Best debt-related deals of 2012
ASIAMONEY is pleased to announce the most impressive deals in the bond, loans, and bespoke finance space in Asia this year. And the winners are....
BEST SOVEREIGN BOND
The Government of Mongolia’s US$1.5 billion dual-tranche senior notes due 2018 and 2022
Bookrunners: Bank of America-Merrill Lynch, Deutsche Bank, HSBC, J.P. Morgan
Until the eleventh hour it looked like the best sovereign bond of the year would be the Republic of Sri Lanka’s US$1 billion 10-year international bond issue conducted on July 17.
Indonesia and the Philippines were also in the running, in large part because both had done good jobs as issuers of multiple deals, but Asiamoney felt that the award should be given to an individual transaction rather than an issuer. As such, the award goes to the Government of Mongolia’s dual tranche senior notes priced on November 28.
This was the debut international sovereign bond issue for the government of Mongolia, a country that has been bailed out five times over the last 22 years by the International Monetary Fund (IMF).
It was executed within a day after a two-team global roadshow and generated an order book worth over US$15 billion – the largest ever order book and deal size for a debut sovereign borrower.
Both tranches were priced tighter than initial guidance, from 4.5% to 4.125% for the five-year and 5.5% to 5.125% for the 10-year tranche. This effectively repriced the country’s sovereign risk, as the bonds were priced through the government-backed Development Bank of Mongolia’s 2017 bonds.
But it was the size of the deal in relation to the size of Mongolia that was particularly impressive: the bond was equivalent to 15% of the country’s projected gross domestic product (GDP) for the year and larger than its entire foreign exchange reserves. The IMF expects Mongolia’s nominal GDP to reach US$9.9 billion for 2012.
Secondary trading was sub-par initially, but this was due in large part to fast money selling over fears that the Mongolian People’s Revolutionary Party was going to leave the governing coalition.
However, the drop in price was due to an unforeseen political event rather than any fundamental error in execution and the importance of the sovereign’s tightly priced debut bond issue for the country is undeniable.
In addition, since then the bonds have rebounded as institutional money came in to pick them up. The 2018’s were quoted around 98.15/99.15 on December 7, a successful recovery from levels as low as 94.50.
BEST INVESTMENT GRADE BOND
Temasek US$1.7 billion duel-tranche bonds due 2023 and 2042
Bookrunners: Citi, Deutsche Bank, Goldman Sachs, UBS
For its outstanding pricing that has allowed it to tighten its existing curve, for its performance in the secondary market, for its high-quality order book, and for its arrangers’ exacting execution, Singapore’s sovereign investment firm Temasek has earned Asiamoney’s top accolade in the investment grade category.
In a year marked by successes that includes the largest-ever US dollar bond issue achieved by a Chinese corporate through Sinopec, the first US Securities Exchange Commission-registered transaction sold by a Chinese company in a decade by Baidu, and a deal that redefined the value of emerging market debt through Samsung Electronics, Temasek’s deal shone as it highlights new possibilities for Singaporean and Asian issuers alike.
Temasek sold its US$1.7 billion duel-tranche notes on July 16, accomplishing pricing of 100 basis points (bp) over US Treasuries for its US$1.2 billion 10.5-year tranche and 95bp over Treasuries for its 30-year tranche.
These pricing levels translated to an inverted curve for the issuer, allowing Temasek to price through its existing benchmark to achieve near-historic low yields. The timing for the issue was right as it came days after the US saw near-lows on its own 30-year Treasuries.
As a rare Asian ‘AAA’-rated issuer selling a rare 30-year bond, Temasek attracted favourable investor attention. Allocating its deal 50% to the US, 30% to Asia and 20% to Europe, the issuer saw US$7.6 billion of orders, of which its 10.5-year deal was 3.2 times oversubscribed and its 30-year deal 7.8 times oversubscribed.
