IFR Asia – February 10, 2018

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28 International Financing Review Asia February 10 2018

lead arrangers and bookrunners on
the facility, which has an unspecified
greenshoe option.
A preliminary invitation has been sent
to participants for a roadshow to be held
in Singapore on February 7. The tenor and
pricing terms have yet to be released.
Funds will be used for refinancing and
general corporate purposes.
The borrower last completed a US$100m
three-year loan in January 2016. CTBC, DBS,
StanChart and SMBC were lenders. The
loan, which attracted six others in general
syndication, offered a top-level all-in prices
of 305.68bp or 275.68bp for the offshore
and onshore tranches, based on margins of
280bp and 250bp over Libor, respectively.
The average life is 2.29 years.
Indorent, an affiliate of Indomobil
Finance Indonesia, provides vehicle and
heavy-duty equipment financing services.
Indorent and Indomobil Finance are units
of Indomobil Multi Jasa, which under the
control of conglomerate Salim Group.

JAPAN


SYNDICATED LOANS


› TOEI REEFER MBO BACK ON TABLE

TOEI REEFER LINE’s management buyout is back
in the limelight after a revised bid from

its president, who failed in an attempt last
month.
KK Ocean, president Hirofumi Kawai’s
special-purpose company, reached an
agreement with Toei Reefer Line’s top
shareholders Reno and Office Support,
investment funds related to Japanese
activist investor Yoshiaki Murakami, with
a revised offer of ¥800 (US$7.34) per share,
up from the earlier ¥600.
The revised offer for Jasdaq-listed Toei
Reefer Line would be launched on Thursday
and end on March 23, the frozen tuna
shipping company said on Wednesday.
MUFJ had committed a five-year senior
loan of ¥7.2bn to back the MBO before
increasing it to ¥9.3bn.
Tokio Marine Mezzanine also doubled its
mezzanine investment in preferred stock to
¥2bn from ¥1bn.
Last month, Kawai withdrew his bid for
Toei Reefer Line after failing to buy the
minimum 3,689,400 shares, or 66.7% of
the company, required for the purchase
to proceed. He ended up with 2,520,429
shares, or a 45.5% stake.
Since the announcement of the MBO in
early November, the investment funds had
increased their stakes in Toei Reefer Line to
16.7%, according to their January 15 filing
to the Tokyo Stock Exchange.

› SKYLARK GETS ¥107BN FOR REFINANCING

Tokyo Stock Exchange-listed restaurant
chain operator SKYLARK signed a ¥107bn
amortising term loan for refinancing.

The loan, signed on February 2, is split
into an ¥8bn tranche A, maturing on
December 31 2024, and a ¥99bn tranche B,
due on December 31 2027.
Tranche A will be repaid in 10 semi-
annual instalments of ¥411m each, with
a balloon payment of ¥3.89bn to follow,
while tranche B will be repaid in 16 semi-
annual instalments of ¥5.089bn apiece,
with a balloon payment of ¥17.576bn
to follow. The first instalment on both
tranches is on December 31 2019.
Mizuho Bank was the arranger and agent,
MUFG and SMBC came in as co-arrangers,
while Development Bank of Japan, Norinchukin
Bank and Sumitomo Mitsui Trust Bank joined
as lenders.
Skylark Restaurants, a unit of Skylark, is
the guarantor.
Financial covenants are net assets must
be maintained at a minimum of 75% of the
highest amount of net assets as shown on the
consolidated balance sheet as at December
31 for the fiscal years 2016, 2017 or 2018; the
borrower must not record loss in its financial
statements for two consecutive fiscal years;
and the net leverage ratio should be less than
or equal to: 4.00x for every quarter from April
1 2019 to March 31 2021, 3.75x for every
quarter from April 1 2021 to March 31 2023,
3.50x for every quarter from April 1 2023 to
March 31 2025, 3.25x for every quarter from
April 1 2025 to March 31 2027, and 3.00x for
every quarter from April 1 2027.
Funds are to refinance a ¥107.1bn loan
due on June 24 2019.
Skylark, which, as of December 31,

Tax change to spur Indian ECM activity


„ Equities New capital gains tax seen speeding up disposals of stakes through IPOs and block trades

Promoters and private-equity investors are
expected to speed up plans to sell stakes
through IPOs and block trades with the new
10% long capital gains tax to kick in on April 1.
The LCGT, proposed in the federal budget,
will require any investor selling shares in the
stock market to pay tax on the difference
between the issue price and the net asset
value of the company on January 31 2018.
Bankers say that will give major investors
an incentive to sell sooner rather than later.
But the rules are also likely to raise valuation
expectations as the exit prices will have to
compensate for the new tax.
“Promoters waiting for better valuations
will give in as the new tax will eat into their
gains after April,” said a Mumbai-based ECM
banker. “We’re just hoping the markets will
be back in positive territory after the recent
sell-off.”

Since the budget on February 1, the
benchmark S&P BSE Sensex Index has lost
some of its lustre. For the month to last
Thursday, it was down 5.7% as the budget and
the global share volatility heightened selling.
In the past, there was no LCGT on stock-
market exits. However, exits in the private
market attracted a 20% LCGT for resident
investors and 10% for foreigners.
Bankers see a booming public market as
the best option for promoters and PE players
to monetise their assets.
Equity issues from Indian companies
totalled US$25bn in 2017, versus US$9.2bn
in 2016, according to Thomson Reuters data.
IPOs raised US$11.1bn, up 176% year on year
and the highest since 2007.
A majority of these IPOs involved stake
sales from controlling shareholders. For
example, the IPOs of close to US$1bn and

above each of ICICI Lombard, SBI Life
Insurance and HDFC Standard Life Insurance
comprised only secondary shares. The IPOs
of over US$1bn each of General Insurance
Corp of India and New India Assurance had
only a small primary component.
“Promoters and PEs have had it so good
that it was only natural someone would tax
them,” said another ECM banker.
For now, the Indian IPO pipeline looks good
and the market is awaiting the floats of ICICI
Securities, Bandhan Bank, Reliance General
Insurance, Lemon Tree Hotels and Sandhar
Technologies in the first quarter. The Rs45bn
(US$700m) ICICI Securities and Rs13bn
Lemon Tree IPOs comprise only secondary
components, while those of Bandhan, Sandhar
and Reliance General involve a mix of primary
and secondary shares.
S ANURADHA

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