India Business Law Journal reveals the standout deals and disputes of 2021 and the law firms that worked hard to successfully conclude them
Even as the covid-19 pandemic continued to severely affect both the economy and people’s lives through 2021, deal activity continued apace. With dealmakers and their advisers adjusting to new parameters of operation, deal numbers and sizes astonished market watchers.
It was an extraordinary year for the stock market, which saw some of the country’s most exciting tech firm IPOs. Case in point was Zomato’s headline grabbing INR93.75 billion (USD1.25 billion) IPO, which was a first for an Indian internet unicorn.
Debt markets in 2021 similarly saw some of their most innovative transactions to date. India’s largest cement maker, UltraTech Cement, issued what was the first US dollar-denominated sustainability-linked bond issue from India and Southeast Asia in February. A month later came Delhi International Airport’s green bond issue, which adopted a structure that was a first for an airport in India – an orphan special purpose vehicle.
Growing maturity
The year also saw a growing confidence on display from international PE firms as they sought larger stakes. Until now they had mostly focused on minority deals. KKR’s acquisition of Sequoia Capital’s stake in Vini Cosmetics was the largest PE control deal to date in India’s personal care and beauty products sector. Startups also saw valuations soar, and more than 40 attained unicorn status.
Sumitomo Mitsui Financial Group’s USD2 billion acquisition of a stake in Fullerton India Credit, and Orkla’s acquisition of a 67.8% stake in iconic Eastern Condiments were two of the many remarkable M&A transactions that went ahead despite the pandemic.
Perhaps the most iconic deal of 2021 was Tata’s acquisition of Air India. The deal, which was signed on 25 October 2021, is yet to close but is being featured as one of India Business Law Journal’s deals of 2021 as it marks the end of a closely watched process that began in 2017. It is also the first complete disinvestment of a public sector undertaking in almost 20 years in India.
Varying size and repute
While many of the deals and disputes showcased in our report made headlines, several are more low key, but are likely to have interesting consequences.
An example is Sommet’s acquisition of a stake in the Indian School of Hospitality, which heralded the entry of European hospitality education leaders École Ducasse and Les Roches into India. The deal is expected to widen the availability of hospitality, culinary and management education, which is significant given that India has one of the youngest populations in the world.
These signs of resilience co-exist with underlying and powerful stresses and strains that continue to plague many companies. A deal for a one-time restructuring of debt at one of India’s leading conglomerates, Shapoorji Pallonji & Company, was reached in March and symbolises the challenges that companies face. That the deal was one of the first and the largest one-time restructurings to take place under the resolution framework for covid-19-related stress – introduced in a 6 August 2020 Reserve Bank of India circular – makes it worthy of inclusion in our report.
These deals and many others of significance are detailed below.
METHODOLOGY
India Business Law Journal selected 50 landmark deals and disputes that closed, or had a significant development, between 1 December 2020 and 30 November 2021, following intensive research and consultation. The deals and cases were chosen subjectively based on transactional data, submissions received from Indian and international law firms, and interviews with India-focused legal and corporate professionals.
In deciding the winning deals and cases, our editorial team evaluated the significance of all shortlisted contenders from a legal and regulatory standpoint. Deals were chosen not only for their size, but for the novelty and complexity of the transaction or case, and for any precedents that may have been established.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
- ReNew’s groundbreaking de-SPAC merger
- Bharti Airtel’s mega rights issue
- PayTM’s rollercoaster IPO
- Zomato IPO blazes digital trail
- Freshworks lists on Nasdaq
- JSW’s USD1bn issue a first for sector
- Nykaa’s IPO a beauty
- HCL’s overseas offer has best credit
- DIAL’s USD450m green bond
- UltraTech’s benchmark sustainability bond
- PFC’s maiden euro green bond
- Macrotech IPO signals property revival
Capital Markets
ReNew’s groundbreaking de-SPAC merger
| VALUE | LAW FIRMS |
| USD8 billion | AZB & Partners Cleary Gottlieb JSA Cyril Amarchand Mangaldas Khaitan & Co Latham & Watkins McDermott Will & Emery Nishith Desai Associates Ropes & Gray Skadden |
One of most innovative capital markets deals of 2021 was an USD8 billion deal involving a special purpose acquisition company (SPAC), RMG Acquisition Corporation II, which enabled ReNew Power to list on the Nasdaq on 24 August 2021.
This was one of the largest listings involving an Indian company in the US to date via the de-SPAC route, and also reportedly the first such transaction to date globally involving renewable independent power producers.
The company that emerged from the deal, ReNew Energy Global, is 70% owned by ReNew Power’s management and its stakeholders, which include Goldman Sachs, the Canada Pension Plan Investment Board (CPPIB) and Abu Dhabi Investment Authority.
Latham & Watkins, along with Nishith Desai & Associates and Cyril Amarchand Mangaldas (CAM), advised ReNew Power. CAM also advised ReNew Power’s founder, Sumant Sinha, while AZB advised CPPIB.
McDermott Will & Emery also advised Renew Power and Sumant Sinha. Cleary Gottlieb advised Goldman Sachs, which was the largest shareholder in ReNew Power. Skadden Arps Slate Meagher & Flom advised RMG, while Khaitan & Co was its legal adviser on aspects of Indian law. Ropes & Gray advised the placement agents. JSA represented Goldman Sachs in relation to seeking the CCI’s approval for the business combination.
Bharti Airtel’s mega rights issue
| VALUE | LAW FIRMS |
| USD2.8 billion | AZB & Partners Linklaters Shardul Amarchand Mangaldas & Co |
Described as the largest rights issuance of party-paid equity shares by a telecom company in India to date, Bharti Airtel’s rights issue of USD2.8 billion significantly came during what are trying times for Indian telecom companies, but after the government agreed relief measures for the sector.
The issue closed on 21 October and shares issued were listed on 1 November.
While payment for the shares issued were to be collected in three tranches over a three-year period, the proceeds are be used for prepayment, repayment or repurchase of all or a portion of certain borrowings and other liabilities availed, including deferred payment term liabilities to the Department of Telecommunications, and for general corporate purposes.
AZB & Partners, with partner Varoon Chandra leading, advised Bharti Airtel. Linklaters, with partner Amit Singh leading, was sole international counsel to the lead managers, while Shardul Amarchand Mangaldas & Co advised the lead managers on Indian law.
PayTM’s rollercoaster IPO
| VALUE | LAW FIRMS |
| USD2.4 billion | Algo Legal Cyril Amarchand Mangaldas IndusLaw JSA Khaitan & Co Latham & Watkins Morrison & Foerster Shardul Amarchand Mangaldas & Co Shearman & Sterling Trilegal |
One 97 Communications, which operates India’s largest digital payments and financial services platform Paytm, made history with its blockbuster USD2.4 billion IPO.
While it was India’s largest IPO to date when measured in Indian rupees, it was also one of the first payment ecosystem startup IPOs in India, and the largest in the Asia-Pacific fintech sector. Yet it disappointed on listing on 18 November 2021 – closing 27% lower than its issue price – reflecting fears about Paytm’s business and prospects for turning a profit.
Shardul Amarchand Mangaldas & Co was Indian legal counsel to One 97 Communications, while Latham & Watkins was international legal counsel. Khaitan & Co was Indian legal counsel to the book running lead managers, while Shearman & Sterling was internal legal counsel.
Trilegal was Indian legal counsel to investor selling shareholders Alibaba.com Singapore E-Commerce, and Antfin (Netherlands) Holding. Algo Legal was Indian legal counsel to investor selling shareholder BH International Holdings.