The success of the deal had a knock-on effect on its existing bonds’ trading. Just prior to the deal, Temasek’s 2019 bonds traded 90bp above Treasuries. When the finalised deal was announced, those bonds moved to 70bp over Treasuries – a rare phenomenon where secondaries tightened to maintain the same curve as the new 2023 issue.
As its first international issue in two years, following a British sterling deal in 2010, Temasek surely had a captive audience, which helped make the deal a success. But as a sophisticated borrower with strict targets for its bookrunners, Temasek deserves praise for making the most of its rare foray into the market to achieve its goals – as do its bookrunners that enabled its client to achieve them.
BEST HIGH YIELD BOND
Mongolian Mining Corp.’s US$600 million 8.875% senior unsecured notes due 2017
Joint bookrunners: Bank of America-Merrill Lynch, ING, J.P. Morgan
The high yield market in Asia has remained largely limited to Chinese property issuers this year, and investors have been keen to diversify, but only for the right names. Mongolian Mining Corp. (MMC) was exactly that.
It was a landmark deal on several fronts. Firstly, the transaction represents the inaugural corporate bond issuance from a Mongolian business into the international debt capital markets.
In addition, the deal was the first 144A/Reg S deal from Mongolia and furthermore it was the largest debut issue from a single-‘B’ rated Asian corporate over the last five years.
The Asian markets are tough for single-‘B’ rated names, as investors tend to be highly motivated by ratings, as well as by sector familiarity. In addition, the market backdrop at the time of the deal was challenging, following weak PMI (price manufacturing index) data from China, rendering the deal’s record-tight pricing particularly impressive.
As this bond issue was the first of its kind, bookrunners had to navigate the price discovery process between two possible comparables. At the time of the roadshow, bonds from Chinese coking coal players were trading at around 12%-13% and Indonesian thermal coal names were trading around 7%-8%.
The difference between the two was as much as 500 basis points, and bankers managed to convince investors that despite the fact that almost 100% of MMC’s business is with China the bonds were more akin to similar transactions from Indonesia.
To do this they stressed the fact that MMC has two open-pit mines whereas most of the Chinese mines are underground. In addition MMC’s contractor is Leighton Contractors, the largest in the world, while the bonds boasted scarcity value in terms of a rare opportunity, either in debt or equity, to gain exposure to Mongolia’s mineral story.
The initial price whisper released to the market was in the region of high to mid-9% but following strong order book momentum, MMC announced its final price guidance of 8.875%-9%, and the deal was priced at the tight end of the range.
In the end, the deal generated interest from over 330 accounts, with an order book of US$5.5 billion, which allowed the company to upsize the deal to US$600 million, and was trading up at a cash price of 101.5 in the 48 hours post-trade.
BEST LOCAL CURRENCY BOND
Genting Singapore SGD1.8 billion (US$1.4 billion) perpetual bonds
Bookrunners: CIMB, DBS, Deutsche Bank, HSBC, J.P. Morgan
Genting Singapore may not have been the first perpetual bond issue to be conducted in the Singapore dollar market, nor was it the issuer to achieve the lowest yield. But the Singapore gaming company’s bond issue was big – some beforehand would have said too big to get off the ground – and it proved exactly how deep the Singapore perp market can extend.
Integrated gaming company Genting Singapore’s SGD1.8 billion subordinated perpetual credit marks the largest-ever Singapore dollar bond offering, attracting SGD5.8 billion of orders. Sold on March 1, it remains the largest single-tranche Singapore dollar-denominated bond and is one of the biggest corporate hybrids globally.
Through its process the inaugural issuer, rated ‘BBB’ by Fitch, sought to raise equity capital without diluting its existing shareholders. Its bookrunners advised Genting to consider a hybrid structure, and upon exploration, urged it to push the limits of the nascent Singapore dollar perp market, to which it received unprecedented interest by both local and overseas investors.
Genting’s bond became the first Singapore dollar transaction to be marketed in Malaysia, and in the end, 58% of the offering went into Singapore, while 24% went to Malaysia, 12% to the US and 6% to other global investors. Demand allowed Genting to narrow its pricing, from initial guidance of 5.375%-5.500% to its current yield of 5.125%.
