Lawrence Tan is Co-Head of the Mergers & Acquisitions practice and a partner in the Capital Markets practice at Rajah & Tann Singapore LLP. He has more than two decades of experience in mergers and acquisitions, capital markets and general corporate work.
Lawrence has in-depth experience and strong track record in handling takeovers, mergers and acquisitions, having been involved in many of the competing takeover offers of public listed companies in Singapore and other significant and award-winning M&A deals.
Lawrence has been recognised by major legal ranking publications such as Chambers Asia Pacific (2019), The Legal 500 Asia Pacific (2019), IFLR1000 (2019), Who’s Who Legal (2019) and Best Lawyers (2020) for his work in M&A. Lawrence has received accolades in these publications for being “responsive and prompt under tight timelines”, providing “clear and detailed analysis of legal issues and possible solutions” and “valued for his experience in takeovers and privatisations”. He has also been commended for his “excellent technical knowledge, quality of work, diligence and personality”, and for being “highly competent and thorough in his work as well as reliable.”
Lawrence has extensive experience in takeovers, mergers and acquisitions of both public and private companies. He advises clients on a broad range of mergers and acquisitions (M&A) transactions including:
- Takeovers (contested and uncontested) of Singapore listed companies;
- Mergers and schemes of arrangements;
- Delistings, privatisations, de-mergers and corporate re-organisations; and
- Acquisitions and divestments of companies (both public and private), businesses and assets.
Lawrence’s practice also encompasses corporate finance and capital markets transactions. He handles equity capital markets transactions including rights issues, preferential offerings and placements of equity and convertible securities. Lawrence has also handled debt capital offerings through issues of fixed and variable rate bonds/notes by way of single issuances as well as through medium term notes programmes.
In addition, Lawrence advises clients on securities laws and regulations, and compliance with the requirements of Singapore listing rules. Lawrence’s other experience includes venture capital investments, joint ventures and employment matters.
Notable Cases & Transactions
Some of Lawrence’s significant M&A deals in recent years include:
- Global Logistics Properties Limited (GLP) – acted for GIC Private Limited (the single largest shareholder of GLP) in the proposed acquisition of GLP by Nesta Investment Holdings Limited by way of a scheme of arrangement, which valued the target at S$16 billion. 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;
- Singapore Press Holdings Limited (SPH) – acted for SPH in the pre-conditional voluntary general offer by Keppel Corporation Limited and SPH for M1 Limited, which valued M1 Limited at approximately S$1.9 billion;
- China Minzhong Food Corporation Limited (CMZ) – pre-conditional voluntary offer by Marvellous Glory to privatise CMZ, which valued the target at S$786 million. This deal has been highly commended by FT Asia-Pacific Innovative Lawyers Awards 2017 for Innovation in Legal Expertise, and recognised by Asia Business Law Journal Winning Deals of the Year (2016) for M&A category;
- Goodpack Limited (Goodpack) - advised the major selling shareholder in the acquisition of Goodpack by way of a scheme of arrangement, which valued the target at S$1.4 billion. This deal won the M&A Deal of the Year Award at the 11th Annual ALB SE Law Awards 2015, and M&A Deal of the Year (Private Equity) Award at The Asian Lawyer’s Asia Legal Awards 2015.
- SunEdison Semiconductors Limited (listed on NASDAQ) – acted for SunEdison in the acquisition of SunEdison by GlobalWafers Co, Ltd by way of a scheme of arrangement, which valued the target at US$683 million;
- Far Eastern Bank Ltd (FEB) - recommended voluntary conditional offer by United Overseas Bank Ltd to privatise FEB, which valued the target at S$351 million;
Some of the high profile competing takeovers which Lawrence has worked on include:
- WBL Corporation Limited (WBL) - competing general offer by United Engineers Limited for WBL, which valued the target at S$1.25 billion; and subsequently acted for United Engineers Limited in its exit offer for WBL in connection with the voluntary delisting of WBL;
- Parkway Holdings Limited (Parkway) - competing general offer by RHC Healthcare Pte Ltd (owned by RHC Holding Private Limited and Fortis Healthcare Limited) for Parkway, which valued the target at S$3.2 billion. This deal won M&A Deal of the Year and Singapore Deal of the Year at the Asian Legal Business South East Asia Law Awards in 2011;
- The Straits Trading Company Limited (STC) - competing general offer by Knowledge Two Investment Pte Ltd (a subsidiary of Lee Latex (Pte) Ltd) for STC, which valued the target at S$2.13 billion;
- Natsteel Limited (NatSteel) - advised Sanion Enterprises Pte Ltd in the contested control of NatSteel; and subsequently acted for Oei Hong Leong Foundation Pte Ltd in its mandatory general offer for NatSteel, which valued the target at S$485.6 million;
- Overseas Union Bank Limited (OUB) - acted for OUB in the competing share cum cash offers by United Overseas Bank and DBS Bank, which valued OUB at S$10.2 billion and S$9.4 billion, respectively;
- SMB United Limited (SMB) - acted for SMB in the competing voluntary general offers by Boer Power Holdings Limited and Osaki Electric Co., Ltd., which valued SMB at S$164.2 million and S$205.2 million, respectively.
Other notable takeover transactions include:
- Guthrie GTS Limited (Guthrie) – voluntary general offer by United SM Holdings Pte Ltd to privatise Guthrie, which valued the target at S$948.6 million;
- The Ascott Group Limited (Ascott) - voluntary general offer by CapitaLand Limited group to privatise Ascott, which valued the target at S$2.78 billion;
- United Industrial Corporation Limited (UIC) - mandatory general offer by Philippines-listed JG Summit Holdings, Inc. for UIC and the potential chain general offer for Singapore Land Limited, which valued the target at S$1.5 billion and Singapore Land at S$2.3 billion.
- Member, Singapore Academy of Law
- Member, Law Society of Singapore
- Co-Author, Singapore Chapter, Corporate M&A 2020 Global Practice Guide (Chambers and Partners)