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Mergers & Acquisitions

Overview

We are active in take-overs, mergers and acquisitions and advise regularly on the obligations imposed by the Companies Act, the Listing Manual of the Singapore Stock Exchange and the Singapore Code on Take-overs and Mergers. Lee & Lee also regularly advises public companies on schemes of arrangement and corporate reconstruction. The team is noted for having a commercial awareness of the clients’ business objectives and goals and is able to adopt practical measures and recommend practical solutions to achieve and  accomplish the clients’ commercial objectives in an effective and efficient manner.

We have handled numerous M&A transactions, ranging in size from less than a few million dollars to one of the largest corporate deals in Singapore’s history with the competing cash and share takeover offers by DBS Group Holdings Ltd and United Overseas Bank Limited for Overseas Union Bank Limited, valuing OUB at approximately S$10.2 billion when the offers were announced. We acted for the target, OUB. In addition to handling acquisitions of private entities, we regularly negotiate acquisitions and disposals involving large, publicly traded companies. Our experience encompasses many industry groups and represents all categories of participants in acquisition and merger transactions, including buyers, sellers, major stockholders, lenders, financial advisors, management, special board committees, venture capitalists, individual investors, private equity funds, hedge funds and others.

Our Work

Our broad experience enables us to advise on a wide range of M&A transactions, including the following :

  • Take-overs and reverse take-overs of companies (hostile, contested and agreed), including asset injections and divestments
  • Mergers and schemes of arrangements for companies, including mergers of financial institutions
  • Acquisitions and divestments of companies, businesses and assets in domestic and cross-border transactions
  • Capital reorganizations, corporate restructurings, de-mergers, privatisations and de-listings
  • Legal risk management in varied forms including due diligence, warranties and price adjustment mechanisms

Some of the more notable and complex corporate transactions we have provided advice on include:-

  1. Acting for the offeror in relation to its takeover offer to acquire all the shares in the capital of a Singapore listed company at an offer price of approximately S$168 million
  2. Acting for a foreign corporation in the sale of assets to a household supermarket brand name for approximately S$90 million
  3. Acting for judicial managers in the restructuring, reverse takeover transaction and eventual re-listing of a corporation on the Singapore Stock Exchange
  4. Advising a multinational bank who acted as financial adviser to a major corporation in respect of its offer to purchase a financial institution worth approximately S$711 million
  5. Advising a multinational bank who acted as advisers to a major iron and steel corporation in its purchase of strategic steel manufacturing operations for approximately S$486 million
  6. Advising in the reverse takeover and merger of the listed company at a value of approximately US$62 million
  7. Acting for a listed corporation in its acquisition of a prominent property and real estate company in Europe for a consideration of approximately S$75 million
  8. Acting for a listed corporation in its acquisition of major retail and serviced properties for approximately S$345 million

Profiles of Partners
Adrian Chan