Tokopedia’s US$18 Billion Merger With GoJek

Davis Polk advised PT Aplikasi Karya Anak Bangsa (GoJek) on the deal, while Herbert Smith Freehills and Hiswara Bunjamin & Tandjung two major shareholders. Allen & Overy and Ginting & Reksodiputro (in association with Allen & Overy) advised Tokopedia.

Indonesian ride-hailing and payments firm Gojek and e-commerce leader Tokopedia are merging to create a multi-billion dollar tech company called GoTo in the country’s largest-ever deal, as rivals bulk up in the fast-expanding sector.

The combined entity, which will span online shopping, courier services, ride-hailing, food delivery and other services in Southeast Asia’s largest economy, will be the biggest privately held technology firm in the region.

GoTo’s biggest investors include Alibaba Group Holding (9988.HK), SoftBank Group Corp (9984.T), Singapore sovereign wealth fund GIC, Alphabet’s Google (GOOGL.O) and Tencent Holdings (0700.HK).

The Davis Polk corporate team includes partner Miranda So (Picture), counsel Sam Kelso and registered foreign lawyers Samuel Kang and Joo Park. All members of the Davis Polk team are based in the Hong Kong office.

Mark Robinson led the Herbert Smith Freehills team advising one major shareholder, assisted by senior associate Sophie Lenox and associate Su Wai Nang. Hiswara Bunjamin & Tandjung partner Sakurayuki led the Jakarta team advising on Indonesian law aspects, particularly regulatory and competition issues. She was assisted by Hiswara Bunjamin & Tandjung associate Adiguna Randitya. Separately, Jakarta senior International counsel David Dawborn, assisted by Brandon Van Slyke and Astri Widita Kusumowidagdo at Hiswara Bunjamin & Tandjung advised another major shareholder on Indonesian law aspects of the transaction.

The team advising on the transaction was led by partner Sugianto Osman and senior associate Tom Jokelson, along with support from partners Christopher Moore, Brendan Hannigan, senior associates Catriona Chau, Adarsh Chhabria, Sam Samid and associates Niki Satyapeni, Rosy Madian, Kevin Jhonson and Trysa Arifin.
Involved fees earner: Trysa Arifin – Allen & Overy; Catriona Chau – Allen & Overy; Adarsh Chhabria – Allen & Overy; Brendan Hannigan – Allen & Overy; Kevin Jhonson – Allen & Overy; Tom Jokelson – Allen & Overy; Rosy Madian – Allen & Overy; Chris Moore – Allen & Overy; Sugianto Osman – Allen & Overy; Sam Samid – Allen & Overy; Niki Satyapeni – Allen & Overy; Samuel Kang – Davis Polk & Wardwell; Sam Kelso – Davis Polk & Wardwell; Joo Park – Davis Polk & Wardwell; Miranda So – Davis Polk & Wardwell;

Law Firms: Allen & Overy; Davis Polk & Wardwell;

Clients: GOJEK; Tokopedia;

Author: Sonia Carcano