IndusLaw was legal counsel to investor selling shareholders Elevation Capital and SAIF Partners on Indian law, and partners Vishal Yaduvanshi and Abhiroop Lahiri represented the firm. Morrison & Foerster was international legal counsel to investor selling shareholder SVF Panther (Cayman), while Cyril Amarchand Mangaldas was Indian legal counsel.
JSA was Indian legal counsel to the other 18 selling shareholders.
Zomato IPO blazes digital trail
| VALUE | LAW FIRMS |
| USD1.25 billion | Cyril Amarchand Mangaldas IndusLaw JSA Latham & Watkins |
This USD1.25 billion IPO by food delivery company Zomato in July 2021 was a first for an Indian internet unicorn. It was also one of the largest digital economy companies to list in India.
Lawyers that advised on the deal said that its structuring required re-interpreting the regulatory regime, especially with regard to disclosures, so as to fit the realities of Zomato, a new-age tech company.
As such, the deal was expected to lead the way for other e-commerce, digital economy and tech-oriented companies to explore listing in India.
Cyril Amarchand Mangaldas, with partner Yash Ashar leading, advised Zomato. JSA, with partner Rohitashwa Prasad leading, advised existing shareholder Info Edge, a tech company that was also Zomato’s first investor.
IndusLaw, with partners Manan Lahoty and Abhiroop Lahiri, and Latham & Watkins, with partner Rajiv Gupta leading, advised the five managers to the issue.
Freshworks lists on Nasdaq
| VALUE | LAW FIRMS |
| USD1.13 billion | Cooley Orrick Shardul Amarchand Mangaldas & Co |
The USD1.13 billion IPO by Freshworks, which began trading on the Nasdaq on 22 September 2021, was a first for an Indian software-as-a-service company, and one of the largest US IPOs by an Indian founded company to date.
Shardul Amarchand Mangaldas, with partner Prashant Gupta leading, and Cooley, with partners Jon Avina, Dave Segre and Calise Cheng, advised Freshworks.
Orrick Herrington & Sutcliffe, with partners Bill Hughes and Niki Fang leading, advised the underwriters to the issue.
While its headquarters is in California, Freshworks was founded in Chennai and a substantial portion of its operations and employees are located in India.
JSW’s USD1bn issue a first for sector
| VALUE | LAW FIRMS |
| USD1 billion | Cyril Amarchand Mangaldas Khaitan & Co Linklaters Milbank |
NSE and BSE-listed JSW Steel raised USD1 billion through a bond issuance done in two tranches: USD500 million in 3.95% notes due 2027; and USD500 million in 5.05% notes due 2032.
The tranche due in 2032 was sustainability-linked, which is a first in the global steel sector.
Describing the sustainability-linked bond structure as “a win-win for both issuers as well as investors”, JSW Steel said the issue “is likely to set the tone for the Indian steel industry to proactively move towards reducing its C02 emissions footprint with the ultimate goal of achieving net zero”.
The notes were allotted on 23 September and listed on the Singapore Exchange Securities Trading. It was JSW Steel’s first rule 144/reg S issuance.
Cyril Amarchand Mangaldas was legal counsel to JSW Steel, and Linklaters, with partner Amit Singh leading, was international legal counsel.
Khaitan & Co, with partner Manisha Shroff leading, was Indian legal counsel to the joint lead managers while Milbank, with partner James Grandolfo leading, was international legal counsel.
Nykaa’s IPO a beauty
| VALUE | LAW FIRMS |
| USD718 million | AZB & Partners Cyril Amarchand Mangaldas Sidley Austin Trilegal |
An initial public offering (IPO) from FSN E-commerce Ventures, which operates beauty brand Nykaa, set markets blazing towards the end of 2021. This IPO was oversubscribed by 81.7 times, making it one of the best received IPOs to date in India.
The USD718 million IPO, which closed on 1 November 2021, was also one of the first by an Indian unicorn in the e-commerce retail industry.
AZB & Partners, with managing partner Zia Mody, advised FSN E-commerce Ventures and its promoter selling shareholder, Sanjay Nayar Family Trust.
Trilegal, with partners Richa Choudhary and Bhakta Patnaik leading, advised the investor and other selling shareholders, which included TPG, Two Lighthouse entities, JM Financial, Yogesh Agencies & Investments Private, Sunil Kant Munjal, and Harindarpal Singh Banga, jointly with Indra Banga and others.
Cyril Amarchand Mangaldas, with partners Yash Ashar and Abhinav Kumar leading, advised the lead managers on Indian law. Sidley Austin, with partner Manoj Bhargava leading, was international counsel to the lead managers.
HCL’s overseas offer has best credit
| VALUE | LAW FIRMS |
| USD500 million | DLA Piper Linklaters Talwar Thakore & Associates Trilegal |
A USD500 million overseas bond offering from HCL America, which is guaranteed by the National Stock Exchange of India and BSE-listed HCL Technologies, had the highest rated credit from India when it was issued on 10 March 2021.
The rule 144A/reg S offering of senior unsecured notes carry a 1.375% coupon and are listed on the Singapore Stock Exchange. The proceeds of the issue are to be used to refinance the company’s existing debts, and for meeting its working capital requirements.
Trilegal, with partner Bhakta Patnaik leading, and DLA Piper, with partner Philip Lee leading, advised HCL Technologies and its subsidiary, HCL America.
Talwar Thakore & Associates, with partners Rahul Gulati and Priyanka Kumar, and Linklaters, with partner Amit Singh, advised the joint bookrunners to the issue.
DIAL’s USD450m green bond
| VALUE | LAW FIRMS |
| USD450 million | Appleby Cyril Amarchand Mangaldas Linklaters Mayer Brown Milbank Talwar Thakore & Associates |
Delhi International Airport’s (DIAL) USD450 million green bond issue adopted a structure that was a first for an airport in India – an orphan special purpose vehicle (SPV).
The rule 144A/reg S offering carrying a 6.25% coupon that closed on 26 March was issued through Mauritius-based orphan SPV Cliffton. Its proceeds were used to subscribe to rupee-denominated senior secured bonds issued by DIAL.
Talwar Thakore & Associates, with partner Rahul Gulati leading, and Milbank, with partner Naomi Ishikawa (since retired) leading, advised DIAL. Appleby, with group managing partner Malcolm Moller leading, advised Cliffton.
Cyril Amarchand Mangaldas, with partners Ajay Sawhney and Aditi Misra leading, and Linklaters, with partner Amit Singh leading, advised the joint lead managers to the issue, while Mayer Brown advised the trustees.
DIAL is majority owned by GMR Airports, which is part owned by GMR Group and Groupe ADP.
UltraTech’s benchmark sustainability bond
| VALUE | LAW FIRMS |
| USD400 million | Allen & Overy Cyril Amarchand Mangaldas Linklaters Mayer Brown Shardul Amarchand Mangaldas & Co |
When UltraTech Cement raised USD400 million through a rule 144A/reg S offering carrying a 2.8% coupon that closed on 16 February 2021, it was the first US dollar-denominated sustainability-linked bond issue from India and Southeast Asia.
The interest rate on these innovative bonds, which are listed on the Singapore Stock Exchange, is to be adjusted upwards in the event that UltraTech Cement fails to reduce greenhouse gas emissions from 2017 levels by 22.7% by 31 May 2030.
