Photo_SG_Tan Mui Hui (Chosen grey).jpg

Tan Mui Hui

Deputy Head, Capital Markets

Practice Area:

Capital Markets
Mergers & Acquisitions

LLM (Corporate and Securities Law), University of London
LLB (Hons), National University of Singapore
Advocate & Solicitor, Singapore

T +65 6232 0191
E mui.hui.tan@rajahtann.com

Mui Hui is the Deputy Head of the Capital Markets practice, and a Partner in the Mergers & Acquisitions practice.

As illustrated below, the depth and breadth of her expertise in the Capital Markets and Mergers & Acquisitions fields span across not in Singapore, but across the region and internationally.

Her experience includes initial public offerings and listings of securities on the Singapore Exchange Securities Trading Limited, as well as overseas exchanges, including NYSE and the HKEx. She is also well versed in secondary listings, secondary fund raisings, as well as pre-IPO fund raising exercises involving listed and private companies. With a firm grounding of the regulatory requirements, ability to problem solve and anticipate market trends, Mui Hui has successfully led listings of novel structures on the SGX-ST, such as the first listing of a variable interest entity structure on the SGX-ST (GHY Culture & Media), as well as listings by way of other non-traditional listing methods, such as listing by way of introduction (Comba Telecoms; Yangzijiang Financial). This has significantly paved the way for the onset of secondary listings which are typically implemented through listings by introduction, on the SGX-ST.

Apart from capital markets, Mui Hui has also built a solid foundation in the field of mergers & acquisitions. Her experience also includes handling of both local and cross-border M&A transactions involving listed as well as private companies in countries such as Japan, United States, Malaysia, Myanmar and Cambodia. Most notably, she has advised clients, including China Maple Leaf in its acquisition of the Canadian International School in Singapore, KKR Asia Limited in certain of its transactions, Oatside in its fund raising exercise, as well as Classpass Inc., Mitsui O.S.K. Lines, Asahi Japan in their investments and/or formation of joint ventures in countries such as Malaysia, Myanmar, Thailand and Cambodia.  

Mui Hui has been recognised in Asian Legal Business’ Asia Rising Stars 2022 list, which spotlights the next generation of the country’s lawyers. She was also named as one of the top 20 most influential and promising legal luminaries aged 40 and under in 2019 by Singapore Business Review, and recognised as a Notable Practitioner by IFLR1000 (2023) for Capital Markets: Debt, Capital Markets: Equity and Mergers & Acquisitions.

