Tag: philippines


Herbert Smith Freehills advises on the first wind farm project financing to reach financial close in the Philippines

Herbert Smith Freehills has advised Energy Development Corporation (EDC) on its US$315 million financing of the 150 MW Burgos Wind Farm Project (Burgos). Burgos is the largest wind farm developed in the Philippines to date and the financing represents not only the first international project financing of a wind farm project in the Philippines to reach financial close but also the first time that the Feed in Tariff (FiT) recently introduced by the Philippines Government has been banked. The financing utilised a combination of a US Dollar and Philippine Peso debt provided by a combination of international and Philippines banks, with the support, in the case of the US Dollar denominated facility, of Eksport Kredit Fonden, the Danish export credit agency. The international banks consist of Australia and New Zealand Banking Group Ltd., DZ Bank AG, ING Bank NV, Malayan Banking Berhad and Norddeutsche Landesbank Gironzentrale. Local lenders consisted of PNB Capital and Investment Corp., SB Capital Investment Corp., BDO Unibank Inc., Land Bank of the Philippines, Philippine National Bank and Security Bank Corp. Occupying a 600 hectare site, Burgos is one of the largest investments to date in Ilocos Norte. Once operational, Burgos will generate electricity for about 2 million households. The Herbert Smith Freehills team for the project financing was led by partners Brendan Quinn and Fergus Smith, who were supported by Jae Lemin, Ged Cochrane, Celine Yim, Tim Hamilton and Rory Wilson. Fergus commented: "This successful financing show that the Philippines' FiT scheme is bankable with both domestic banks and international financiers in the region. The fact that EKF, as an export credit agency, was willing to provide financing is also a significant vote of confidence in the Philippines' FiT scheme and the Philippine energy market more broadly." Brendan commented: "We would like to congratulate EDC on achieving financial close. This is a ground-breaking deal which underlines our client's long-term strategy to be Philippines' leading diversified renewable power company. Since the FiT scheme is untested, this transaction provided us with the opportunity to demonstrate not only our sector expertise, but also our ability to develop innovative, practical and ultimately bankable solutions for our client." Herbert Smith Freehills has a long-standing relationship with EDC. The firm started acting for EDC on Burgos in 2010, advising the client on the tender process for the engineering, procurement and construction contract, maintenance arrangements and on the 42 kilometre transmission line, which connects the wind farm from the Burgos substation to the Laoag substation of the National Grid Corporation of the Philippines.


Milbank Acts on Highly Successful US$ Reopening of High Yield Notes for Philippine Property Developer

The international law firm Milbank, Tweed, Hadley & McCloy has recently advised on the successful reopening of notes by the Vista Land group. Milbank advised DBS Bank Ltd. (DBS), as international underwriter, on the US$125 million reopening of 7.45% Guaranteed Notes due 2019 (the Notes) by VLL International, Inc., a subsidiary of Vista Land & Lifescapes, Inc. (Vista Land), one of the largest residential property developers in the Philippines. The Notes were unconditionally guaranteed by Vista Land and other subsidiaries of the Vista Land group. Milbank advised DBS Bank Ltd. (DBS), as international underwriter, on the US$125 million reopening of 7.45% Guaranteed Notes due 2019 (the Notes) by VLL International, Inc., a subsidiary of Vista Land & Lifescapes, Inc. (Vista Land), one of the largest residential property developers in the Philippines. The Notes were unconditionally guaranteed by Vista Land and other subsidiaries of the Vista Land group. The issue price for the Notes was 102.000% of their principal amount plus accrued interest from April 29, 2014, the issue date of the original issuance of the Notes in the principal amount of US$225,000,000. The issue price represented a yield to maturity of 6.935%. The proceeds from the Notes will be used to finance Vista Land’s capital expenditures and for general corporate expenditures. According to DBS, more than 90% of the Notes were distributed to investors outside the Philippines to a broad range of institutional investors; aggregate demand for the Notes exceeded US$300 million. Global Securities partner James Grandolfo commented, “we are delighted to act on yet another well-received US$ international notes issuance out of the Philippines. While the number of US$ deals out of the the Philippines has been limited this year due to signifcant local liquidity, this transaction, coming off a successful initial issuance in April 2014, clearly demonstrates the attractiveness of the Philippine market and Philippines issuers to international fixed income investors. We expect to see more such issuances in the future.” The Milbank team for the transaction was led from Hong Kong by partner James Grandolfo and counsel Paul Pery, with support from associate Adam Heyd. Singapore-based securities partner Giles Kennedy and associate Ka-Wai Woo also provided support.


