Sovereign Finance

Our preeminent Sovereign Finance practice advises sovereigns, sub-sovereigns and state-owned companies on their most challenging financial transactions, including sovereign bond issues, liability management transactions, derivative operations, and re-financings/restructurings. Our lawyers are thought leaders in sovereign finance, contributing to the development of aggregated collective action, equal ranking clauses, US AID-guaranteed issues, sukuk bonds, and diaspora bonds—a product which we pioneered. We also advise many of the world’s most prominent international financial institutions, such as the World Bank/IFC, the IDB, the EBRD, AIIB, EIB, the Caribbean Development Bank, the Islamic Development Bank, and the Green Climate Fund, in both financial transactions and other novel legal assignments.

Public and Private Debt Securities Offerings: Rule 144A/Regulation S offerings and global offerings registered with the SEC; Yankee, Samurai and Panda bonds, and other transactions listed on the regulated and unregulated markets of foreign stock exchanges (Luxembourg, Ireland, London).

Liability Management Transactions: Improved debt profiles through transactions for existing debt (cash tender offers, exchange offers, waiver solicitations, consent solicitations); more complex transactions (switch tenders linked to new money exercises); privately negotiated transactions; and contractually authorized redemptions.

Sovereign External Indebtedness Restructurings/Refinancings: Development of innovative bridge loans and support packages from IFIs and financial instruments for external indebtedness owed to: commercial bank creditors under direct and syndicated loans, international bondholders, trade creditors, interbank lenders, export credit agencies, and Paris Club and non-Paris Club governments.

Central Bank Counseling & Litigation: Bank supervision; settlement and clearing systems; investment advisory and custody arrangements for managing international reserves, derivatives and gold transactions; obtaining liquidity from nonliquid assets; and reducing exposure of assets to unwarranted attachments by foreign entities.

Derivatives Transactions: Review and negotiation of ISDA master agreements, schedules, credit support annexes and confirmations covering the spectrum from interest and currency rate swaps to commodity price swaps and highly structured bespoke transactions for sovereign counterparties.

Debevoise Named to The American Lawyer's 2018 'Dealmakers of the Year' List

Experience Highlights

  • Republic of Colombia in its global bond issuances of $300 million 5.200% Global Bonds due 2049, $1.5 billion 3.000% Global Bonds due 2030, and Offer to Purchase $2 million 4.375% Global Bonds due 2021 and $2.1 billion 4.000% Global Bonds due 2024.
  • Republic of Panama in its offering of $2.5 billion 4.500% Global Bonds due 2056, the first emerging market sovereign bond issuance since the emergence of the global COVID-19 pandemic.
  • Republic of Turkey in its offering of $2 billion 4.250% Notes due March 13, 2025 and $2 billion 5.250% Notes due March 13, 2030.
  • Republic of Turkey in its sukuk offering of $2 billion Lease Certificates due 2022.
  • Federal Republic of Nigeria in its debut offering of $300 million of 5.625% diaspora bonds due 2022.
  • Barbados Creditors' Committee in the restructuring of more than $640 million of external public debt of the Government of Barbados, which involved an exchange of seven existing external obligations for bonds maturing in 2029, PDI Bonds maturing in February 2021 and cash.
  • Empresa de Transmisión Eléctrica SA, Panama's government-owned electric transmission company, as issuer, in its inaugural bond issue: an offering of $500 million 5.125% Senior Notes due 2049.
  • Central Bank of Brazil with respect to the management of $385 billion of international reserves, including the negotiation of global custody agreements, investment management agreements, ISDA, and repurchase documentation.
  • Republic of Honduras in its issuance of $600 million 5.625% Notes due 2030, the proceeds from which will be used to refinance obligations of the Honduran electricity company ENEE.
  • Republic of El Salvador on its issuance of $1 billion 9.500% Notes due 2052, the proceeds from which will be used for general budgetary purposes and to fund the national fund aimed at addressing the government’s COVID-19 relief and recovery efforts.
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