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Adrian Yap

Partner

Practice Area:

Banking & Finance
Capital Markets
Mergers & Acquisitions

LLB (Hons), University of London
Advocate & Solicitor, High Court of Malaya

T +603 2273 1919 / +6011 2562 7362
E adrian.yap@christopherleeong.com

Adrian sits with the Corporate Practice Group at Christopher & Lee Ong, specialising in complex financing transactions. He regularly advises global and regional banks, private credit funds, private equity firms and strategic investors on cross-border and domestic financings (conventional and Islamic), debt capital market transactions (including Reg S/Rule 144A offerings) and private M&As. This includes leveraged and acquisition financing, project financing, hybrid structures, syndicated lending, and general lending.

Experience

Mergers & Acquisition / Other Corporate Exercises / Restructuring

  • Providing regulatory and structuring advice to an investment holding company on its proposed offering and issuance of redeemable convertible cumulative preference shares.
  • Structuring the acquisition of business, assets and liabilities of a commercial kitchen equipment manufacturer.
  • Advised a maritime solutions and services company on related party transactions pursuant to Chapter 10 of the Main Market Listing Rules.
  • Advised a world-leading integrated healthcare provider on its global and local cash-pooling arrangement within the group.
  • Advised on the disposal of 99.57% equity interests in an industrial adhesives manufacturer to a Malaysian listed entity.
  • Advised on the disposal of 100% equity interests in a provider of integrated engineering services specialising in utilities and environmental solutions.
  • Reviewing and advising a maritime solutions and services company and its group of companies on existing sanctions-related obligations within the group.
  • Providing regulatory and structuring advice to one of the world’s leading suppliers of emulsions polymers, on repatriation of funds (dividend upstream / intercompany advances)

Banking & Finance

  • Acted as borrower’s counsel to a vertically integrated provider of data centre and IT infrastructure services company on a short term loan facility and a term loan facility of up to MYR 1.8 billion to fund the development of data centre facility in Johor, Malaysia.
  • Acted as borrower’s counsel to a developer and operator of hyper-scale digital infrastructure assets on a term loan facility of up to US$430 million to fund the acquisition of a plot of land and the development of a data centre facility in Johor, Malaysia and a revolving credit facility for general working capital purposes.
  • Acted as borrower’s counsel on a term loan facility and a revolving credit facility of up to MYR 114 million on the acquisition financing of business, assets and liabilities of a commercial kitchen equipment manufacturer, and an ancillary tradeline facilities of up to MYR 10 million.
  • Acted as local borrower’s counsel to a healthcare-focused Asian private equity firm on the proposed acquisition financing of up to US$50 million in connection with the proposed acquisition of an orthopaedic-focused manufacturer.
  • Acted as lender’s counsel on a term loan facility granted to a healthcare provider of up to MYR 150 million for the acquisition of hospital assets and a working capital revolving credit facility of up to MYR 15 million.
  • Acted as borrower’s counsel to an airline engineering maintenance service provider on a fundraising exercise of up to US$100 million from a regional private credit fund.
  • Acted as lenders’ local counsel on a term loan facility of up to US$170.8 million granted to a joint-venture project company to fund the development, construction, operation and maintenance of a coking plant.
  • Acted as lender’s counsel on a term financing facility of up to MYR 85 million granted to an information and communication technology services provider (a wholly owned subsidiary of a national electricity utility company) for capital expenditure purposes.
  • Acted as lender’s counsel on a term financing facility of up to MYR 185 million granted to a special purpose vehicle company in connection with the construction, development, operation and maintenance of LSS project in Bukit Selambau, Kedah under the Malaysia’s LSS4 Program.
  • Acted as borrower’s local counsel on a term financing facility of MYR 510 million and revolving credit facility of MYR 25 million for the acquisition of a healthcare service provider (“Target”) and financing the general corporate purposes and working capital requirements of the Target and its subsidiaries.
  • Acted as lender’s counsel on a term loan facility of up to MYR 60 million granted to a SPV of a private equity fund.
  • Acted as lender’s counsel on (i) term loan facilities (both conventional and Islamic) of up to MYR 150 million and (ii) an Islamic term loan facility of up to MYR 20 million, granted to an investment company to fund the acquisition of several large-scale solar (LSS) projects across Malaysia.
  • Acted as arranger’s local counsel on a term loan facilities of up to US$75 million granted to a regional leading solar energy provider to fund the development of solar projects across ASEAN and the subsequent upsizing to US$85 million.
  • Acted as arranger’s local counsel on a term loan facility of up to S$35 million granted to a SG-incorporated SPV to fund the acquisition of a controlling stake of a SGX-listed company.
  • Acted as the joint arrangers’ counsel on a term loan and revolving credit facility of up to MYR 600 million granted to a prominent home improvement retailer.
  • Acted as the lender’s local counsel on a share-backed facility of up to US$455 million to fund the advanced subscription of an Indonesian conglomerate’s pro-rata rights entitlement and subscription over rights entitlements.
  • Acted as the arrangers’ local counsel on a senior conventional and Murabahah facility of up to US$400 million granted to a leisure and entertainment company and its sponsors.
  • Acted as borrower’s counsel to a SGX-listed fintech company on a revolving credit facility of US$75 million (with an upsize option).

