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Deal Maker of the Year Awards 2013
WINNER - WALKERS GLOBAL DEAL: Drax Group £190 million placing
NAME: Jonathan Heaney & Alex Carus COMPANY: Walkers Global WEBSITE: www.walkersglobal.com
DEAL OVERVIEW
Walkers’ lawyers based in Jersey advised UK power station generator Drax Group in an award winning innovative transaction, involving a Jersey ‘cash box’ structure in a share placing which raised £190 million. Drax, which operates the UK’s largest power station, is using the proceeds of the placing in order to support a project to convert three of its generating units at its Selby, North Yorkshire plant to burn biomass – or plant matter instead of coal.
The share placing was the latest in a string of debt and equity transactions to support the £650 million to £700 million project and the £190 million was raised by the issuance of new shares representing approximately 9.99 per cent of Drax’s share capital.
The Walkers team advised on aspects of Jersey law associated with the transaction, which used the Jersey ‘cash box’ structure. The placing was announced on 25 October 2012, with Deutsche Bank AG, London branch and UBS Limited appointed as joint lead managers and joint bookrunners in relation to the placing. This involvement followed that of the Walkers Jersey team in providing legal advice in relation to a £100 million term loan facility extended by The Prudential / M&G UK Companies Fund to Drax in July 2012.
Advising on both transactions for Walkers were Jonathan Heaney ( Managing Partner), Alex Carus (Partner) and Mark Crichton (Associate).
JERSEY
ahead to incorporate the Jersey cash box company through to the execution of those documents and the announcement of the proposed placing.”
Simmons & Simmons provided English legal advice to the joint lead managers. Walkers worked together on the transaction with Vistra (Jersey) Limited (who dealt with the incorporation on a fast track basis of the Jersey company and were appointed as its company secretary).
“The ability of our Jersey based lawyers to deliver BIO
advice across multiple jurisdictions is something that instructing counsel and the client have found extremely useful in the context of our on-going role here assisting with the financing for Drax,” commented Jonathan Heaney, Managing Partner of Walkers’ Jersey office.
Drax Chief Executive Dorothy Thompson said at the time, that the placing is a key building block in its transformation of the largest coal plant in the UK into a power plant fuelled predominantly with sustainable biomass.
Jonathan Heaney Jonathan Heaney is Managing Partner of Walkers’ Jersey office and is also a partner in the firm’s Global Investment Funds and Corporate Groups. He has experience in a wide range of investment funds, both hedge and private equity, and also advises on general corporate and commercial matters, including mergers and acquisitions, joint ventures and secured lending.
Before joining Walkers, Jonathan spent three years in the corporate department of Fairmays in London and gained experience in corporate and commercial law with an emphasis on cross border and multi- jurisdictional transactions. Jonathan subsequently spent two years at Walker Smiths in the British Virgin Islands specialising in international and structured finance, joint ventures, private equity and investment funds.
Tel: +44 (0)1534 700 786 Email: jonathan.heaney@walkersglobal.com Walkers’
Jersey office was also instructed to provide legal advice in respect of the next steps in the project, being a proposed refinancing of Drax’s £310 million revolving credit facility, involving the increase of its size to £400 million and the extension of its maturity date to April 2016, as well as the addition of further new debt facilities of approximately £100 million.
“We were delighted to be able to assist Drax again, this time by providing Jersey legal advice for the placing, and working closely with its lead counsel, Slaughter and May,” said partner Alex Carus. “This transaction was done to a very tight timeline. It was literally just a couple of days between receiving the first draft of the placing agreement and related documents and getting the go
Alex Carus Alex Carus is based in Walkers’ Jersey office where he is a partner in the firm’s Global Finance and Corporate Groups. He has extensive experience advising on all aspects of Jersey corporate and banking transactions and is regularly instructed as Jersey transaction counsel in relation to securitisations (in particular master trust programmes), commercial paper
conduits, sukuk issuances as well as other forms of sharia compliant financing, synthetic CDOs and other structured finance transactions.
Alex has experience of advising on a wide range of corporate finance transactions for both public and private companies, including placings and reverse takeovers, as well as mergers and acquisitions, joint ventures and disposals with cross-border elements. Prior to joining Walkers, Alex worked for over eight years in the financial services law group of Bedell Cristin in Jersey. Before moving to Jersey he was in practise for two years in the corporate department of a major national UK firm.
Tel: +44 (0)1534 700 827 Email: alex.carus@walkersglobal.com