Effectively bilingual in English and Chinese, Sandy is a versatile specialist who successfully straddles her chosen practice areas of corporate/mergers & acquisition as well as finance. Sandy has wide and deep exposure to corporate and finance matters derived from her years in practice as a lawyer in Singapore and London as well as legal counsel in BNP Paribas covering South East Asia and India.
In more than two decades of practice, Sandy has led on numerous significant and award-winning deals in Singapore and in Asia, and is a well-respected practitioner who has won high praise from clients and peers alike.
Identified by Asian Legal Business as one of Asia’s top 15 M&A lawyers in their inaugural 2021 ranking, Sandy has also been consistently endorsed as a recommended/leading lawyer in major ranking publications such as Chambers Asia Pacific, Chambers Global, The Legal 500 Asia Pacific, IFLR1000, Who’s Who Legal and Best Lawyers. Accolades in these publications describe her as an “excellent technical lawyer” who is yet “pragmatic and never dogmatic” – “sharp, responsive, dedicated”, “very proactive and very solution-oriented”. “A great negotiator to have on your side” who is “very capable, quick off the mark and commercially minded”. Sandy has also been commended for her “amazing knowledge of her subject matter”, and for being an "incredibly hard-working, very hands-on partner who is very accessible and very technically able" and “who is recognised for handling big-ticket transactions”.
Mergers & Acquisitions
Sandy’s experience includes acting for:
- Singapore Exchange Limited on its joint venture with Temasek Holdings to set up Marketnode, Asia-Pacific’s first exchange-led digital asset venture focused on capital markets workflows through smart contracts, ledger and tokenisation technologies.
- Marketnode on its partnership with and investment in Covalent Capital Pte. Ltd. to collaborate and build Asia-Pacific’s first end-to-end digital infrastructure in the fixed income space.
- A member of the offeror/buyer consortium in the acquisition of Global Logistics Properties Limited for approximately US$11.87 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.
- Temasek Holdings in its offer to take SMRT Corporation Ltd (Singapore’s multi-modal public transport operator) private by way of a scheme of arrangement, in a high-profile deal which valued SMRT at approximately S$2.57 billion.
- Temasek Holdings (Private) Limited, a member of the consortium which made a voluntary conditional cash offer to acquire all of the issued ordinary shares of Eu Yan Sang International Ltd.
- Temasek Holdings (Private) Limited in its information technology and cloud joint venture with India-listed Infosys Limited.
- Fraser and Neave, Limited in relation to the sale of its 55% stake in Myanmar Brewery Limited to Kirin Holdings Singapore Pte Ltd, in what was the largest reported M&A transaction in Myanmar at the time.
- Baring Private Equity Asia, in relation to its S$450 million pre-conditional voluntary general offer to acquire all of the issued and paid-up shares in Interplex Holdings Ltd.
- Baring Private Equity Asia in the divestment of PSB Academy to the UK-listed Intermediate Capital Group.
- OCBC Bank, as lead and coordinating counsel in connection with its acquisition of the Asian private banking business of ING for US$1.463 billion (now known as Bank of Singapore). This transaction was named one of the Asian-Counsel Deals of the Year 2009.
- Ascendas US Fund Management Pte. Ltd., as Manager of the seller, Ascendas US REIT (wholly-owned by CapitaLand Limited), in its US$937.6 million divestment of a portfolio of 28 freehold business park properties located across 3 top ten ranked tech-cities (San Diego, Raleigh and Portland) in the US to the purchaser, Ascendas Real Estate Investment Trust (Singapore’s first and largest business space and industrial REIT). This deal is nominated for the “M&A Deal of the Year (Midsize)” at the upcoming ALB SE Asia Law Awards 2020.
- Viva Industrial Trust Management Pte. Ltd. and Viva Asset Management Pte. Ltd. on the S$937 million merger of ESR-REIT and Viva Industrial Trust by way of a trust scheme of arrangement, the first merger of 2 listed S-REITs by way of a trust scheme of arrangement. This deal won the “Best Singapore Deal” at FinanceAsia Achievement Awards 2018.
- OUE Hospitality REIT Management Pte. Ltd. (Manager of OUE Hospitality Real Estate Investment Trust) and OUE Hospitality Trust Management Pte. Ltd. (Trustee-Manager of OUE Hospitality Business Trust) on the proposed 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, which at the time was the largest merger between 2 real estate investment trusts/stapled trusts in Singapore. This deal is nominated for the “Equity Market Deal of the Year (Premium)” at the upcoming ALB SE Asia Law Awards 2020.
- OUE Lippo Healthcare Limited ("OUELH") on its acquisition of 10.63% of the total units in First Real Estate Investment Trust (“First REIT”); OUE Limited (“OUE”) and OUELH's acquisition of 100% of the total shares in First REIT manager Bowsprit Capital Corporation Limited; and the renounceable underwritten rights issue by OUELH to raise up to approximately S$150 million to fund the acquisitions. The aggregate consideration for the acquisitions by OUE and OUELH was S$201.6 million.
- AMP Capital Group in the sale of its 50% stake in the management entities of AIMS AMP Capital Industrial REIT ("AA REIT") and its 10.26% stake in AA REIT to AIMS Group.
- Jiangsu Changjiang Electronics Technology (JCET), as joint-lead deal counsel, advising on multiple aspects of a US$780 million (S$1.03 billion) pre-conditional voluntary general offer for STATS ChipPAC (including financing arrangements). This transaction won the Asian Legal Business SE Asia Law Awards 2016 Asset and Corporate Finance Deal of the Year and the Singapore Business Review Business Ranking Awards 2015 Deal of the Year.
