Private Equity - Luthra & Luthra

Private Equity
Indicative List of Transactions:
Moser Baer- Blackstone: Advised Moser Baer Projects Private Limited in a USD 300 million
investment by Blackstone Capital Partners. This has been hailed to be the largest
investment by a single Private Equity investor in the power sector.
The Carlyle Group: We represented The Carlyle Group is its global acquisition of the
performance coatings business of E.I. du Pont de Nemours and Company. The company is
being renamed Axalta Coating Systems. Axalta Coating Systems is a global supplier of
coatings to the transportation and industrial sectors. The investment was funded primarily with
equity from Carlyle Partners V and Carlyle Europe Partners III. Overall global transaction value
was USD 4.9 billion.
Samara Capital Partners Fund I Limited: Advised Samara in relation to its investment in
Ganga Kaveri Seeds Private Limited, a company based in Hyderabad and engaged in the
business of research & development, production, storage, sales and distribution of seeds. The
firm undertook legal due diligence, drafting, negotiation and finalization of transaction
documents and also advised Samara on various regulatory matters pertaining to the
transaction.
Baring group: Advised and assisted Baring India Private Equity Fund III Listed Investments
Limited, in relation to its acquisition of a minority stake in Marico Ltd, a listed company and one
of India's leading Consumer Products & Services companies in the global beauty and wellness
space. Total deal size was approximately INR 125 Million.
Samara Capital Partners Fund I Limited: The Firm advised Samara Capital Partners Fund I
Limited on the acquisition of the entire shareholding on Network 18 Media and Investments
Limited in Newswire 18 Limited and further subscription to the capital of Newswire 18 limited
resulting in Samara acquiring approximately 77% stake in Newswire 18 Limited. Jurisdiction is
India. Estimated value- INR 900 million.
SACEF Holdings II (a fund managed by Global Environment Fund): The Firm advised
SACEF Holdings II (a fund managed by Global Environment Fund)on its investment in
Integrated Cleanroom Technologies Limited.The transaction was consummated by a purchase
of shares from promoters of Integrated Cleanroom Technologies Limited and subscription to
fresh equity. The Firm undertook legal diligence, drafting, negotiation and finalization of
transaction documents and also advised SACEF Holdings II on general corporate law and
rendered closing and post closing advise and assistance to the client. The transaction resulted
in SACEF Holding II acquiring a minority stake in Integrated Cleanroom Technologies Limited.
Baring India/ Sequoia Capital: Advised and assisted Baring India, Sequoia Capital and
Siguler Guff in relation to their acquisition of approximately 4% equity shares from the
promoters in Manappuram Finance Limited, one of the largest and the first listed gold-loan
company in India. Total deal size was approximately INR 1300 Million.
Baring Private Equity Partners: Advised Baring Private Equity Partners in connection with
acquisition of a minority stake in Cethar Vessels Ltd, a company engaged in the business of
manufacture of boilers and manufacture, supply, erection and commissioning of power plants
on an EPC basis.
Devyani: Advised Devyani International Limited, which controls a chain of 180 fast-food
restaurants across the country, in receiving its first private equity investment from ICICI
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Ventures, India’s largest private equity fund. The deal involved the acquisition of a minority
stake by ICICI Ventures in Devyani International.
Wolfensohn: Advised WCP Holdings III (a Wolfensohn Capital Partners fund) in connection
with its US $ 7.5 million (approx) investment in Ujjivan Microfinance Services Private Limited,
a leader in the Indian microfinance space.
Creador I LLC: The Firm played the lead role in preparation of the term sheet and definitive
agreements and their negotiation with Cholamandalam. The Firm also advised Creador during
and opined on closing of the transaction.
Temasek: Advised Temasek Holdings, in its secondary investment in Sobha Developers Ltd.,
an Indian public listed company engaged in the business of construction development. Also
advised Temasek Holdings in its proposed investment in a micro finance company.
FINO-Blackstone: Advised FINO in relation to the investment by Blackstone which was
consummated by subscription to preference shares. The Firm was involved in drafting,
negotiation and finalization of transaction documents, advice on various administrative and
regulatory matters and other general corporate advice related to the transaction.
Wolfensohn Capital: Advised and assisted the sale of Wolfensohn Capital Partners’
(“Wolfensohn Capital”) 7.4% stake in Fabindia Overseas Pvt. Ltd. (“Fabindia”) to L Capital.
The firm was involved in provision of tax advice and related structuring, drafting of the
transaction documentation, extensive negotiations with the counter party and closing of the
transaction. The transaction required extremely quick turnarounds under stringent timelines
and entailed extensive negotiations with the counter party on several issues and particularly on
tax and other indemnities. The transaction also entailed addressing certain structuring and
regulatory issues and is one of the large deals in the single brand retail space in the recent
times.
Baring group: Advised Baring group in a private equity investment of ordinary equity shares of
Shilpa Mediacare Ltd, a listed Indian entity.
