Penelope Loh | Rajah & Tann Singapore LLP | Law Firm | Lawyers | Singapore Law Firm

Penelope is a partner in the firm's Capital Markets and Mergers & Acquisitions Practice Group.

She has worked in various corporate transactions involving both private and public listed companies, including asset and share disposals, mergers and acquisitions, rights issues, placements, joint ventures and investments, as well as general advisory work on continuing listing compliance and company law. Notably, Penelope’s commitment to excellence and innovation in the legal field has earned her the recognition as one of Singapore’s most influential lawyers under 40 by Singapore Business Review 2023.

Experience

Private Equity / Venture Capital Transactions

Advised DBS Bank Limited on its joint venture with Temasek Holdings to launch a US$500 million growth stage debt financing platform, EvolutionX. Headquartered in Singapore, EvolutionX will provide non-dilutive financing to growth stage technology-enabled companies across Asia, with a focus on China, India, and Southeast Asia.
Advised ZA Tech Global Limited, a technology venture founded by ZA International and backed by Softbank’s Vision Fund 1, on its joint venture with Klook, a travel and leisure booking platform, to provide a full range of travel-related insurance products across multiple markets.
Advised a fund of JAFCO Asia in its investment in Consilium Software Inc (Pte.) Ltd. by way of subscription of Series A redeemable convertible preference shares. Headquartered in Singapore, Consilium is a unified communications solutions company with operations in India, Taiwan, Canada and Southeast Asia.
Advised a private company limited by shares on the structuring of further investments into the company by potential investors, by way of issue of Series B preference shares.
Advised Reebonz Pte Ltd (as it then was) in its fund-raising exercise by way of issue of Series C preference shares to potential investors.
Assisting with conducting vendor’s due diligence, including coordinating with legal counsel in various jurisdictions, and providing a vendor’s due diligence report for potential fund-raising exercises to be conducted by issuers engaged in various industries such as e-commerce, hospitality, food and beverage and IT services.

