Hilary Toh-Chin is a Partner in the Firm’s Capital Markets and Mergers & Acquisitions Practice Group.
Her practice focuses mainly on equity capital markets transactions and mergers and acquisitions.
She advises on various corporate transactions for both private and public listed companies, which include initial public offerings and secondary fundraisings, asset and share disposals, mergers and acquisitions, joint ventures and corporate restructurings. She also handles general advisory work and advises SGX-ST listed issuers on their continuing listing obligations.
EXPERIENCE
Capital Markets
- Acted for Trans-China Automotive Holdings Limited in its S$19.55 million initial public offering and listing on the Catalist Board of the SGX-ST.
- Acted for DBS Bank Ltd. (“DBS”) as the lead financial adviser, Merrill Lynch (Singapore) Pte. Ltd. (“BofA”) and Citigroup Global Markets Singapore Pte. Ltd. (“Citi”) as the joint financial advisers (and DBS, BofA and Citi being the joint underwriters), and Oversea-Chinese Banking Corporation Limited and United Overseas Bank Limited as the co-lead managers, in the underwritten renounceable rights issue of SATS Ltd. to raise gross proceeds of approximately S$798.8 million, to partially finance the acquisition by SATS Ltd. of Worldwide Flight Services.
- Acted for HG Metal Manufacturing Limited, which is listed on the Main Board of the SGX-ST, in its S$19.75 million renounceable non-underwritten rights issue.
- Acted for AMOS Group Limited in its renounceable non-underwritten rights issues in 2021 and 2022, to raise net proceeds of approximately S$13.0 million and S$4.1 million respectively.
- Acted for UOB Kay Hian Pte. Ltd., as manager and underwriter, in the S$54.65 million renounceable rights issue by MM2 Asia Ltd.
- Acted for Koh Brothers Eco Engineering Limited, which is listed on the Catalist Board of the SGX-ST, in its S$38.07 million placement of shares to Penta-Ocean Construction Co., Ltd..
- Acted for Hong Leong Asia Ltd., the trade and industry arm of Singapore’s Hong Leong Group, in its S$202.3 million renounceable non-underwritten rights issue.
- Acted for OUE Lippo Healthcare Limited, which is listed on the Catalist Board of the SGX-ST, in its S$149.96 million renounceable underwritten rights issue.
Mergers & Acquisitions
- Acted for Temasek Holdings (Private) Limited, a controlling shareholder of Sembcorp Marine Ltd and a substantial shareholder of Keppel Corporation Limited in the combination of Sembcorp Marine and Keppel Offshore & Marine Ltd, to form an enlarged group listed on the SGX-ST with Temasek as its largest shareholder. The aggregate consideration for the combination was approximately S$4.495 billion and created an enlarged entity with a market capitalisation of approximately S$8.67 billion. The team also acted for Temasek in a connected transaction involving the sale of Keppel O&M’s legacy rigs and associated receivables to a new entity held by Baluran Limited, Keppel and Temasek. The consideration for the sale assets was approximately S$4.058 billion.
- Acted for DigiAsia Bios Pte. Ltd., Indonesia’s Embeddable ‘Fintech-as-a-Service’ (FaaS) company, in its merger with StoneBridge Acquisition Pte. Ltd., a wholly owned subsidiary of StoneBridge Acquisition Corporation, a special purpose acquisition company (SPAC), which resulted in the listing of the combined company on NASDQ.
- Acted for 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 valued BreadTalk Group Limited at approximately S$433.56 million.
- Acted for Gaw Capital Partners on the approximately S$1.6 billion acquisition by a consortium, comprising of Gaw Capital Partners and Allianz Real Estate, of the entire issued and paid-up share capital of Ophir-Rochor Commercial, a wholly-owned subsidiary of M+S, which owns the properties Duo Tower and Duo Galleria.
- Acted for Mapletree Investments Pte Ltd in its sale of Oakwood Worldwide, a premier global serviced apartment provider, to The Ascott Limited, a wholly-owned lodging business unit of CapitaLand Investment Limited.
- Acted for M1 Limited in its joint venture with StarHub Mobile Pte Ltd for purpose of their joint application for a 5G network licence in Singapore.
MEMBERSHIPS / DIRECTORSHIPS
- Member, Law Society of Singapore
- Member, Singapore Academy of Law