Drew & Napier - Partners' Profiles

Sandy has over a decade’s experience in Corporate and Financial Services transactions. She began her career in litigation and China practice work (Sandy is fluent in written and spoken Chinese) before joining Drew & Napier in 1999 where she served until 2005 as an Associate Director in the Banking and Corporate Department. Sandy also gained experience in the London office of international law firm Freshfields Bruckhaus Deringer working on Energy & Infrastructure projects during this time.

Sandy went on to serve in international bank, BNP Paribas, as a Legal Counsel for Southeast Asia (including BNP Paribas’ offices in Vietnam) and India for about 3 years before rejoining Drew & Napier in 2008 as a Director. The IFLR 1000: The Guide to the World's Leading Financial Law Firms 2011 described Sandy as showing "remarkable expertise in the fields of corporate commercial work as well as projects" and that she "has an incredible stamina for negotiations and pays close attention to details for her clients". Asia Pacific Legal 500 (2010/2011) recently named Sandy again as the only leading lawyer in the area of Projects & Energy. This is the third time Sandy has been recommended and she is still the only lawyer from a Singapore firm to have been named, since the inception of the publication. In the previous editions, Asia Pacific Legal 500 had cited her as a lawyer who "draws praise for her 'commercially savvy ability to grasp novel financing structures quickly'", and had also described Sandy as ‘pragmatic and not dogmatic’. Recently, Practical Law Company Which Lawyer? Cross-border Handbook 2010 endorsed Sandy as one of the leading lawyers in the area of Mergers and Acquisitions, and also, Project Finance. Chambers Asia 2010 has also recommended Sandy as an up and coming name to look out for, a lawyer whom clients enthuse over as “prudent and astute”.

Areas of Practice

Sandy’s main area of practice covers corporate law with particular emphasis on mergers & acquisitions (listed as well as private companies, domestic as well as cross border).

Her other main area is finance, where she has significant experience in general banking, project and acquisition financing (combining her knowledge of M&A as well as financing matters).

Ancillary to her main areas of practice, Sandy also advises on and has extensive experience in a full spectrum of corporate and finance activities such as general corporate/commercial advice; joint ventures; regulatory issues for financial institutions; syndicated financing; restructuring (debt and equity); advising SGX-listed companies and serving as their company secretaries.

From her time in London with Freshfields, Sandy gained experience in project development, PFI/PPP and project finance work. From her years in BNP Paribas, Sandy gained not just experience in a full range of global banking and finance work (whether finance, asset management, wealth management, capital markets, investment advisory or otherwise) but also significant insight into clients’/organisations’ issues and concerns.

Experience

Matters Sandy has handled include:

Financing transactions (domestic and cross-border) involving local and foreign parties, project and acquisition financing and other bank related work

Energy and Infrastructure work including financing of a synthetic gas plant and PFI/PPP work in the UK.

Takeover offers for public listed companies including companies in the finance, telecommunications, manufacturing and industrial sectors

Mergers and acquisitions of listed and unlisted businesses in Singapore and the region, including Indonesia, Thailand and Malaysia

Placements, bonus issues, initial public offerings and other capital issues by listed companies

Debt and capital restructuring

Examples of numerous M&A transactions Sandy has worked on include acting for:

