FOR PRIVATE CIRCULATION ONLY. Securities and Capital Markets

Transcription

1 FOR PRIVATE CIRCULATION ONLY Securities and

2 ABOUT US A SNAPSHOT Established in 1911 in Kolkata by Late Debi Prasad Khaitan, a member of the Constituent Assembly that framed the Constitution of India Offices at Kolkata, New Delhi, Bengaluru and 115 partners and directors across 4 offices in India 500+ fee earners, including partners and directors OUR PRACTICE AREAS We are amongst India's most prominent and elite full-service law firms with domain expertise in all practice areas, including: FOR PRIVATE CIRCULATION ONLY

3 CAPITAL MARKETS PRACTICE Focused practice on Securities Law Large team with 12 s and 29 Associates Low Leverage of associates leading to high partner time on transactions Regulatory capability-rbi, FIPB, SEBI, IRDA, Stock Exchanges and CCI Advises on all matters relating to: Fund raisings (Equity & Debt, Public & Private, Domestic & International) Takeovers, buy-backs, delisting, Block/Bulk trades, Offer for Sale (Secondary) Divestment through public markets Securities litigation Mergers and acquisitions Corporate advisory Clients: Issuers Investment Banks Private equity funds Practice at, New Delhi and Bengaluru RECENT RANKINGS Ranked as Tier I Indian Law Firm Banking & Finance Corporate & M&A Dispute Resolution Projects & Energy Tax The Asian Lawyer - Emerging Markets Awards 2016 Firm of the year - India Ranked as Tier I Indian Law Firm Corporate & M&A Ranked as Tier I Indian Law Firm Corporate & M&A Private Equity WHAT OTHERS HAVE TO SAY LEGAL 500 ASIA PACIFIC 2016 The team at Khaitan & Co acts for issuers and underwriters on the full range of equity and debt transactions, and has been involved in some of the largest and most challenging deals in the country. Khaitan & Co is a 'heavyweight' firm in the corporate and M&A space that 'stands out' thanks to 'its strong level of service'. The group acts for local and international corporations on transactions spanning a range of sectors. FOR PRIVATE CIRCULATION ONLY

4 RECENT NOTABLE TRANSACTIONS INITIAL PUBLIC OFFERINGS ICICI Prudential Initial public offering of ICICI Prudential Life Insurance Company Ltd Counsel to Prudential Corporation Holdings Limited USD 910 million Counsel to Selling Shareholders USD 470 million USD 204 million approximately Counsel to Lead Managers DRHP Filed Counsel to the Company USD 154 million approximately Counsel to Underwriters USD 78 million Counsel to the Issue Counsel to the Company USD million approximately Counsel to the Lead Managers Counsel to the Company Hindustan Aeronautics Limited Legal Counsel to the Issuer and the Selling Shareholder DRHP filed Sheela Foam Limited Counsel to Underwriters USD 75.5 million Institutional Placement Program USD million SBI Life Insurance Company Limited Legal Counsel to the Lead Managers USD 1, million Mahindra Logistics Limited Legal Counsel to the Issuer and Promoter Selling Shareholder DRHP filed FOR PRIVATE CIRCULATION ONLY

5 QUALIFIED INSTITUTIONS PLACEMENT USD 720 million USD 80 million USD 130 million approximately Advised the Lead Managers in relation to QIP INR 5000 million Indian Legal Advisor to the Company in relation to QIP USD 500 million Advised the Lead Managers in relation to QIP INR million RIGHTS ISSUE Rights issue USD million approximately Advised Company in relation to QIP USD 105 million Legal Counsel to the Issue Issue Open USD 97 million approximately Orient Paper & Industries Limited Legal Counsel to the Issue Ongoing Mahindra Lifespace Developers Limited Sole Legal Counsel to the Issue USD million Network 18 Media & Investments Limited Advised Company in relation to Rights Issue USD 540 million INTERNATIONAL DEBT Issue of USD denominated 7% senior notes due 2021 by HT Global IT Solutions Holdings Limited USD 300 million Tender offers to purchase part of outstanding bonds followed by a high yield bond offering of USD 1 billion USD 989 million (2 transactions) Adviser to Tata Communications Limited, the Guarantor as to Indian Law USD 150 million