Allen & Overy, with partner Pallavi Gopinath Aney leading, and Cyril Amarchand Mangaldas advised UltraTech Cement.
Linklaters, with partner Amit Singh, and Shardul Amarchand Mangaldas & Co, with partner Prashant Gupta leading, advised the two joint bookrunners. Mayer Brown advised the trustee and the agents to the issue.
Proceeds from the issue, which was the company’s first international bond offering, will be used for refinancing Indian rupee-denominated debt, capital expenditure, and for general corporate purposes.
PFC’s maiden euro green bond
| VALUE | LAW FIRMS |
| USD343.5 million | Clifford Chance JSA Linklaters ZBA |
When Power Finance Corporation (PFC) issued EUR300 million (USD343.5 million) 1.841% notes due 2028 on 13 September 2021, it was the first euro-denominated green bond from India, and also the first euro bond from India since 2017.
At 1.841%, the bonds also had the lowest yield locked in by an Indian issuer in the euro markets. The issue was oversubscribed 2.65 times and was done under PFC’s USD8 billion global medium-term note programme, which was updated as part of the deal.
ZBA, with partner Niloufer Lam leading, advised PFC on Indian law, on the updating and upsizing of the USD8 billion global medium-term note and the issue of offshore bonds under this programme. Clifford Chance advised as international counsel.
JSA was Indian law counsel to the lead managers to the issue, while Linklaters was international counsel.
Macrotech IPO signals property revival
| VALUE | LAW FIRMS |
| USD340 million | Cyril Amarchand Mangaldas IndusLaw Sidley Austin |
This USD340 million IPO from Macrotech Developers (formerly Lodha Developers) was one the first big real estate IPOs in several years.
It was one of 63 IPOs over the year, and although it received a lukewarm reception, it was significant as it signalled the revival of the real estate equity market.
It was also third time lucky for the developer, which had unsuccessfully tried to go public in 2009 and 2018. Shares of Macrotech Developers listed on 19 April 2021.
Cyril Amarchand Mangaldas, with partners Yash Ashar and Devaki Mankad leading, was Indian legal counsel to Macrotech Developers.
IndusLaw, with partners Manan Lahoty and Ravi Dubey leading, was legal counsel to the managers to the issue as to Indian law, while Sidley Austin, with partner Manoj Bhargava leading, was international counsel.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
Disputes
Cairn Energy’s big win
| VALUE | LAW FIRMS |
| USD1.2 billion | Aarna Law S&R Associates Shearman & Sterling Shepherd and Wedderburn Quinn Emanuel Urquhart & Sullivan |
On 21 December 2020, Cairn Energy was awarded USD1.2 billion, together with interest and costs, in an international arbitration administered by the Permanent Court of Arbitration against the Indian government.
The award centred on a dispute following retrospective taxation actions undertaken in 2014, which was a contentious issue that received attention both within and outside India.
While the award involved the largest amount of compensatory damages awarded to a claimant in a bilateral investment treaty arbitration claim against India, it also led in part to India’s parliament revoking the controversial law that taxed companies retrospectively.
S&R Associates, with partner Niti Dixit and a former partner Uday Walia leading, represented Cairn Energy and Cairn UK Holdings on the arbitration. Walia is currently a partner at Touchstone Partners.
Shearman & Sterling was co-counsel along with S&R Associates until 2019, while Quinn Emanuel Urquhart & Sullivan, with partner Mark McNeill leading, was co-counsel after 2019. Shepherd and Wedderburn was also co-counsel, along with S&R Associates.
Aarna Law, with founding partner Shreyas Jayasimha leading, represented the Republic of India.
When India failed to honour the arbitral award, Cairn initiated legal action across several jurisdictions to recover not only the award but also interest and penalties. In November 2021, Cairn said it was working towards a settlement of the dispute with the Indian government.
Meidensha’s award upheld in bitter JV dispute
| VALUE | LAW FIRMS |
| USD200.7 million | Hashidate Law Office Hogan Lovells Kochhar & Co N South Advocates Providence Law Asia |
On 15 June 2021, courts in Singapore dismissed a challenge to a 2020 arbitration award rendered by the Singapore International Arbitration Centre in favour of Japanese multinational Meidensha Corporation in its dispute arising from a 2016 share purchase agreement with its Indian JV partner, Prime Group, where amounts claimed were in excess of USD200.7 million.
The court awarded costs in favour of Meidensha on 27 August 2021. The ruling was significant as it involved a ferocious dispute in which orders were sought almost on a weekly basis for conduct of business of the JV and access to offices, among others, from the National Company Law Tribunal and its appellate body. The parties also filed criminal complaints against each other.
Kochhar & Co, with managing partner Rohit Kochhar leading, represented Meidensha in the arbitration, as well as in proceedings before the Singapore courts. Providence Law Asia was co-counsel. The Singapore office of Hogan Lovells advised on procedural issues in the arbitration.
Hashidate Law Office was Japanese counsel to Meidensha. N South Advocates advised Prime Group.
Nokia-Lenovo patent dispute ceasefire
| VALUE | LAW FIRMS |
| N/A | Anand and Anand Bird & Bird Saikrishna & Associates |
On 7 April 2021, Nokia said it had concluded a multi-year, multi-technology patent cross-license agreement with Lenovo. The agreement was significant in that it resolved all pending patent litigation and other proceedings between the two companies, in all jurisdictions.
Patent litigation between the two had spread across four continents. While its terms remain confidential, Lenovo was to make a net balancing payment to Nokia.
Anand and Anand’s managing partner, Pravin Anand, and partner Vaishali Mittal advised Nokia on the Indian arm of the patent litigation.
Bird & Bird, with partners Richard Vary and Christian Harmsen, represented Nokia in the German arm of the patent litigation, and co-ordination across jurisdictions with pending patent litigation.
Sai Krishna Associates was Indian counsel to Lenovo.
Nokia-Lenovo dispute: All’s well that ends wellBy Pravin Anand and Vaishali Mittal, Anand and Anand |
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Curtain falls on Enrica Lexie dispute
| VALUE | LAW FIRMS |
| N/A | Drew & Napier Eversheds Sutherland Freshfields Bruckhaus Deringer Titus & Co |
On 12 October 2021, the proceedings at the Permanent Court of Arbitration were closed in a diplomatically sensitive dispute between India and Italy, following the implementation of a May 2020 award in the matter.
The dispute centred on a February 2012 incident involving an Italian merchant ship, MT Enrica Lexie, in which two Indian fishermen were killed and two Italian marines faced criminal charges in India. The arbitration had begun in 2015 and concerned the law of the sea, among others.
Representing Italy as counsel was Drew & Napier, with director Kevin Lee leading, and Titus and Co, with managing partner Diljeet Titus, among others. Among those advocates to Italy were Freshfields Bruckhaus Deringer, with partner Ben Juratowitch (who has since moved to Twenty Essex Chambers), and six barristers at Twenty Essex Chambers.
Among those who represented India was the Singapore office of Eversheds, which was then Eversheds Harry Elias, with partner Rodman R Bundy. He has since moved to Squire Patton Boggs.
Shareholder dispute at IndiGo
| VALUE | LAW FIRMS |
| N/A | JSA Khaitan & Co King & Spalding Skadden Norton Rose Fulbright S&R Associates |
A 23 September 2021 arbitral award in a headline-making dispute between the promoters of IndiGo airlines, Rakesh Gangwal and Rahul Bhatia, issued directions to the parties involved in relation to the relief sought by them against each other.
