Effectively bilingual in English and Chinese, Sandy is Head of the firm’s Mergers & Acquisitions practice, with wide and deep experience in corporate and finance matters spanning more than 25 years, derived from her years as a practitioner in Singapore and London as well as legal counsel in a global financial institution.
A trusted “go-to” lawyer for high stakes, high profile transactions, Sandy has led on numerous significant award-winning deals, and is a market leading practitioner who has won high praise from clients and peers alike..
Consistently endorsed as a recommended/leading lawyer in major ranking publications such as Chambers Asia Pacific, Chambers Global, The Legal 500 Asia Pacific (Hall of Fame), IFLR1000, Who’s Who Legal and Best Lawyers, clients have commended Sandy for her “amazing knowledge of her subject matter”, an “incredibly hard-working, very hands-on partner who is very accessible and very technically able”, “a deep domain expert with a strong orientation towards commercial and practical solutions … [who] can be technical, tactical and strategic all at once…”.
Sandy’s recent significant accolades include being featured by Asian Legal Business as one of Asia’s Top 15 M&A lawyers and Woman Lawyer of the Year for 2023, by The Legal 500 as Corporate & M&A Lawyer of the Year 2023 in Southeast Asia, and by IFLR1000 Women Leaders as a member of an elite global group of prominent female lawyers with outstanding reputations. She is also part of the A-List of Singapore’s legal profession by the Asia Business Law Journal.
Mergers & Acquisitions
Sandy’s experience includes acting for:
- Temasek Holdings (Private) Limited in its capacity as majority shareholder of Sembcorp Marine Ltd and substantial shareholder of Keppel Corporation Limited, in the landmark S$8.7 billion merger of Sembcorp Marine Ltd and Keppel Offshore & Marine Ltd (‘KOM’), with the objective of creating sustainable value over the long term for two of the world’s leaders in global O&M engineering and energy sectors. Also acted for Temasek in a connected transaction involving the sale of KOM’s legacy rigs and associated receivables to a new entity held by Baluran Limited, Keppel and Temasek.
- SalinterInvestments II Pte. Ltd. (an affiliate of US private equity giant, Kohlberg Kravis Roberts & Co. L.P.) in its S$598 million acquisition of the entire issued and paid-up share capital of Silver Peak Holdings Pte. Ltd., the registered proprietor of the property situated at 20 Anson Road and known as “Twenty Anson”.
- Singapore Exchange Limited in its joint venture with DBS Bank Ltd, Standard Chartered PLC and Temasek Holdings to develop Climate Impact X (“CIX”), a carbon exchange and marketplace which provides organisations with high-quality carbon credits to address hard-to-abate emissions. An initiative born out of Singapore’s Emerging Stronger Taskforce’s Alliance for Action (AfA) on Sustainability, CIX will use satellite monitoring, machine learning and blockchain technology to enhance transparency, integrity and quality of carbon credits. The AfA aims to position Singapore as a hub for carbon-related services and nature-based solutions. This joint venture is an initiative to take climate action and address climate change by empowering corporations to take effective action and complement carbon reduction efforts as part of a holistic climate mitigation strategy.
- A member of the offeror/buyer consortium in the acquisition of Global Logistics Properties Limited for approximately US$11.87 billion. This landmark deal is one of the winning deals at The Asia Legal Awards 2018, winning the “M&A Deal of the Year” for South East Asia, clinching the “M&A Deal of the Year (Premium)” award at the Asian Legal Business: SE Asia Law Awards 2018, as well as winning the “Best Cross-border M&A Deal” award at the FinanceAsia China Awards 2018.
- Temasek Holdings in its offer to take SMRT Corporation Ltd (Singapore’s multi-modal public transport operator) private by way of a scheme of arrangement, in a high-profile deal which valued SMRT at approximately S$2.57 billion.
- Temasek Holdings, a member of the consortium which made a voluntary conditional cash offer to acquire all of the issued ordinary shares of Eu Yan Sang International Ltd.
- Temasek Holdings in its information technology and cloud joint venture with India-listed Infosys Limited.
- Cuscaden Peak Pte. Ltd., a company formed by a consortium of investors comprising Hotel Properties Limited, CLA Real Estate Holdings Pte Ltd and Mapletree Investments Pte Ltd, for the purposes of undertaking a proposed acquisition for all the issued ordinary shares in the capital of Singapore Press Holdings Limited ("SPH") by way of a scheme of arrangement, that values SPH at up to approximately S$3.9 billion. This transaction marks the first competing takeover for a company listed on the SGX-ST by way of competing schemes of arrangement.
