Annual Review 2019

Banking and capital markets

We helped clients with their complex financial transactions around the world

World’s largest-ever IPO
We, together with our Saudi Arabian associated firm, The Law Office of Megren M. Al-Shaalan, advised Saudi Aramco on its SAR 110.4 billion (US$29.4 billion) IPO on Saudi Arabia’s Tadawul stock exchange—the largest IPO in history and an important new chapter in the history of Saudi capital markets. The IPO valued Saudi Aramco at approximately US$1.7 trillion, making it the largest company by market capitalization on the Tadawul or any exchange in the world. White & Case lawyers spanning more than 20 Firm offices worked on the IPO. 

The offering comprised 3.45 billion shares, representing approximately 1.7 percent of Saudi Aramco’s share capital, and it was significantly oversubscribed. 

Newmont Goldcorp transactions 
We represented Newmont Goldcorp (previously Newmont Mining Corp.) in three separate exchange offers totaling US$2 billion in the aggregate and in its US$3 billion refinancing of its unsecured revolving credit facility, both in connection with Newmont Goldcorp’s business combination with Goldcorp Inc. 

PPF Arena 1 €3 billion Euro Note Program 
We represented PPF Arena 1 B.V., a leading CEE telecommunications service provider, in establishing its €3 billion Euro Medium Term Note Program and the debut issuance of €550 million senior secured notes and further issuance of €500 million senior secured notes thereunder.

Sovereign issuances globally
We represented:

  • The Republic of Ghana in establishing its global medium-term note program and the US$3 billion Rule 144A/Regulation S notes issuance thereunder listed on the London Stock Exchange
  • The Ministry of Finance of the Republic of Uzbekistan in its debut US$1 billion Rule 144A/Regulation S bond offering
  • The Polish Ministry of Finance in its €2 billion green bonds issuance

Notable IPOs
We represented:

  • A bank syndicate, as joint global coordinators, in La Française des Jeux’s US$1.8 billion privatization, and the largest IPO on the Euronext Paris since 2006
  • A bank syndicate, as joint global coordinators and joint bookrunners, in Finablr PLC’s £1.23 billion IPO and listing on the Premium Segment of the LSE
  • The joint global coordinators in Asset World Corp Public Company Limited’s THB 48 billion (US$1.5 billion) IPO of ordinary shares, and its listing on the Stock Exchange of Thailand

Vale US$3 billion credit facility
We represented Vale S.A., Vale Canada Ltd. and Vale International S.A., as borrowers, and Vale S.A., as guarantor, in a US$3 billion revolving credit facility provided by a syndicate of 16 international banks. 

E.ON SE green bonds issuance
We represented German electric utility E.ON SE in its €1.5 billion green bonds issuance. 

Arabian Centres US$1.9 billion Islamic financing
We represented Arabian Centres Company in its debut US$500 million Rule 144A/Regulation S sukuk issuance and its US$1.4 billion multicurrency term and revolving facilities (on an ijara and murabaha basis). 

Financing for £4 billion UK acquisition
We represented GSO Capital Partners and its affiliates in a three-tier financing package to support Advent International’s approximately £4 billion acquisition of global technology and services innovator Cobham plc. 

FEFA transactions in Mexico
We represented FEFA, a Mexican governmental development trust, in four issuances of long-term debt certificates totaling MXN 9.5 billion; in its green bond issuance for MXN 2.5 billion; and in the registration of its private short/long-term debt certificates issuance program with subsequent series, for an amount up to MXN 180 billion, a record high authorization in the Mexican Stock Market.

First-ever “dual-compliant” CMBS 
We represented Zodiac Holdings, LLC and Nucleus Investments, LLC as risk retainers in respect of the commercial mortgage-backed securities (CMBS) notes issued by ERNA S.R.L.—the first “dual-compliant” CMBS following the introduction of the Securitisation Regulation in Europe in 2019; i.e., the deal was structured to comply with both the EU and US risk retention rules. 

€3.8 billion ABS securitization
We represented Santander Consumer Bank AG, as originator, in a €3.8 billion asset-backed securities securitization transaction of consumer and commercial auto loans. Société Générale S.A. acted as arranger and manager.

JBS US$4.2 billion notes offerings
We represented the JBS S.A. group, the largest protein company and the second-largest food company in the world, in five notes offerings totaling US$4.2 billion in 2019. 

US$1.5 billion cross-border restructuring
We acted as international restructuring counsel for the Constellation Group (f/k/a QGOG Constellation), an offshore drilling group, on its US$1.5 billion debt restructuring involving court proceedings in Brazil, the US and the British Virgin Islands.

Toshiba Memory Holdings refinancing 
We represented Sumitomo Mitsui Banking Corporation, MUFG Bank, Ltd. and Mizuho Bank, Ltd., as mandated lead arrangers, in the ¥1 trillion refinancing of the leveraged facilities for Bain Capital’s acquisition of Toshiba Memory (currently known as Kioxia Corporation).

First synthetic SRT under French law since 2007
We represented Société Générale in the issuance by a French securitization vehicle Fonds Commun de Titrisation (FCT) of balance sheet notes linked to a landmark US$3.4 billion impact investment risk transfer related to the bank’s diversified lending portfolio. It is the first significant risk transfer transaction to use an FCT structure under French law since May 2007. 

Comprehensive restructuring of Seven Energy
We represented an ad hoc group of noteholders in relation to both phases of Seven Energy’s restructuring, which facilitated Savannah Petroleum PLC’s acquisition of Seven Energy’s Nigerian oil & gas assets. 


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