It also directed the reimbursement of the costs incurred by InterGlobe Aviation, the parent of IndiGo airlines and a respondent in the matter, and was a milestone in the five-year-old dispute that centred on the corporate governance of one of India’s largest public companies.
The arbitration was seated in New Delhi and administered by the London Court of International Arbitration under the LCIA India Rules 2016.
Norton Rose Fulbright, along with S&R Associates, were counsel for IndiGo.
King & Spalding and JSA were co-counsel for the claimants in the dispute, InterGlobe Enterprises, a major shareholder of InterGlobe Aviation, and Rahul Bhatia.
Skadden Arps Slate Meagher & Flom, and Khaitan & Co, were co-counsel for Rakesh Gangwal and three others.
Award caught LBW in cricket dispute
| VALUE | LAW FIRM |
| N/A | Cyril Amarchand Mangaldas |
In a landmark judgment on 16 June 2021, Bombay High Court set aside an arbitral award that it said “rewarded the party in unquestionable breach of its contractual obligations”. In doing so it reiterated that arbitral awards can be set aside on the grounds of perversity for ignoring vital pieces of evidence, and for arriving at findings that are impossible.
The award was made in favour of Deccan Chronicle Holdings, which had been an Indian Premier League franchisee, in its dispute with the Board of Control for Cricket in India over the 2012 termination of its franchise agreement.
Cyril Amarchand Mangaldas, with partner Indranil Deshmukh leading, advised the Board of Control for Cricket in India.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
FINANCE
UPL in first sustainability-linked loan
| VALUE | LAW FIRMS |
| USD750 million | Appleby Baker McKenzie Jones Day Juris Corp |
In what was a first for India, agrochemical company UPL targeted investors and credit providers focused on meeting environment social and governance targets to obtain a five-year USD750 million sustainability-linked loan.
The proceeds of the loan – which was issued by UPL Corporation, the overseas subsidiary of UPL – were to be used to refinance existing higher-cost debt. The deal was signed on 18 March 2021.
Jones Day, with partner Sushma Jobanputra, represented UPL. JurisCorp, with partner Saurabh Sharma leading, advised the mandated lead arrangers and bookrunners on Indian law aspects of the deal.
Baker McKenzie, with principal Kah Chin Chu leading, was international counsel to the mandated lead arrangers and bookrunners, while Appleby was Mauritian counsel to the lenders.
OYO notches a first with TLB loan
| VALUE | LAW FIRMS |
| USD660 million | Linklaters Shardul Amarchand Mangaldas & Co S&R Associates |
Oravel Stays, the operator of OYO Hotels & Homes, said it was “the first Indian company to raise capital through the TLB [term loan B] route” when it raised USD660 million in debt financing.
The deal, announced on 16 July 2021, was significantly oversubscribed and ultimately upsized given strong interest from global institutional investors.
S&R Associates, with partners Divyanshu Pandey, Sanjeev Adlakha and Arpita Garg, and Latham & Watkins, with Singapore partners Timothy Hia and Rajiv Gupta, represented Oravel Stays.
Shardul Amarchand Mangaldas & Co, with partners Prashant Gupta and Shubhangi Garg leading, and Linklaters, with partners Amit Singh, Philip Badge and Danelle Le Cren, advised the arrangers – JP Morgan Chase Bank, Mizuho Bank and Deutsche Bank Securities.
OYO said it would use the funds for business purposes including investment in product technology. The company also said it was “among the first” Indian startups to be publicly rated by Moody’s and Fitch rating agencies.
SBI’s maiden SOFR loan facility
| VALUE | LAW FIRMS |
| USD100 million | Baker McKenzie JSA |
India’s largest lender, the State Bank of India, chalked up a major milestone in providing what was the first secured overnight financing rate (SOFR) loan facility in the India loan market.
The five-year USD100 million loan to Indian Oil is the very first risk-free-rate loan in the external commercial borrowing (ECB) market, and the first in South Asia.
With the SOFR replacing the Libor (London Interbank Offered Rate) as the new alternative benchmark rate, the deal paves the way for more of the same in the ECB market. The deal was signed on 2 April 2021.
Baker McKenzie, with principal Kah Chin Chu leading, and JSA advised the State Bank of India on the deal.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
Insolvency
Piramal acquires insolvent Dewan
| VALUE | LAW FIRMS |
| USD4.6 billion | AZB & Partners Cyril Amarchand Mangaldas Desai & Diwanji JSA Trilegal |
When the National Company Law Tribunal gave its approval for Piramal Capital and Housing Finance’s USD4.6 billion bid for Dewan Housing Finance Corporation on 7 June 2021, it brought an end to the insolvency proceedings and the first such case under the Insolvency and Bankruptcy Code (IBC) of a financial services provider.
Add to this the fact that the proceedings at Dewan had unusually been initiated by the Reserve Bank of India (RBI), and that the approximately USD13.9 billion debt resolved was among the largest for a single company since the inception of the IBC.
AZB & Partners, with partner Bahram Vakil leading, advised the RBI in filing the application for initiation of proceedings, and subsequently advised Dewan and the RBI-appointed administrator overseeing the insolvency process.
Trilegal, with partners Sridhar Gorthi, Ashwyn Misra and Ankush Goyal leading, advised Piramal.
Desai & Diwanji was first appointed as the creditors’ counsel, and thereafter appointed as the administrator’s counsel for asset quality review of the wholesale loan book of DHFL.
Cyril Amarchand Mangaldas advised the committee of creditors, with managing partner Cyril Shroff providing strategic advice and partners L Viswanathan, Amey Pathak, Richa Roy and Abhijeet Das leading. JSA was co-counsel to the committee of creditors.
Restructuring of Shapoorji Pallonji’s debt
| VALUE | LAW FIRMS |
| USD2.69 billion | Desai & Diwanji JSA L&L Partners Saraf & Partners |
A deal for a one-time restructuring of debt of Shapoorji Pallonji & Company, reached on 31 March 2021, was one of the first and the largest one-time restructurings to take place under the resolution framework for covid-19-related stress introduced in a 6 August 2020 Reserve Bank of India circular.
It involved the outstanding loans of about USD2.69 billion held by more than 22 banks and lenders.
L&L Partners, with partner Satadru Goswami and Vaibhav Suri, advised the State Bank of India, which was the lead bank on the deal. Goswami and much of the L&L team that worked on the matter have since moved to Saraf & Partners.
JSA advised Standard Chartered bank as one of the lender’s counsel.
Desai & Diwanji advised Shapoorji Pallonji & Company, which is the holding company of the Shapoorji Pallonji group of companies.
L&L Partners said the transaction took place under tight timelines to meet stringent regulatory sunset periods.
Dighi Port resolves insolvency
| VALUE | LAW FIRMS |
| USD97.3 million | Cyril Amarchand Mangaldas DSK Legal MV Kini |
Dighi Port’s corporate insolvency resolution process resulted in its acquisition by Adani Ports and Special Economic Zone on 15 February 2021 for USD97.3 million.
This was one of the few insolvencies in the port sector that has been resolved. The Maharashtra-based port operator had owed INR30.74 billion to its financial creditors, and the Mumbai bench of the National Company Law Tribunal had admitted the insolvency plea in March 2018.
DSK Legal, with partner Ajay Shaw leading, advised the resolution professional at Dighi Port, while MVKini was legal counsel to the committee of creditors, and Cyril Amarchand Mangaldas advised Adani Ports and Special Economic Zone.