- Singapore Exchange Limited on its joint venture with Temasek Holdings to set up Marketnode, Asia-Pacific’s first exchange-led digital asset venture focused on capital markets workflows through smart contracts, ledger and tokenisation technologies.
- Marketnode on its partnership with and investment in Covalent Capital Pte. Ltd. to collaborate and build Asia-Pacific’s first end-to-end digital infrastructure in the fixed income space.
- Fraser and Neave, Limited in relation to the sale of its 55% stake in Myanmar Brewery Limited to Kirin Holdings Singapore Pte Ltd, in what was the largest reported M&A transaction in Myanmar at the time.
- Baring Private Equity Asia, in relation to its S$450 million pre-conditional voluntary general offer to acquire all of the issued and paid-up shares in Interplex Holdings Ltd.
- Baring Private Equity Asia in the divestment of PSB Academy to the UK-listed Intermediate Capital Group.
- OCBC Bank, as lead and coordinating counsel in connection with its acquisition of the Asian private banking business of ING for US$1.463 billion (now known as Bank of Singapore). This transaction was named one of the Asian-Counsel Deals of the Year 2009.
- Ascendas US Fund Management Pte. Ltd., as Manager of the seller, Ascendas US REIT (wholly-owned by CapitaLand Limited), in its US$937.6 million divestment of a portfolio of 28 freehold business park properties located across 3 top ten ranked tech-cities (San Diego, Raleigh and Portland) in the US to the purchaser, Ascendas Real Estate Investment Trust (Singapore’s first and largest business space and industrial REIT). This deal has been nominated for the “M&A Deal of the Year (Midsize)” at the ALB SE Asia Law Awards 2020.
- Viva Industrial Trust Management Pte. Ltd. and Viva Asset Management Pte. Ltd. on the S$937 million merger of ESR-REIT and Viva Industrial Trust by way of a trust scheme of arrangement, the first merger of 2 listed S-REITs by way of a trust scheme of arrangement. This deal won the “Best Singapore Deal” at FinanceAsia Achievement Awards 2018.
- OUE Hospitality REIT Management Pte. Ltd. (Manager of OUE Hospitality Real Estate Investment Trust) and OUE Hospitality Trust Management Pte. Ltd. (Trustee-Manager of OUE Hospitality Business Trust) on the merger of OUE Commercial Real Estate Investment Trust and OUE Hospitality Trust by way of a trust scheme of arrangement in compliance with the Singapore Code on Take-overs and Mergers, which at the time was the largest merger between 2 real estate investment trusts/stapled trusts in Singapore. This deal has been nominated for the “Equity Market Deal of the Year (Premium)” at the ALB SE Asia Law Awards 2020.
- OUE Lippo Healthcare Limited ("OUELH") on its acquisition of 10.63% of the total units in First Real Estate Investment Trust (“First REIT”); OUE Limited (“OUE”) and OUELH's acquisition of 100% of the total shares in First REIT manager Bowsprit Capital Corporation Limited; and the renounceable underwritten rights issue by OUELH to raise up to approximately S$150 million to fund the acquisitions. The aggregate consideration for the acquisitions by OUE and OUELH was S$201.6 million.
- AMP Capital Group in the sale of its 50% stake in the management entities of AIMS AMP Capital Industrial REIT ("AA REIT") and its 10.26% stake in AA REIT to AIMS Group.
- Jiangsu Changjiang Electronics Technology (JCET), as joint-lead deal counsel, advising on multiple aspects of a US$780 million (S$1.03 billion) pre-conditional voluntary general offer for STATS ChipPAC (including financing arrangements). This transaction won the Asian Legal Business SE Asia Law Awards 2016 Asset and Corporate Finance Deal of the Year and the Singapore Business Review Business Ranking Awards 2015 Deal of the Year.
- The Offeror, a special purpose vehicle formed by a consortium led by Overseas Union Enterprise Limited (OUE) in relation to its $13.1 billion voluntary conditional cash offer to acquire all of the issued and paid-up ordinary shares in F&N. The OUE offer was one of two competing offers for F&N, the other being the offer by TCC Assets Limited. This was one of South-East Asia's largest takeovers at the time. This transaction won the IFLR Asia Awards 2014 M&A Deal of the Year, Asian Legal Business SE Asia Legal Awards 2014 Southeast Asia Deal of the Year, Southeast Asia M&A Deal of the Year and Singapore M&A Deal of the Year, and was selected as one of the Asian-MENA Counsel Deals of the Year 2013.