6 INTERNATIONAL CAPITAL MARKET TRANSACTIONS Advised on debut overseas issued of 9.05% INR denominated USD settled senior secured notes USD 75 million approximately Advised on the maharaja bond programme USD 27 million approximately Advised Underwriters in relation to concurrent ADR and domestic equity share issue USD 1.27 billion PRIVATE PLACEMENT OF EQUITY Private placement USD 20 million Advised Bank in relation to the Preferential Allotment USD million Advised Company in relation to the Preferential Allotment USD 18 million PUBLIC ISSUE OF NON CONVERTIBLE DEBENTURES Sole legal counsel to the Issue of NCDs (2 Public Issues) Edelweiss Finance Limited Domestic legal counsel to the Issue of NCDs (2 Public Issues) Sole legal counsel to the Issue of NCDs PRIVATE PLACEMENT OF NON CONVERTIBLE DEBENTURES Advised as domestic legal counsel to the Issue for Private Placement of NCDs USD 100 million Advised as domestic legal counsel to Arrangers for Private Placement of NCDs (2 Transactions) USD 75 million Advised as domestic legal counsel to the Issue for Private Placement of Unsecured, Non-Convertible Debentures USD 167 million TENDER OFFER Legal Advisor to Morgan Stanley India, Manager to the open offer in relation to McGraw Hill Financial Inc for voluntary open offer to acquire upto 22.23% Advised Baring Private Equity Asia in relation to its acquisition of approximately 42% stake followed by a mandatory open offer by Baring of an additional 26% stake Legal Advisor to the Open Offer

7 OFFER FOR SALE Advised Government of India USD 3.7 billion Largest equity offering ever Advised Government of India USD 1.4 billion Advised Brokers USD 175 million approximately Advised Book Running Lead Managers in relation to IPP USD 176 million Advised Government of India USD 2 billion NBCC (India) Limited Advised Government of India USD billion BUY BACK OF SHARES Legal advisers to Coal India Limited Legal advisors to Morgan Stanley India, the merchant banker in the biggest buyback offer ever made by an Indian Company at that time Legal advisors to Citigroup Global Markets India Private Limited, the merchant banker and the company DELISTINGS Legal Advisor to Morgan Stanley, Merchant Banker in relation to the Open Offer Legal advisors to the merchant banker Legal advisors to delisting offer LISTING PURSUANT TO SCHEME OF ARRANGEMENTS Advised client in relation to listing of its equity shares of Crompton Greaves Consumer Electricals Ltd on demerger Sterlite Technologies Limited Advising Sterlite Power Transmission Limited on listing of redeemable preference shares issued pursuant to demerger Advised client in relation to demerger of its insurance business into Majesco Limited

8 Abhimanyu Bhattacharya Aditya Cheriyan Associate E: E: Arindam Ghosh Secondary, Regulatory and Corporate E: Gautham Srinivas New Delhi E: Ashwin Bishnoi Debt New Delhi E: Madhur Kohli Associate E: Manisha Shroff Debt E: Nikhilesh Panchal and Corporate E: Moin Ladha Associate Secondary, Regulatory and Corporate E: Sharad Abhyankar Corporate E: Subhayu Sen Associate and Corporate E: Sudhir Bassi Executive Director E: Thomas George Associate Bengaluru E: Contents hereof are for informational purposes only and for reader s personal non-commercial use. Nothing herein should be construed as professional advice. Bengaluru Simal, 2nd Floor 7/1 Ulsoor Road Bengaluru , India Kolkata Emerald House 1B Old Post Office Street Kolkata , India One Indiabulls Centre 13th Floor, Tower Senapati Bapat Marg , India New Delhi Ashoka Estate, 12th Floor 24 Barakhamba Road New Delhi , India T: F: E: bengaluru@khaitanco.com T: F: E: kolkata@khaitanco.com T: F: E: mumbai@khaitanco.com T: F: E: delhi@khaitanco.com w w w. k h a i t a n c o. c o m FOR PRIVATE CIRCULATION ONLY