Mergers & Acquisitions
In Singapore and across our ASEAN offices, we provide on-the-ground local law advice and apply our cross border transaction management expertise to help you see your deal through to completion. You can expect the same level of dedication and commitment to quality that we have nurtured across Southeast Asia.
Our Mergers & Acquisitions (“M&A”) Practice Group has a diverse array of clients, ranging from small-to-medium enterprises (“SMEs”) to listed multi-national corporations, and an equally diverse range of lawyers with all the necessary in-depth knowledge and transaction management skills to handle the multi-faceted challenges of this area of practice.
Our M&A Practice Group fields a highly rated team of lawyers with enormous experience in many significant M&A transactions, including high-profile, complex and challenging deals. Our M&A partners are valued by clients for their wealth of industry insights and their ability to present sound and commercial solutions in challenging M&A transactions. A number of our M&A partners are recognised as leading practitioners in this field by various publications and they have garnered many accolades in the public and private M&A space.
Our team is heavily involved in transactions in Singapore as well as the wider ASEAN region. As one of the leading firms for M&A work in Singapore, we have strong capability in a wide range of transactions in this field, including:
- Acquisitions and divestments of companies (both public and private), businesses and assets
- Takeovers (hostile, contested and uncontested) of Singapore listed companies
- Reverse takeovers (RTOs)
- Mergers, amalgamations and schemes of arrangements
- Delistings, privatizations, de-mergers and corporate restructurings
- Private equity investments
Some significant transactions which we have worked on include:
- The sale by OCBC Bank and Great Eastern of their shares in Fraser & Neave Limited and Asia Pacific Breweries, one of the largest sales of minority stakes in two local household brand names in Singapore’s corporate history with a deal value of approximately US$3 billion.
- Acted for RHC Healthcare Pte Ltd (owned by RHC Holdings Private Limited and Fortis Healthcare Limited) in its high profile competing general offer for Parkway Holdings Limited, which valued Parkway at S$3.2 billion.
- Acted for United Engineers Limited, in the group’s successful competing bid for shares and convertible bonds of WBL Corporation Limited, which valued WBL at S$1.25 billion and the subsequent voluntary delisting of WBL, with related capital market fund raising of S$490 million.
- Acted for Gallant Venture Ltd, a member of the Salim group, in connection with its S$1.6 billion successful takeover of IDX-listed PT Indomobil Sukses Internasional Tbk (an automotive business group which is one of the two largest automotive groups in Indonesia), with related capital market fund raising of S$675.6 million.
- Acted for New Oceana Limited in its voluntary conditional cash and share offer for and privatisation of People’s Food Holdings Limited, which valued People’s Food at S$1.37 billion.
- Acted for United SM Holdings Pte. Ltd. in its voluntary unconditional cash offer for and privatisation of Guthrie GTS Limited, which valued Guthrie at S$948.6 million.
- Acted for Fortis Global Healthcare Mauritius Limited, a subsidiary of Fortis Healthcare Limited, in its acquisition of a 23.9% stake in Parkway Holdings Limited for a consideration of more than S$950 million.
- Acted for the AXA in its acquisition of the general insurance business of the HSBC group in a multi-jurisdictional deal covering amongst others, Singapore and Hong Kong, with related bancassurance arrangements, as well as in AXA’s acquisition of the Singapore life insurance business of the HSBC group.
Our Cross-border Strength
A key pillar to our strength in cross-border transactions is our Rajah & Tann Asia network with offices in Cambodia, China, Indonesia, Lao PDR, Malaysia, Myanmar, Singapore, Thailand and Vietnam as well as dedicated desks focusing on Japan and South Asia. With vast experience and boots-on-the-ground exposure across our regional practices, our lawyers have a tight grasp of the local culture, business practices and language in these markets. This gives us an unparalleled edge over our competitors in presenting and pursuing solutions that are both practical and cost-effective. It provides our clients with the “home advantage” in any competitive M&A bids or tenders.
We are able to tap on the expertise of our regional teams to assist clients in undertaking cross-border transactions. Keeping all of these skill sets ‘in-house’ means that we always have the resources to put together the right legal team for any project, in any Asian city.
Our regional network enables our various offices to work together closely to provide seamless “one-stop shop” service to our clients to meet their needs in cross-border M&A transactions, from advising on anti-trust and other market access restrictions, obtaining local regulatory approvals to conducting legal due diligence across the region and providing a seamless legal due diligence report.
No client is too big or too small. We act for multinationals, financial institutions, accounting firms, investment banks, listed and unlisted groups including government-linked groups, funds, private equity investors, high net-worth individuals, SMEs, principals and their advisers.
Our Advice and Support
Our depth of transactional and regulatory experience allows us to advise clients strategically and creatively, from structuring to eventual execution and implementation of the transaction. We are committed to working closely with clients in pursuing their commercial objectives, and to provide them with legally and commercially sound and practical advice in a timely manner.
Our team draws freely on the expertise of our other practice groups to provide specialist advice on the different facets of the transaction, such as cross-border issues, regulatory compliance, competition and antitrust issues, tax structuring as well as industry-specific issues.
In addition, we provide valuable ‘after sales’ support to our clients post-transaction if the need arises, for warranty claims and other dispute resolution.