Varun Beverages: Advised and assisted Varun Beverages (international) limited, the leading
bottler of PepsiCo in South Asia, in receiving primary investment from Standard Chatered
Bank’s Mauritius based private equity fund.
Sequoia Capital: Transaction counsel to Sequoia, an existing investor (which also participated
in the consortium), in the private equity investment in Goldsquare by a consortium led by
Norwest Venture Partners.
Ratnakar Bank: Assisted Ratnakar Bank with regards to the allotment of the unsubscribed
shares of the company pursuant to its rights issue.
Hitachi – Hi Rel Electronics: Assisted Hi Rel Electronics (the Company) in its transaction with
Hitachi Ltd. wherein Hitachi Ltd. acquired a majority equity stake in the Company.
India 2020 Ltd: Advised India 2020 Ltd., an investor in Innoventive Industries Ltd., in
evaluating investment by Standard Chartered Private Equity in Innoventive Industries Ltd.
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Sequoia Capital: Luthra & Luthra represented Sequoia Capital in relation to its private equity
investment in Knowlarity Communications Private Limited, a company which provides cloud
based telephony solutions.
DLF Group: Advised DLF Group entity on a number of Private equity transactions, including
investments from Lehman Brothers for the development of integrated townships, investments
from DE Shaw for the development of SEZ projects, investments from Deutsche Bank entity
for the development of integrated townships and investments from Merrill Lynch & Co. for
the development of six real estate projects across the country. The cumulative value of the
transaction being USD 1.2 billion.
Award: This deal won the ALB SE Asia Award for ‘Securitization & Structured Finance’ by
ALB.
Blackstone FP Capital Partners: Represented Blackstone FP Capital Partners in a proposed
investment of approximately USD 275 million in a leading Media company.
DE Shaw & co.: Advised DE Shaw & co. in connection with its investment aggregating to USD
250 million in a group company of a listed real estate company.
Award: This deal won the ‘India Deal of the Year’ by ALB.
One Equity Partners: Advised One Equity Partners in relation to building specialty hospital in
Mumbai and other region with a proposed investment of over USD 150 million along with a
very successful hospital chain in India.
Avenue Capital Group: Acted for the Avenue Capital Group, one of world's leading Distress
Funds in its investment in approximately USD 190 million in Morepen Laboratories Limited
and a proposed hospitality project.
Moser Baer: Advised Moser Baer in relation to investments in different tranches by a
consortium of investors in Moser Baer Group companies engaged in the thin films and photo
voltaic cell business, to the tune of USD 250 million. The consortium consisted of - CDC
Group, GIC, Nomura, Credit Suisse, Morgan Stanley, IDFC Private Equity and IDFC.
Lehman Brothers Real Estate Partners: Acted for Lehman Brothers Real Estate Partners in
a large private equity transaction pertaining to investment in an affiliate of Unitech Limited
which was engaged in slum rehabilitation in Mumbai. The total deal value of this transaction is
approximately USD 200 million.
Oman Investment Fund: Advised Oman Investment Fund (OIF) in relation to its investment of
USD 100 million in Quippo Telecom Infrastructure Limited. Also assisted in negotiation of
complex shareholder agreements with existing private equity investors in QTIL.
Award: This deal won the ‘Private Equity Deal of the Year’ at the IFLR India Awards.
LN Mittal Group: Acted for the private equity arm of LN Mittal Group regarding the investment
of USD 150 million in India Bulls Power Company, an India Bulls group promoted company to
set up power plants across the country. The LN Mittal group along with the American Hedge
fund Farallon Capital acquired a 28.6% stake in India Bulls Power Services.
Jagran Group: Advised Jagran Group in relation to Blackstone FP Capital Partners’
investment in the company. The transaction was valued at approximately USD 50 million.
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Kleiner Perkins Caufield & Byers and Sherpalo Ventures: Acted for Kleiner Perkins
Caufield & Byers and Sherpalo Ventures, both prominent Silicon Valley based venture capital
firms, in their acquisition of an approximately 28% stake in CE Infosystems Private Limited and
the acquisition of an approximately 33% stake in Paymate India Private Limited. CE
Infosystems is the leading GIS solution provider in India. Paymate is the first mobile payment
service in India.
Oman Investment Fund: Advised Oman Investment Fund with regard to substantial
investment in Nimbus Communications Limited; India's leading media and entertainment
businesses focused on TV, advertising and sports rights management. The other two investors
were 3i Sports Media (Mauritius) Ltd and CSI BD (Mauritius) Ltd.
Old Lane: Advised Old Lane; a private equity arm of Citigroup in a deal involving substantial
financial investment into KVK Energy, an investing company in various companies engaged in
the power sector.
Merrill Lynch: Acted for Merrill Lynch in its investment in Religare Enterprises Limited, a nonbanking
financing company in its pre-IPO placement. The transaction value amounted to USD
15.15 million.