M&A Transactions

Advised Keppel Infrastructure Trust, which is listed on the Main Board of the Singapore Exchange, as Singapore counsel in its S$346.4 million joint venture with Keppel Infrastructure Holdings Pte Ltd and Keppel Asia Infrastructure Fund LP to acquire Eco Management Korea Holdings Co. for S$666.1 million. The target is a leading integrated waste management services player in South Korea, offering waste treatment and recycling, as well as waste-to-energy services, and operates six waste-to-energy plants and five sludge drying facilities located across South Korea. Keppel Infrastructure engages in power and renewables, environment and new energy businesses by leveraging its proprietary technology, strong technical expertise and proven operating capabilities.
Advised Keppel Infrastructure Trust, which is listed on the Main Board of the Singapore Exchange, as Singapore counsel in its S$191.6 million joint venture with Keppel Renewable Investments Pte. Ltd. to invest S$233.6 million in a diversified portfolio of operational and pipeline onshore wind projects across Norway, Sweden and the United Kingdom sponsored by Fred. Olsen Renewables AS, one of the largest renewable energy independent power producers in Northern Europe. Keppel Infrastructure engages in power and renewables, environment and new energy businesses by leveraging its proprietary technology, strong technical expertise and proven operating capabilities.
Advised OBG & Sons Pte Ltd on its S$12.5 million sale of shares in Tye Soon Limited, which is listed on the Main Board of the Singapore Exchange, to Bapcor Asia Limited. Tye Soon is a prominent independent automotive parts distributor in Southeast Asia, with one of the largest portfolios of top-tier global brands of automotive parts, and its main markets are served by operations in Singapore, Malaysia, Thailand, Indonesia, Hong Kong SAR, PRC, South Korea and Australia. Bapcor group is listed on the Australian Stock Exchange and is a leading provider of vehicle parts, accessories, equipment, services, and solutions in Asia Pacific, with its core business in the automotive aftermarket.
Advised ABR Holdings Limited, which is listed on the Main Board of the Singapore Exchange, on its S$65 million acquisition of a 50% shareholding in PT Bintan Lagoon Resort, which owns Bintan Lagoon Resort situated in Bintan, Indonesia. Bintan Lagoon Resort comprises a 413 key resort hotel, two 18-hole championship golf courses, 58 villas and leisure and food and beverage facilities, that sits on a site measuring approximately 311 hectares of land. The ABR group primarily manages, franchises and operates a portfolio of well-known food and beverage companies and brands, including Swensen's, YogenFruz, Gloria Jean's Coffees, Oishi Pizza, Season Confectionary & Café, Hippopotamus and Tip Top Curry Puff, and has also expanded into real estate development businesses.
Advised NetLink Trust in the amalgamation between NetLink Trust Operations Company Pte Ltd and NetLink Trust Management Services Company Pte Ltd, both of which are wholly-owned subsidiaries of NetLink Management Pte Ltd (as trustee of NetLink Trust), under Section 215D(2) of the Singapore Companies Act.
Advised Fullshare Holdings Limited on its acquisition of the entire issued share capital of Plaza Ventures Pte. Ltd. which holds GSH Plaza for a consideration of approximately S$231.94 million, subject to certain adjustments.
Advised China Vanke Co., Ltd. on its acquisition of the entire equity interest of Shanghai (JQ) Investment Holdings Pte Ltd, which indirectly owns A-REIT City @ Jinqiao, a business park property located in Shanghai, which has an attributable value of approximately S$221.6 million, from Ascendas Real Estate Investment Trust.
Advised Yinda Pte. Ltd. on its acquisition of a substantial stake in CMC Infocomm Limited, which is listed on the Catalist Board of the Singapore Exchange, from TEE International Limited and CMC Engineering SdnBhd, for a consideration of approximately S$10.7 million.
Advised KGI Securities (Singapore) Pte Ltd on its acquisition of the entire share capital of Ong First Tradition Pte. Ltd., a leading futures broker.
Advised Fu Yu Corporation Limited, which is listed on the Main Board of the Singapore Exchange, on its amalgamation with two wholly-owned subsidiaries, Nanotechnology Manufacturing Pte Ltd and Solidmicron Technologies Pte Ltd, pursuant to Section 215D(1) of the Singapore Companies Act. The group is one of the largest manufacturers and suppliers of high-precision injection moulds and plastic parts in Asia, and has 10 manufacturing plants in Singapore, Malaysia and PRC.
Advised Grand Banks Yachts Limited, which is listed on the Main Board of the Singapore Exchange, on its acquisition of the entire issued and paid-up share capital of an Australian company, Palm Beach Motor Yacht Co Pty Ltd, from Mr Mark Richards for an aggregate consideration of up to AUD10,000,000.
Advised The Lexicon Group Limited, a company listed on the Catalist, on its acquisition of a majority stake in Elektromotive Ltd, a UK company which supplies electric vehicle charging stations.
Advised Hyflux Ltd (listed on the Singapore Exchange) on the disposal of two water treatment plants in China from Hyflux's wholly-owned subsidiary to Galaxy NewSpring Pte. Ltd. ("Galaxy"), a joint venture vehicle held equally by Hyflux through a wholly-owned subsidiary and Mitsui & Co., Ltd. The deal value was approximately US$41.2 million.
Advised Hyflux Ltd (listed on the Singapore Exchange) on its joint venture with Mitsui & Co., Ltd. through the designated joint venture vehicle Galaxy, and the acquisition by Galaxy of four water treatment plants in China from Hyflux's wholly-owned subsidiary, as well as the delisting proposal made by Galaxy for the voluntary delisting of Hyflux Water Trust from the Main Board of the Singapore Exchange. The deal value was approximately US$53.1 million (for disposal of the four assets) and $234,991,328 (for the exit offer and delisting of Hyflux Water Trust).

