Update of Transmission Finance DAC’s €10,000,000,000 Multicurrency programme prospectus to include Green Bonds with proceeds to be lent to Caruna Networks Oy, after Caruna established its Green Finance Framework which has a Second Party Opinion issued by CICERO;

Issue of €300,000,000 0.375 per cent. Series 11 Green Bonds due 2028 under the programme; and

Tender Offer of up to €300,000,000 of €500,000,000 1.500 per cent. Series 9 Bonds due 2023.

Caruna distributes electricity and maintains, repairs and builds a weatherproof electricity network for its over 700,000 customers in South, Southwest and West Finland, as well as in the city of Joensuu, the sub-region of Koillismaa and Satakunta. Its electrical network is over 88,000 kilometres long.

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Linklaters has advised PetroRio, a Brazil-based oil and gas company on the inaugural issuance of US$600m 6.125% Senior Secured Notes due 2026.

The Notes are secured by the shares of certain of PetroRio’s Brazilian and Luxembourg subsidiaries, as well as two Floating Production Storage and Offloading vessels (FPSOs) domiciled in the Bahamas.

PetroRio will use the proceeds to prepay existing credit facilities and for general corporate purposes.

PetroRio is one of Brazil‘s largest independent oil and natural gas companies. It focuses on investments in the sector and the recovery of assets in production, in addition to managing reserves and developing mature fields.

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BorgWarner, a leading global automotive supplier, launched a voluntary public takeover offer at EUR 120.00 per share in cash for all outstanding shares of AKASOL (“the Offer”) on 26 February 2021. The Offer was preceded by the conclusion of a Business Combination Agreement between AKASOL and BorgWarner. Sven Schulz, CEO and founder of AKASOL, (via Schulz Group GmbH), as well as the other founders of AKASOL, entered into Irrevocable Undertakings to tender approximately 59.4% of their AKASOL’s shares. The shareholders of AKASOL have accepted the voluntary public takeover offer after the extended acceptance period expired with an acceptance rate of 89.08 percent of the AKASOL shares outstanding. The Offer was successfully completed on 4 June 2021.

AKASOL AG is a leading German developer and manufacturer of high-performance lithium-ion battery systems as well as a provider of complete solutions. Hogan Lovells has already advised AKASOL AG on its IPO in 2018.

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The target business was sold by way of a highly competitive auction by a PE seller on an extremely short timetable. Quick execution, minimal regulatory conditions and the availability of unconditional offshore funding were critical to the success of Mindray’s bid.

Mindray is a leading global provider of medical devices and solutions. The company employs advanced technologies and adapts them to clinical scenarios by applying its global R&D, marketing and service network. Hytest develops and supplies immunological reagents for the in vitro diagnostic and research community.

The Freshfields team advising on the transaction was led by partner Richard Perks, supported closely by partners Alan Wang and Alastair Mordaunt. Network assistance was provided by Thijs Flokstra, Anna Nersesian, Igor Gerber, Aimen Mir, Frank Rohling, and Bruce McCulloch. The transactional partners were supported by counsel Ya Ma. The antitrust partners were supported by counsel Alexander Viktorov and Aude Guyon. Employment law advice was provided by counsel Olga Chislova.

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CARsgen Therapeutics focuses on innovative CAR-T cell therapies for the treatment of hematological malignancies and solid tumors with operations in China and the US. The company has 11 products in the pipeline (10 are CAR-T cell therapies focused) with six at pre-clinic stage. With seven IND clearances for CAR-T therapies in China, the US and Canada, the company ranks the first among Chinese CAR-T companies.

The IPO was over-subscribed more than 400 times at the Hong Kong public offering, raised over HK$3.1 billion (approximately US$400 million), and listed on 18 June 2021. The offering attracted nine cornerstone investors that subscribed to almost 50% of the issued shares.

“We are delighted to have worked with CARsgen, one of the leading CAR-T cell therapies specialists on its successful listing on the HKEx,” said Hong Kong partner Matt Emsley. “CARsgen is the latest to take advantage of the Exchange’s Chapter 18A biotech/pharma changes to its Listing Rules to leverage the capital markets successfully.”

Herbert Smith Freehills has advised on a number of biotech listings since the Hong Kong exchange introduced its new regime for biotech listings in 2018, including those by Shanghai Junshi Biosciences (01877.HK), TOT BIOPHARM (01875.HK), SinoMab Bioscience Limited (03681.HK), Peijia Medical (09996.HK) and Antengene Corporation Limited (06996.HK).

“CARsgen Therapeutics is another emerging Chinese biopharmaceutical company with proprietary R&D capabilities, and more are in the IPO pipeline this year,” said Herbert Smith Freehills Kewei joint operation partner Stanley Xie. “We congratulate CARsgen Therapeutics and sponsors on this successful IPO.”

CARsgen Therapeutics’ vision is to become a global biopharmaceutical leader that brings innovative and differentiated cell therapies to cancer patients worldwide, they also believe that they are a key player in the field of CAR-T cell therapies – a market where global sales are expected to increase from US$0.7 billion in 2019 to US$6.6 billion in 2024, and three-fold to US$21.8 billion in 2030.