Debt Capital Markets (Bonds & Sukuks)

  • Acted as Malaysian counsels for the arrangers and dealers for the establishment of US$3 billion multi-currency global medium term note program and the issuance of US$400 million 3-year medium term notes at 3.625% and US$600 million 5-year medium term notes at 3.750% by MISC Capital Two (Labuan) Limited, guaranteed by MISC Berhad.
  • Acted as Malaysian counsels to the Ministry of Finance, Government of Malaysia for the issuance of US$800 million 10-year Trust Certificates at 2.070% and US$500 million 30-year Trust Certificates at 3.075% a SPV of Ministry of Finance (Incorporated)
  • Acted as Malaysian counsels for the arrangers and dealers for the update of US$15 billion multi-currency global medium term note program and the issuance of US$600 million 7-year medium term notes at 2.112% by PETRONAS Energy Canada Ltd. and US$1.25 billion 10.75-year medium term notes at 2.48% and US$1.75 billion 40-year medium term notes at 3.404% by PETRONAS Capital Limited, guaranteed by Petroliam Nasional Berhad.
  • Acted as Malaysian counsels for the arrangers and dealers for the update of US$15 billion multi-currency global medium term note program and the issuance of US$2.25 billion 3.5% medium term notes due 2030, US$2.75 billion 4.55% medium term notes due 2050 and US$1 billion 4.8% medium term notes due 2060 thereunder by PETRONAS Capital Limited, guaranteed by Petroliam Nasional Berhad.
  • Acted for the joint lead arrangers in relation to the establishment by Petroleum Sarawak Exploration & Production Sdn. Bhd. (a subsidiary of Petroleum Sarawak Berhad) of a multi-currency Islamic MTNs programme of up to MYR 15 billion.
  • Acted for the lead arranger in relation to the proposed establishment by a SPV of an Islamic medium term notes programme of up to MYR 390 million in nominal value to fund the development and operation of LSS projects across Malaysia.
  • Acted as Malaysian counsels for a British-based chemicals business company for offering of EUR 520 million of 3 7/8% senior notes due 2025.
  • Acted as Malaysian counsels for the principal adviser on the update of the US$2.5 billion multicurrency sukuk issuance programme and the issuance of US$750 million sukuk due 2028 by TNB Global Ventures Capital Berhad.
  • Acted for the lead arranger, Alliance Investment Bank Berhad, in relation to the establishment by Alliance Islamic Bank Berhad of a subordinated sukuk murabahah programme of up to MYR 180 million in nominal value and a perpetual sukuk programme of up to MYR 2.5 billion in nominal value for issuance of senior Islamic medium term notes, Islamic Tier 2 subordinated sukuk murabahah and Islamic Additional Tier 1 sukuk wakalah.
  • Acted for joint lead arrangers for the establishment of Tier 2 subordinated medium term notes and senior medium term notes programme of MYR 8 billion in nominal value by United Overseas Bank (Malaysia) Bhd.
Memberships / Directorships
  • Member, Malaysian Bar