Herbert Smith advises Merrill Lynch and Macquarie on US$170 million Convertible Bond

LAWFUEL – The Legal Newswire – Herbert Smith has advised Merrill Lynch and Macquarie Bank as joint lead managers on the issuance of convertible bonds by Thai-listed Thoresen Thai Agencies Public Company Limited (TTA), the second-largest integrated shipping company in Thailand, which raised US$169.8 million.

This deal is the largest convertible bond issuance in Thailand in the past 10 years and the second international convertible bond by a Thai company since 2002.

The offering launched on 19 September 2007 and successfully closed on 24 September 2007. The conversion price was set at Baht 59.9 per share subject to further adjustment. The bonds are listed on Singapore Exchange Securities Trading Limited.

The bonds were issued under Reg S format and are due in 2012. They also feature a staggered maturity structure and a stock redemption settlement option, unusual features for convertible bond offerings in Asia.

TTA has been in operation for over 100 years and owns and operates 45 dry bulk vessels and provides offshore oil and gas related services, including sub-sea engineering and contract drilling through its subsidiary, Mermaid Maritime Public Company Limited.
The proceeds will be used by TTA to fund its shipping fleet renewal and expansion plan.

Herbert Smith advised on the US and English law aspects of the transaction. Partner Kevin Roy led the team and was assisted by Linda Cheng, Yeo Boon Teck and Jonathan Barkey.

Kevin Roy commented:

“We are extremely pleased to expand our excellent relationship with the underwriters on this unusual transaction. This is a good example of our strong and growing debt capital markets capability, as well as our ability to advise clients on transactions involving innovative and complex structures.”

Allen & Overy advised TTA on the transaction.

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