Matt and Stanley jointly led the team advising the sponsors, assisted by partner Siddhartha Sivaramakrishnan in Singapore; of counsel George Wu, senior associate Maisie Ko, associates Echo Shen and Angela Yuen, and legal manager Hilary Chong in Hong Kong, and associate Sean Ji from the joint operation. Sydney solicitor Sunny Li, Hong Kong trainee solicitor Jasmin Tsang and paralegal Alisha Chan and paralegal Jessica Sun from the joint operation also provided support.

Associate Director Lucy Yao led Herbert Smith Freehills Kewei Joint Operation’s Alternative Legal Services business to provide high-efficiency solutions for verification and other document-intensive processes during the offering, assisted by Senior Lawyer Helen Liang, Legal Specialist Selina Wang and Legal Analyst Shawna Peng.

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The Legal Schema is an open source initiative that provides a common language for creating and managing legal documents as data. As the world moves towards a widespread digitisation of the contracting process (reflecting the digitisation of most aspects of society), the need for this common language is pressing. In the same way that schemas underpin and enable web development, the UKLS not only supports the development of individual digital contracts but, importantly, it enables them to interact with each other (and existing technologies). The result being that the emerging smart contract and digital asset industries in the UK can benefit from both strong legal and technical foundations.

The Legal Schema complements the UK Jurisdiction Taskforce’s Legal Statement on cryptoassets and smart contracts, the Law Commission’s ongoing review of the law on smart contracts, the UKJT’s recently published Digital Dispute Resolution Rules, and the UK Government’s National Data Strategy.

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Infront is a leading European provider of financial market data and software solutions currently listed on the Oslo Stock Exchange. The founders of Infront, CEO Kristian Nesbak and CIO Morten Lindeman, are reinvesting a portion of their proceeds alongside Inflexion. The investment is being made by Inflexion Buyout Fund V and Supplemental Fund IV. The business will be delisted shortly after the acquisition.

Headquartered in Oslo, Infront provides a suite of data and software solutions which allow financial institutions to manage investment decisions, reduce costs and comply with changing market requirements. The company serves more than 3,600 customers with over 90,000 professional users and has 500 employees across 13 countries in Europe and South Africa.

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The new facility, arranged by BNP Paribas and DNB (UK) Limited, will enable EnQuest to simplify its existing capital structure and finance the acquisition of a 26.69% interest in the Golden Eagle Area Development.

The Ashurst team was led by energy financing partner Huw Thomas, supported by partner Adrian Lawrence and assisted by senior associates Harriet Gray and Grahame Fischer and associate Ben Pearson. Hedging advice was provided by global markets partner Kerion Ball and associate Jean Tan, and associate Shayaan Zaraq Bari advised on tax matters. The Ashurst team worked closely with EnQuest Commercial and Legal Director Stefan Ricketts and Senior Lawyer Dawood Ahmed.

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The international law firm Taylor Wessing lead by its Frankfurt finance partner Ulf Gosejacob advised Borromin in connection with the financing of the acquisition of the stake in Little John Bikes. To support the transaction as well as the future growth of the company, Oldenburgische Landesbank has arranged and granted the acquisition financing as well as the working capital financing.

Little John Bikes was founded in 1997 in Neukirch, East Saxony, and has since become a leading retailer of bikes and e-bikes in Germany. Headquartered in Dresden, the company currently has 41 branches. The current focus of expansion is the new federal states. Its product range offers modern mobility solutions for cyclists of all ages, regardless of whether for everyday, leisure or sporting use. The wide range of services and customer advisory on offer underlines LJB’s service-oriented focus. Market-oriented thinking, extensive know-how and dynamic growth have made LJB one of the leading companies in its industry in Germany.

Borromin (formerly Steadfast Capital) is an independent private equity investor focusing on mediumsize businesses within German speaking Europe and Benelux countries. Funds advised by Borromin invest in mid-size companies providing equity for succession issues, management buy-outs and also provide capital for growth opportunities. Borromin was founded in 2001 and follows a successful, valueoriented strategy of investments in profitable companies in various sectors.

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Induction is a leading virtual care platform driving digital transformation of healthcare systems worldwide, and it has now acquired Australian-based Attend Anywhere Pty Ltd, a UK market leader in video consultation in secondary care with a strong NHS footprint.

Part of the proceeds of the placing have been used to fund the cash consideration in respect of the acquisition and the remainder will be used to provide Induction with additional working capital.

Commenting on the transaction, Partner Ross McNaughton, said: “We are delighted to have supported N+1 Singer on another successful fundraise. Induction Healthcare is an extremely interesting healthcare company, and we wish them well on the next stage of their journey following this successful fundraise. As a leading firm in the life sciences and healthcare sector, we help advise companies, investors and banks on many of the most strategically important deals in that space.”

Phil Davies, Director, N+1 Singer added: “We are delighted with the strong support shown by the investor base that we were able to attract for the Company. We are grateful to Taylor Wessing, who provided outstanding commercial advice throughout.”

The team was led by Corporate Partner Ross McNaughton, with support from Senior Associates Joe Cooper and Alice Thomas, and Associate Katie Fry-Paul.

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