Dighi was the 12th port to be acquired by Adani Ports and Special Economic Zone.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
- Tata acquires Air India
- Alliance allows European schools into India
- Blackstone’s big buyout of Mphasis stake
- Brookfields’ mega real estate deal
- Sumitomo Mitsui’s major acquisition
- Wipro goes large with Capco buy
- Blackstone buy signals market maturity
- Dream run on sports tech investment
- Blackstone tops warehouse space after purchase
- KKR takes control of Vini Cosmetics
- Pre-US IPO funding for Pine Labs
- BharatPe’s series E sets it up for more
- Flipkart’s massive USD3.6bn funding
- Pharmeasy’s unicorn round
- Orkla buys stake in Eastern Condiments
- Bain acquires port logistics stake
- EverEnviro buys waste management business
- IL&FS offloads China asset, reduces debt
- Construction tech startup rushes to unicorn status
- CoinDCX becomes unicorn
- SarvaGram’s rural-focused funding
- Itochu acquisition of Aegis subsidiary stake
- Greaves purchase expands EV portfolio
- AI collaboration a benchmark deal
- Oji takes majority stake in Empire
M&A/JV/PE
Tata acquires Air India
| VALUE | LAW FIRMS |
| USD2.4 billion | AZB & Partners Cyril Amarchand Mangaldas Link Legal |
In one of the most high-profile deals of 2021, Tata Group, through its subsidiary Talace, won the bid to acquire Air India, its subsidiary Air India Express, and a 50% stake in Air India SATS.
The share purchase agreement signed on 25 October 2021 marked what was to be the first complete disinvestment of a public sector undertaking in almost 20 years in India, the process for which had begun in 2017.
The USD2.4 billion deal was to involve multi-jurisdictional antitrust filings and a renegotiation of financing arrangements for a public sector undertaking, among others.
AZB & Partners, with managing partner Zia Mody leading, advised Tata Sons and Talace.
Cyril Amarchand Mangaldas, with managing partner Cyril Shroff leading, was lead counsel to the Indian government.
Link Legal, with partner Anand Srivastava leading, advised Air India and its subsidiaries in vendor due diligence.
Alliance allows European schools into India
| VALUE | LAW FIRMS |
| N/A | IndusLaw Khaitan & Co |
Gurugram-based Indian School of Hospitality sold a majority stake to Swiss higher education company Sommet Education as part of a strategic alliance between the two companies.
The sale, announced on 24 August 2021, allowed for the entry into India of culinary and pastry school École Ducasse, and hospitality business school Les Roches, making the deal a landmark for hospitality education.
Sommet Education is owned by Euronext Paris-listed investment company Eurazeo.
Khaitan & Co, with partner Monika Srivastava leading, advised Sommet Education. IndusLaw, with senior partner Avimukt Dar and partner Anubha Sital, advised Indian School of Hospitality.
Flipkart’s massive USD3.6bn funding
| VALUE | LAW FIRMS |
| USD3.6 billion | Cooley Cyril Amarchand Mangaldas Freshfields Bruckhaus Deringer Hogan Lovells Shardul Amarchand Mangaldas & Co Trilegal |
Even among the many headline-grabbing private equity and venture capital deals of 2021, Flipkart’s USD3.6 billion funding round, which valued the e-commerce company at USD37.6 billion, stood out for its sheer audacious size.
The deal was announced on 12 July 2021, and resulted in the acquisition of a 10.37% stake by various new investors (including the Canada Pension Plan Investment Board, Government of Singapore Investment Corporation (GIC) and SoftBank Vision Fund 2 and existing investors.
Hogan Lovells, with partner Stephanie Keen leading, and Shardul Amarchand Mangaldas & Co, with partner Raghubir Menon leading, advised Flipkart.
Freshfields Bruckhaus Deringer advised Canada Pension Plan Investment Board, while Cooley, with partner Matthew Bartus leading, advised SoftBank Vision Fund 2. Cyril Amarchand Mangaldas advised both the above investors.
Trilegal, with partners Nishant Parikh and Nisha Kaur Uberoi leading, advised GIC.Flipkart said that with this investment it would “continue to make deeper investments across people, technology, supply chain and infrastructure to address the requirements of a rapidly growing consumer base in India”.
Blackstone’s big buyout of Mphasis stake
| VALUE | LAW FIRMS |
| USD2.8 billion | Allen & Gledhill Allen & Overy JSA Shardul Amarchand Mangaldas & Co Simpson Thacher & Bartlett |
In what was Blackstone’s largest acquisition in Asia in 2021, a fund of the PE firm, Marble II, acquired a controlling stake in NSE and BSE-listed IT services provider Mphasis for USD2.8 billion from another fund of Blackstone, BCP Topco IX.
This acquisition, which had included strategic investors Abu Dhabi Investment Authority and two others, closed on 10 August 2021 after triggering a mandatory open offer for an additional stake of up to 26%.
The deal was an arm’s length transaction between distinct and separate funds managed by Blackstone.
Simpson Thacher & Bartlett, with partner Ian Ho leading, acted as foreign law advisers to Blackstone, while Shardul Amarchand Mangaldas & Co advised Blackstone on Indian law aspects. Allen & Gledhill advised Blackstone on Singapore legal aspects of the deal.
Allen & Overy, with partner Gautam Narasimhan leading, advised the arrangers on the financing of the deal, while JSA was Indian legal counsel to the arrangers.
Brookfields’ mega real estate deal
| VALUE | LAW FIRMS |
| USD2.1 billion | AZB & Partners Cyril Amarchand Mangaldas Khaitan & Co |
One of India’s largest real estate deals in recent times was Brookfield Asset Management’s USD2.1 billion acquisition of real estate assets from the RMZ Group.
The deal closed on 4 December 2020 after receiving approval from India’s antitrust regulator on 29 September 2020.
The property assets acquired as part of this deal amounted to 12.5 million square feet of commercial assets that were part of projects housed within five entities of the privately held RMZ Group – RMZ Infotech, RMZ Eco Infrastructure, RMZ Azure Projects, RMZ North Star Projects and RMZ Galleria (India).
RMZ, which also sold its stake in CoWrks India to Brookfield as part of the deal, said it would have zero debt as a result of the sale.
Khaitan & Co, with partner Aakash Choubey leading, advised Brookfield Asset Management. AZB & Partners, with partner Sai Krishna Bharathan leading, was legal counsel to RMZ Group, while Cyril Amarchand Mangaldas advised both Brookfield and RMZ on due diligence.
Sumitomo Mitsui’s major acquisition
| VALUE | LAW FIRMS |
| USD2 billion | Allen & Overy Anderson Mori & Tomotsune AZB & Partners Cyril Amarchand Mangaldas Slaughter and May |
In what was a significant investment made by a large Japanese bank in the global financial services sector, Sumitomo Mitsui Financial Group acquired a 74.9% stake in non-banking financial company Fullerton India Credit, and indirectly also in its housing finance subsidiary, for about USD2 billion from Fullerton Financial Holdings.
The deal closed on 30 November 2021. Sumitomo Mitsui Financial Group, the parent of Sumitomo Mitsui Banking Corporation, is to acquire the remaining 25.1% stake after a transition period.
AZB & Partners, with partner Shameek Chaudhuri leading, advised Sumitomo Mitsui Financial Group on Indian law aspects of the deal, while Anderson Mori and Tomotsune advised it on Japanese law aspects, and Slaughter and May, with partners Paul Dickson and Chris McGaffin leading, advised on English law aspects.