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 is one of two competing offers for Portek, the other being the offer by ICTSI Far East Pte. Ltd. (ICTSI).
PetroChina International (Singapore) Pte. Ltd, a subsidiary of PetroChina Company Limited, 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$3.2billion in its entirety. The transaction was one of the most significant takeover in the Energy sector in recent years. (Asian Legal Business SE Asia Law Awards – Singapore M&A Deal of the Year 2010, Asian-Counsel Deals of the Year 2009)
Australia and New Zealand Banking Group, as Singapore counsel, for the acquisition of some of Royal Bank of Scotland's assets in Singapore and the region for US$550 million. It comprises RBS's retail, wealth and commercial businesses in Singapore, Taiwan, Indonesia and Hong Kong. It will also gain control of RBS's institutional businesses in Taiwan, the Philippines and Vietnam (Asian-Counsel Deals of the Year 2009)
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 (Asian-Counsel Deals of the Year 2009)
Regional consolidation and restructuring exercises of various banks and financial institutions
Manhattan Investments Pte Ltd in its mandatory general offer for SGX-listed Links Island Holdings Limited (now known as Manhattan Resources Ltd)
OSIM International Ltd in the acquisition of a controlling stake in and takeover offer for SGX-listed Global Active Limited
Satya Capital Limited in the sale of share capital of Singapore Petroleum Company Limited to China Aviation Oil Limited
Datacraft Asia Limited as its Company Secretary in connection with a scheme of arrangement for its privatization
Lenders in various global acquisition financing facilities such as to Tata Steel in respect of its bid for Corus

Sandy’s key Finance and Projects/Energy experience include:

Acting for Hyflux Ltd and its subsidiaries, as joint lead counsels, in relation to the construction and estimated $890 million project financing of Singapore's second desalination plant, which is set to be Singapore's largest
Acting for ComfortDelgro Corporation Limited in connection with its establishment of a S$250 million Multicurrency Medium Term Note Programme for SBS Transit Limited
Acting for AREIF (Singapore I) Pte Ltd in connection with its S$680 million debt refinancing exercise involving a senior loan and listed junior bonds
Acting for issuer (Winmall Limited) in respect of S$520,000,000 securitisation of Jurong Point Realty Limited's interest in Jurong Point Shopping Centre
Acting for 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 (ALB SE Asia Project Finance Deal of the Year 2009 / ALB SE Asia Singapore Deal of the Year 2009 / Honourable Mention by Asian Counsel's Deals of the Year 2008)
Acting as counsel to participating bank in loan facilities aggregating S$587 million (US$383 million) granted for the acquisition of Hitachi Towers in Singapore.
Acting as lead counsel to a purchaser in relation to loan facilities amounting to US$88 million for the construction of a landmark undersea submarine fibre optic cable system between, inter alia, Singapore and Indonesia.
Acting as Singapore law counsel to DBS Bank, the mandated lead arranger, underwriter and financial adviser, to 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.
Acting for German company Lanxess AG, advising on Singapore law issues for the construction of a synthetic rubber plant in Singapore.
Acting for Woodside, an Australian LNG group bidding for the Singapore LNG project, advising on the various Singapore law issues in respect to the bid.
Acting as borrower’s counsel in the S$4.12 billion financing of the Integrated Resort on Sentosa Island, one of the largest ever S$-denominated facility;
Acting as Singapore counsel for the syndicate of lenders financing part of China Huaneng Group’s US$3.12 billion acquisition of Tuas Power;
Acting as lender’s counsel in respect of S$360 million facilities granted to a leading Singapore retailer.
Acting as counsel to participating bank in S$587 million facilities granted for acquisition of Hitachi Towers in Singapore.
Acting as Singapore counsel to the lenders in the project financing of the Phu My 2 and Phu My 3 power plant projects in Vietnam.
Acting for lenders and arrangers in numerous bilateral and syndicated facilities, domestic and cross-border, secured and unsecured.
Acting for the arranger and lenders in the project financing of the Singapore Syngas synthetic gas plant on Jurong Island, Singapore.
Acting as lead counsel to arranger and lenders for a power plant in Henan, PRC.
Acting for leading Indian telecommunications operator, Idea Cellular Ltd, in its brownfield and greenfield financing in respect of 4 telecommunications circles in India.
In-house counsel supporting lending activities of BNP Paribas in Singapore, Malaysia, Vietnam, Thailand and India.
Acting for UK Home Office and HM Prison services in PFI project in UK involving the design and build of prisons in UK(Ashford)
Acting for the Ireland National Roads Authority in respect of PPP national roads projects in Ireland.