Brian is a Singapore-qualified lawyer and has been with Rajah & Tann since 2006.
Brian’s core areas of practice are in private-equity mergers and acquisitions, venture capital fundraising and financing. He specialises in complex cross-border transactions and has assisted with the growth of many companies regionally. He also advises the government of Singapore on various venture capital and start-ups initiatives, and has journeyed with various high-growth companies in their push to expand into South East Asia. He has been recognised by the IFLR1000 as a Leading Lawyer and the Singapore Business Review as one of Singapore's 40 most influential lawyers aged 40 and under in 2016. In addition, he has also been consistently recognised by Best Lawyers in Singapore for Corporate Law since 2016.
Mergers & Acquisitions
- Advised a consortium of top franchisees, lead investor Exacta Capital Partners, and Aura Group in the acquisition of the Anytime Fitness master franchise licence in Taiwan, Hong Kong, Macau, Singapore and the rest of Southeast Asia, as well as various gym outlets and gym management businesses across Southeast Asia.
- Advised Hong Kong garment manufacturer Crystal Group in its acquisition of a group of sportswear and outdoor apparel manufacturing companies in Singapore, Malaysia, Cambodia and Vietnam.
- Advised Hong Kong’s Maxim’s Caterers on its acquisition of Starbucks in Singapore in a transaction that resulted in Maxim’s taking over the operations of more than 130 retail and F&B outlets Singapore.
- Advised Ho Chi Minh City Infrastructure Investment Joint Stock Company ("CII") against Metro Pacific Tollways Corporation ("MPTC") in an approximately US$87 million investment by MPTC into CII’s subsidiary by way of a direct purchase of equity and a subscription of convertible bonds issued by CII.
- Advised Fairfax Financial Holdings in its strategic investment into HOSE-listed BIDV Insurance Corporation Advised for approximately US$60 million
- Advised Fortis Healthcare Group in connection with the US$64 million acquisition by Fortis of 65% of the Hoan My Hospital Group in 2011.
- Advised Fortis Healthcare Group on its disposal of its entire stake in Fortis Hoan My Hospital Group for US$80 million to Chandler Corporation in one of the largest private M&As in Vietnam in 2013.
- Advised Anhui Conch Cement Company Limited in the US$250 million acquisition of one of the largest cement producers in Vietnam.
- Advised OJI Holding Corporation in a number of acquisitions of strategic interests in Vietnam manufacturing companies, including public non-listed companies.
- Advised on the acquisition by Mizuho Asean Investment L.P. of the California Fitness and Yoga chain in Vietnam.
- Advised the Salim Group on the investment into the Hiep Thanh group of Vietnamese companies. Transaction value approximately US$37 million.
- Advised Vinacapital funds on a number of investments and divestments, as well as financing matters.
- Advised Ho Chi Minh City Infrastructure Investment Joint Stock Company (State-Owned Enterprise) on the disposal of one its operating subsidiaries (Thu Duc Water BOO Corp) to Manila Water (listed on the Philippines Stock Exchange). Transaction value around US$40 million.
Venture Capital and Start-Ups
- Acted for iCart Group Pte. Ltd. in the US$18 million Series C fundraising of HappyFresh by way of subscription of Series C preference shares in iCart Group Pte. Ltd. over several tranches.
- Acted for JD.com, Inc and Provident Growth Fund II LP in their US$10 million co-investment in Series C fundraising of Pomelo Fashion Pte. Ltd.
- Advised Provident Growth Fund II in its investment of US$15 million (by way of convertible and exchangeable loans) and co-investment with the International Finance Corporation of US$11.5 million in GoPay's Series A / GoJek's Series F fundraising round.
- Advised Sunday Ins, a Southeast Asia-based insurtech startup, in its US$7 million issuance of convertible notes to investors including SCB10X, LINE Ventures, Vertex Ventures and Quona Capital.
- Advised Quona Capital as lead investor in the US$5 million pre-Series A fundraising round of Bukuwarung, a financial solutions platform.
- Advised PT Esensi Solusi Buana, a restaurant technology platform, in its US$3 million Series A fundraising round led by Beenext and AC Ventures.
- Acted for NRF Holdings Pte. Ltd. in the Series A fundraising of Catch That Bus Pte. Ltd.
- Acted for NRF Holdings Pte. Ltd. in the subscription of convertible bonds in Sqrdots Private Limited.
- Acted for OPG in its Series B investment into GogoPrint.