Cyril Amarchand Mangaldas, with partners Shishir Vayttaden and Aishwarya K leading, advised the sellers Fullerton Financial Holdings, a portfolio company of Temasek, and Angelica Investments, which held a 25.1% stake. Allen & Overy was international legal counsel to Fullerton.
Wipro goes large with Capco buy
| VALUE | LAW FIRMS |
| USD1.45 billion | Allen & Overy AZB & Partners Debevoise & Plimpton DLA Piper Hughes Hubbard & Reed Vischer |
In one of the largest acquisitions by an Indian IT services company (and Wipro’s largest acquisition) to date, Wipro acquired Capco, a UK-based tech consultant specialising in financial services, for USD1.45 billion from its shareholders including PE firm Clayton Dubilier & Rice.
The deal closed on 30 June 2021, and was seen as a bold move by NYSE, NSE and BSE-listed Wipro to get a foothold in the higher-margin financial services consulting market. The financing for the deal was the largest outbound acquisition financing by an Indian company in 2020/2021.
AZB & Partners, with partners Srinath Dasari and Bhuvana Veeraragavan, was Indian legal counsel to Wipro, while DLA Piper, with partner Mathias Schulze Steinen leading, advised Wipro on all non-US and non-India aspects of the deal. Hughes Hubbard & Reed, with partner Charles Samuelson leading, was Wipro’s US legal counsel.
Vischer, with partner Adrian Dörig leading, advised Wipro on all Swiss legal aspects of the deal. Debevoise & Plimpton, with partners Paul Bird and Uri Herzberg leading, advised Capco and Clayton Dubilier & Rice.
Allen & Overy, with partner Gautam Narasimhan leading, advised a syndicate of banks on the financing of the deal.
Blackstone buy signals market maturity
| VALUE | LAW FIRMS |
| USD1 billion | Allen & Overy Cyril Amarchand Mangaldas DL & F De Saram JSA Nithya Partners Simpson Thacher & Bartlett Trilegal |
PE group Blackstone’s USD1 billion acquisition of glass packaging manufacturer Piramal Glass on 31 March 2021 was the largest transaction for a packaging company in India to date.
It also signalled the coming of age of the Indian PE market, with PE funds seeking out controlling interests in companies.
The transaction was structured as an external commercial borrowing in India, allowing international lenders to provide US-dollar financing to the Indian acquisition entity. Piramal Glass has since been renamed PGP Glass.
Simpson Thacher & Bartlett, with partner Ian Ho leading, was international counsel to Blackstone. Cyril Amarchand Mangaldas was Indian legal counsel, while Nithya Partners was Sri Lankan counsel.
Trilegal, with partner Sridhar Gorthi leading, advised Piramal Glass. Allen & Overy, with partner Gautam Narasimhan leading, advised the arrangers in respect of the acquisition financing for the deal. JSA was Indian legal adviser to the arrangers. DL & F De Saram was Sri Lankan counsel to the arrangers.
Dream run on sports tech investment
| VALUE | LAW FIRMS |
| USD840 million | AZB & Partners Dechert Goodwin Procter Gunderson Dettmer Paul Weiss Shardul Amarchand Mangaldas & Co Sidley Austin Weil Gotshal & Manges |
On 24 November 2021, when sports tech company Dream Sports announced it had completed an investment of USD840 million at an USD8 billion valuation, it was among the largest investments globally in the sports tech sector.
The round was led by Falcon Edge, DST Global, D1 Capital Partners, RedBird Capital and Tiger Global, and included existing investors like TPG and Footpath Ventures.
It came eight months after Dream Sports had completed a USD400 million secondary fundraise led by TCV, D1 Capital and Falcon Edge, which had valued the company at nearly USD5 billion. These are the largest investments in the Indian sports tech ecosystem to date, and come at a time of regulatory uncertainty for fantasy gaming.
Sidley Austin, with partner Andrew Harper leading, advised Dream Sports. AZB Partners and Weil Gotshal & Manges advised TCV. Paul Weiss Rifkind Wharton & Garrison advised D1 Capital Partners. Dechert advised Steadview.
Shardul Amarchand Mangaldas & Co advised Chryscapital, Goodwin Procter advised Falcon Edge and Gunderson Dettmer advised Tiger Global.
Blackstone tops warehouse space after purchase
| VALUE | LAW FIRMS |
| USD700 million | Cyril Amarchand Mangaldas Khaitan & Co S&R Associates |
Despite the ongoing pandemic, the past year has had its fair share of mega-deals, and the USD700 million acquisition of Embassy Industrial Parks by Blackstone Group certainly fits that bill.
Described as the largest in India’s logistics and warehousing sector, the deal also made Blackstone the largest owner of warehousing space in the country.
Announcing the acquisition on 10 May, Blackstone said Embassy Industrial Parks – a Warburg Pincus and Embassy Group joint venture that developed and managed warehouses and industrial parks across India – comprised 10.6 million square feet of modern grade A logistics and warehousing assets near urban centres.
Khaitan & Co, with partner Aakash Choubey leading, advised Blackstone. S&R Associates, with partners Sandip Bhagat and Sudip Mahapatra leading, advised Embassy Group, while
Cyril Amarchand Mangaldas advised Warburg Pincus.
KKR takes control of Vini Cosmetics
| VALUE | LAW FIRMS |
| USD625 million | Allen & Gledhill AZB & Partners IndusLaw JSA Milbank Shardul Amarchand Mangaldas & Co Simpson Thacher & Bartlett |
When PE firm KKR acquired Sequoia Capital’s stake in personal care and beauty products company Vini Cosmetics, it was seen as the largest PE control deal to date in the personal care and beauty products sector in India.
KKR made the USD625 million acquisition through Cosmos Asia Holdings II and the deal closed on 26 July 2021. While the co-founders of Vini Cosmetics continue to hold a significant stake, existing investor WestBridge Capital’s further stake from the founder group increases its shareholding.
A Mumbai office team of AZB & Partners, led by managing partner Zia Mody, advised KKR, while the firm’s Delhi office, with partners Amrita Patnaik, Gautam Saha and Harshit Chandra, advised WestBridge Capital. Simpson Thacher, with partner Ian Ho leading, was international counsel to KKR.
Shardul Amarchand Mangaldas & Co, with partners Jamshed Bhumgara, Navruz Vakil and Akshat Shrivastava, advised Vini Cosmetics. IndusLaw advised Sequoia Capital with senior partner Suneeth Katarki and partner Anindya Ghosh representing the firm.
Milbank advised the creditors in connection with the acquisition financing for the deal. JSA was Indian counsel to creditors, and Allen & Gledhill Singapore counsel.
Pre-US IPO funding for Pine Labs
| VALUE | LAW FIRMS |
| USD600 million | Allen & Gledhill AZB & Partners Khaitan & Co Morgan Lewis Stamford Morrison & Foerster Phoenix Legal Simmons & Simmons |
Payment platform Pine Labs announced a USD600 million investment round on 6 July 2021, which was seen as a pre-IPO round for what was the first Indian unicorn of 2020.
The deal, which valued the company at USD3.5 billion, involved a mix of primary and secondary transactions, and saw the entry of new investors Fidelity Management & Research, funds managed by BlackRock, Ishana and Tree Line, and a fund advised by Neuberger Berman Investment Advisers.
Pine Labs is reportedly seeking a US IPO in preparation for which the company’s Singapore-based parent converted into a public company in September 2021.
Phoenix Legal, with partner Saket Shukla leading, advised Pine Labs. Morrison & Foerster, with partner Amit Kataria leading, advised BlackRock.
