Joel Hogarth

Partner*

Joel Hogarth is the coordinator of the Firm's Indonesia practice and acts as consultant to O'Melveny's associate firm in Jakarta, Tumbuan & Partners, as well as maintaining an office in Singapore. Joel focuses primarily on Mergers, Acquisitions, Private Equity and Corporate Finance and also provides practice support for our other practice areas on cross-border transactions involving Indonesia.

Joel is an English and New York qualified lawyer specializing in acquisitions and structured investments into emerging markets. He has represented investment funds, financial institutions and corporate groups on high profile Asian transactions since 2001.

Joel focuses on mergers and acquisitions and private equity, with a strong grounding in special situations and distressed situations. He employs an extensive knowledge of equity and debt investment techniques, including preference shares, hybrid instruments, convertible debt, mezzanine and high-yield financing to efficiently structure offshore investments into emerging markets.

* Operating in Indonesia solely as a consultant to our associate firm in Jakarta, Tumbuan & Partners, and not in his capacity as a partner of O’Melveny & Myers LLP.

Illustrative Professional Experience

• Representation of the selling shareholders in the multiple award winning divestment of PT Bukit Makmur Mandiri Utama (BUMA), a major Indonesian mining contractor. This leveraged buyout involved a concurrent onshore and offshore acquisition, financed by a high-yield bond and syndicated loan, and a simultaneous public and private equity placement. 
• Representation of a consortium of investors in the distressed acquisition of PT Mobile-8 Telecom Tbk, an Indonesian listed mobile telecommunications company. 
• Representation of Goldman Sachs Asia Special Situations Group and Citigroup Special Situations Group on the corporate restructuring of their investments in the Adaro group of operating companies in connection with the US$1.3bn public offering of PT Adaro Energy Tbk, the largest initial public offering in Indonesia to date. This transaction was awarded deal of the year for 2008 by Asian Counsel magazine. 
• Development of Secured Transferable Risk Participations (STRiPs) for a leading Asian private equity fund, a custom financial instrument designed to facilitate tax efficient investments into Asian jurisdictions. The STRiPs were substantively secured economic participations in high yield and mezzanine debt instruments, which were successfully placed to a number of investment funds and leading investment banks in an inaugural US$200 million offering which closed in December 2007. 
• The May 2007 restructuring of SingTel subsidiary, C2C, which operates a US$2 billion 17,000km undersea cable network linking North and Southeast Asia. The settlement comprised not only a restructuring of C2C’s indebtedness, which was purchased by distressed investment funds and converted to equity, but also an operational restructuring and multi-jurisdictional hand-over to the investment funds. The deal included an agreement to convert SingTel’s shareholder undertakings into long-term purchase commitments, to secure long-term revenues for C2C and long-term bandwidth supply for SingTel, as well as an equity upside in the new entity for SingTel. 
• The US$6 billion restructuring of Asia Pulp and Paper Group’s Indonesian operations, which was successfully concluded in April 2005. The restructuring involved banks, bondholders, export credit agencies, investment funds and other financial institutions around the globe, exchange offers and tender offers for over US$3 billion of international bonds, and coordinating insolvency and litigation proceedings in a number of jurisdictions simultaneously. 
• Representation of PT Purinusa Ekapersada in its restructuring of its eurobonds in the first major Indonesian composition plan under the new Indonesian bankruptcy law.

Other Illustrative Experience 

• Venture capital and multi-tranched mezzanine investment into an Indonesian cinema megaplex. 
• Structured private equity and mezzanine investment into an Indian business process outsourcing company. 
• Sale of a private equity stake in a major Indonesian corporate group. 
• Mandatory convertible debenture issuance by an Indian real estate development company. 
• Structured private equity and debt financing investments into a number of Indonesian coal concessions. 
• Multi-jurisdictional biodiesel joint venture between a Singapore listed company, a Malaysian CPO producer and a Texas energy fund. 
• Representation of a sovereign wealth fund in its investment in a major Indonesian leveraged buyout transaction. 
• Cumulative compulsorily convertible preference share (CCCPS) issuance by an Indian engineering services company. 
• High yield bond issuance to finance the construction of a Jakarta serviced apartment and retail complex. 
• Mezzanine investment into a Malaysian delivery services company. 
• Leveraged buyout of an Indonesian coal barging operation. 
• Distressed investment into a Thai chemicals company. 
• Acquisition financing of an Indonesian financial institution. 
• Work-out advice on a distressed Philippines power investment. 
• Private equity and mezzanine financing of a Singapore-Indonesian undersea cable development.

Directory Listings 

• Chambers Asia (2011), Corporate and Commercial (International Firms), Indonesia
• Chambers Asia (2011), Corporate/M&A (International Firms), Singapore
• Chambers Asia (2011), Restructuring and Insolvency (International Firms), Singapore
• Asia Pacific Legal 500 (2009) Capital Markets, Indonesia
• IFLR Legal 1000 (2009), Restructuring, Indonesia
  

Recent Publications and Speaking Engagements

• The Indonesia chapter of Juris Publishing practitioners text “Attachment of Assets” 15th Edition 2009 edited by Lawrence W. Newman.
• Indonesia’s Proposed Mandatory Merger Pre-Notification Regime - International Financial Law Review, May 2010 
• New Indonesian Tax Regulations have significant implications for Indonesian Bond Structures - Tax Planning International Review Journal, December 2009 
• Impact of New Indonesian Tax Regulations - The Possible Solutions - International Financial Law Review, March 2010 
• Broadening of Concessions available for Foreign Investment - Jakarta Coaltrans Conference, October 2009 
• Alternative Financing in Emerging Markets - Structuring and Financing Mergers & Acquisitions Conference, July 2010

Professional Activities