Milbank LLP advised on back-to-back capital markets issuances by ACEN Finance Limited and AYC Finance Limited of the Ayala Group of companies (the “Ayala Group”), one of the largest business conglomerates in the Philippines. The issuances had a combined value of US$800 million.
The Ayala Group has diversified business interests in real estate, banking, telecoms, power, industrial technologies, infrastructure, and healthcare, among other sectors.
AC Energy: Milbank advised BPI Capital, Credit Suisse, Deutsche Bank, Morgan Stanley and UBS as dealers and joint lead managers in connection with the establishment of a US$1.5 billion medium term note programme for ACEN Finance Limited, a wholly owned subsidiary of AC Energy Corporation (“AC Energy”), and its drawdown therefrom of US$400 million senior guaranteed undated notes with a coupon of 4.00%. The programme and the issuance were unconditionally and irrevocably guaranteed by AC Energy.
AC Energy aims to achieve 5,000 MW in renewables capacity by 2025, which would stand to make it the largest listed renewables platform in the region. The proceeds from the issuance are anticipated to be used to finance or refinance, in whole or in part, new or existing eligible green projects in accordance with AC Energy’s Green Bond Framework. The issuance also marked the first green bond issuance out of the Philippines in 2021.
AYC Finance: Milbank also advised the joint lead managers and joint dealer managers, including BPI Capital, Citigroup, Credit Suisse, J.P. Morgan, Mizuho Securities and UBS on the US$400 million issuance of guaranteed undated notes by AYC Finance Limited (a wholly owned subsidiary of Ayala Corporation (“Ayala”)). The notes have a fixed-for-life 3.90% coupon and are unconditionally and irrevocably guaranteed by Ayala.
The issuance was the lowest yielding unrated perpetual fixed-for-life notes issuance to date and the third lowest perpetual fixed-for-life notes issuance in Asia. The transaction also featured an aggregate US$135 million concurrent tender offer for existing guaranteed undated notes of AYC Finance Limited.
Milbank Global Capital Markets partner Paul Pery led both deal teams, with support from associates York Wu, Cheyne Cudby and legal manager Nicohl Chien and Jon Marante in Hong Kong. Support from Milbank’s London team was also provided by Alternative Investments Group head James Warbey, associate Peter West and Alexandra Wells.
Mr. Pery commented: “Milbank is proud of our continued work advising on the Ayala Group’s most complex and significant capital markets transactions. The Ayala Group has a long, storied history in the Philippines and a forward-looking vision for development in the region more broadly. The success of these transactions reflects the strength of Ayala’s reputation and strong investor appetite for innovative and sustainable projects.”
Milbank previously advised on groundbreaking transactions for the Ayala Group, including advising Ayala on its groundbreaking $400 million guaranteed undated notes in 2017 - the first corporate issuance of non-deferrable "fixed-for-life" perpetual securities with no step-up in Southeast Asia and the first “fixed-for-life” issuance with no step-up or reset provision out of the Philippines. Milbank also advised on the US$1 billion medium term note programme of AC Energy Finance International Limited, which was guaranteed by AC Energy, Inc. - the first US-backed climate bonds initiative issuance in Southeast Asia listed on the Singapore Stock Exchange.