Khaitan & Co, with partner Vineet Shingal leading, advised existing investor Temasek.AZB & Partners advised existing investor Sequoia. Simmons & Simmons advised Marshall Wace. Morgan Lewis Stamford advised Duro Capital. Allen & Gledhill advised Baron Capital.
BharatPe’s series E sets it up for more
| VALUE | LAW FIRMS |
| USD370 million | Antares Legal AZB & Partners IndusLaw Khaitan & Co |
Resilient Innovations, which operates as BharatPe, was one of the more high-profile companies that reached unicorn status in 2021 with a USD370 million series E equity fundraise that valued the merchant payments and financial services provider at USD2.85 billion.
The round was led by a new investor, Tiger Global, and included Dragoneer Investment Group, Coatue Management, Sequoia Growth, Ribbit Capital, Steadfast Capital and Amplo. The deal closed on 27 August 2021.
Antares Legal, with partner Siddharth Bhavnani leading, advised BharatPe. The firm has advised on all BharatPe’s equity fundraise mandates since its incorporation in 2019.
AZB & Partners, with partner Ashwath Rau leading, advised Tiger Global. Khaitan & Co, with partner Mayank Singh leading, advised existing investor Insight Partners. IndusLaw advised Coatue Management with partner Winnie Shekhar representing the firm.
BharatPe’s in-house legal team assisted on the deal led by GC and head of corporate strategy and affairs, Sumeet Singh. BharatPe and non-banking financial company Centrum Financial Services have since established a small finance bank that is expected to acquire distressed lender Punjab & Maharashtra Co-operative Bank.
Pharmeasy’s unicorn round
| VALUE | LAW FIRMS |
| USD350 million | AZB & Partners Cyril Amarchand Mangaldas Gunderson Dettmer IndusLaw JSA Khaitan & Co Nishith Desai Associates Samvad Partners Shardul Amarchand Mangaldas & Co Tatva Legal Trilegal |
On 7 April 2021, API Holdings, the parent company of online pharmacy Pharmeasy, closed a USD350 million series E funding round led by Prosus Ventures and TPG Growth, which included existing investors such as Temasek, CDPQ, LGT Lightrock, Eight Roads & Think Investments.
The round made the company India’s newest unicorn in the e-pharmacy space, and it has since gone on to file for an IPO.
AZB & Partners advised API Holdings and its founders. Gunderson Dettmer represented client Prosus Ventures. Trilegal also advised Prosus. Shardul Amarchand Mangaldas & Co advised TPG Growth.
Samvad Partners advised Fundamentum Partnership Fund I, Eight Roads Ventures India III and F Prime Capital Partners, existing investors at API Holdings. IndusLaw, which advised Orbimed Advisors, was represented by senior partner Kartik Ganapathy and partner Minhaz Lokhandwala, while JSA advised B Capital.
Cyril Amarchand Mangaldas advised CDPQ Private Equity Asia. Khaitan & Co advised Bessemer India Capital Holdings II. Nishith Desai Associates advised Evermed Holdings.
Tatva Legal advised Aarin Capital Partners and MEMG Family Office.Trilegal advised API Holdings on obtaining approval from the Competition Commission of India for investments by CDPQ Private Equity Asia, TPG Growth V SF Markets and Prosus Ventures. The three investors will together hold a 31% stake in API Holdings.
Orkla buys stake in Eastern Condiments
| VALUE | LAW FIRMS |
| USD181 million | IC Universal Legal Trilegal |
Orkla’s acquisition of a 67.8% stake in iconic Eastern Condiments continues a remarkable story that began with the Oslo stock exchange-listed company’s acquisition in 2007 of MTR Foods, arguably one of India’s most trusted brands.
The deal closed on 31 March and was made through MTR Foods. It comprised the sale of a 41.8% stake in Eastern Condiments by its promoters, and the entire 26% stake of McCormick Ingredients SE Asia, which had held a stake in the company since 2010. As a result, Eastern Condiments will merge with MTR, and Orkla will have a 90.01% stake in the merged company.
The parties have agreed on a purchase price that values Eastern at USD268 million on a debt and cash-free basis.
IC Universal Legal, with partner Sameena Chatrapathy leading, advised Eastern Condiments. Trilegal, with lead partner Kosturi Ghosh, advised both Orkla and MTR Foods.
Bain acquires port logistics stake
| VALUE | LAW FIRMS |
| USD180 million | AZB & Partners Bharucha & Partners |
Bain Capital’s USD180 million acquisition of a stake in excess of 30% in International Cargo Terminals and Infrastructure, a subsidiary of Mumbai-based JM Baxi Group, was one of the biggest deals in the Indian port logistics business.
International Cargo Terminals and Infrastructure runs logistics chains, port operations and cargo generating and handling activities. The deal closed in February 2021.
Bharucha & Partners, with partner Justin Bharucha leading, advised JM Baxi Group and International Cargo Terminals and Infrastructure. AZB & Partners, with partner Qais Jamal leading, advised Bain Capital.
EverEnviro buys waste management business
| VALUE | LAW FIRMS |
| USD164.6 million | Cyril Amarchand Mangaldas Khaitan & Co |
In what was described as one of the largest acquisitions in municipal solid waste management to date, EverEnviro Resource Management acquired the entire waste management business of Infrastructure Leasing and Financial Services (IL&FS), which consisted of IL&FS Environmental Infrastructure & Services (IEISL), along with its five subsidiaries.
The deal was also the first sale of debt-laden IL&FS’ assets under a resolution framework approved by the National Company Law Appellate Tribunal, and reduced IL&FS’ overall debt by USD164.6 million. The deal was announced on 7 April 2021 for an undisclosed amount.
A Khaitan & Co team of 10 partners advised EverEnviro Resource Management. Cyril Amarchand Mangaldas advised IL&FS, which held a 97.54% equity stake in IEISL. IL&FS Employee Welfare Trust held the remaining 2.46% stake.
EverEnviro Resource Management is a subsidiary of Green Growth Equity Fund, an Indian climate fund managed by EverSource Capital, which is a JV between Everstone Capital and Lightsource bp.
IL&FS offloads China asset, reduces debt
| VALUE | LAW FIRMS |
| USD134.2 million | Ashurst Cyril Amarchand Mangaldas JunHe Rajah & Tann Shook Lin & Bok Zhong Lun Law Firm |
When debt laden Infrastructure Leasing and Financial Services (IL&FS) announced the completion of its 49% stake sale in its Chinese road asset, Chongqing Yuhe Expressway, on 1 April 2021, it was seen as a significant step in reducing the company’s overall debt of more than INR1 trillion (USD13.4 billion) due to mainly banks and mutual funds at what was once India’s largest non-banking finance company.
IL&FS had held the stake through its Singapore-based subsidiary, ITNL International, and the sale to a fund jointly owned by PingAn Insurance and China Merchants fetched it USD134.2 million.
Rajah & Tann Singapore, with partner Abdul Jabbar Bin Karam Din, was Singapore counsel for ITNL International, while Cyril Amarchand Mangaldas was Indian counsel.
JunHe, with partner Zhao Mengmeng leading, was ITNL’s counsel in China. Ashurst was the Bank of Baroda’s counsel.
Shook Lin & Bok was PingAn’s Singapore counsel, and Zhong Lun was its China counsel.