- Acted for and advised iCart Group Pte Ltd in its initial Series C investment round by, and strategic partnership with, Grab Inc.
- Acted for M17 in a venture debt transaction involving InnoVen Capital.
- Acted for M17 in a venture debt transaction involving DBS Bank.
- Advised Provident Capital on various technology-related investments in Indonesia.
- Advised the National Research Foundation (Prime Minister’s Office, Singapore) on its various start-up incubator and venture capital investment schemes.
- Advised the National Research Foundation on the setting up and administration of the Early Stage Venture Fund III with Wilmar International, Declout, YCH Group and Capitaland.
- Advised the National Research Foundation on Techventure and SLUSH, one of the biggest annual events amongst the technology and start-up community in Singapore.
- Advised the National Research Foundation in the Series A fundraising of Catch That Bus Pte. Ltd.
- Advised the National Research Foundation in the investment in Sqrdots Private Limited.
- Advised Kaodim Group Pte. Ltd. in relation to its Series B fundraising.
- Advised Steadview Capital in relation to its investment in Flipkart.
- Advised PT KerjaDulu in relation to a seed round of financing from P.T. MNC Media Investasi.
- Advised Happyfresh group and various investors as lead counsel for its various rounds of series fundraising and debt/equity financing.
- Advised Happyfresh group regionally in relation to its operations in Indonesia, Malaysia, Thailand and Singapore.
- Advised Paktor Pte. Ltd. and various investors as lead counsel for its various rounds of series fundraising and debt/equity financing.
- Advised Paktor Pte. Ltd. and Taiwan’s Machipopo, Inc. in the merger of both companies and a pre-closing fundraising round by Paktor.
- Advised M17 Entertainment Ltd. in its US$40 million Series A fundraising round led by Japan’s Infinity Venture Partners, participated by Korea’s KTB Ventures, Yahoo Japan, Vertex Ventures and Golden Summit Capital, amongst others.
- Advised Grabtaxi Singapore on the setting-up and consolidation of operations in Vietnam.
- Advised Zalora Vietnam and Recess Vietnam on miscellaneous operational issues.
- Advised 701 Search Pte Ltd, a subsidiary of Singapore Press Holdings, on setting-up and consolidation of operations relating to the “Cho Tot” job search platform in Vietnam.tion of operations relating to the “Cho Tot” job search platform in Vietnam.
Banking and Finance
- Advised Hoang Anh Gia Lai, one of the largest HOSE listed companies, on 2 project financing transactions involving credit facilities granted by BIDV and issuance of bonds in Vietnam, secured by assets in Lao (PDR) and Cambodia.
- Advised Chandler Corporation on a US$50-US$70million convertible bond subscription into Masan Group Corporation (HOSE-listed, acquired by KKR in 2011). Advised on second round of subscription in April 2012.
- Advised UOB in the grant of 2 cross-border term loan facilities to Keppel Land in Vietnam. Total commitment value of both facilities around US$70 million.
- Advised Standard Chartered Bank on the grant of a cross-border trade finance facility (term and revolving) granted to a Vietnamese borrower. Commitment value US$14million.
- Advised China EXIM Bank on the grant of cross-border hydropower project financing facilities in Laos involving onshore (Laos) security. Commitment value US$64 million.
- Advised Maybank on the grant of a cross-border secured term loan and revolving credit facilities to a foreign-invested Vietnamese borrower. Security included real property, fixed and future assets. Commitment value US$9million.
- Advised DBS Bank (Vietnam) on various regulatory and compliance matters in relation to Vietnam operations.
Miscellaneous Regional Advisory
- Retained by restaurant chain Crystal Jade Group for miscellaneous matters across South East Asia.
- Retained by Hong Kong F&B giant Maxim’s Group for miscellaneous matters across South East Asia.
- Retained by Monsanto Group for miscellaneous matters across South East Asia.
- Retained by online grocer ICart Group for miscellaneous matters across South East Asia.
- Retained by social entertainment platform M17 Entertainment for miscellaneous matters across South East Asia and Taiwan.
- Advised a number of international clients and multinational groups on employment and human resource matters, including Marel, Towers Watson, Marks and Spencer, NetApp, Menarini and Wipro. Matters advised on include termination of employment, redundancy schemes, employment law compliance issues, secondments / placements of foreign expatriates, service and labour agreements and arrangements etc.
- Member, Singapore Academy of Law
- Member, Law Society of Singapore