Milbank Advises Singapore Sovereign Wealth Fund GIC in US$310 Million Investments in Philippines Food and Hospital Companies

Milbank, Tweed, Hadley & McCloy LLP advised the private equity arm of GIC in a pair of Philippines investments worth a total of approximately US$310 million (S$384 million, Php13.6 billion). Singapore-based partner Jacqueline Chan led the Milbank team on both transactions. In the first transaction, GIC, through its private equity arm made an approximately US$77 million investment, in the form of an exchangeable loan, in Century Canning Corp., parent company to one of the Philippines' largest producers of canned fish and meat and dairy products, Century Pacific Food (CNPF). The investment is exchangeable for shares of CNPF that would give GIC a roughly 11% stake in the company. Loan proceeds, and CNPF's recently completed IPO, are expected to support expansion or acquisition goals taking advantage of the Philippines' expanding economy. The second GIC transaction comprised an approximately US$84 million investment in Philippine hospital group Metro Pacific Investment Corporation (MPIC), which is seeking to expand beyond its current ownership of eight hospitals nationwide. Through its private equity arm, GIC will receive a 14.4% stake in the holding company established by MPIC for its hospital assets, Neptune Stroika Holdings Inc (Neptune). Additionally, GIC agreed to provide MPIC an approximately US$149 million exchangeable bond, which in the future will be convertible, under certain conditions, into a 25.5% stake in Neptune. Milbank's Ms. Chan said, "Singapore's GIC is one of world's leading sovereign funds and GIC’s private equity arm is known for its strategic, long-term investments in East and Southeast Asia. These latest commitments by GIC demonstrate its faith in the stability of Philippine fundamentals and the growth prospects of the economy as a whole. Milbank is very pleased to play a role in bringing these investments to fruition." GIC, established in 1981, has well over US$100 billion in assets under management. In private equity, GIC invests through funds as well as directly in companies, partnering with fund managers and management teams to help world class businesses achieve their objectives. Milbank senior associate Adrian Yeo and associate Nadhapreuk Jirasarunya in Singapore assisted on the CNPF and MPIC transactions.


Milbank Represents Bank of the Philippine Islands and Philippine National Bank on rights offerings

The international law firm Milbank, Tweed, Hadley & McCloy recently advised on two rights offerings in the Philippines for leading universal banks Bank of the Philippine Islands (BPI) and Philippine National Bank (PNB). Milbank advised J.P. Morgan and Goldman Sachs, as joint international bookrunners and underwriters, on the approximately US$555 million (Php25 billion) rights offering by BPI. The BPI rights offering consisted of 370,370,370 Common Shares offered at the Offer Price of Php67.50 per Rights Share. The offering was available to all eligible shareholders outside the United States. The rights offering was also made available to BPI’s shareholders in the United States who are qualified institutional buyers by way of a private placement in accordance with Section 4(a)(2) of the United States Securities Act. The BPI rights offering involved Ayala Corporation, which directly owns 21.84% of BPI’s shareholdings, and its subsidiary, Ayala DBS Holdings Inc., both of which participated in the offer to the extent of their pro-rata shares. The deal marks the largest capital markets transaction in BPI’s history. BPI Capital Corporation acted as the sole global coordinator and lead manager, sole domestic manager and domestic bookrunner and underwriter. Milbank also advised PNB in relation to its approximately US$265 million (Php12 billion) rights offering in the Philippines. Credit Suisse and Deutsche Bank served as joint international lead managers and international underwriters and PNB Capital and Investment Corporation served as sole domestic underwriter. Similar to the BPI offering, PNB’s rights offering was made available to all eligible shareholders outside the United States and to PNB’s shareholders in the United States who are qualified institutional buyers pursuant to a 4(a)(2) private placement. PNB is a subsidiary of the LT Group, one of the largest conglomerates in the Philippines. The funds raised from the offer will support a capital injection into the PNB-owned Allied Savings Bank as well as help build and refocus PNB’s consumer lending business. The rights issue also strengthens PNB’s capital position under the Basel III capital adequcy standards and will help better PNB’s position to fulfill its medium-term growth objectives and further capitalize on the benefits of its merger with Allied Banking Corporation. Global Securities Partner James Grandolfo commented, “We are extremely pleased to have been able to assist both BPI and PNB on their recent capital markets transactions. The success of these two deals, especially given the current volatility in emerging markets, is a testament to the strong fundamentals of these two leading Philippine banks and the overall strength of the Philippine economy and banking system.” These transactions mark the first two international equity transactions out of the Philippines in 2014. The Milbank team for both transactions was led by partner James Grandolfo. Special counsel Paul Pery supported on the PNB rights offering, while senior associate Kurt Sherwood and associate Zizhen Chen provided support on both transactions.


