dla piper capital markets

DLA PIPER CAPITAL MARKETSAn overview of our practice in India

ABOUT DLA PIPER

DLA Piper is a global law firm with 4,200 lawyers located in more than 30 countries throughout the Americas, Asia Pacific, Europe and the Middle East, positioning it to help companies with their legal needs anywhere in the world. In Asia Pacific, DLA Piper has more than 650 lawyers located in 12 offices spread across six countries.

DLA Piper’s India practice comprises over 180 lawyers based in offices worldwide. Collectively, our integrated team focuses on inbound and outbound

India-related business opportunities and advises on a wide range of corporate matters, including capital markets, mergers and acquisitions and private equity transactions. We also advise on finance, projects, real estate, technology, media, commercial and dispute resolution work. Members of our India practice enjoy strong working relationships with all of the major law firms in India. Many are Indian law qualified and have worked extensively in India.

DLA Piper features one of the largest capital markets practices in the world, with over 150 capital markets lawyers across Asia Pacific, Europe, the Middle East and the Americas. Since 2007, we have assisted clients in raising capital of over US$26 billion in more than 150 public offerings around the world. In the United States, we have participated in more than 200 major transactions in capital markets, including more than 30 IPO projects. In the UK, we surpass any other law firm in the world in terms of the number of IPO projects in which we have been involved in the sub-market of London Stock Exchange (AIM).

In Asia, we have over 30 internationally and locally qualified capital markets lawyers. Since 2011, our capital markets team has assisted enterprises and investment banks in successfully completing more than 60 major transactions.

Members of our India capital markets team have advised Indian clients on more than 25 international securities offerings since 2009. We represent corporations, local, regional and international financial institutions and investment banks.

Our lawyers speak a wide range of languages and regional dialects and understand the legal, regulatory and cultural nuances of doing business in India and Asia. We regularly advise on:

■ Equity offerings, including IPOs, QIPs, FPOs, IPPs and OFS transactions

■ Debt offerings including FCCBs, high-yield debt offerings, and investment grade debt offerings

■ Rule 144A equity offerings with India, Hong Kong and Singapore IPOs

■ AIM and LSE Main Market listings

■ United States public offerings registered with the U.S. SEC

■ U.S. regulatory issues such as U.S. broker dealer questions, OFAC compliance, PFIC analysis and other regulatory questions

■ Corporate governance and ’34 Act reporting for foreign private issuers

■ Equity-linked securities

■ Other public and private equity and debt transactions, pre-IPO financings and syndicated loan transactions

OUR CAPITAL MARKETS EXPERTISE

Winner of Capital Markets Law Firm of the Year 2013, by LegalEra Awards for outstanding performance in international capital markets in India.

Winner of Equity Deal of the Year, IFLR India Awards 2012 for Power Finance Corporation Limited US$1 billion public offering limited

Winner of Debt and Equity-Linked Deal of the Year 2012, IFLR India Awards 2012 for Ballarpur Industries Limited US$200 million Bond Offering

Winner of Deal of the Year 2010, Asian Counsel and India Business Law Journal for Coal India IPO – 6th largest IPO in the World 2010 and India’s largest ever IPO.

02 | DLA Piper’s Capital Markets Practice in India overview

REPRESENTATIVE TRANSACTIONS IN INDIA

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RECENT EXPERIENCE

Lawyers at DLA Piper have advised on the following representative capital markets transactions in India:

INDIA EXPERIENCE

Securities offerings for various Indian companies, including:

Adani Enterprises

Allcargo Global Logistics

Amtek Auto

A2Z Maintenance & Engineering

Bharti Televentures

Centurion Bank of Punjab

Coal India

Cox and Kings

Edelweiss Capital

Engineers India Limited

Everest Kanto Cylinder

Gitanjali Gems

Gujarat State Petronet

HCL Infosystems

Hotel Leelaventure

IRB Infrastructure

Jet Airways

Jindal Poly Films

Jindal Saw

Jindal Stainless

JK Cement

KPR Mills

Man Industries

Max India Limited

MOIL Limited

Monnet Ispat

Muthoot Finance

Patni Computer Systems

Power Finance Corporation

PTC Financial Services

Punj Lloyd

Radico Khaitan

Religare Enterprises

Tata Consultancy Services

Tata Teleservices

Tech Mahindra

EQUITY CAPITAL MARKETS

■ Coal India Limited: Advising the Government of India and Coal India Limited, the world’s largest coal miner, on the company’s US$3.43 billion IPO, the largest IPO in the history of Indian capital markets and one of the top ten highest value IPOs in the world during 2010

■ Engineers India: Advising the Government of India (the selling shareholder) in the US$215 million follow-on public offering divestment by Engineers India Limited

