Clifford Chance

Clifford Chance advises on Bayfront Infrastructure’s US$410 million infrastructure asset-backed securities

Global law firm Clifford Chance has advised Citi, Standard Chartered Bank, ING, OCBC, Société Générale and SMBC Nikko as joint lead managers and joint bookrunners on Bayfront Infrastructure Management Pte. Ltd’s ("Bayfront") US$410.3 million infrastructure asset-backed securities (IABS) issuance by Bayfront Infrastructure Capital IV Pte. Ltd.

The transaction is Bayfront's fourth securitisation, offering five classes of notes to institutional investors (Class A1, Class A1-SU, Class B, Class C and Class D) of which four classes (Class A, B and C) were rated and listed on the Singapore Exchange. This includes a dedicated sustainability tranche backed by eligible green and social assets that meets the eligibility criteria specified in the Bayfront Sustainable Finance Framework dated August 2023. This latest transaction will expose investors to US$410.3 million portfolio of 40 individual loans and bonds, 33 projects loans across 15 countries and 10 industry sub-sectors.

This latest issuance also introduced a number of novel features, including the provision of a guarantee from GuarantCo Ltd for the unrated Class D notes and the United Kingdom's Foreign, Commonwealth & Development Office investing in the equity tranche as part of its Mobilising Institutional Capital Through Listed Product Structures (MOBILIST) programme.

The project involved a cross-border Clifford Chance team from Singapore and London with expertise in securitisation, structured financing and capital markets. The team was led by partner Paul Landless with support from partner Gareth Deiner, senior associate Nicholas Henneberry, associates Didi Hu and Joel Sherard, and trainee solicitor Edwin Choi.

Partner Paul Landless said, "We are pleased to have been mandated to advise on all aspects of this innovative transaction as to English, Singapore and US securities law. It is a privilege for Clifford Chance to be involved again in supporting Bayfront's IABS programme, which reinforces Singapore’s status as a hub for infrastructure financing."

Senior associate Nicholas Henneberry added, "This issuance leverages the firm’s track record to deliver global expertise in project financing, securitisation and structured debt in capital markets, and takes another important step in addressing the region's significant infrastructure funding gap."

This transaction continues Clifford Chance’s long-standing relationship with Bayfront, having also previously advised the Joint Lead Managers on its Bayfront Infrastructure Capital II and Bayfront Infrastructure Capital III transactions in June 2021 and September 2022 respectively.