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Morrison & Foerster Advises Senior Lenders on Acquisition of Try Group by CVC Capital Partners

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Morrison & Foerster represented the senior lenders on the acquisition financing to CVC Capital Partners Asia V (CVC) for the acquisition of TRY Group (TRY), the largest one-to-one tutoring services provider in Japan. Post-acquisition, CVC will support

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Morrison & Foerster represented the senior lenders on the acquisition financing to CVC Capital Partners Asia V (CVC) for the acquisition of TRY Group (TRY), the largest one-to-one tutoring services provider in Japan. Post-acquisition, CVC will support TRY's ongoing organic growth and strategic development plans, drawing from CVC’s global experiences of investing in a diverse range of education providers.The MoFo team advising the senior lenders was led by partners Yemi Tépé, Singapore and Keiko Yamazaki, Tokyo and associates Elaine Zhou, Singapore; Yuri Inoue, Chisa Uebayashi, and Jun Idei in Tokyo.Read more about the transaction in CVC’s <a target="_blank" href="https://www.cvc.com/media/press-releases/2021/cvc-asia-v-completes-investment-in-try-group">press release.</a>

Morrison & Foerster Advises Senior Lenders on Acquisition of Try Group by CVC Capital Partners

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Yemi Tépé is Global Co-Chair of the Finance Group of Morrison Foerster. With more than 24 years advising clients on the full spectrum of event-driven financings and private equity buyouts, she has extensive experience in domestic and cross-border acquisition and leveraged finance, public to private takeovers, real estate finance, debt structuring and restructuring, margin loans, syndicated lending and subscription line financing.Her clients include leading international banks and financial institutions, private equity sponsors, multinational corporations, alternative financiers such as credit funds, hedge funds and asset managers and emerging growth, mid-cap, and large public and privately held companies.Yemi also sits on MoFo’s Board of Directors, Global Diversity Strategy Committee, ESG Steering Committee and Pro Bono Committee.<h4>Representative Experience</h4><ul><li>GLP China Logistics Fund I and its affiliates in the $5 billion recapitalization and exit of the portfolio developed within the fund, which was GLP’s flagship USD-denominated develop-to-core fund formed in 2013 to invest in prime, institutional-grade modern logistics assets in China.</li></ul><ul><li>The senior lenders on the acquisition financing to CVC Capital Partners for the acquisition of TRY Group, the largest one-to-one tutoring services provider in Japan.</li></ul><ul><li>GLP Pte. Ltd. in relation to subscription line facilities for GLP Japan Development Partners IV (JDP IV), which will have USD9.1 billion in assets under management when fully deployed, one of the largest-ever Japan-focused private real estate funds.</li><li>GLP Pte. Ltd. on a USD658 million sustainability linked syndicated loan facility.</li><li>The mezzanine lenders on the acquisition financing to CVC Capital Partners for the USD1.5 billion acquisition of Shiseido's personal care business.</li><li>The mezzanine lenders on Bain Capital’s approximately USD380 million acquisition of Kirindo, a Japanese pharmacy chain store operator. </li><li>SoftBank Group Corporation in connection with senior and mezzanine acquisition facilities for OYO’s acquisition of Netherlands-based @Leisure. </li><li>PA Chokmah Investment Limited (wholly owned by Ping An Overseas Holdings), as lender in relation to a HKD500 million convertible loan to Wisdom Education International Holdings Company Limited, a Hong Kong listco, principally engaged in operating premium primary and secondary schools in China.</li><li>BlackRock in relation to offshore and onshore acquisition financing in its acquisition of two blocks of grade-A office buildings in Changning, Shanghai from PGIM Real Estate, a property investment affiliate of Prudential Financial.</li><li>MUFG Bank, Ltd. as mandated lead arranger and underwriter of acquisition facilities for two strategic acquisitions aggregating close to USD1billion by Siam City Cement Public Company Limited, a listco on the Stock Exchange of Thailand and Thailand’s second largest cement producer, from LafargeHolcim Ltd.</li><li>Various lenders and private equity funds in relation to capital call/subscription facilities, fund financings and borrowing base facilities.</li></ul>

Yemi Tépé

Partner

Keiko Yamazaki is a partner in Morrison Foerster’s Finance Department. She has extensive experience in a wide variety of corporate and commercial transactions, with a particular focus on M&A and real estate finance transactions.Keiko regularly represents major Japanese banks and mezzanine financing companies on LBO financing and corporate financing in acquisitions of Japanese and foreign companies. She also advises the borrower side of PE funds for LBO financing. Keiko also has a wide range of experience with transactions including real estate financing, project financing, and equity investment by Japanese banks.Keiko is ranked as highly regarded in the category of Women Leaders in Banking by IFLR 1000 2023. Keiko is recommended in the fields of banking and finance in the most recent editions of Chambers Global (2023), Chambers Asia-Pacific (2023), and The Legal 500 Asia Pacific (2023).Keiko received her LL.B. from Hitotsubashi University in 1997 and graduated from the Legal Training and Research Institute of Japan in 1999. She is a bengoshi admitted to practice in Japan and is a member of the Daini Tokyo Bar Association.

Keiko Yamazaki

Elaine Zhou is an associate in Morrison Foerster’s Singapore office. She represents leading international banks and financial institutions, major corporations and investors on their Asia-Pacific multi-jurisdictional financing matters. Her practice focuses on the areas of cross-border acquisition and leveraged finance, fund finance, syndicated and bilateral lending and restructuring.Prior to joining Morrison Foerster, Elaine was an associate in the Singapore office of a leading international law firm. She was previously seconded to the Singapore branch of a Japanese bank in 2018. She is fluent in English, Mandarin and Japanese.<h4>Representative Matters</h4><ul><li>Represented borrower on a subscription line financing for a newly formed billion-dollar fund in China, involving transaction security from multiple jurisdictions.</li><li>SoftBank Group Corp. in connection with senior and mezzanine acquisition facilities for OYO’s acquisition of Netherlands-based @Leisure.</li><li>Represented lender on a pre-IPO convertible loan financing for a Hong Kong consumer loans finance group.</li><li>Represented lender in relation to a loan facility to the offeror of the privatisation scheme of China Automation Group Limited.</li></ul>

Elaine Zhou

Associate

Yuri Inoue is an associate of Morrison Foerster Law Offices.Yuri received her LL.B. from Keio University Faculty of Law in 2010, her J.D. from Keio University Law School in 2012, and completed her training at the Legal Training and Research Institute of the Supreme Court of Japan in December 2013 (66th trainee). Yuri is a bengoshi admitted to practice in Japan and is a member of the Daini Tokyo Bar Association.

Yuri Inoue

Of Counsel

Chisa Uebayashi is an associate of Morrison Foerster Law Offices.Chisa received her LL.B from Keio University in 2014, her J.D. from the University of Tokyo in 2016, and completed her training at the Legal Training and Research Institute of the Supreme Court of Japan in December 2017 (70th trainee). Chisa is a bengoshi admitted to practice in Japan and is a member of the Daiichi Tokyo Bar Association.

Chisa Uebayashi

Jun Idei is an associate of Morrison Foerster Law Offices.Jun received his LL.B from Waseda University in 2015, his J.D. from Waseda Law School in 2017, and completed his training at the Legal Training and Research Institute of the Supreme Court of Japan in December 2018 (71st trainee). Jun is a bengoshi admitted to practice in Japan and is a member of the Daini Tokyo Bar Association.