NEW FUND FORMATION, M&A, FCPA, LITIGATION, PROJECT FINANCE, KOREA PRACTICE US ASSOCIATE OPENINGS IN ASIA

The US associate lateral hiring market in Asia for US and UK firms is in a severe down cycle, at least when compared to recent boom hiring periods (mid ’06 – mid ’08; mid ’10 to mid ’11). The bulk of the US associate hiring in Asia since ’05 at top firms has been in cap markets, especially in HK / China in china focused cap markets.  This year lateral hiring in cap markets has been extremely slow, for two obvious reasons: a) Many IPOs US cap markets groups have been working on in HK / China are on hold; and b) there was much more than usual lateral hiring in this practice area from late ’10 to mid ’11 (right before the slow down in IPOs). Most top US cap markets groups are over staffed at present and a number of US firms have US associate hiring on hold in Asia in all practice groups because of this. With that said, we have recently made a few US cap markets placements in Hong Kong, but this is weak hiring area right now, so weak that some very impressive native Chinese US cap markets associates from top 10 US firms are having a hard time getting interviews, much less offers (and for most of the past 7 years in HK / China, this US associate background has been in very high demand, with such candidates usually having their choice of multiple offers quickly after starting a job search). When the market rebounds, hopefully in ’13, US cap markets associate hiring in Asia will bounce back strong. There are many related IPOs on hold in and many of those deals will come back to life when the market rebounds, but for now things are very slow in US cap markets, with only some pockets of cap market strength in Pan Asia (such as Philippines and Indonesia for example). Coming out of the usual late summer period of hiring partners on holidays and slow interviewing and hiring, we usually get a pop of new openings in September. This year we were not expecting much, considering the market, but we have been pleasantly surprised. It is surely not a strong hiring market at present, but more new openings than to be expected (see below) while the HK / China market is still in a down cycle. As is typical in a down hiring market cycle, US partners in Asia with hiring needs will move slower to fill these spots than in a hot hiring market and they will usually only go to one to three recruiters / recruiting firms to help them fill such openings. We feel privileged to almost always be approached in these instances, at least by the top tier US and UK firms in Asia, which is due to our past success (for example, 62 US associate placements in Asia in ’11) and relationships with key US partners in Asia (of course relationships with those partners and success in recruiting for them go hand-in-hand, but Robert Kinney and Robert Kinney have been able to take that a step further in many cases). The vast majority of random cold callers (calling all Asian background US transactional associates at top firms) are going to be fishing for resumes and not really have much information on these openings (although they can email a resume to numerous firms in Asia, with or without your permission, and hope for the best, as it what usually happens unfortunately). Robert and Robert were working out of our Hong Kong office for two weeks earlier this month and met with many of our firm client partners in HK who are currently hiring (as well as many other senior partners who are not hiring). We expect that our firm clients in Asia with new openings will move with varying degrees of urgency in filling these spots (some will move quickly whereas others could take a few months or more). Here is a breakdown of the new openings we have for US associates in Asia: M&A – we have a number of these openings in HK / China at top US firms, mostly in PE / M&A, including one of our top US firm clients with three such openings. There are also M&A US associate openings in Singapore and Tokyo. Most of these M&A openings in Asia are for 2nd to 5th year associates. A few of these openings in HK / China are of the “english only is ok” variety, while fluent Mandarin is required for others. In Tokyo, fluent Japanese is required. The new hires for these openings can come from US or Asia major markets. In PE downstream US practices, there is a particularly strong pipeline of work nowadays in Asia in public to private deals and M&A activity is relatively strong in the market. Fund Formation – We have 5 new fund formation US associate openings in HK / China. Three of these are very urgent openings (mid-level, senior associate and counsel level openings). These new hires will likely come from NYC, London or HK / China.  Mandarin is not required for any of these openings. Project Finance – We have a handful of these openings for US associates, in 2nd year to 6th year range, in HK / China, Singapore and Tokyo. In some cases, a transition from bank finance to project finance will be considered, especially for those openings where Mandarin or Korean is needed (it is not easy to find project finance US associate lateral hires with such language skills). FCPA / White Collar Litigation – We have three of these openings in HK and BJ, junior to mid-level. Mandarin fluency is required. Commercial Litigation – One of our firm clients with an FCPA / White Collar practice is looking for a senior associate / counsel level US attorney with very strong commercial litigation background from a major US market. English only is ok for this spot. Korea Practice – A number of US and UK firms will be opening offices in Seoul soon. This has not caused there to be a strong hiring need for lateral Korean US associates (at least not yet), but we do have two new Korea Practice openings. The focus will be on cap markets, but there is some M&A mix as well. These new hires will be in based in Hong Kong, at least initially (although both of these firms plan to open in Seoul relatively soon and the new hires will have the option of being in HK or Seoul at that point). Cap Markets – A handful of firms in HK and Singapore are interviewing US cap markets associates, for their Pan Asia focused practices, from 3rd year to counsel level. Mandarin not required. Arbitration – We have a new opening in Arbitration in Singapore for 2nd to 4th year. In-House – We are also working on one in house opening as the exclusive recruiting firm. The position is for a major publicly traded automobile parts manufacturer and is based in Singapore. It requires native or near native Chinese language ability and international training and experience. As always, please feel free to contact us at asia@kinneyrecruiting.com, to set up a call with Robert Kinney to discuss the Asia markets in general and / or  to discuss any of these openings specifically (for those who are qualified to fill such positions).