Corporate / M&A

AZB & Partners and Clifford Chance Hong Kong advised global investment banking major Goldman Sachs on its $66m (Rs 441 Crore) acquisition of minority stake in Indian hotel investor Samhi Hotels which was advised by Economic Laws Practice (ELP) and Jones Day. Khaitan & Co and Trilegal advised existing investors GTI Capital and IFC

AZB Mumbai partner Nilanjana Singh and senior associate Rinki Ganguly and associate Vijay Manjrekar, and Clifford Chance Hong Kong partner Neeraj Budhwani, senior associates John Koshy and Cheris Wong advised Goldman Sachs.

ELP Mumbai partners Sujjain Talwar and Darshan Upadhyay, associate partner Aakanksha Joshi and associate managers Amruta Kelkar and Kanisha Vora, and Jones Day Singapore partners Dennis Barskyand Karthik Kumar and associate Caitlyn McCarthy advised Samhi.

Khaitan Delhi partners Bharat Anand and Joyjyoti Mishra, principal associate Arjun Rajagopal and associate Nidhi Kilawala advised GTI Capital.

Trilegal Delhi partner Ravindra Bandhakavi, counsel Vaibhav Kothari and senior associate Parnika Malhotra acted for IFC

AZB & Partners overtook Khaitan & Co, and the split firms of Amarchand Mangaldas, on data provider Mergermarket’s M&A leader board this year, where the combined deal value of the Amarchand Mangaldas firms would have led the value rankings by a margin of $4bn.

Talwar Thakore & Associates (TT&A), advised the AXA Group in the increase of its equity stake from 26 per cent to 49 per cent in its Indian life and general insurance joint ventures with the Bharti group member Bharti AXA Life Insurance Company Limited and Bharti AXA General Insurance Company Limited, which were advised by AZB & Partners in Delhi.

The TT&A team included partner Kunal Thakore and associate Deepa Christopher, while executive chairman Vinod Dhall and associate Sonam Mathur advised on competition law aspects.

AZB’s team included partners Gautam Saha and Sachin Mehta.

AXA will invest another Rs 1,290 crore in both joint venture companies, reported Mint.

AXA is the first foreign insurer to procure all regulatory approvals (from the Foreign Investment Promotion Board, the Insurance Regulatory and Development Authority of India and the Competition Commission of India) and complete the increase of its stake in its Indian joint ventures following the increase in the foreign investment permitted in the insurance sector.

Trilegal advised Japan based company Mitsui in investing Rs 343 crores ($51.6 m) in online shopping portal Naaptol which was advised by Dua Associates.

Nishith Desai Associates advised other existing shareholders of Naaptol, NEA FVCI, NEA FDI , CMDB II, ICP Holdings I and SVB India Capital 2006. With this deal the stake of Mitsui in Naaptol increased from 5 per cent to 20 per cent.

Trilegal partner Kunal Chandra, senior associate Kabeer Mathur and associates Aditi Jain and Rahil Pereira acted for Mitsui.

Dua Mumbai partner Anish Ghoshal, senior associate Natasha Buhariwalla and Rajat Agarwal acted for Naaptol.

Nishith senior associate Parag Srivastava and associate Aishwarya H acted for the existing shareholders of Naaptol.

Naaptol valued at Rs 2000 crores ($302 m) post investment, claims to reach about 160 million TV households in India on a daily basis, while processing about 20,000 orders a day and offers it’s goods and services across multiple channels, including, print, television, web, mobile and direct marketing reported The Economic Times.

Shardul Amarchand Mangaldas (SAM) advised Singapore based hyperlocal delivery startup Grofers Group in the $120m (Rs 800 crore) investment in it by SoftBank Group, Tiger Global, Apoletto Asia and Sequoia Capital in a series D round of investment. The investors were advised by Morrison & Foerster, Cyril Amarchand Mangaldas (CAM), Gunderson Dettmer Stough Villeneuve Franklin & Hachigian and Themis Associates.

SAM Delhi partner Puja Sondhi, senior associate Sumeet Singh and senior associate designate Vasundhara Garg acted for Grofers.

CAM Mumbai partners Ashwath Rau and Shishir Vayttaden and consultant Nirmal Vathani, and Morrison & Foerster of counsel Amit Kataria acted for Softbank.

