Clifford Chance Advises Citi and UBS on First Indonesian High-Yield Debt Transaction Since Beginning of Global Financial Crisis

LawFuel.com – 26 August, 2009 – Singapore: Leading international law firm Clifford Chance has advised Citi and UBS on an exchange offer, consent fee offer and new money issuance by Matahari International B.V., a special purpose finance subsidiary of PT Matahari Putra Prima Tbk, one of Indonesia’s largest retail operators.

“This transaction marks the welcome reopening of the high-yield debt market in Indonesia, being the first time since the beginning of the global financial crisis that such debt has been issued,” said Clifford Chance partner Crawford Brickley, who led the team advising the banks on the deal.

“We have seen a steady increase in Indonesian and regional market activity in other transactional sectors, and it is good to see this recovery now extending to the Indonesian capital markets, and to high-yield debt in particular.”

Holders of existing US$150,000,000 9.5% Senior Notes due 2009, guaranteed by PT Matahari Putra Prima Tbk, received an offer to exchange their existing notes for new 10.75% Senior Notes due 2012, issued by Matahari International B.V. and guaranteed by PT Matahari Putra Prima Tbk. Concurrently, Matahari International B.V. also made a consent fee offer as an incentive to holders of existing notes to vote in favour of certain proposed amendments to the terms and conditions and trust deed of the existing notes.

In addition to the new notes issued in exchange for the existing notes, a portion of new notes was placed to new money investors. An aggregate of US$200,000,000 of new notes were issued pursuant to the exchange offer and the new money issuance. The transaction was completed on 7 August 2009.

In Singapore, the team advising Citi and UBS was led by partner Crawford Brickley, assisted by partner Joan Janssen, senior associates Johannes Juette and Deborah Ong, and associates Dorothy Dizon, Colin Dunlop and Ed Pearson.

In separate appointments, Hong Kong consultant Tony Oakes and senior associate Angela Chan advised Citibank, N.A., London Branch as tabulation and exchange agent for the deal. In Tokyo, counsel Leng-Fong Lai, senior associate Jane Son and associate Clara Tse advised DB Trustees (Hong Kong) Limited as trustee for the new notes.

Notes to editors:

1. Clifford Chance is one of the world’s leading law firms, helping clients achieve their goals by combining the highest global standards with local expertise. The firm has unrivalled scale and depth of legal resources across the four key markets of the Americas, Asia, Europe and the Middle East, and focuses on the core areas of commercial activity: capital markets; corporate and M&A; finance and banking; real estate; tax; pensions and employment; litigation and dispute resolution. The firm has 29 offices in 20 countries and also operates a ‘best friends’ arrangement with AZB & Partners in India and with Lakatos, Köves & Partners in Hungary, and a co-operation agreement with Al-Jadaan & Partners Law Firm in Saudi Arabia.

2. The firm operates across Asia, with offices in Bangkok, Beijing, Hong Kong, Shanghai, Singapore and Tokyo, and secondees on the ground in Ho Chi Minh City and Jakarta. With over 350 lawyers in Asia alone, it is one of the largest international firms in the region, enjoying a market leading reputation across a number of practices.

3. In December 2008, Clifford Chance received one of the first Qualified Foreign Law Practice licences issued by the Singapore Government. The licences allow foreign law firms to employ Singapore-qualified lawyers to practise local law without a local joint venture firm as partner, although does not permit licensed firms to practise in the Singapore courts. The firm began operating under the new licence on 1 May 2009, although Clifford Chance has been operating as an international law firm out of Singapore since 1981.

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