Drew & Napier Advises In Asia-Pacific Strategic Investments’ Acquisition Of Seatown Corporation
~ Seatown’s four-year judicial management culminates in white knight acquisition ~
21 September 2007 – One of Singapore’s longest running judicial managements, Seatown Corporation Ltd (“Seatown”), came to a successful culmination recently. A Scheme of Arrangement proposed by Seatown was accepted by its creditors and shareholders and sanctioned by the High Court on 6 August 2007.
Pursuant to the Scheme of Arrangement, Dato’ Dr. Choo Yeow Ming, Director of Asia-Pacific Strategic Investments Limited (“ASI”) and HMS Capital Sdn Bhd (as the White Knight), acquired the entire issued and paid-up share capital of Seatown. The existing shareholders and creditors of Seatown in exchange received shares in ASI which was listed on the SESDAQ by introduction on 31 August 2007. The market capitalisation of ASI as of 31 August 2007 was approximately S$100 million.
Director Sin Boon Ann advised ASI on the listing by introduction, assisted by Shirley Ho, Adeline Sim and Melissa Heng.
Drew & Napier LLC advised Seatown, previously an SGX-listed construction company, in its consensual restructuring involving some S$36 million worth of debts. Drew & Napier was instrumental in advising on a number of potential investment deals while managing a continuing slew of claims during the full extent of the company’s four-year judicial management. Our lawyers successfully negotiated with the creditors, including HSBC and Maybank, to come to agreement on the terms of a Scheme of Arrangement that would provide the creditors and shareholders with a return that had previously been unattainable. Director Sushil Nair advised Seatown, assisted by director Sham Sabnani, associate director Chan Wei Meng, and Raymond Lam.
This transaction follows from a similar rescue in 2006 – that of the former Citiraya Industries. Burdened with some S$553.4 million of claims and with the company undergoing an intensive investigation by the Commercial Affairs Department, Drew & Napier worked with financial advisors to keep the company afloat while trying to secure investors. In order to facilitate this effort, Drew & Napier were instructed to apply for the company to be placed under Judicial Management, which it successfully did. Citiraya was turned around with the successful securing of two “white knight” investors. Citiraya has since re-listed on the Singapore Stock Exchange under another name, Centillion Environment and Recycling, and has been given a new lease of life.
Director Sushil Nair and his team advised Citiraya’s independent directors throughout the Commercial Affairs Department investigation, and were instrumental in drafting the scheme of arrangement as well as the investment agreement.
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About Drew & Napier LLC
Established in 1889, Drew & Napier LLC is one of Singapore’s largest and most established law firms, with over 200 lawyers. Consistently rated top tier in dispute resolution over the years by international ranking organisations like Asia Pacific Legal 500, Chambers Global: The World’s Leading Lawyers, and Asia Law Profiles, the firm has five senior counsel, the largest number in Singapore. Drew & Napier LLC is headed by chief executive officer, Davinder Singh, SC. Drew & Napier LLC is also highly rated in Intellectual Property and Tax, with market leading practices in Banking & Corporate, Corporate Restructuring & Insolvency, Telecommunication, Competition, and Admiralty & Shipping.
For more information please contact:
Elaine Giam
Business Development,
Restructuring & Insolvency
Drew & Napier LLC
Tel: +65 6531 2368
Email: elaine.giam@drewnapier.com
Sin Boon Ann
Director, Banking & Corporate
Drew & Napier LLC
Tel: +65 6531 2206
Email: boonann.sin@drewnapier.com
Sushil Nair
Director, Restructuring & Insolvency
Drew & Napier LLC
Tel: +65 6531 2410
Email: sushil.nair@drewnapier.com