Experience
Corporate Finance - Listings and other corporate actions
  • Acted for the issue manager in the secondary listing of Comba Telecom Systems on the Singapore Exchange (SGX), making it the first equity listing on the Mainboard of the SGX-ST in 2023. Market capitalisation on listing was HK$3.836 billion (approximately S$650 million).
  • Advised Yangzijiang Shipbuilding (Holdings) Ltd., which is listed on the Main Board of the Singapore Exchange Securities Trading Limited, in its S$4.25 billion spin-off and introductory listing of Yangzijiang Financial Holding Ltd. (based on its book value and net tangible assets) on the SGX-ST Main Board.
  • Acted for Trans-China Automotive Holdings Limited in its S$19.55 million initial public offering on the Catalist Board of the SGX-ST.
  • Acting for XM Studios Pte. Ltd., in its S$4.5 million tokenised offering of 6% exchangeable notes issued by its parent company, XM Holdco Pte. Ltd., on ADDX, a platform to enable private market investing in unicorns, pre-IPO companies, hedge funds, and other opportunities.
  • Advised DBS Bank Ltd. as the sponsor, issue manager, underwriter and placement agent, in respect of the initial public offering of Econ Healthcare (Asia) Limited on the Catalist Board of the Singapore Exchange Securities Trading Limited.
  • Advising Leader Environmental Technologies Limited, which is listed on the Main Board of the Singapore Exchange Securities Trading Limited, in its S$66.05 million renounceable rights issue.
  • Acted for G.H.Y Culture & Media Holding Co., Limited ("GHY") in its initial public offering listing on the Main Board of the Singapore Exchange Securities Trading Limited ("SGX"). GHY is the first company utilising a variable interest entity structure to be listed on the SGX and the third non-REIT Main Board listing on the SGX in 2020, with a market capitalisation of approximately S$708.7 million at listing.
  • Acted for Raffles Interior Limited in its HK$500 million initial public offering and successful listing on the Main Board of the Stock Exchange of Hong Kong Limited.
  • Acted for Hygieia Group Limited in its HK$500 million initial public offering and successful listing on the Main Board of the Stock Exchange of Hong Kong Limited.
  • Acted for Republic Healthcare Limited in its HK$260 million initial public offering and listing on the Hong Kong Stock Exchange.
  • Acted for Hon Corporation Limited in its HK$240 million initial public offering and listing on the Hong Kong Stock Exchange.
  • Acted for RMH Holdings Limited, a dermatological specialist group, in its initial public offering and listing on the Hong Kong Stock Exchange.
  • Acted for Qumei Home Furnishings Group Co., Ltd., a company listed on the Shanghai Stock Exchange, in conducting due diligence exercises on its Singapore incorporated subsidiaries and rendering legal opinions therewith in connection with its placement exercise.
  • Acted for Eurosports Global Limited, in its S$23 million initial public offering and listing on the Singapore Exchange Securities Trading Limited.
  • Acted for the issue manager in the listing by introduction of Triyards Holdings Limited, a subsidiary of Ezra Holdings Limited, on the Main Board of the Singapore Exchange Securities Trading Limited.
  • Acted for Qingmei Group Holdings Limited in its initial public offering of approximately S$57 million.
  • Acted for PEC Ltd. in its initial public offering of approximately S$30 million in Singapore.
  • Acted for China Zaino International Ltd in its initial public offering of S$87 million.
  • Advised SM Summit Holdings Limited, a company listed on the Singapore Exchange Securities Trading Limited, in its proposed reverse take-over of a private company.
  • Acted for Gaylin Holdings Limited in its S$68 million placement.
  • Acted for Sunpower Group Ltd. in its S$9.212 million placement.
  • Acted for China Minzhong Food Corporation Limited in its S$89.67 million placement to PT Indofood CBP Sukses Makmur Tbk, a company listed on the Indonesia Stock Exchange.
  • Acted for Teho Development Ltd. in its diversification of its core business and investment into Cambodia real estate development.
  • Advised UOB Kay Hian Pte. Ltd. in relation to the conversion of a portion of the existing ordinary shares of Oceanus Group Limited to Taiwan Depository Receipts on the Taiwan Stock Exchange.
  • Acted for Ho Bee in a concurrent share placement and bond offering of approximately S$390 million.
Mergers & Acquisitions
  • Acted for AirAsia SuperAppSdnBhd and AirAsia Digital SdnBhd in their acquisition from Gojek of its Thai business, comprising (i) 100% of the equity interest in Velox Technology (Thailand) Co., Ltd for US$40 million and (ii) 100% of the equity interest in Velox Fintech Co., Ltd. for US$10 million, in consideration for US$50 million worth of shares in AirAsia SuperAppSdnBhd, which is valued at around US$1 billion.