■ Power Finance Corporation: Advising the Government of India and Power Finance Corporation on its US$1.0 billion follow-on public offering

■ Oil and Natural Gas Corporation Limited: Advising the Government of India (the selling shareholder) on the follow-on public offering by divestment by Oil and Natural Gas Corporation Limited, India’s largest oil and gas corporation

■ MOIL Limited: Advising JP Morgan, Edelweiss and IDBI Capital on the US$223 million initial public offering by MOIL, a Government of India disinvestment transaction of India’s largest managese ore company

■ PTC India Financial Services: Advising PTC India Financial Services on its US$97 million follow-on public offering

■ Cox and Kings: Advising Morgan Stanley and India Infoline in the US$35 million GDR offering and Luxembourg Stock Exchange listing by Cox & Kings Limited

■ Ansal API: Advising IDFC SSKI Private Limited on the US$50 million equity offering by Ansal Properties and Infrastructure Limited

■ Money Matters: Advising India Infoline on the US$100 million equity offering by Money Matters Financial Services Limited

■ PC Jeweller: Advising Kotak Mahindra, SBI Capital and IDBI Capital on the US$109 million initial public offering of equity shares by PC Jeweller Limited, a Delhi based jewellery company


■ Allcargo Global Logistics: Advising Bank of America Merrill Lynch and Credit Suisse on the US$23 million equity offering by Allcargo Global Logistics Limited

■ Punj Lloyd: Advising Citigroup and IDFC on the approximately US$140 million Qualified Institutional Placement by Punj Lloyd Limited

■ A2Z Maintenance & Engineering Services: Advising Bank of America Merrill Lynch, Enam Securities, IDFC, ICICI Securities, SBI Capital Markets and Yes Bank on the US$200 million initial public offering by A2Z Maintenance & Engineering Services Limited, a Gurgaon-based renewable energy and facilities management company

■ Muthoot Finance: Advising ICICI Securities, Kotak Mahindra Capital and HDFC Bank on the US$200 million initial public offering by Muthoot Finance Limited, a leading gold finance company

■ TD Power: Advising Enam Securities, Antique Capital Markets and Equirus Capital on the US$75 million initial public offering by TD Power Systems Limited

■ HCL Infosystems: Advising CLSA and JM Financial on the US$102 million equity offering by HCL Infosystems

■ Aban Offshore Limited: Advising Citigroup on the US$104 million equity offering by Aban Offshore Limited

■ Shriram Transport Finance Company: Advising Citigroup, Bank of America Merrill Lynch, and IDFC on the US$125 million equity offering by Shriram Transport Finance Company

■ Usha Martin Limited: Advising Edelweiss Capital on the US$102 million equity offering by Usha Martin Limited

■ IRB Infrastructure Developers Limited: Advising Deutsche Bank and Kotak Mahindra Capital on the US$250 million initial public offering by IRB Infrastructure Developers Limited

■ Max India: Advising CLSA on the US$265 million Qualified Institutional Placement by Max India

■ Centurion Bank of Punjab: Advising Deutsche Bank, Kotak Mahindra Capital and SSKI in a Qualified Institutional Placement by Centurion Bank of Punjab Limited

■ Edelweiss Capital: Advising Lehman Brothers, Citigroup and Kotak Mahindra Capital on the initial public offering by Edelweiss Capital Limited

■ Patni Computer Systems: Advising Goldman Sachs, Merrill Lynch, ABN AMRO, Jefferies and Macquarie Bank on the US$140 million ADR offering and NYSE listing by Patni Computer Systems

■ Tata Consultancy Services: Advising Morgan Stanley, Bank of America Merrill Lynch and JP Morgan in the US$1.2 billion initial public offering of Tata Consultancy Services

■ Punj Lloyd: Advising Bank of America Merrill Lynch, Citigroup, Kotak Mahindra Capital and ICICI Securities in the approximately US$160 million initial public offering by Punj Lloyd

■ Jet Airways: Advising Bank of America Merrill Lynch, Citigroup, UBS, Deutsche Bank, HSBC and Kotak Mahindra Capital in the approximately US$435 million initial public offering by Jet Airways

■ Jindal Poly Films: Advising Morgan Stanley and ICICI Securities in the approximately US$70 million follow-on offering by Jindal Poly Films

■ Jindal Saw: Advising Citigroup and ICICI Securities in the US$65 million GDR offering and Luxembourg Stock Exchange listing by Jindal Saw


■ Gitanjali Gems: Advising ICICI Securities in the initial public offering by Gitanjali Gems

■ Deccan Aviation: Advising the underwriters on the initial public offering by Deccan Aviation Limited

