Law firm Allen & Overy Shook Lin & Bok has advised Credit Suisse as private placement agent and the note purchasers in relation to the sale of US$900mn floating rate notes (FRNs) due 2011 and 2012 by IndoCoal Exports (Cayman) Limited.
The proceeds of the sale were used to refinance the US$800mn FRNs due 2006 issued by IndoCoal Exports in April 2006 and for other corporate expenses. The notes were issues as part of a securitisation programme for Bumi Resources’ principal Indonesian operating subsidiaries, PT Kaltim Prima Coal (KPC) and PT Arutmin Indonesia (Arutmin).
Two tranches of notes were issued: (a) Class A-1 notes in the original principal amount of US$600mn which mature on September 28, 2011 and carry an interest rate of one-month Libor plus 325bp; and (b) Class A-2 notes in the original principal amount of US$300mn which mature on September 28, 2012 and carry an interest rate of one-month Libor plus 500bp.
The notes are unrated and unlisted and were privately placed.
This is the largest bond sale by an Indonesian corporate and the largest FRN private placement out of Indonesia. The deal is also one of the largest securitisations ever from Asia.
Bumi Resources is the largest coal mining and exporting company in Indonesia. Its coal mining operations are conducted through its two main subsidiaries, KPC and Arutmin, located in East Kalimantan and South Kalimantan, respectively.
Allen & Overy Shook Lin & Bok partner John Richards comments: “The transaction involved a significant number of commercial and legal intricacies, involving Indonesian and offshore entities, and a varied and multi-jurisdictional security package. We are pleased to have been able to contribute to the success of the largest ever note issuance for an Indonesian corporate within a tight timetable.”
Allen & Overy Shook Lin & Bok’s team was led by partner Richards and assisted by associates, Andrew Digges, Kiran Scarr and Emmanuel Hadjidakis.