Deals

Sayenko Kharenko advised major foreign banks

Sayenko Kharenko — Ukrainian legal counsel to Citibank and Sberbank in the restructuring of a sovereign-guaranteed loan provided by Citibank and Sberbank to the State Road Agency of Ukraine (Ukravtodor) with an outstanding principal amount of EUR 37.3 million and two sovereign-guaranteed loans provided by Sberbank to the Yuzhnoye (Pivdenne) State Design Office and Ukravtodor with an outstanding principal amount of approximately USD 367 million. Under the terms of the restructuring, all three loans have been converted into sovereign Eurobonds and GDP-linked securities with 75% of the amount of outstanding loans exchanged for Ukraine’s 7.75% senior notes due 2019, and 25% of the outstanding loans amount exchanged for Ukraine’s GDP-linked securities.

Sayenko Kharenko’s team included counsel Anton Korobeynikov and associate Taras Shyb, and was led by partner Nazar Chernyavsky.

Sayenko Kharenko and AVELLUM supported final restructuring of sovereign-guaranteed debt of Ukravtodor

Sayenko Kharenko acted as Ukrainian legal counsel to VTB Capital, and AVELLUM advised the Ministry of Finance of Ukraine in the restructuring of a sovereign-guaranteed loan by VTB Capital to the State Road Agency of Ukraine (Ukravtodor) with an outstanding principal amount of USD 100.8 million.

Pursuant to the restructuring terms of the Ukravtodor loan, the outstanding principal balance of this loan and accrued interest on it were discharged in full, and this loan was terminated, in exchange for the delivery to the lender of (i) USD 78,535,000 aggregate principal amount of Ukraine’s 7.75% Notes due 2019, representing 75% of the outstanding principal balance of the loan (plus accrued interest), and (ii) USD 25,200,000 aggregate notional amount of Ukraine’s GDP-linked Securities, representing the remaining 25% of the outstanding principal balance of the loan. The restructuring of the Ukravtodor loan is the final step in the restructuring of sovereign-guaranteed debt.

In order to complete the technical issues of the sovereign debt restructuring, which was settled in November 2015, Ukraine issued additional nine series of Notes in the aggregate principal amount of USD 346.5 million and GDP-linked Securities to the aggregate notional amount of USD 84,059,000.

Sayenko Kharenko team advising on the transaction included counsel Anton Korobeynikov and associate Taras Shyb, and was led by partner Nazar Chernyavsky.

Avellum team was led by partner, Glib Bondar, with lead associates Artem Shyrkozhukhov and Taras Dmukhovskyy, and a team of lawyers including Taras Stadniichuk, Anastasiya Voronova, Pavlo Shevchenko and Orest Franchuk.

Redcliffe Partners advised lenders on loan restructuring by Ukrlandfarming

Redcliffe Partners acted as Ukrainian legal counsel to a group of lenders on the restructuring of a USD 600 million syndicated loan provided by Sberbank of Russia and Deutsche Bank to Ukrlandfarming. The restructuring involves the development of the amendments to the facility agreement and related financial documents, and covers several jurisdictions, including the UK. Clifford Chance acted as English law counsel to the lenders. Redcliffe’s team included Olexiy Soshenko, managing partner, Dmytro Orendarets, counsel, Evgeniy Vazhynskiy and Olesia Mykhailenko, associates.

Sayenko Kharenko advised Bluebird Merchant Ventures

Sayenko Kharenko acted as a lead counsel on admission of the entire share issue of natural resource company Bluebird Merchant Ventures Ltd to the Standard Listing segment of the Official List of the UK Listing Authority and for trading on the Main Market of the London Stock Exchange.

The implied market capitalisation of Bluebird on admission was deemed to be approximately GBP 10.6 million. Bluebird IPO is the first mining IPO on the Main Market since June 2015.

Thrings LLP provided English law advice to Optiva Securities Limited, a financial adviser and broker of Bluebird. Walkers assisted Bluebird with BVI law issues.

The core team included counsel Alina Plyushch, associates Vasyl Liutyi and Kateryna Zhebanova with assistance of corporate and M&A and banking & finance teams and was led by partner Andrei Liakhov.

Redcliffe Partners supported EBRD in financing Ukraine’s agricultural sector

Redcliffe Partners advised the European Bank for Reconstruction and Development on providing financing of USD 85 million to Myronivsky Hliboproduct, part of MHP Group, one of the largest agricultural producers in Ukraine. The team advised the EBRD on the Ukrainian law aspects of the loan agreement, including drafting Ukrainian security documents, carrying out a limited scope due diligence of certain MHP entities and reviewing English law security documents from the Ukrainian law perspective. Linklaters Warsaw advised on the English law aspects of the transaction.

Redcliffe’s team included Olexiy Soshenko, managing partner, Dmytro Orendarets, counsel, and Olesia Mykhailenko, junior associate.

Asters counseled IFC on financing to Integrated Agrosystems

Asters acted as local transaction counsel to International Finance Corporation (IFC), a member of the World Bank Group, in connection with USD 10 million financing to Integrated Agrosystems, a member of Agrofusion Group, the largest tomato paste and industrial tomato producer in Ukraine.

IFC will provide corporate medium-term working capital financing in the form of an up to USD 10 million loan. This project will support Integrated Agrosystems by strengthening its capital base through refinancing existing short-term debt and financing incremental permanent working capital.

Asters’ banking and finance team advising on the project consisted of partner Iryna Pokanay, counsel Gabriel Aslanian and associate Inna Bondarenko.