Fire Capital Investments Mauritius Private Limited: Advised Fire Capital Investments
Mauritius Private Limited, an Indian focused real estate private equity fund, in its investment of
approximately USD 100 million for development of integrated townships across several cities,
including Chennai, Nagpur, Indore, Ahmedabad and Bangalore in India.
One Equity Partners: Advised, One Equity Partners, the private equity investment arm of JP
Morgan, in its recent acquisition of a 49% stake in Patil Rail Infrastructure Private Limited
located in Hyderabad India, which (through itself and its subsidiaries and affiliates) is engaged
in the business of rail track engineering and is one of the largest suppliers of railway sleepers
and other rail track equipment to the Indian Railways. The deal value amounted to USD 37
million.
Real IS AG: Acted as counsel to Real IS AG, a fund based in Germany, with respect to USD
20 million investment, through an intermediate vehicle, in a real estate construction project at
Hyderabad spread across approximately 8 acres.
Oman Investment Fund: Acted as counsel to the Oman Investment Fund, the fully owned
investment arm of the Government of Oman, with respect to its investment, through an
intermediate vehicle, in a real estate township project in Mangalore, southern India of
approximately USD 19 million.
Abraaj capital: Advised Abraaj capital, a Dubai based private equity investor in its investment,
through a subsidiary, in an Indian company engaged in auctioneering of art, antiquities and film
memorabilia, art related publications, etc
Wardferry India Reconnaissance Limited: Acted for Wardferry India Reconnaissance
Limited, a Hong Kong based private equity firm, in its pre-IPO placement in OnMobile Global, a
telecom value added services company, other investment in OnMobile Global includes George
Soros’ Quantum Fund and Bessemer India Capital.
SBI Holdings, Japan and SBICAPS Ventures Limited: Advised SBI Holdings of Japan and
SBICAPS Ventures Ltd.; a group company of State Bank of India in their proposed acquisition
of strategic stake in the business of a knowledge company in India.
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Istithmar World Capital: Acted for Istithmar World Capital (“Istithmar”) one of the top private
equity funds owned by the Government of Dubai, in connection with proposed investment of
around USD 120 million in a leading media company.
Good Energies, Inc. and Wolfensohn & Company: Advised Good Energies, Inc. and
Wolfensohn & Company in relation to their investment of approximately USD 20 million in a
company engaged in Power sector in India.
Some transactions prior to January 2007:
Blackstone Real Estate Partners: Advised Blackstone Group with regards to certain
investment opportunities in Real Estate in India.
Development Credit Bank: Advised Development Credit Bank in relation of USD 70 million
investment by Lehman Brothers & Schroders Capital.
Kleiner Perkins Caufield & Byers and Sherpalo: Acted for Kleiner Perkins Caufield & Byers
and Sherpalo, two of Silicon Valley’s prominent venture capital funds in the pre-IPO acquisition
of a minority stake in Info Edge India Limited, the company which owns and operates internet
properties such as www.naukri.com, www.99acres.com; and www.jeevansathi.com.
IL&FS Group: Advised IL&FS Group in seeking investment from Goldman Sachs (Asia) L.L.C
in IL&FS Transportation Networks Limited, a group company of IL&FS to the tune of USD 883
million.
Goldman Sachs: Advised Goldman Sachs in its investment in SpiceJet, a low cost airline.
Temasek: Advised Temasek in its acquisition of equity stake in Apollo Hospital Enterprises
Limited, owner of ‘Apollo’ hospitals in India.
Temasek Advised Temasek in its investment in Punj Lloyd Limited; a leading construction and
engineering company in India.
Temasek: Advised Temasek in the acquisition of a substantial stake in Medreich, a generic
pharma company.
Makemytrip.com: Advised Makemytrip.com, an Indian tour and travel major in connection with
the Softbank investment.
Globeleq: Advised Globeleq (affiliate of CDC Advisors) in connection with its proposed
investment in various power projects in India and Bangladesh.
Ishtitmar: Advised Ishtitmar in its subscription to FCCBs issued by Spice Jet.
Schroders: Advised Schroders with respect to acquisition of stake in Lodhi Hotels.
Temasek Advised Temasek in relation to their investment in Apollo Health Street Limited; a
health care Knowledge Process Outsourcing company in India.
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Moser Baer: Advised with respect to Warburg Pincus’ investment in Moser Baer, a company
engaged in the manufacture of removable data storage media (GDR on a private placement
basis).
CDC Advisors: Advised CDC Advisors in their investment in two greenfield power projects in
Sri Lanka, which has been since then financially closed, and under operation.
Dr. Lals PathLabs Pvt. Ltd: Advised and assisted Dr. Lals PathLabs Pvt. Ltd (DLPL), a
renowned pathology laboratory in structuring, negotiating and closing a transaction involving
private equity investment by West Bridge Ventures Investment Holding in DLPL.
Hindustan Sanitaryware & Industries Limited (HSIL): Advised Hindustan Sanitaryware &
Industries Limited (HSIL), an Indian public listed company, in its issuance of fully convertible
debentures to Henderson (Mauritius) Ltd.
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