Themis senior associate Dheeraj Khanna acted as the legal advisor to Sequoia Capital.

Gunderson Dettmer senior partner Steven L Baglio and New York lawyers Salil Gandhi and Suneela Jain acted for Tiger Global.

DST Global’s in house legal team advised Apoletto Asia.

Grofers is now valued at about $400 m (Rs 2,664 crore) reported Economic Times. It was valued to be $33m in February this year. The money will be used to expand the company’s business and to build its supply chain, its CEO Albinder Dhindsa was quoted as saying.

Wadia Ghandy advised car trading website CarTrade owned by MXC Solutions on its $120m (Rs 790 crore) acquisition of CarWale, another car trading website owned by Automotive Exchange, from its founder Mohit Singh and its existing shareholder Axel Springer. CarWale was advised by Nishith Desai Associates. Axel Springer was advised by Khaitan.

Wadia Ghandy partners Radhika Bhatt and Gautam Ganjawala acted for CarTrade.

Nishith Desai acted for CarWale and its founder Mohit Dubey.

Khaitan partners Niren Patel, Rabindra Jhunjhunwala, Kumar Saurabh Singh, Anand Mehta, Bijal Ajinkya and Adheesh Nargolkar, principal associates Moin Ladha and Shailendra bhandare, senior associates Aravind Venugopal, Ashraya Rao, Ahana Sinha and associates Adyasha Das, Siddharth Sawhney, Parvati Parkkot, Yashashree Mahajan, Vijayaraghavan, Ankit Namdeo and Alisha Ganjawala acted for Axel.

This is reported to be the second biggest consolidation in the automobile market in India by The Economic Times.Axel Springer, one of the majority stakeholders will exit CarWale after the completion of the deal and the merged entity shall have about 2,000 employees with some 9,000 car dealers and 2.25 lakh used cars listed on the platform said their press release.

Bharucha & Partners advised Idea Cellular on its Rs 3310 crore ($500m) buy of Videocon’s Uttar Pradesh and Gujarat circle telecom spectrums, reported the Economic Times. Shardul Amarchand Mangaldas (SAM) advised Videocon.

Bharucha partner Alka Bharucha, senior associate Siddharth Manchanda, and associate Ayesha Bharucha acted for Idea.

SAM executive chairman Shardul Shroff, partners Vidyut Gulati and Asim Abbas and senior associate Kushal Sinha acted for Videocon.

This is India’s first telecom spectrum trading transaction since the notification of Guidelines for Trading of Access Spectrum by Access Service Providers by the Department of Telecommunications on 12 October 2015, according to the press release.

Cyril Amarchand Mangaldas advised US private equity bulgebracket firm Kohlberg Kravis Robert (KKR) on its $115m (Rs 762 crore) acquisition of 72 per cent stake in investment bank Avendus Capital which was advised by Khaitan & Co.

Khaitan Mumbai executive director Daksha Baxi, core transaction partners Haigreve Khaitan and Niren Patel, regulatory team partners Siddharth Shah, Arindam Ghosh, direct tax partner Sanjay Sanghvi, principal associate Ritu Shaktawat, senior associate Deepak Jodhani, Kaushalya Shetty,Ashish Mehta, associates Vinita Choudhury and Yashashree Mahajan acted for Avendus.

CAM partners Reeba Chacko, Ipsita Dutta and Nisha Kaur Uberoi, senior advisor financial services Anand Sinha and of counsel Usha Narayanan acted for KKR

The acquisiiton was made through a combination of new shares and a secondary sale of stock by its promoters, in two tranches - first part being 62.2 per cent, according to Khaitan’s press release.

The equity value of Avendus Capital will increase to $180m or Rs 1,120 crore after this transaction reported the Economic Times.

Avendus will use the sale proceeds to become a lender and strengthen its advisory and alternate asset-management businesses. The company is looking forward to scale up its existing businesses and build a non-banking finance company (NBFC) business focusing on mid-market companies and their owners. Some part of the proceeds will also be used to build new products in the alternative asset management business, added ET.

The details of the transaction has been removed since initial publication at the request of JSA.

Advaita Legal advised Berlin based educational television channel Da Vinci on forming a joint venture with Indian digital magazine The Quint which was advised by BMR Legal. The television programme Da Vinci Learning was launched in India on 18 November after the deal was completed.