■ J.K. Cement: Advising Bank of America Merrill Lynch in a follow-on public offering by J.K. Cement Limited

■ Punj Lloyd: Advising Citigroup and Kotak Mahindra on the approximately US$200 million Qualified Institutional Placement by Punj Lloyd Limited

■ Union Bank of India: Advising Citigroup, Bank of America Merrill Lynch, Kotak Mahindra, Enam Securities and SBI Capital in a follow on public offering by Union Bank of India

■ Amtek Auto: Advising Bank of America Merrill Lynch in the US$75 million GDR offering and London Stock Exchange listing by Amtek Auto

■ Man Industries: Advising Dubai Bank and ICICI Securities on the US$35 million GDR offering and Dubai International Financial Exchange listing by Man Industries

■ Religare Enterprises: Advising Enam Securities in the initial public offering by Religare Enterprises Limited

DEBT CAPITAL MARKETS

■ Hotel Leelaventure Limited: Advising Deutsche Bank on the US$100 million convertible bond offering by Hotel Leelaventure Limited

■ Everest Kanto Cylinder Limited: Advising Citigroup in a convertible bond offering by Everest Kanto Cylinder Limited

■ Punj Lloyd: Advising Citigroup on the US$125 million convertible bond offering by Punj Lloyd Limited

■ Adani Enterprises Limited: Advising Jefferies in the US$250 million convertible bond offering by Adani Enterprises Limited

■ Gitanjali Gems Limited: Advising Jefferies in the US$110 million convertible bond offering by Gitanjali Gems Limited

■ Jindal Stainless: Advising Morgan Stanley in the US$50 million convertible bond offering by Jindal Stainless

■ Tata Teleservices: Advising Tata Teleservices in its US$125 million convertible bond offering managed by Deutsche Bank

■ Radico Khaitan: Advising Jefferies in a convertible bond offering by Radico Khaitan Limited and simultaneous issuance of unlisted cumulative compulsorily convertible preference shares

■ Bharti Televentures: Advising Bharti Tele-Ventures in its US$115 million convertible bond offering managed by ABN AMRO and Deutsche Bank

■ Monnet Ispat: Advising Bank of America Merrill Lynch in the US$60 million convertible bond offering by Monnet Ispat

ONGOING TRANSACTIONS

Lawyers at DLA Piper are currently advising on the following capital markets transactions in India (where public filings have not yet been made, issuer companies cannot be named to maintain confidentiality)

■ Advising Deutsche Equities, HSBC Securities and J.P. Morgan on the follow-on public offering by Steel Authority of India Limited, a Government of India disinvestment transaction of India’s largest steel manufacturing company

■ Advising Citigroup, JM Financial, Nomura and Edelweiss Capital on the initial public offering by one of India’s largest domestic designer and seller of mobile handsets


■ Advising Edelweiss Capital on the proposed initial public offering of equity shares by a leading broadband services provider

■ Advising Macquarie, Edelweiss Capital and Centrum on the proposed initial public offering of equity shares by a leading sports media company

■ Advising as international counsel to the lead managers on the proposed initial public offering of equity shares by a leading Mumbai-based real estate developer

■ Advising as international counsel to the lead managers on the proposed initial public offering of equity shares by a leading Delhi-based power company

■ Advising as international counsel to the lead managers on the proposed initial public offering of equity shares by a Gurgaon-based real estate developer

■ Advising as international counsel to the lead managers on the proposed initial public offering of equity shares by an energy company in Uttar Pradesh

■ Advising as international counsel to the lead managers on the offering of equity shares by a leading Mumbai-based technology company

■ Advising as international counsel to the lead managers on the combined offering of equity shares and foreign currency convertible bonds (FCCBs) by an offshore services company

■ Advising as international counsel to the lead managers on the offering of equity shares by a Gurgaon-based IT training and education company

■ Advising as international counsel to the lead manager on the offering of foreign currency convertible bonds by a Mumbai-based pharmaceutical company


