$3.66bn Brookfield buy into RIL towers draws AZB, CAM, Khaitan into largest PE investment ever (Jun ‘19)

Canadian investment firm Brookfield Asset Management Inc. will invest Rs 25,215 crore ($3.66 billion) in Reliance Industries Ltd’s telecom tower assets in the single-biggest private equity deal ever in India.

VCCircle

The funds will be invested in a to-be-issued InvIT by Tower Infrastructure Trust.

AZB & Partners advised Brookfield Asset Management on the deal, with Delhi corporate partner Gautam Saha advising the fund on the acquisition, and Delhi capital markets partner Madhurima Mukherjee advising Brookfield on infrastructure investment trust (InvIT) of the deal.

Cyril Amarchand Mangaldas partners Yashojit Mitra and Kranti Mohan advised Reliance Industries Limited on the deal.

Update 11 December 2020: Khaitan & Co advised British Columbia Investment Management Corporation led by a team of partner Siddharth Shah, partner Anuj Shah, partner Aashutosh Sampat, partner Vivek Mimani, partner Shantanu Gupta, associate Gokul Thampi, associate Khusboo Agarwal and associate Utsav Lohia. Anti trust aspects involved partner Anisha Chand, associate Anmol Awasthi and associate Arvind Pillai. Tax aspects were handled by partner Bijal Ajinkya and principal associate Rahul Jain.

Khaitan & Co also advised Tower Infrastructure Trust (the InvIT sponsored by Reliance and Brookfield) on the private placement of its units, led by a team of executive director Sudhir Bassi, partner Abhimanyu Bhattacharya, principal associate Navodita Gupta, senior associate Vijayaraghavan and associate Adrika Dhawan.

The deal is larger than Flipkart’s $2.4bn round from Softbank in 2017, and Brookfield’s $1.9bn consortium acquisition of a RIL gas pipeline (on which AZB had acted for Reliance).

Comments

Jio 22 Jul 2019, 07:51
+3 -3
Isn't Khaitan also on this deal? Btw is CAM advising Ril even on the fibre invit?
Kco 22 Jul 2019, 08:09
+3 -3
https://www.legallyindia.com/corporateadvisory/khaitan-acts-reliance-jio-infocomm-fibre-restructuring-20190511-10128

Kian- you reported that KCo was on the deal and Kco advised RJIL. Khaitan has to be on the deal. Did CAM advise RIL and Kco advise RJIL?
Haigreve 22 Jul 2019, 08:32
+6 -3
Kian-please clarify. Who is doing the fibre invit and who is doing the tower invit. As per my knowledge, Kco is involved in both?
H&M 22 Jul 2019, 08:41
+2 -2
http://www.newindianexpress.com/business/2019/apr/19/ril-moves-tower-fibre-infra-to-invits-1966061.html4

https://economictimes.indiatimes.com/industry/telecom/telecom-news/jio-rolls-out-red-carpet-to-global-investors-for-its-optic-fibre-invit/articleshow/68350646.cms?from=mdr

Kian please read this and also why have you stopped replying to questions asked via comments? Please clarify the role of Kco in the tower and fibre invits?
kianganz 22 Jul 2019, 09:09
+6 -1
Thanks, have checked with lawyers and doesn't appear KCo was involved in the acquisition, though possibly on the Invit part. Will update if find out...
H&M 22 Jul 2019, 09:12
+2 -2
Kian- What is the role of Khaitan on this deal?
H&M 22 Jul 2019, 09:28
+3 -3
Hey Kian-The invit part and the acquisition are inter related as the Brookfield has purchased units of Tower Infrastructure Trust and is a sponsor as per the SEBI Invit regs. Now, Kco is involved as they did the demerger of the tower entity from its parent-RJIL. Also, are you saying that the Kco is not primary legal adviser to RIL on the fibre invit which is estimated to be more than a 10 billion dollar deal. Please clarify?
gossip boy 22 Jul 2019, 12:14
+7 -9
please add that gautam saha and madhurima are married and brookfield has been an azb/saha client.
or atleast do not edit this away.
abcd 22 Jul 2019, 13:21
+22 -2
Isn't Brookfield SAM client?
NYU 2019 LLM 22 Jul 2019, 13:37
+1 -13
Kian- If you were indeed an M&A lawyer you would know that in any large deal like this one , there is a timeline which is circulated by the financial adviser to the lawyers. Now, your post on May 11, 2019 clearly stated that kco acted for RIL when the composite scheme of arrangement was filed before the NCLT, Ahmedabad. This transaction was a precursor to the aforementioned transaction and was done in order for RJIL to monetize its tower and fibre assets. Since, Kco acted as a legal adviser to RJIL, they deserve a mention in this deal report as the timeline given by the banker would mention a date by which the NCLT had to approve the scheme. This was done by Kco. If you do not mention this, this would amount to not mentioning all the parties in the deal. Now, the fibre invit is the larger one and the fact that KCO is advising Mukesh bhai on that one should be mentioned as well. This is how ATL would have reported it:). Would love your thoughts on this.
Guest 23 Jul 2019, 02:23
+19 -5
Dude, why do care so much about KCO unless you worked on this deal from KCO and dying to see your name here. Just FYI in that case you can give details to Kian directly and he will confirm those details and include here.
TopUp 22 Jul 2019, 15:17
+30 -8
Why are people so cranky about what khaitan did in this deal? Do you not have your own deals to work on? Or just want to hog unnecessary limelight? Either way, go get a life!
Guest 23 Jul 2019, 05:08
+21 -3
All I smell is sour grapes... Khaitan folks relax. Mukesh bhai has enough for all law firms
Attory 24 Jul 2019, 07:02
+1 -7
there is no doubt that KCO and CAM both act in conflict in a lot of their deals... however, the bias against KCO is fairly visible at legallyindia..
Tyrion 24 Jul 2019, 09:24
+2 -4
Say what you will - Cyril Bhai is tops
Guest 25 Jul 2019, 08:05
+8 -4
Let's say, for the sake of argument, KCO did work on the transaction. Presumably, they got paid (at whateever discounted rate RIL has negotiated) - so why all the fuss to be recognised on LI (Kian, absolutely no offence intended)? It's not like potential clients are trawling through this bored, and possibly frustrated, lawyer echo chamber.
Hugh heffner 5 Jun 2021, 08:54
+0 -0
A no lot of other partners from CAM were involved.

Same for fiber Invit as well. Same teams for Cam amd kco. Azb run fiber from bombay
Hugh heffner 5 Jun 2021, 08:56
+0 -0
Also did LI miss reporting on fiber invit? It was a huge one