- PetroChina International (Singapore) Pte. Ltd, a subsidiary of PetroChina Company Limited, as offeror's lead counsel in the acquisition of the initial block of shares as well as in the subsequent general offer and the compulsory acquisition of residual minority shares in Singapore Petroleum Company (SPC) which valued SPC at S$3.2 billion in its entirety. The transaction was one of the most significant takeovers in the Energy sector in recent years and was named Asian Legal Business SE Asia Singapore M&A Deal of the Year 2010 and one of the Asian-Counsel Deals of the Year 2009.
- Australia and New Zealand Banking Group (ANZ), as Singapore counsel, for the US$550 million acquisition of some of Royal Bank of Scotland's (RBS) assets in Singapore and the region, comprising RBS's retail, wealth and commercial businesses in Singapore, Taiwan, Indonesia and Hong Kong. In connection with the acquisition, ANZ also gained control of RBS's institutional businesses in Taiwan, the Philippines and Vietnam. This transaction was named one of the Asian-Counsel Deals of the Year 2009.
- BreadTalk Group Limited in the voluntary unconditional cash offer by United Overseas Bank Limited, for and on behalf of BTG Holding Company Pte. Ltd., to acquire all of the issued ordinary shares in the capital of BreadTalk Group Limited, other than those already owned, controlled or agreed to be acquired by BTG Holding Company. The offer values BreadTalk Group Limited at approximately S$433.56 million.
- Health Management International Ltd., a company listed on the SGX-ST, ("HMI") on the acquisition by PanAsia Health Limited of all the issued ordinary shares in the capital of HMI by way of a scheme of arrangement that values HMI at approximately S$611 million.
- Mitsui & Co. Ltd. (Mitsui), the Offeror, in relation to Mitsui's $221 million voluntary conditional cash offer to acquire all of the issued and paid-up ordinary shares in Portek International Limited (Portek). Mitsui's offer was one of two competing offers for Portek, the other being the offer by ICTSI Far East Pte. Ltd.
- Citigroup Global Markets Singapore Pte. Ltd., in relation to its role as financial adviser to Neptune Orient Lines Limited on the disposal of APL Logistics Ltd to Kintetsu World Express, Inc. for US$1.2 billion.
- Credit Suisse (Singapore) Limited in HNA Belt and Road Investments (Singapore) Pte. Ltd.’s approximately S$1.4 billion voluntary conditional general offer to acquire all the issued and paid up ordinary shares in the capital of Singapore-listed CWT Limited.
Banking & Finance
Sandy has also worked on many significant Finance and Projects/Energy transactions, including acting for/as:
- Lead lenders’ counsel, in connection with Project Jewel, a joint venture between Changi Airport Group (CAG) and CapitaMalls Asia Limited (CMA), to develop an iconic mixed-use development at Changi Airport.
- Hyflux Ltd and its subsidiaries, as joint lead counsel, in relation to the tender, construction, development and financing of Singapore's second desalination plant (which incorporated a power plant).
- Resorts World at Sentosa in its US$3 billion syndicated financing deal to fund the development, construction and operation of one of the two integrated casino resorts in Singapore. This transaction was named Asian Legal Business SE Asia Project Finance Deal of the Year 2009 and Singapore Deal of the Year 2009. It was also given Honourable Mention by Asian Counsel's Deals of the Year 2008 awards.
- Singapore counsel for Japan Bank for International Cooperation as lender in connection with facilities granted to Khanom Electricity Generating Company Limited to develop, construct, own, operate and maintain the Khanom 4 Plant and associated auxiliary facilities.
- The issuer, Winmall Limited, in respect of the S$520 million securitisation of Jurong Point Realty Limited's interest in Jurong Point Shopping Centre.
- Singapore counsel to DBS Bank Ltd, the mandated lead arranger, underwriter and financial adviser, for the Marina Bay District Cooling project financed at S$140 million (US$95 million). District cooling is an innovative urban utility service that draws chilled water from a central source, piped to multiple buildings, for air-conditioning purposes.
- Singapore counsel to the syndicate of lenders financing part of China Huaneng Group's US$3.12 billion acquisition of Tuas Power.
Memberships / Directorships
- Member, International Bar Association
- Speaker, Singapore Institute of Directors – Listed Entity Director Programme
- Council Member, Institute of Valuers and Appraisers, Singapore (IVAS)
- Co-Author, Singapore Chapter, Mergers & Acquisitions (Global Legal Insights) 5th Edition
- Co-Author, Singapore Chapter, Mergers & Acquisitions (Global Legal Insights) 6th Edition
- Co-Author, Singapore Chapter, Corporate M&A 2020 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Corporate M&A 2021 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Corporate M&A 2022 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Corporate M&A 2023 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Private Equity 2020 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Private Equity 2021 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Private Equity 2022 Global Practice Guide (Chambers and Partners)