ABOUT DLA PIPER

AUSTRALIABrisbaneCanberraMelbournePerthSydney

AUSTRIAVienna

BAHRAINManama

BELGIUMAntwerpBrussels

BRAZILSão Paulo

CHINABeijingHong KongShanghai

CZECH REPUBLICPrague

FRANCEParis

GEORGIATbilisi

GERMANYBerlinCologneFrankfurtHamburgMunich

HUNGARYBudapest

ITALYMilanRome

JAPANTokyo

KUWAITKuwait City

MEXICOMexico City

NETHERLANDSAmsterdam

NORWAYOslo

OMANMuscat

POLANDWarsaw

GHANAAccra

IRELANDDublin

KENYANairobi

MAURITIUSPort Louis

MONGOLIAUlaanbaatar

NEW ZEALANDAuckland Wellington

QATARDoha

ROMANIABucharest

RUSSIAMoscowSt. Petersburg

SAUDI ARABIARiyadh

SINGAPORESingapore

SLOVAK REPUBLICBratislava

BOSNIA-HERZEGOVINASarajevo

BOTSWANAGabarone

CROATIAZagreb

DENMARKCopenhagen

EGYPTCairo

ETHIOPIAAddis Ababa

DLA PIPER RELATIONSHIP FIRMS

SOUTH KOREASeoul

SPAINMadrid

THAILANDBangkok

TURKEYIstanbul

UKRAINEKyivUNITED ARAB EMIRATESAbu DhabiDubai

UNITED KINGDOMBirminghamEdinburghGlasgowLeedsLiverpoolLondonManchesterShef�eld

UNITED STATESAlbanyAnnapolisAtlanta

PORTUGALLisbon

RWANDAKigali

SOUTH AFRICACape TownJohannesburg

SWEDENStockholm

TANZANIADar es SalaamMwanza

Atlantic CityAustinBaltimoreBostonChicagoDallasFlorham ParkHoustonLos AngelesLa JollaMiamiMinneapolisNew JerseyNew York

Northern VirginiaPhiladelphiaPhoenixRaleighSacramentoSan DiegoSan FranciscoSeattleSilicon ValleyTampaWashington, DCWilmington

TURKEYAnkara

UGANDAKampala

VENEZUELACaracas

ZAMBIALusaka

DLA Piper is a global law firm with 4,200 lawyers located in more than 30 countries throughout the Americas, Asia Pacific, Europe and the Middle East, positioning it to help companies with their legal needs anywhere in the world. In Asia Pacific, DLA Piper has more than 650 lawyers located in 12 offices spread across six countries.

DLA Piper is a global law firm operating through various separate and distinct legal entities.

Further details of these entities can be found at www.dlapiper.com

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RECENT RECOGNITION – CORPORATE GROUP

■ Euromoney Deal of the Year for CEEMEA (Central & Eastern Europe, M. East & Africa) for 2012

■ No.1 by number of AIM Consumer Services clients (July 2011, Hemscott)

■ No.1 by number of AIM Consumer Goods clients (July 2011, Hemscott)

■ Band 1, Capital Markets: AIM: UK wide, 2011 (Chambers & Partners)

■ Highly commended: Capital Markets: Equity (Small/Mid-Cap) 2011 (Practical Law Company)

■ No.1 by volume of M&A deals globally 2012, 2011, 2010 (Mergermarket)

■ European Mid-market Law Firm of the Year 2012, 2011, 2010 & 2007 (FT & Mergermarket European M&A Awards)

■ No.1 by volume of deals in the UK 2012, 2011, 2010, 2008, 2007, 2006 and 2005 (Mergermarket)

■ Cross Border M&A Deal of the Year – Middle Markets 2011 (Asia M&A Atlas Awards)

■ No.1 globally by volume of M&A transactions in 2012 (Middle Market) (Thomson Reuters)

■ No.1 in the world for private equity and venture capital deal volume in 2011 (Dow Jones Private Equity Analyst)

■ No.1 by volume of UK M&A transactions in 2012 (Middle Market) (Thomson Reuters)

CLIENTS

■ DLA Piper clients range from multinational, Global 1000 and Fortune 500 enterprises to emerging companies developing industry-leading technologies.

■ DLA Piper represents more than 140 of the top 250 Fortune 500 enterprises and nearly half of the FTSE 350 or their subsidiaries.

RECENT ACCOLADES – FIRM-WIDE

■ No. 2 among the world’s top 20 firms for global reach and breadth of international work (Law360 2012)

■ No. 4 among the best branded law firms (based on feedback from 500+ corporate counsel surveyed in the 2012 BTI Brand Elite report)

■ Described as a “global powerhouse” that “took on 87 new partners from other firms” in 2011 (The Wall Street Journal)

■ DLA Piper lawyers received more than 900 rankings as leaders in their fields (Chambers and Partners 2011)

■ Received the “Outstanding Achievement Award” at the Legal Business Awards 2010

■ Outstanding Achievement Award for making “an unrivalled impact on the business of law over the past two decades” (Legal Business Awards 2010)

FOR MORE INFORMATION

To learn more about DLA Piper, visit www.dlapiper.com or contact:

Stephen PeepelsPartner, Hong Kong Head of US Capital Markets, Asia T +852 2103 0594 [email protected]

Biswajit ChatterjeePartner, Singapore T +65 6512 6066 [email protected]

EXTERNAL RECOGNITION

dla piper capital markets

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