OVERVIEW
Banwo & Ighodalo is the leading law firm in the Nigerian capital market. We advise Issuers of securities seeking to raise funds from the capital market as well as Issuing Houses, Trustees and other Capital Market Operators.
We have been engaged in Global Depositary Receipts (GDR) Offers, Initial and general Public Offers, Offers for Sale or Subscription, Rights Issues, Government Bonds, Debt/Loan Stock Issues and Private Placement transactions.
The principal areas of engagement in our capital market practice include advice on transaction structures, preparation of the transaction documents (e.g. Prospectuses, Rights Circulars, Vending and Underwriting Agreements, JIH Agreements) or the security documents such as trust deeds and debentures.
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Advised the Joint Bookrunners (Deutsche Bank, Goldman Sachs and BNP Paribas) and the Co-Manager (Global Hunters Securities) in connection with Afren Plc’s $500,000,000 million aggregate principal amount of 11½% senior secured notes due [2016].
Advised the Federal Government of Nigeria on its debut US$500,000,000 Sovereign Bond Issuance. As this was Nigeria’s first ever issuance of bonds on the international capital market, we were, as Nigerian Counsel to the Government, required to we advise on several complex and sometimes, novel statutory, regulatory, administrative and structural challenges
Joint Solicitors in the Lagos State Government N275,000,000,000 Debt Issuance Programme, through which Lagos State has to date, successfully raised development bonds in two (2) Series, worth over N100billion
Acting as Solicitors to the Trustee in the Kwara State Government N30,000,000,000 Debt Securities Programme through which the State is authorised to issue debt securities in tranches. The first tranche, issued by way of public offering, raised about N17,000,000,000, and plans are underway for the issuance of the second Series.
Advised the Bayelsa State Government in connection with a N50,000,000,000 bond issuance transaction.
Advised Edo State Government in connection with its N25,000,000,000 bond issuance transaction.
We are also presently acting as Solicitors to the Issue in proposed debt issuance transactions by 3 other State governments.
We are Solicitors to Trustees in the Flour Mills of Nigeria Plc N70,000,000,000 Debt Issuance Programme. The first tranche comprising N37,500,000,000 12% Fixed Rate Senior Unsecured Bonds was recently offered by way of a public offering via a book building process.
Advising United Bank for Africa Plc in connection with a medium term subordinated unsecured bond issuance programme to raise up to N400, 000, 000, 000. The first series of the bond issuance with a fixed coupon of 13% (payable semi-annually), concluded on September 30, 2010, raised N20, 000, 000, 000.
We are Solicitors to the Trustees in the Chellarams Plc N5,000,000,000 Debt Issuance Programme. The first tranche comprising N1,500,000,000 14% Fixed Rate Senior unsecured Bonds was recently offered by way of a public offering via a book building process.
We are Solicitors to the Trustees in Guaranty Trust Bank Plc’s N200,000,000,000 Debt Issuance Programme. The first tranche comprising N13,165,000,000, 13.5% Fixed Rate Senior Unsecured Non-Convertible Bonds was offered by way of a public offering via a book building process.
Advised Ecobank Transnational Incorporated (a leading banking institution, with branches in over 25 countries in Africa) in connection with its hybrid capital raising exercise comprised of a regional public offer for subscription & rights issue (in Nigeria, Ghana and in the 8 member countries of the West African countries Monetary Union (UEMOA)) and a discontinued international issuance of Global Depositary Receipts (GDRs).
Advised Guaranty Trust Bank, a leading Nigerian bank, on the issuance of up to $2 billion under a Global Medium Term Notes in the international financial market.
Advised MTN International (“MTNI”) on a uniquely structured private placement of Linked Units (comprising ordinary shares linked to preference shares) by certain shareholders of MTN Nigeria (including MTNI) to identified Nigerian individuals and companies. The Linked Units allocated pursuant to the private placement are held by a nominee on behalf of the investors, and affords shareholding diversification in MTN Nigeria under an ingenious structure.
Advised Oando Plc on its cross-border secondary listing of its securities on the Johannesburg Stock Exchange (the largest stock exchange in Africa).
Advised Nigerian Breweries Plc on the structuring of a Euro-denominated bond issue (the first of such structure in Nigeria), and assisted in persuading regulatory agencies and shareholders to accept the innovative deal structure.
Acted as Nigerian Counsel to Guaranty Trust Bank Plc in its offering of US$750,000,000 Global Depository Receipts (“GDRs”). The GDRs are listed on the floor of the London Stock Exchange, the first of its kind by a Nigerian company and by an African bank
Acted as the Nigerian Counsel to Morgan Stanley International Plc, the International Underwriter /Global Coordinator in Diamond Bank Plc’s offering of 37,593,985 GDRs. The GDRs are listed on the Professional Securities Market of the London Stock Exchange, the first of its kind by a Nigerian bank.
Advised First City Monument Bank Plc on its offerings of unlisted GDRs.
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