fund.

Update 19:39: We understand that L&L has also continued advising Info Edge on corporate matters since then and the capital markets team had even advised Info Edge on its $250m QIP, though that had happened before capital markets partner’s Jitesh Shahani’s exit.

L&L also saw Damini Bhalla, one of its homegrown corporate partners, join Zomato as its general counsel only in March 2021 (for many firms - such as Shardul Amarchand Mangaldas, very recently, with Byju and Roshan Thomas - such a move can be a clear signal that they might receive more work from the company in future).

Apparently not so in this case. We don’t know if L&L was in the running alongside JSA to work on the IPO, though its heavily and repeatedly decimated capital markets team means it is now unlikely that it would have pitched, despite L&L having several times vowed to make the practice better and more profitable than before.

For Indus, having been able to join the small club of capital markets firms that are instructed on mega IPOs, including getting the nod from the top-tier banks which have rather limited rosters of only top-tier advisers, was not a given, in light of Indus’ status as a relative newcomer, a bit of a legal mess after L&L Partners won (and lost) an injunction against the departing team, and despite the pedigree of the team joining.

At the time of the Lahoty-headed team of four other partners joining, we had reported that IndusLaw was betting on converting some of its corporate clients that it had babysat for many years into capital markets clients once some were ready for IPOs:

When asked about the challenges of winning capital markets work from typical clients in the space, such as bankers, that often prefer working with a very small roster of large firms, [co-founding partner Gaurav Dani] said it wouldn’t be a tough sell, adding that Indus also had “lots of large companies as clients and we have a very very strong private equity practice”.

That gambit seems to have now been vindicated.

Photo by FoeNyx

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