Corporate Digest: Notable Deals And Transactions – Autumn 2019

Author:Mr Graham B.R. Collis, Robert J.D. Briant, Kevin Butler, Christopher W.H. Bickley, Linda Martin and Preetha Pillai
Profession:Conyers
 
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This digest highlights some of the significant legal work carried out by Conyers' lawyers since the start of 2019 for our corporate clients in markets around the globe. The deals include significant IPOs, mergers and acquisitions, financings and securitisations across a wide range of industry sectors including insurance, banking, investment funds, aviation, shipping, offshore energy, healthcare, education and more.

Bermuda has seen some significant M&A activity in the period, including Aircastle's agreed acquisition by a newly formed entity for US$7.4 billion in November, Invesco's acquisition of Massachusetts Mutual's Oppenheimer Funds Inc. for US$5.7 billion in May, and BW Tankers Limited's merger with Hafnia Tankers in January to create one of the largest product tanker companies in the world. Our Bermuda corporate lawyers have also been busy with capital markets and asset finance transactions for the aviation and shipping sectors over the year, including a US$1.1 billion notes offering for Avolon.

BVI corporate and finance deals remain largely focused on mergers and acquisitions, including the completion of Luxoft's US$2 billion acquisition by DXC Technology in June, which was the largest-ever takeover of a BVI company. On the capital markets side, Gold Fields' US$1 billion bond issuance and US$250 million tender offer was the most significant transaction.

In the Cayman Islands, PagSeguro Digital's award-winning IPO in January 2018 was followed up with a US$653.3 million secondary offering in October 2019. A highlight for the Cayman office has been a number of insurance-related deals, particularly for companies in the healthcare sector, including Northwestern Memorial Healthcare and Fairview Health Services.

Our Asian offices in Hong Kong and Singapore have continued to see significant deal flow in 2019, particularly with regard to capital markets. IPO activity remains strong in both offices. Standout deals include Budweiser Brewing Company APAC Limited's US$5 billion IPO in September and Luckin Coffee's US$570 million IPO in May, along with MBK Partners' US$937.5 million privatization of eHi Car Services Limited by way of merger.

Finally, in this issue we are pleased to showcase our experience in the Latin American market. For many years, Conyers attorneys have provided market leading legal services to clients located in or transacting in Latin America and have well-established relationships with key players in the region, including local law firms and service providers.

We hope this digest will be of interest to our legal colleagues, clients and market followers.

FINANCE, BANKING & INVESTMENT FUNDS

2019 was another busy year for Conyers in respect of international asset finance transactions. On the investment funds side, we have seen a steady flow of new funds incorporated by major asset management groups including private equity and venture capital firms.

Banking & Finance Deals

Acted as Bermuda counsel to Avolon Holdings Limited in connection with its augural US$500 million three year unsecured term loan facility (Bermuda: Jason Piney, Director and Angela Atherden, Counsel)

Advised a leading Asian bank on the US$350 million amendment of the facilities arrangement given to two joint borrowers including a coal mining company in Indonesia (Singapore: Jien Huei Foo; Associate, Hong Kong: Charissa Ball, Associate)

Advised ANZ Bank New Zealand Limited on financing for Southern Cross Cables Limited's new submarine fibre optic cable (Bermuda: Jason Piney, Director, and Associates Andrew Barnes, and Edward Rance)

Advised GasLog Partners LP in connection with the increase of its ATM Programme from US$144 million to US$250 million (Bermuda: Victor Richards, Director)

Advised a Brazilian Financial Services group on its US$200 million financing of a senior credit agreement with UBS (Bermuda: Neil Henderson, Director, and Stephanie Henderson Wernbo, Associate)

Advised Hayfin Services LLP in connection with a US$195 million term loan facility to Borr (Bermuda: Victor Richards, Director)

Advised Skandinaviska Enskilda Banken AB publ in connection with a US$110 million revolving facility to Golar (Bermuda: Victor Richards, Director)

Advised Tencent Holdings Limited on the establishment of a joint venture through a Cayman company, Infinium Holdings Limited, with Industrial and Commercial Bank of China (Asia) Limited, Hong Kong Exchanges and Clearing Limited, Hillhouse Capital and Mr Adrian Cheng (Hong Kong: Anna Chong, Partner)

Investment Funds Deals

Advised Drakewood Capital Management Limited with respect to its launch of a master/feeder investment funds structure including two Bermuda investment funds classified as Institutional Funds by the Bermuda Monetary Authority (Bermuda: Elizabeth Denman, Director; London: Sheba Raza, Counsel)

CAPITAL MARKETS

IPO activity fell globally in 20 19, with major US e xchanges experiencing a decrease of 2% and the number of IPOs in Asia gener ally falling by 34%. However, 94 C ayman companies launched IPOs on the SEHK in 2019 from January to the end of Oc tober, with offerings totalling approximately...

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