Capital Markets Transactions

Advised Silkroad Nickel Ltd, which is listed on the Catalist Board of the Singapore Exchange, in the voluntary conditional general offer via cash or shares by Horowitz Capital Ltd. Based on the offer price of S$0.42 per share, the group is valued at approximately S$109.7 million. The group owns and carries out nickel ore open pit mining operations in Central Sulawesi, Indonesia, including exploration, planning, transportation and stockpiling, delivery and barging, as well as reclamation and rehabilitation works.
Advised SAC Capital Private Limited as placement agent in the S$26.33 million placement of shares in YindaInfocomm Limited, which is listed on the Catalist Board of the Singapore Exchange. The placement proceeds are to fund working capital and new business opportunities. The company is a regional integrated and innovative communication solutions and services provider with operations in Singapore and Thailand.
Advised World Class Global Limited (which is listed on the Catalist Board of the Singapore Exchange), as offeree in the privatisation scheme of arrangement by its controlling shareholder, Aspial Corporation Limited (which is listed on the Main Board of the Singapore Exchange). Based on the offer price of S$0.21 per share, World Class is valued at S$192.33 million, with the offer consideration to be satisfied by way of issue of new Aspial shares. World Class is engaged in property development and investment in major cities in Australia and Malaysia, as well as operation of hotels in Malaysia, whilst Aspial owns a diversified portfolio of real estate, financial services, jewellery and hospitality businesses.
Advised Elec & Eltek International Holdings Limited as offeror on its voluntary conditional cash offer for the shares of Elec & Eltek International Company Ltd, which is dual primary listed on the Main Board of the Singapore Exchange and the Main Board of the Stock Exchange of Hong Kong Limited. Based on the offer price of US$2.33 per share, Elec & Eltek International Company Ltd was valued at US$435.6 million. The group is primarily engaged in the design, development, manufacture and distribution of high-density, double-sided and multi-layered printer circuit boards.
Advised Aztech Group Ltd in its selective capital reduction exercise to enable minority shareholders to realise the value of their shares subsequent to the delisting of the company from the Main Board of the Singapore Exchange in February 2017. Based on the cancellation price of S$0.42 per share, the group is valued at approximately S$21.42 million.
Advised Oscar Investment Private Limited in its privatisation and delisting of TEE International Limited, which is listed on the Main Board of the Singapore Exchange, pursuant to a scheme of arrangement under Section 210 of the Singapore Companies Act, whereby Oscar Investment is offering either cash or new shares for existing shares of TEE International. Based on the offer price of S$0.215 per share, the group is valued at approximately S$148 million. The group has three business divisions, comprising its engineering business, real estate business, and infrastructure business.
Advised Yinda Pte Ltd on its mandatory unconditional cash offer for the shares of CMC Infocomm Limited, which is listed on the Singapore Exchange. Based on the offer price of S$0.095 per share, the group would be valued at S$14.4 million.
Advised Aztech Group Ltd, which is listed on the Main Board of Singapore Exchange, in the exit offer by AVS Investments Pte. Ltd., in connection with its voluntary delisting from the Singapore Exchange. Based on the offer price of S$0.42 per share, the group is valued at approximately S$21.4 million.

Advised Excel First Investments Limited on its voluntary unconditional cash offer for the shares of Kingboard Copper Foil Holdings Limited, which is listed on the Singapore Exchange. Based on the offer price of S$0.40 per share, the group would be valued at approximately S$289 million.
Advised International Healthway Corporation Limited, which is listed on the Catalist Board of the Singapore Exchange, in the mandatory unconditional cash offer by Treasure International Holdings Pte. Ltd., a wholly-owned subsidiary of OUE Limited, to acquire all the shares of the company. Based on the offer price of S$0.106 per share, the group is valued at approximately S$175.86 million. The group provides elderly care, specialist healthcare services for women and children, and primary and preventive care through hospitals and nursing homes, maternity homes and step-down care facilities, and also owns and manages healthcare facilities in the PRC, Japan, Australia and Malaysia in which it operates its healthcare services.
Advised DBS Bank (acting as issue manager and underwriter) and Sinochem International (Overseas) Pte. Ltd. (being the majority shareholder) and sub-underwriter in the S$100 million fully-underwritten renounceable rights issue of GMG Global Ltd.

Corporate Commercial

Advised private companies and public listed companies on general corporate matters including issuance of shares, share buybacks, capital reductions, amalgamations, corporate restructurings, directors’ duties and ongoing compliance with general company laws in Singapore.
Advised on non-disclosure agreements, memorandums of understandings and commercial agreements in respect of business partnerships and collaborations for various clients.

Provided corporate law advice in connection with disputes between shareholders, including the termination of joint ventures and the removal of directors.
Provided corporate law advice in connection with disputes between shareholders, including the termination of joint ventures and the removal of directors.