Construction tech startup rushes to unicorn status
| VALUE | LAW FIRMS |
| USD100 million | Gunderson Dettmer IndusLaw Spice Route Legal |
By most estimates India added about 40 unicorns in 2021, mostly in fintech, edtech and healthtech. An outlier is construction tech startup Hella Infra Market, operating as Infra.Market, which reached unicorn status when it reeled in USD100 million in a series C fundraise in February 2021.
Infra.Market had reportedly raised USD150 million when it reached unicorn status, and the speed with which it achieved this was remarkable. In December 2020, after its series B fundraise of USD20 million, the company had been valued at about USD200 million.
IndusLaw, with partner Anindya Ghosh leading, advised Infra.Market. Gunderson Dettmer, with its New York-based partner Steven Baglio leading, advised existing investor Tiger Global, which led the funding round.
Investors included Accel Partners, Nexus Ventures Partners, Evolvence India Fund, Sistema Asia Fund and Foundamental. Spice Route Legal, with partner Mathew Chacko leading, advised Foundamental.
CoinDCX becomes unicorn
| VALUE | LAW FIRMS |
| USD90 million | Ikigai Law JSA |
India’s largest cryptocurrency exchange, CoinDCX, reached unicorn status with a USD90 million series C round of funding in August 2021.
The round was led by B Capital Group. CoinDCX was the first Indian unicorn in the cryptocurrency sector, but the deal was remarkable as it happened despite the regulatory uncertainty the sector faces.
Partner Anirudh Rastogi at Ikigai Law, which advised CoinDCX, said: “Closing the deal required creative structures to provide comfort to the investors around regulatory risk.” JSA advised B Capital Group.
SarvaGram’s rural-focused funding
| VALUE | LAW FIRMS |
| USD10.5 million | IndusLaw Link Legal |
PE investors took bets on companies big and small across India in 2021. Among the less well known was a USD10.5 million series B equity investment round led by Elevation Capital that went to fintech startup SarvaGram.
The 27 January 2021 deal was significant as its focus was rural India, for which it is “building India’s first household-centric data science-led ‘high-tech, high-touch’ distribution platform”. Existing investor Elevar Equity participated in the round.
Link Legal, with partner Nusrat Hassan leading, advised SarvaGram and its founders. IndusLaw advised Elevation Capital and Elevar Equity, and the firm was represented by senior partner Suneeth Katarki and partner Mayukh Datta
Itochu acquisition of Aegis subsidiary stake
| VALUE | LAW FIRMS |
| USD9.4 million | Khaitan & Co Veritas Legal |
Itochu Petroleum’s USD9.4 million acquisition of a 5.3% stake in Hindustan Aegis LPG takes to 25% its stake in the company, which is developing a liquefied petroleum gas (LPG) import terminal at Haldia port in West Bengal.
The deal closed on 6 April and follows on from Itochu’s 2017 acquisition of a 19.7% stake in Hindustan Aegis LPG. It represents a full-fledged entry by one of the largest LPG companies into India, which in turn is the ’s third-largest LPG market.
Itochu Corporation and Aegis – which owns and operates terminals for LPG, petroleum products and chemicals at various locations in India – have been in a joint venture since 2014.
Veritas Legal, with partner Kunal Doshi leading, advised National Stock Exchange of India and BSE-listed Aegis Logistics and its subsidiaries Aegis Gas (LPG) and Hindustan Aegis LPG.
Khaitan & Co, with partner Gahan Singh leading, advised Itochu Petroleum, a Singapore subsidiary of Japan’s Itochu Corporation.
Greaves purchase expands EV portfolio
| VALUE | LAW FIRMS |
| USD2.5 million | HSA Advocates Spice Route Legal |
Greaves Electric Mobility’s USD2.4 million acquisition of a 26% stake in electric three-wheeler manufacturer MLR Auto takes on significance with the demand for electric vehicles gaining good momentum in India.
The deal gave the company the right to increase its stake by another 25% within 12 months of its closing on 23 October 2021.
HSA Advocates, with partner Saurya Bhattacharya, advised Greaves Electric Mobility and its parent, NSE and BSE-listed Greaves Cotton.
Atindra Basu, general counsel and company secretary of Greaves Cotton, led an in-house team that advised on the deal. Spice Route Legal, with partner Praveen Raju leading, advised MLR Auto.
AI collaboration a benchmark deal
| VALUE | LAW FIRMS |
| Undisclosed | Algo Legal Kelley Drye & Warren Shardul Amarchand Mangaldas & Co |
In what was seen as a collaboration between two market leaders in artificial intelligence (AI), Fractal.ai, an AI and advanced analytics solutions provider, acquired revenue growth management firm Samya.ai for an undisclosed amount.
The M&A deal, announced on 22 June 2021, was in all likelihood a first in AI. Both companies have a significant presence in India.
Kelley Drye & Warren advised Fractal in the US, while Algo Legal, with partner Neha Madan leading, represented Samya.ai and its existing investor Sequoia Capital on this deal. Shardul Amarchand Mangaldas & Co advised Fractal in India.
AI collaboration a benchmark deal
| VALUE | LAW FIRMS |
| Undisclosed | Algo Legal Kelley Drye & Warren Shardul Amarchand Mangaldas & Co |
In what was seen as a collaboration between two market leaders in artificial intelligence (AI), Fractal.ai, an AI and advanced analytics solutions provider, acquired revenue growth management firm Samya.ai for an undisclosed amount.
The M&A deal, announced on 22 June 2021, was in all likelihood a first in AI. Both companies have a significant presence in India.
Kelley Drye & Warren advised Fractal in the US, while Algo Legal, with partner Neha Madan leading, represented Samya.ai and its existing investor Sequoia Capital on this deal. Shardul Amarchand Mangaldas & Co advised Fractal in India.
Oji takes majority stake in Empire
| VALUE | LAW FIRMS |
| Undisclosed | Dua Associates Lakshmikumaran & Sridharan |
Tokyo Stock Exchange-listed Oji Holdings, a paper and packaging manufacturer, acquired an 80% equity stake in Empire Packages, a Punjab-based manufacturer of corrugated cardboard boxes, on 4 October 2021.
Both companies are leaders in their respective segments and the deal is a significant cross-border acquisition that keeps innovation and environmental sustainability at its core.
Lakshmikumaran & Sridharan, with partner Sudish Sharma leading, advised Oji Holding. Dua Associates, led by executive partner Siddhartha, advised Empire Packages.
Capital marketsDisputesFinanceInsolvencyM&A/JV/PEOther
Other
Höegh signs India’s first FSRU agreement
| VALUE | LAW FIRMS |
| Undislcosed | Mayer Brown Mulla & Mulla & Craigie Blunt & Caroe Phoenix Legal |
In what was a first for India, Höegh LNG Holdings entered into a bareboat charter and an operation and services agreement for chartering and maintenance of its floating, storage and regasification unit (FSRU), Höegh Giant.
The FSRU is to be deployed at H-Energy’s liquefied natural gas regasification terminal project at Jaigarh Port in Maharashtra. When commissioned, the terminal will be India’s first such facility.
The deal closed on 1 February 2021, and the 10-year charter agreement has annual termination options after five years.
Phoenix Legal, with partner Abhishek Saxena leading, advised Höegh LNG Holdings, and Saxena described the deal as “working through lack of clarity to provide actionable advice”. Mulla & Mulla & Craigie Blunt & Caroe, with partner Shardul Thacker leading, also advised Höegh LNG.
Mayer Brown advised H-Energy, which is part of the Hiranandani Group, and which did the deal through its subsidiary, Western Concessions.
