IHH Healthcare Berhad’s USD 1.1 billion acquisition of Fortis Healthcare Limited

Khaitan & Co acted as the India legal advisor for IHH Group on (i) structuring of the overall transaction, (ii) drafting, negotiating and finalization the transaction documents, (iii) the open offer process and related documents, (iv) competition related aspects; and (v) due diligence on Fortis and material subsidiaries for an approx. value of USD 1.1 billion.

The firm advised IHH Healthcare Berhad and its subsidiary Northern TK Venture Pte Ltd on the proposed subscription of 235,294,117 new equity shares of face value of Indian Rupee (“INR”) 10 each (“Fortis Shares”) in Fortis, representing c. 31.1% of the expanded voting share capital, through preferential allotment by Fortis to an indirect wholly-owned subsidiary of IHH, NTK.

Khaitan & Co also advised the clients on the mandatory open offer for acquisition of up to 197,025,660 Fortis shares representing additional 26% of the expanded voting share capital of Fortis by NTK; and on the mandatory open offer for acquisition of up to 4,894,308 fully paid up equity shares of face value of INR 10 each representing 26% of the fully diluted voting equity share capital of Fortis Malar Hospitals Limited by NTK.

IHH Healthcare Berhad, a company incorporated in Malaysia and listed on the Bursa Malaysia and Singapore SGX, through its indirect wholly owned subsidiary, Northern TK Venture Pte Ltd., a Singapore-incorporated company.

IHH is the world’s 2nd largest provider of integrated healthcare services by market cap (USD 12.3 billion as of date) and is the largest private healthcare provider in Asia, operating approx. 10,000 beds in 49 hospitals across 9 countries.

Fortis Healthcare Limited is a leading integrated healthcare delivery service provider in India. The healthcare verticals of the company primarily comprise hospitals, diagnostics and day care specialty facilities. Currently, the company operates its healthcare delivery services in India, Dubai, Mauritius and Sri Lanka with 45 healthcare facilities (including projects under development), approximately 10,000 potential beds and 314 diagnostic centres.

Khaitan & Co advised on the deal with a team led by Haigreve Khaitan (Partner, in picture), Anand Mehta (Partner), Arindam Ghosh (Partner), Ashraya Rao (Partner) with assistance on Corporate aspects of Saswat Subasit (Principal Associate), Sanket Shah (Senior Associate), Shreya Mukherjee (Senior Associate), Aparajita Chakraborty (Senior Associate) and Suditi Surana (Senior Associate); on Open Offer aspects advised Sudhir Bassi (Partner), Arpita Anand (Senior Associate) and Shashank Patil (Associate); on Litigation matters acted Sanjeev Kapoor (Partner), Saman Ahsan (Principal Associate), Aditya Ganju (Principal Associate) and Aayush Jain (Associate); on Competition Law advised Manas Kumar Chaudhuri (Partner), Sagardeep Rathi (Partner), Pranjal Prateek (Principal Associate), Akash Karmarkar (Associate) and Aman Singh Baroka (Associate); and on Corporate (Due diligence) provided assistance Niharika Mepani (Senior Associate) and Nupur Pandit (Associate).

 

Involved fees earner: Haigreve Khaitan – Khaitan & Co.; Anand Mehta – Khaitan & Co.; Arindam Ghosh – Khaitan & Co.; Ashraya Rao – Khaitan & Co.; Saswat Subasit – Khaitan & Co.; Sanket Shah – Khaitan & Co.; Shreya Mukherjee – Khaitan & Co.; Aparajita Chakraborty – Khaitan & Co.; Suditi Surana – Khaitan & Co.; Niharika Mepani – Khaitan & Co.; Nupur Pandit – Khaitan & Co.; Sudhir Bassi – Khaitan & Co.; Arpita Anand – Khaitan & Co.; Shashank Patil – Khaitan & Co.; Sanjeev Kapoor – Khaitan & Co.; Saman Ahsan – Khaitan & Co.; Aditya Ganju – Khaitan & Co.; Aayush Jain – Khaitan & Co.; Manas Kumar Chaudhuri – Khaitan & Co.; Sagardeep Rathi – Khaitan & Co.; Pranjal Prateek – Khaitan & Co.; Akash Karmarkar – Khaitan & Co.; Aman Singh Baroka – Khaitan & Co.;

Law Firms: Khaitan & Co.;

Clients: IHH Healthcare Berhad ;