Penelope Loh.jpg

Penelope Loh

Partner

Practice Area:

Capital Markets
Mergers & Acquisitions

LL.B (Hons), Kings College, London (2007)
Advocate & Solicitor, Supreme Court of Singapore

T +65 6232 0286
E penelope.loh@rajahtann.com

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.

Experience
Mergers & Acquisitions
  • Advised ABR Holdings Limited, which is listed on the Main Board of the Singapore Exchange, on its S$65 million acquisition of 50% shares 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, Yogen Fruz, 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 in 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. in 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 Sdn Bhd, for a consideration of approximately S$10.7 million.
  • Advised KGI Securities (Singapore) Pte Ltd in its acquisition of the entire share capital of Ong First Tradition Pte. Ltd., a leading futures broker.
  • Advised ABR Holdings Limited (which is listed on the Main Board of the Singapore Exchange) in its S$8 million joint venture agreement with Palate Group Pte. Ltd. for the establishment of All Best Foods Pte. Ltd. to develop, franchise, operate and manage well-known food and beverage brands of ABR Holdings Limited, such as Gloria Jean's, Tip Top Curry Puffs, Yogen Fruz, Swensen's Ice Cream and Oishi Japanese Pizza.
  • Advised Fu Yu Corporation Limited, which is listed on the Main Board of the Singapore Exchange, in 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, in its acquisition of the entire issued and paid-up share capital of 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, in 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).
  • Advised CWT Limited ("CWT") (listed on the Singapore Exchange) and C&P Holdings Pte Ltd (the controlling shareholder of CWT) in their sale and leaseback of properties to Cache Logistics Trust ("REIT") for approximately S$713.2 million, in connection with the REIT's listing on the Main Board of the Singapore Exchange ("REIT IPO"). The REIT is the first logistics-focused REIT in Singapore and gross proceeds of S$417.2 million were raised from the REIT IPO.
  • Advised a serviced apartment owner and operator in its RMB 367 million acquisition of a Chengdu serviced apartment real property from Shui On China Central Properties Limited, which is a wholly-owned subsidiary of Shui On Construction and Materials Limited (listed on the Hong Kong Exchange).
  • Advised China Animal Healthcare Ltd. (listed on the Singapore Exchange) in its RMB 210 million acquisition of Beijing Jianxiang Hemu Biological Technology Limited, which is engaged in the manufacture of a vaccine to Porcine Reproductive and Respiratory Syndrome (otherwise known as pig's blue ear disease).
Capital Markets
  • Advised OUE Lippo Healthcare Limited, which is listed on the Catalist Board of the Singapore Exchange, in its S$149.96 million renounceable underwritten rights issue of shares. The rights issue proceeds are intended to fund the acquisition of units in First Real Estate Investment Trust and shares in tis manager, Bowsprit Capital Corporation Limited, as well as for working capital. The group is principally engaged in the development and management of healthcare facilities in Japan and PRC, with plans to expand its portfolio across Southeast Asia.
  • Advised China New Town Development Company Limited, which was dual primary listed on the Main Board of the Singapore Exchange Securities Trading Limited ("SGX-ST") and the Main Board of The Stock Exchange of Hong Kong Limited ("SEHK"), on its voluntary delisting from the Official List of the SGX-ST, whilst maintaining its listing on SEHK, pursuant to a conditional cash exit offer by way of selective share buyback. Based on the tender price of S$0.07 per share, the group is valued at approximately S$689.22 million.
  • 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 GS Holdings Limited on its initial public offering on the Catalist in 2016.
  • 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 Citigroup Global Markets Singapore Pte. Ltd. and Daiwa Capital Markets Singapore Limited, the joint global coordinators, bookrunners, issue managers and underwriters, in respect of the offering and listing of 782,025,000 units in Accordia Golf Trust on the Main Board of the SGX-ST. The market capitalisation of Accordia Golf Trust at listing (based on the offering price) was S$1.1 billion.
  • Advised Scorpio East Holdings Ltd., which is listed on the Catalist, in its S$2.21 million placement of shares.
  • Advised Yamada Green Resources Limited (listed on the Singapore Exchange) on its S$9.45 million placement of shares to Hydrex International Pte. Ltd.
  • Advised Civmec Limited on its initial public offering on the Main Board of the Singapore Exchange in 2012.
  • Advised China Gaoxian Fibre Fabric Holdings Ltd on its initial public offering on the Main Board of the Singapore Exchange in 2009.
  • 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.
 Memberships / Directorships
  • Member, The Law Society of Singapore
  • Member, Singapore Academy of Law