Favian Tan.jpg

Favian Tan

Partner

Practice Area:

Mergers & Acquisitions

LLB (Hons), National University of Singapore
Advocate & Solicitor, Singapore

T +65 6232 0626
E favian.tan@rajahtann.com

Favian has more than a decade of experience working on significant local and cross-border M&A transactions involving private and public listed companies, REITs and Business Trusts. His main practice areas encompass share and asset acquisitions and disposals, public take-overs and privatisations, REIT mergers, joint ventures and private equity & venture capital investments, as well as advising on general corporate and commerical matters.

Favian has been recognised in Singapore Business Review’s 2017 list of most influential lawyers aged 40 and under.

Experience

Recent significant M&A transactions include:

  • Acted for M1 Limited in relation to the S$580 million transfer of network assets from M1 Limited to M1 Network Private Limited (M1NPL) and the joint venture with Keppel DC REIT through the investment by Keppel DC REIT into M1NPL via the subscription of bonds and preference shares.
  • Acted for Japfa Ltd in its disposal of 80% of its “Greenfields” dairy business, to Freshness Ltd, which is owed by affiliates of TPG and Northstar Group for an aggregate consideration of US$295 million, comprising a cash component of US$236 million and a share component comprising shares amounting to 20% of the share capital of Freshness Ltd.
  • Acted as lead transaction counsel to PSA Marine in its acquisition of 100% of the stake in Tramarsa Flota S.A. and its subsidiaries from the sellers, Inversiones Piuranas S.A. and Grupo Piurano de Inversiones S.A. This deal marked PSA's first overseas investment in Peru.
  • Acted for Gaw Capital Partners on the approximately S$1.6 billion (US$1.16b) acquisition by a consortium, comprising of Gaw Capital Partners and Allianz Real Estate, of DUO Tower and DUO Galleria, a mixed-use development in Singapore, via the purchase of all the shares in Ophir-Rochor Commercial, the owner of DUO Tower and DUO Galleria.
  • Acted for Japfa Ltd. in its acquisition of the remaining shareholding interest in Austasia Investment Holdings Pte. Ltd. and AIH2 Pte. Ltd., from Black River Funds managed by Proterra Investment Partners LP, for an aggregate consideration of approximately US$263.1 million.
  • Acted for an affiliate of Kohlberg Kravis Roberts & Co. L.P., in connection with its investment of an approximately 10.44% shareholding interest in PT Japfa Comfeed Indonesia Tbk, an Indonesian company listed on the Indonesia Stock Exchange, for an aggregate consideration of approximately US$81.2 million.

Recent significant public take-overs include:

  • Acting for Cuscaden Peak, a company formed by a consortium comprising Hotel Properties Limited, CLA Real Estate Holdings Pte Ltd and Mapletree Investments Pte Ltd, in its acquisition of Singapore Press Holdings (SPH) by way of a scheme of arrangement, that valued SPH at up to approximately S$3.9 billion and the follow on chain offer for SPH-REIT. The transaction marks the first competing takeover by way of competing schemes of arrangement for a company listed on the SGX-ST.
  • Acting for DBS Trustee Limited (in its capacity as trustee of Mapletree North Asia Commercial Trust (MNACT)) in the proposed merger of Mapletree Commercial Trust (MCT) and MNACT by way a trust scheme of arrangement. The acquisition is valued at approximately S$4.2 billion and marks the first REIT Merger whereby the transaction is structured with multiple scheme consideration options.
  • Acted for SB REIT Management Pte. Ltd. (as manager of Soilbuild Business Space REIT) in the proposed acquisition of all the issued units in Soilbuild Business Space REIT by way of a trust scheme of arrangement by Clay Holdings III Limited, an entity which is indirectly owned by the Chairman of the Soilbuild Group, and Blackstone Real Estate. The acquisition valued Soilbuild Business Space REIT at approximately S$700 million.
  • Acted for the managers of OUE Hospitality Trust on the merger of OUE Commercial Real Estate Investment Trust and OUE Hospitality Trust by way of a trust scheme of arrangement in compliance with the Singapore Code on Take-overs and Mergers. The merger was at that time the largest merger between two real estate investment trusts/stapled trusts in Singapore. Following the completion of the merger, the enlarged REIT had become one of the largest diversified Singapore-listed REITs, with an overall asset size of approximately S$6.8 billion.
  • Acted for Singapore Press Holdings Limited in its collaboration with Keppel Corporation Limited in the pre-conditional voluntary general offer by Konnectivity Pte. Ltd., a special purpose vehicle which is jointly held by Keppel and SPH, for M1 Limited. Based on the offer consideration of S$2.06 per M1 share, the offer valued M1 Limited at approximately S$1.9 billion.
  • Acted for Viva Industrial Trust Management Pte. Ltd. (Manager of Viva Industrial Real Estate Investment Trust) and Viva Industrial Business Trust (Trustee Manager of Viva Industrial Business Trust) on the proposed merger of ESR-REIT and Viva Industrial Trust (a stapled trust comprising Viva Industrial Real Estate Investment Trust and Viva Industrial Business Trust) by way of a trust scheme of arrangement. The scheme consideration, which is payable in cash and new ESR-REIT units, valued Viva Industrial Trust at S$936.7 million. The proposed merger, a first in Singapore between two REITs, created Singapore's fourth largest industrial REIT, with approximately S$3 billion in combined assets. This landmark deal won M&A Deal of the Year at the Asian Legal Business SE Asia Law Awards 2019.
  • Acted for GIC Private Limited, the vendor and single largest shareholder of Global Logistic Properties Limited, in the proposed acquisition of all the issued ordinary shares in the capital of GLP by Nesta Investment Holdings Limited by way of a scheme of arrangement. Based on the scheme consideration of S$3.38 per GLP share, the scheme valued GLP at approximately S$16 billion and was reported that the proposed acquisition was at that time the largest-ever private equity buyout of an Asian company. This landmark deal is one of the winning deals at The Asia Legal Awards 2018, winning the "M&A Deal of the Year" for South East Asia, clinching the "M&A Deal of the Year (Premium)" award at the Asian Legal Business: SE Asia Law Awards 2018, as well as winning the "Best Cross-border M&A Deal" award at the FinanceAsia China Awards 2018.

Recent significant joint ventures include:

Sustainability

  • Acting for Singapore Exchange Limited, in its proposed joint venture with DBS Bank Ltd, Standard Chartered PLC and Temasek Holdings (Private) Limited to establish Climate Impact X, a carbon exchange and marketplace to provide organisations with high-quality carbon credits to address hard-to-abate emissions. Climate Impact X is an initiative from Singapore’s Emerging Stronger Taskforce’s Alliance for Action on Sustainability.
  • Acting for HSBC Singapore in relation to the proposed joint venture between HSBC Singapore and Temasek Holdings, in a partnership to establish a debt financing platform dedicated to sustainable infrastructure projects with an initial focus on Southeast Asia, with an initial combined capital commitment of approximately US$150 million.
  • Acting for NanoFilm Technologies International Limited in relation to its S$140 million joint venture between NanoFilm and a wholly-owned subsidiary of Temasek Holdings (Private) Limited to undertake the hydrogen energy and hydrogen fuel cell business.

Technology, Media & Telecommunications

  • Acting for Singapore Trade Data Exchange Services (SGTraDex) in connection with the joint venture involving IMDA, PSA, Trafigura, financial institutions and other asset and carrier operators to develop a supply chain common data infrastructure platform to streamline the sharing of information and data across global supply chain ecosystem partners.
  • Acted for M1 Limited in its joint venture with StarHub Mobile Pte Ltd to develop and operate the 5G network in Singapore.
  • Acted for Temasek Holdings (Private) Limited in its information technology and cloud joint venture with Infosys Limited, a company listed on the Bombay Stock Exchange and headquartered in India.
Memberships / Directorships
  • Member, Singapore Academy of Law
  • Member, Law Society of Singapore
  • Facilitator for the Preparatory Course leading to Part B of the Singapore Bar Examinations for both Corporate Governance and Joint Ventures
Publications
  • Co-Author, Chambers Technology M&A 2022 Global Practice Guide – Singapore Chapter
  • Co-Author, Chambers Corporate M&A 2022 Global Practice Guide – Singapore Chapter
  • Co-Author, Chambers Corporate M&A 2021 Global Practice Guide – Singapore Chapter
  • Co-Author, Chambers Corporate M&A 2020 Global Practice Guide – Singapore Chapter