In the end Genting’s bookrunners helped the company obtain an equities credit rating from two agencies, and equipped the deal with a coupon step-up, dividend stopper and a pusher to entice investors to otherwise unchartered territory.
In the 48 hours after pricing the perp bonds traded above par to 100.25 and they were still trading 99.50-100 by December 4. The success of the institutional investor sale opened a window for a retail investor tranche to be sold by the deal’s local arrangers out of ATM machines.
While the follow-on tap has been critiqued by regional market participants, what is undeniable about the bond is its innovation in pushing the boundaries of the Singapore perp market, and opens the door for other issuers looking to capitalise on demand.
Bank of Communications 2012-1 Credit Asset Backed Securities SPTRmb3.03 billion (US$485.93 million) collateralised loan obligations
Joint bookrunners: Citic Securities, Guotai Junan Securities, Haitong Securities
Sole financial adviser: HSBC
This transaction was both the first securitisation issued by a nationwide commercial bank in the re-opening of the Chinese securitisation market this year and the debut securitisation by the Bank of Communications (BoComm).
Chinese banks have been under pressure throughout the year to increase lending in order to support the country’s slowing economy but have struggled to do so due to the implementation of stricter capital adequacy rules.
As such, the securitisation market represents a key aid to help banks increase their assets at low cost. In re-opening the market, BoComm’s deal set a benchmark with the tightest pricing of any transaction that has reopened the Chinese asset-backed security (ABS) market
Structured and arranged by HSBC but sold by three Chinese securities companies due to licence restrictions, the securitisation transaction was the first in China to included insurance companies, following new regulations from the China Insurance Regulatory Commission (CIRC) which allowed insurance houses to buy investor products.
The structure of the soft bullet A-1 tranche was targeted at the requirements of both funds and insurance companies.
In addition the deal was marketed to the widest range of investors in any Chinese securitisation deal to date, which included banks, and the pass-through A-2 and B tranches were designed to appeal more to investors comfortable with prepayment risk.
The two week road show was the largest ever for a deal of this kind, and it raised domestic investors’ awareness of ABS as an asset class.
The deal, which was carried out in October, proved that domestic securitisation in China is a useful tool for the country’s banks to manage their balance sheets, providing an alternative to raising funds through the capital markets.
BEST SYNDICATED LOAN
Alibaba US$3 billion senior loan facilities
Bookrunnners: ANZ, Credit Suisse, DBS, Deutsche Bank, HSBC, Mizuho
Chinese private-owned enterprises (POEs) and tech companies – what do they have in common? They are both extremely risky for the mere fact that Chinese POEs generally have poor transparency and the tech industry is asset-light.
Yet Asiamoney has chosen the Alibaba deal, which satisfies both characteristics, as the best syndicated loan of the year.
There are very valid reasons for why this deal was a landmark deal for the year. It is the largest ever private financing package for a private sector Chinese company, biggest ever non-leveraged buyout (LBO) private financing for a technology company globally and the largest internet M&A transaction in the last decade.
And the fact that Alibaba was able to obtain a sizable syndicate loan of US$3 billion with a three-year tenor from a panel of renowned banks is a true testament that the market is gradually warming up to asset-light tech companies with positive future prospects and also, Chinese POEs.
The general reception towards the transaction was positive given Alibaba’s – which is the leading eCommerce company in China with users in more than 240 countries – strong reputation in the market.
Completed in September, the loan managed to entice both European and US investment banks like Barclays, Citi, Intesa Sanpaolo, Morgan Stanley, ING and Natixis to join the deal even under challenging conditions in both western markets. On top of that, it was an unexpected to see such strong support and large commitments from Taiwanese banks to an offshore deal.
The flexibility of loan structure allowed Alibaba to achieve a favourable outcome in a complex M&A process as well. In addition to the privatisation of Alibaba.com, Alibaba reached an agreement with Yahoo! to buy back half of the 40% stake originally held by the eCommerce company.
