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Debt Capital Markets
We represent both financial institutions (in their various capacities as arrangers, underwriters, placement agents, investors, etc.) and corporate entities (in their capacity as issuers) in connection with the issuance of bonds, notes, commercial paper, and other capital market instruments.
We have particular, extensive experience in connection with transactions in which securities are listed and placed in a country outside the jurisdiction of incorporation of the issuing entity. We also have substantial experience counseling clients on the myriad issues impacting financial institutions involved in securities activities and investment services.
Our group has advised a broad range of clients in this sector in matters related to securities products, securities transfer law, compliance, financial process intellectual property, and e-finance, among many others. Practitioners within the group have had extensive dealings in bringing such matters to resolution, and can offer clients an extraordinary depth of knowledge.
Representative projects in this area include:
- Acting for fund managers and trustees on the structuring and offering of international and domestic funds.
- Acting for the issuer, an Italian insurance company, in a Euro 1.25 billion offering (pursuant to Regulation S) of Notes lead-managed by a group of international banks and underwriters. The Notes were listed on the Luxembourg Stock Exchange.
- Acting for the issuer, a Dutch health industry company, in a Euro 1.12 billion offering (pursuant to Rule 144A and Regulation S) of shares and 4.25% Convertible Subordinated Bonds lead-managed by a German bank and a US bank.
- Acting for the financial advisors and lead underwriters in an offering (registered with the US Securities Exchange Commission) of ADSs, US$6.6 billion shares and US$690 million US Convertible Notes by a communications services provider in China. The shares were listed on the New York Stock Exchange, the ADSs were listed on the Hong Kong Stock Exchange, and the Notes were listed on the Luxembourg Stock Exchange.
- Acting for the initial purchasers in a US$300 million offering (pursuant to Rule 144A) of 14% Senior Notes by an internet access provider. This offering was followed by an exchange offer registered with the US Securities and Exchange Commission.
- Acting for the joint book-running managers in an offering (pursuant to Rule 144A and Regulation S) of Euro 100 million 13 ½ % Senior Euro Notes and US$100 million 13 1/8 % Senior Dollar Notes by a Dutch finance subsidiary of the guarantor, a Polish telecommunications operator.
- Acting for the issuer, a Thai bank, in a US$650.5 million offering (pursuant to Rule 144A and Regulation S) 5% Non-Cumulative Convertible Voting Class B Preferred Shares and Warrants to Purchase Class B Preferred Shares of the issuer by the Thai Ministry of Finance.
- Acting for the issuer, a promoter, producer, and venue operator for live entertainment events, in a US $350 million offering (pursuant to Rule 144A and Regulation S) of 9 1/8 % Senior Subordinated Notes. This offering was followed by an exchange offer registered with the US Securities and Exchange Commission.
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