Advaita principal Satyajit Gupta and associates Saurabh Sharma and Avichal Mathur acted for the Da Vinci Media and Da Vinci Media India.

BMR partner Amit Khansaheb and managing associate Nikhil Sachdeva represented The Quint.

Da Vinci GmbH was cleared for up to Rs 5 crore of FDI, by the Foreign Investment Promotion Board (FIPB) in November 2013, to set up a wholly owned subsidiary which would carry out the downlinking and distribution of a non-news and non-current affairs edutainment channel, reported Medianama.

AZB & Partners advised Singapore based infrastructure company Cube Highways & Infrastructure on its Rs 248 crores ($37.4m) buy of Madhucon Agra Jaipur Expressways (MAJEL) which was advised by Nishith Desai Associates (NDA).

AZB partner Yashwant Mathur, senior associates Esha Pruthi and Ambarish Mohanty and associates Shridha Malhotra, Devanshu Sajlan and Nitin Saluja acted for Cube.

NDA partner Rajesh Simhan advised MAJEL

Cube would operate the 57 kilometers stretch of National Highway 11, connecting the cities of Mahua and Bharatpur, on build operate transfer (BOT) basis connecting tourist corridors of Agra and Jaipur. MAJEL started operating in 2009.

International Finance Corp (IFC), a part of the World Bank group, had picked up a 20 per cent stake in Cube which is promoted by I Squared Capital. IFC had committed a $100m (Rs 6640 crore) investment in Cube, which will primarily acquire operating road assets in India, reported Mint.

AZB & Partners advised former Vodafone CEO Arun Sarin and his family on their acquisition of a minority stake in ANI Technologies which runs taxi app Ola. Ola was advised by IndusLaw.

AZB Delhi partner Anil Kasturin and senior associate Jaishree Tolani acted for Sarin who, as Mint reported, is joining Ola as an independent director.

Indus declined to comment but it is understood that Noida partner Gaurav Dani led the deal for Ola.

Founded in January 2011 by two IIT Bombay alumni, Ola currently plies over 20,000 vehicles in over 100 Indian cities, is backed by investors such as DST Global, GIC, Falcon Edge Capital, SoftBank Group Corp., Tiger Global Management LLC, Steadview Capital and Accel Partners, acquired rival TaxiForSure this year in a deal worth $200m, and is being investigated for predatory pricing allegations in the Competition Commission of India, even as the Delhi high court imposed a ban on it.

Khaitan & Co advised Indian stationery maker Writefine Products on selling 32.5 per cent equity to Italian art products maker and distributor Fabbrica Italiana Lapis ed Affini (FILA). FILA was advised by AZB & Partners and Italian law firm Studio Legale Salonia Associati.

Khaitan associate partner Mehul Shah, senior associate Vivek Sriram,and associate Vidur Sinha acted for Writefine Products.

AZB Partner Alka Nalavadi acted for FILA which was increasing its shareholding in Writefine to 51 per cent from 18.5 percent.

Writefine Products, a Gujarat-based company that claims to have close to 3,000 employees, was valued at around Rs 740 crore (around $114m) in the deal, reported VCC Circle.

Khaitan & Co acted for Reliance Telecommunications in its acquisition of the wireless business of J Sagar Associates (JSA)-advised Sistema Shyam Teleservices for Rs 2,100 crore of equity, while also taking on Rs 2,400 crore of Sistema’s debt to the government.

Delhi based lawyer Abhay Vohra, who went independent from big law firms a year ago, advised CL Educate on acquiring 51 percent stake in education consulting company Accendre Knowledge Management, which was advised by its in-house legal team.

Khaitan & Co advised rail freight car makers, the Australia-based UGL Rail Services and the Indian Texmaco Rail and Engineering on UGL’s sale of its 50 per cent stake in its joint venture with Texmaco – Texmaco United Group Rail.

Khaitan Kolkata partner Padam Khaitan, associate partner Arindam Sarkar and associates Shourya Sengupta and Prithwijit Gangopadhyay acted for UGL

Khaitan Mumbai partner Haigreve Khaitan, associate partner Anuj Sah and Associate Sunayana Bose acted for Texmaco.

UGL sold its share in the Indian joint venture because it was starved of orders after the downturn in locomotive sales in Australia, and it was set up for primarily catering to the Australian market, reported the PTI.