27 May 2013

Debt capital markets & structured products

Starting oveview english Overview

Our Capital Markets group is active in structuring and executing a wide range of high value capital markets transactions. Our clients include dealers, arrangers, underwriters, financial advisers, originators (both regulated and unregulated) and issuers.

Debt Capital Markets

Our debt capital markets team advises on the structuring of all manner of traditional debt and Islamic capital market products.

These include documenting stand alone eurobond (including Tier II) and convertible bond issues, establishing and updating MTN programmes (and regularly documenting trades under those programmes) and shar'ia compliant bond issues (sukuk).

Our lawyers have experience in listing capital markets products on exchanges such as Luxembourg, London and Ireland, as well as local exchanges such as the Dubai Financial Market and the DIFX.

The group also works alongside attorneys in our New York and London offices in relation to US 144A offerings from issuers in the region.

Securitisation and Structured Products

The securitisation practice is one of the very few in the region that has lawyers with international and domestic experience in implementing a range of securitisation structures including consumer finance loans, leasing receivables, and real property.

The group is one of the first in the region to prepare a true sale opinion under the laws of the UAE.

With respect to Islamic finance and securitisation, our group has its own expertise, as well as practical experience of working alongside Islamic scholars to create securitisation structures that are shar'ia compliant. This allows us to suggest and explain complex Islamic structures to the scholars that we believe ought to be acceptable under shar'ia law.

Securities Regulation

We advise on issues relating to securities regulation within the UAE and its free zones and on marketing and listing requirements for securities on local exchanges such as the Dubai Financial Market and the DIFX.

Our 20 plus group of experienced projects and finance lawyers advise on all aspects of commercial projects, project finance, Islamic finance and syndicated lending.

Examples of some of our recent experience is set out below:

  • Consortium - advised Barclays Capital, CIMB and HSBC as Joint Lead Managers and Joint Bookrunners on the US$1.25 billion 3.928% sukak-al-ijara transaction for the Government of Malaysia.  The largest ever global sovereign sukak issuance
  • Qatar Telecom (QTel) Q.S.C. - advising QTel on the establishment of its Regulation S/Rule 144A global medium term note programme.
  • Abu Dhabi Tier 1 Capital Programme - advising the Government of Abu Dhabi, as purchaser of the ntoes, on the establishment of a Tier 1 Capital Programme, which represented the first ever issuance of conventional and Shari'a compliant Tier 1 capital instruments by Abu Dhabi banks.
  • NBD consent solicitation - advising National Bank of Dubai PJSC in connection with the invitation by NBD to holders of its existing series of notes to approve the modification of the terms and conditions of each series by, inter alia, substitution of Emirates Bank International PJSC in place of NBD, as debtor.
  • Saudi Bin Laden Group sukuk - advising HSBC Saudi Arabia Limited as lead manager on the issuance of over SAR1 billion sukuk al mudaraba maturing in 2013; this represented the first ever sukuk based on real estate assets in Makkah.