Andre Gan is the managing partner of Wong & Partners. He is a corporate and securities partner who also heads Wong & Partners’ Competition Group. His practice areas covers mergers and acquisitions, corporate securities, venture capital and private equity, and competition. He has been acknowledged by Chambers Asia Pacific 2016 as one of only three Band 1 practitioners for Corporate/M&A in Malaysia and also a recognised competition practitioner. Andre is also a member of the Firm's Global Antitrust and Competition Steering Committee and is noted as a leading competition lawyer in Global Competition Review - Who's Who Legal in 2016. He has worked in the Singapore and London offices of Baker McKenzie International.
Andre has undertaken numerous local and cross-border transactions relating to private M&A and public company take-overs and acquisitions, IPOs, placements, joint ventures, strategic alliances and other business combinations. He has acted on numerous M&A transactions involving auction sales, representing both bidders and vendors in industries such as insurance, banking, oil and gas, oleochemicals and manufacturing. Andre regularly acts and has led many multi-jurisdictional transactions in the region. In his competition law practice, Andre and his team regularly advise on competition law issues, assist in regional merger control analyses and filings, and assist clients in investigations and raids by competition authorities.
Representative Legal Matters
Advised Touch 'N Go Sdn. Bhd (TNG), a subsidiary of the CIMB group, on its entry into a joint venture with the Ant Financial Services Group (Ant Financial), the parent company of Alipay. The JV represents Ant Financial's first equity investment into Malaysia. The JV led to the creation of a world class financial services platform and payments provider which is expected to revolutionize the financial services industry in Malaysia, and in particular, domestic and cross border payments. TNG is Malaysia's largest electronic payment system operator, and Alipay is the world's leading digital financial services provider headquartered in China.
Advised a large fast food restaurant chain on the transfer of its ownership in its Malaysian subsidiary, Golden Arches Restaurants Sdn. Bhd. (GARSB), to Lionhorn Pte. Ltd. (Lionhorn). GARSB is the holder of the franchise rights of the fast food chain's restaurants in Malaysia. Our advice included the conduct of a pre-transaction restructuring of GARSB, the conduct of a vendor due diligence on GARSB and its subsidiary, and advising on the share purchase agreement, and the Franchise Agreement between Lionhorn and the fast food chain. The transaction was part of the implementation of the fast food chain's selection process for a new Developmental Licensee (DL) holder in Malaysia and Singapore and in conjunction with the transfer of ownership of its Singaporean subsidiary. Lionhorn, the new DL holder, will assume ownership of the fast food chain's 390 restaurants in Malaysia and Singapore collectively. This transaction was awarded M&A Deal of the Year (Premium) and Malaysia Deal of the Year at the ALB Malaysia Law Awards 2017.
Acted as counsel to Kirin Holdings Company, Limited (Kirin) in relation to: (i) Kirin’s SGD2.7 billion offer for the food and beverage (F&B) business of Fraser & Neave, Limited (F&N), a leading real estate and food and beverage conglomerate in Singapore and Malaysia, pursuant to the SGD13.1billion bid by OUE Baytown Pte Ltd for F&N; and (ii) the sale of Kirin’s 14.76 percent stake in F&N to Thai-owned TCC Assets Limited for SGD2.03 billion. The transaction gave rise to a number of novel legal issues, and is one of the largest takeovers in the history of Southeast Asia, and one of the largest consumer foods deals ever in the region. The contested takeover of F&N won the 2014 IFLR M&A Deal of the Year Award.
Advised Metrod Holdings Bhd (Metrod Malaysia) on its acquisition of The Leela Goa. The Leela Goa, previously owned by Hotel Leelaventure Ltd (HLVL), was acquired through a business transfer agreement between Ceres Hotel Private Limited (Ceres), MetTube International Pte Ltd and HLVL for a total consideration of MYR467.4 million. The acquisition was part-financed by equity investments from Metrod Malaysia and MetTube Sdn. Bhd. into Ceres by way of a share subscription agreement for a total subscription price of MYR331.2 million. This transaction is recognised as the 2016 Deal of the Year (Mid-size) by Asian Legal Business.
Advised CIMB Group Sdn Bhd (CIMB) in its conduct of an auction sale of its majority equity interests in CIMB Aviva Assurance Berhad and CIMB Aviva Takaful Berhad in a transaction worth MYR1.11 billion. The auction sale led to the simultaneous sale of equity interests by CIMB and Aviva to Khazanah Nasional Berhad and Sun Life Assurance Company of Canada respectively. This transaction was awarded Best Malaysia Deal in the FinanceAsia Achievement Awards 2013.
Acted for Jerneh Asia Berhad and Paramount Corporation Berhad in the sale, by way of an auction process, of their entire equity interests in Jerneh Insurance Berhad to ACE INA International Holdings, Ltd. for MYR654 million.
Professional Associations and Memberships
- Law Society of England & Wales
- Malaysian Bar
- Victoria~Australia (2017)
- England & Wales~United Kingdom (2000)
- Malaysia (1996)
- Monash University (LL.B. Honors) (1994)
- Monash University (Bachelor of Economics) (1992)
Author, “Malaysia introduces new Guidelines on Real Estate Investment Trusts” Client Alert - 2008
Author, “Cross-Border M&As: Maneuvering The Legal Issues” The Edge
Author, “Directors' Duties in Takeover” The Edge - Jun-07
Author, “Making Investment in Indonesia Easier” The Edge - Dec-07
Author, “Opportunity knocks in property and finance sectors” Asia Pacific Legal Development Bulletin - Apr-07