- The Offeror, a special purpose vehicle formed by a consortium led by Overseas Union Enterprise Limited (OUE) in relation to its $13.1 billion voluntary conditional cash offer to acquire all of the issued and paid-up ordinary shares in F&N. The OUE offer was one of two competing offers for F&N, the other being the offer by TCC Assets Limited. This was one of South-East Asia's largest takeovers at the time. This transaction won the IFLR Asia Awards 2014 M&A Deal of the Year, Asian Legal Business SE Asia Legal Awards 2014 Southeast Asia Deal of the Year, Southeast Asia M&A Deal of the Year and Singapore M&A Deal of the Year, and was selected as one of the Asian-MENA Counsel Deals of the Year 2013.
- PetroChina International (Singapore) Pte. Ltd, a subsidiary of PetroChina Company Limited, as offeror's lead counsel in the acquisition of the initial block of shares as well as in the subsequent general offer and the compulsory acquisition of residual minority shares in Singapore Petroleum Company (SPC) which valued SPC at S$3.2 billion in its entirety. The transaction was one of the most significant takeovers in the Energy sector in recent years and was named Asian Legal Business SE Asia Singapore M&A Deal of the Year 2010 and one of the Asian-Counsel Deals of the Year 2009.
- Australia and New Zealand Banking Group (ANZ), as Singapore counsel, for the US$550 million acquisition of some of Royal Bank of Scotland's (RBS) assets in Singapore and the region, comprising RBS's retail, wealth and commercial businesses in Singapore, Taiwan, Indonesia and Hong Kong. In connection with the acquisition, ANZ also gained control of RBS's institutional businesses in Taiwan, the Philippines and Vietnam. This transaction was named one of the Asian-Counsel Deals of the Year 2009.
- BreadTalk Group Limited in the voluntary unconditional cash offer by United Overseas Bank Limited, for and on behalf of BTG Holding Company Pte. Ltd., to acquire all of the issued ordinary shares in the capital of BreadTalk Group Limited, other than those already owned, controlled or agreed to be acquired by BTG Holding Company. The offer values BreadTalk Group Limited at approximately S$433.56 million.
- Health Management International Ltd., a company listed on the SGX-ST, ("HMI") on the proposed acquisition by PanAsia Health Limited of all the issued ordinary shares in the capital of HMI by way of a scheme of arrangement that values HMI at approximately S$611 million.
- Mitsui & Co. Ltd. (Mitsui), the Offeror, in relation to Mitsui's $221 million voluntary conditional cash offer to acquire all of the issued and paid-up ordinary shares in Portek International Limited (Portek). Mitsui's offer was one of two competing offers for Portek, the other being the offer by ICTSI Far East Pte. Ltd.
- Citigroup Global Markets Singapore Pte. Ltd., in relation to its role as financial adviser to Neptune Orient Lines Limited on the disposal of APL Logistics Ltd to Kintetsu World Express, Inc. for US$1.2 billion.
- Credit Suisse (Singapore) Limited in HNA Belt and Road Investments (Singapore) Pte. Ltd.’s approximately S$1.4 billion voluntary conditional general offer to acquire all the issued and paid up ordinary shares in the capital of Singapore-listed CWT Limited.
Banking & Finance
Sandy has also worked on many significant Finance and Projects/Energy transactions, including acting for/as:
- Lead lenders’ counsel, in connection with Project Jewel, a joint venture between Changi Airport Group (CAG) and CapitaMalls Asia Limited (CMA), to develop an iconic mixed-use development at Changi Airport.
- Hyflux Ltd and its subsidiaries, as joint lead counsel, in relation to the tender, construction, development and financing of Singapore's second desalination plant (which incorporated a power plant).
- Resorts World at Sentosa in its US$3 billion syndicated financing deal to fund the development, construction and operation of one of the two integrated casino resorts in Singapore. This transaction was named Asian Legal Business SE Asia Project Finance Deal of the Year 2009 and Singapore Deal of the Year 2009. It was also given Honourable Mention by Asian Counsel's Deals of the Year 2008 awards.
- Singapore counsel for Japan Bank for International Cooperation as lender in connection with facilities granted to Khanom Electricity Generating Company Limited to develop, construct, own, operate and maintain the Khanom 4 Plant and associated auxiliary facilities.
- The issuer, Winmall Limited, in respect of the S$520 million securitisation of Jurong Point Realty Limited's interest in Jurong Point Shopping Centre.
- Singapore counsel to DBS Bank Ltd, the mandated lead arranger, underwriter and financial adviser, for the Marina Bay District Cooling project financed at S$140 million (US$95 million). District cooling is an innovative urban utility service that draws chilled water from a central source, piped to multiple buildings, for air-conditioning purposes.
- Singapore counsel to the syndicate of lenders financing part of China Huaneng Group's US$3.12 billion acquisition of Tuas Power.
Memberships / Directorships
- Member, Law Society of Singapore (1997– present)
- Member, Law Society of Singapore Committee for Continuing Professional Development (2014 – present)
- Member, International Bar Association
- Fellow, Singapore Academy of Law
- Facilitator for the Preparatory Course leading to Part B of the Singapore Bar Examinations
- Speaker, Singapore Institute of Directors – Listed Entity Director Programme
- Council Member, Institute of Valuers and Appraisers, Singapore (IVAS)
- Co-Author, Singapore Chapter, Mergers & Acquisitions (Global Legal Insights) 5th Edition
- Co-Author, Singapore Chapter, Mergers & Acquisitions (Global Legal Insights) 6th Edition
- Co-Author, Singapore Chapter, Corporate M&A 2020 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Corporate M&A 2021 Global Practice Guide (Chambers and Partners)
- Co-Author, Singapore Chapter, Private Equity 2020 Global Practice Guide (Chambers and Partners)