Despite ongoing scepticism towards these type of deal structures, Alibaba’s loan set a new, successful benchmark for more jumbo Chinese holding company financings of strategic sponsors.
BEST PROJECT FINANCING
Malakoff-Tanjung Bin Energy US$2.1 billion senior loan
Sole bookrunner: HSBC
The financing for the US$2.1 billion electricity generating plant with a normal capacity of 1,000 megawatts located in the south of Peninsular Malaysia in Tanjung Bin, Johor has by far the most interesting structure-to-date in 2012 and ticks a lot of firsts in our books.
It’s not only Malaysia’s combined Islamic project bond cum US dollar loan solution in the independent power producer (IPP) sector, but also the first competitive tender procurement of power generating capacity in the country.
Malakoff, the sponsor of the project, helped boost the profile of the project given its leading position in Malaysia’s IPP sector and it was for the very first time international style covenants were used in the context of a Malaysian IPP.
The structure – which managed to obtain a ‘AA3’ rating not previously seen in the Malaysian market before – break downs into the country’s first and largest limited recourse financing 20-year senior sukuk of MYR3.29 billion (US$1.077 billion), a 15-year senior US dollar loan of US$400 million, a 12-year senior Malaysian ringgit loan of MYR700 million and a five-year MYR1.3 billion junior equity bridge loan.
In order to ensure sufficient diversification of risk, HSBC has decided to break the tranche down into several maturities and on partially amortising terms for the senior debt whilst the junior equity tranche receives a 100% bullet at maturity.
Considered a cornerstone for the Malaysian government’s to diversify the power generation fuel mix from gas to coal, the project will serve to meet the increasing demand for power in line with projected growth under the 10th Malaysia Plan. The plant will commence generation in 2016 and serve base loads ensuring system stability and reliability in the light of a projected reduction in the reserve margin in Peninsular Malaysia.
BEST LEVERAGE FINANCING
CVC Asia Pacific HKD2.95 billion (US$380.6 million) leverage buyout financing
Bookrunners: BNP Paribas, Chinatrust, Crédit Agricole, DBS, GE Capital, ING, J. P. Morgan, Mizuho, Natixis, Standard Chartered, Sumitomo Mitsui Banking Corp, Taipei Fubon, UOB
It was difficult for Asiamoney to look past CVC Asia Pacific’s deal for best leverage financing. The deal, which was announced on April 11, marks the largest leverage buyout (LBO) in Asia ex-Japan, Australia and India year-to-date and the largest telecom M&A transaction in Northeast Asia since 2011.
The transaction – which breaks down into a HKD2.5 billion senior secured term loan, HKD200 million revolving credit facility and HKD250 million capital expenditure facilities – however, presented the panel of bankers with some minor challenges.
To preserve confidentiality, no market sounding was permitted ahead of the acquisition being announced and the deal had to be pre-funded as launch of syndication was delayed until after closing of the acquisition.
While this was indeed viewed as a risky proposition, lead arrangers – both Standard Chartered and J.P. Morgan – were able to sleep comfortably as they were able to take advantage of the upstream guarantees and security over assets provided by key operating companies of the target.
In a year when Asia Pacific ex-Japan syndicated loan volumes dipped 26% to US$128 billion in the first half of 2012 compared to a year ago, one would have thought that deals such as this would flop, but the response was overwhelming.
The syndication was massively oversubscribed as the financial advisers and initial leads received a 100% commitment rate from 11 out of 11 banks approached in the underwriting phase, resulting in the facilities being over two times subscribed.
In light of the heavy oversubscription at the senior underwriting phase of this transaction, no general syndication was required despite strong reverse enquiries from the retail bank market.
Additional brownie points are also given to this deal for being the first LBO in Hong Kong since 2005 and the fact CVC was able to walk away a happy buyer of Hong Kong Broadband Network (HKBN) and other IDD related assets from City Telecom (CTI).