Mergers & Acquisitions

Hendra Soenardi has handled some of the largest and most complex mergers and acquisitions in Indonesia, including related acquisition financing and refinancing. Throughout these deals, we have represented a broad range of clients from private equity sponsors, investment banks and publicly traded companies to closely held organizations. We have represented bidders, buyers, selling shareholders, target companies, sponsors and financial advisors in their varying roles.

REPRESENTATIVE TRANSACTIONS

• Represented Agung Podomoro Group in various large scale land acquisitions.
• Represented Sinar Mas Group in various large scale acquisitions in various industries.
• Represented Wira Sakti Group in a large scale real property development.
• Counsel to PT Alam Tri Abadi in the USD1.1B acquisition of a 100% interest in Agalia Energy Investments and Ariane Investments Mezzanine, and to the controlling shareholders in the USD1.3 billion IPO by PT Adaro Energy Tbk. The acquisition and the IPO provided the foreign investors in PT Adaro Indonesia with a platform to switch their interests in PT Adaro Indonesia into interests in PT Adaro Energy Tbk. The IPO was recognized as one of the Deals of the Year in Asia by Asian Counsel in 2008. White & Case represented Agalia Capital. Milbank represented Ariane Investments.
• Together with Milbank, Hendra Soenardi represented PT Alam Tri Abadi in the acquisition of an integrated coal mining business in Kalimantan from BHP Billiton. The minority interest was acquired in 2010 for USD350m and the majority interest was acquired in 2016 for USD120 million.
• Counsel to Saratoga Equity and other shareholders in the sale of their controlling interest in PT Adaro Indonesia, one of the largest coal producers in Indonesia, to a consortium of international banks and strategic investors led by T. P. Rachmat and Edwin Soeryadjaya. It was one of the largest and most complex M&A/LBO transactions in Indonesia and South East Asia. The transaction was recognized by Asian Legal Business in 2006 as the South East Asia M&A Deal of the Year. Baker McKenzie represented the minority shareholder and Milbank represented the purchaser.
• Counsel to PT Adaro Indonesia, one of the largest coal producers in Indonesia, in the USD325 million issuance of minority shares to EGAT International Co Ltd, a subsidiary of the Electricity Generating Authority of Thailand, which was represented by Baker McKenzie.
• Together with O’Melveny & Myers, Hendra Soenardi represented one of the largest palm oil plantation companies in Indonesia in a USD350 million acquisition of a palm oil plantation in Sumatra.
• Counsel to SHV Holdings BV and other shareholders in the sale of a 100% interest in PT Makro Indonesia, one of the largest discount store chains in Indonesia, for EUR227 million to Lotte Shopping Co Ltd which was represented by Yulchon.
• Counsel to PT Mitra Pinasthika Mustika in the acquisition of a 100% interest in PT Mitra Pinasthika Mustika Finance (formerly PT Austindo Nusantara Jaya Rent), a holding company of automotive rental and finance business, and the third largest automotive rental company in Indonesia, from PT Austindo Nusantara Jaya.
• Counsel to PT Mitra Pinasthika Mustika as the issuer of approximately USD100 million of Mandatorily Convertible Notes Due in 2017.
• Counsel to the controlling shareholder and the target company in the sale of the 23% interest in PT Avrist Assurance (formerly PT Asuransi AlA Indonesia) to DEG (German Investment & Development Company). The sale of the 23% interest to Meiji Yasuda Life Insurance was represented by Baker McKenzie.
• Counsel to an Indonesian telecommunications company in the purchase of telecommunications assets from a listed Indonesian telecommunications company.
• Together with Milbank, Hendra Soenardi represented the purchaser in a proposed acquisition of 25% interest in one of the largest independent power producers in Indonesia.
• Counsel to Sumitomo Corporation as the controlling shareholder of two of the largest finance companies in Indonesia in a joint venture with Sumitomo Mitsui Banking Corporation and PT Sinar Mas Multiartha.
• Together with Latham & Watkins, Hendra Soenardi represented an Indonesian purchaser in a large scale acquisition of an integrated coal mining business in Kalimantan.
• Counsel to the arranger in a reverse takeover of an Indonesian shipping company by a Singapore company listed on the Singapore Stock Exchange.
• Counsel to a prospective purchaser in an acquisition plan of a minority interest in one of the largest Independent Power Producers in Indonesia (PT Paiton Energy) in 2016.