  • Acted for China Maple Leaf Educational Systems Limited in the S$680 million acquisition by Maple Leaf CIS Holdings Pte. Limited of 100% of the issued and paid up capital of Star Readers Pte. Ltd., which operates the Canadian International School in Singapore, from Rainbow Readers Pte. Ltd.
  • Acted for ClassPass Inc. in its US$4.2 million asset acquisition of Guava Holdings Pte. Ltd., GuavaPass DMCC LLC, Guava Pass Limited, GuavaPass Co., Ltd., GuavaPass Enterprise Management Consulting (Shanghai) Co., Ltd., RedBadger Inc. and GuavaPassSdn. Bhd., with a loan of US$1 million granted by ClassPass Inc. to Guava Holdings Pte. Ltd. in connection therewith. Upon completion, ClassPass acquired GuavaPass operations in Abu Dhabi, Bangkok, Beijing, Dubai, Hong Kong, Jakarta, Kuala Lumpur, Manila, Mumbai, Shanghai and Singapore.
  • Advised numerous corporates in relation to investments and joint ventures, both locally and overseas, including Japan, Myanmar, Thailand and Cambodia, amongst others. These include:
    - Advising Mitsui O.S.K Lines in its approximately RM95 million investment in a PKT Logistic Group SdnBhd, a major logistics provider group in Malaysia.
    - Advising Asahi in a joint venture and acquisition of a beverage manufacturer in Myanmar, one of the first Japanese investments in the consumer goods sector in Myanmar.
    - Advising a Myanmar conglomerate on its joint venture and part disposal of its sugar processing and sugar plantation business to Wilmar.
    - Advising a Myanmar property developer in its joint venture and property development transactions, as well as its potential public offering.
    - Advising a Myanmar conglomerate in its joint venture with several Japanese based companies in the distribution sector in Myanmar.
    - Advising a company listed in Singapore in its joint venture in the steel manufacturing sector in Thailand.
  • Acted for Blackstone in the sale of the entire issued share capital in Aster (Kilang) Pte. Ltd., the registered proprietor of the property known as 10 Jalan Kilang, located off Jalan Bukit Merah.
  • Acted for Hazel International Pte. Ltd., in the acquisition of the entire issued share capital in Canopus II Pte. Ltd., the registered proprietor of the property known as ibis Singapore Novena and situated at 6 Irrawaddy Road Singapore 329543.
  • Acted for an investor in its acquisition of a MAS regulated corporate finance house in Singapore.
  • Acted for Fullerton Finance in the subscription by International Finance Corporation in Fullerton Finance in relation to its operations in Myanmar.
  • Acted for a P.R.C. state owned company in conducting a large scale due diligence exercise in its potential acquisition of a Singapore based company.
  • Acted for Lifebrandz Ltd. in relation to its strategic acquisition of the business and assets of Qumulus Pte. Ltd.
  • Advised MediaRing in its acquisition of the Cavu Corp Pte. Ltd. for S$22 million.
  • Advised Clyde Blowers Capital IM LLP in its acquisition of the fluid and power business unit of Textron Inc. for approximately US$645 million.
General Offers and Delistings
  • Advised Mark Wee Liang Yee as offeror in his mandatory unconditional cash offer for the shares of Blumont Group Ltd., which is listed on the Main Board of the Singapore Exchange. Based on the offer price of S$0.0004 per share, Blumont is valued at S$11.03 million.
  • Advised Superior Partners Limited as offeror in its voluntary conditional cash offer for shares of LCT Holdings Limited, which is listed on the Main Board of the Singapore Exchange. Based on the offer price of S$0.60 per share, LCT is valued at S$21.2 million.
  • Acted for Delong Holdings Ltd in relation to a voluntary conditional cash offer by Best Grace in its acquisition of all the issued ordinary shares in the capital of Delong Holdings Ltd.
  • Advised 1st Software Corporation Ltd. ("1st Software") in relation to a voluntary conditional cash offer by Eresma Assets Inc. in its acquisition of all the issued ordinary shares in the capital of 1st Software.
  • Acted for Thinkpac Limited in relation to its mandatory conditional cash offer for SM Summit Holdings Limited in its acquisition of all the issued ordinary shares in the capital of Summit.
  • Acted for CentraLand Limited in relation to its delisting from the Main Board of the Singapore Exchange Securities Trading Limited.
General Corporate and Regulatory Compliance
  • Advised Nortel Networks Singapore Pte. Ltd. and various Asian entities of the Nortel Group (“Nortel”) on Nortel’s debt restructuring arrangement involving debts of more than US$200 million.
  • Advised several foreign listed companies in relation to the securities regulatory framework in Singapore, such as the legal and regulatory restrictions of the rights issue of shares by foreign listed companies to their shareholders located in Singapore.
  • Advised several Singapore listed companies in relation to their corporate actions such as capital reduction exercises, share buyback exercises and interested persons transactions.
Memberships/Directorships
  • Member, Singapore Academy of Law
  • Member, Law Society of Singapore