We were involved in a number of the most significant domestic bonds issues in Ukraine.
These, among other, include transactions that use innovative structures to resolve regulatory issues. In such type of transactions, we advise on:

• Planning and structuring the transaction;
• Drafting decision on bonds issue, as well as the issue prospectus;
• Document submission to the State Securities and Stock Market Commission for the bond issue registration, as well as assistance in the issue registration;
• Advising on the use of covenants in domestic bonds issues – a recognized new market trend;
• Drafting agreements between the issuer and the prospective bondholders;
• Legal assistance in the bonds initial placement;
• Post-transaction support that may include legal advice on various matters of bond circulation in the secondary market of Ukraine, as well as bond redemption.

We provide high-profile legal advice in Eurobond transactions, including:

• Planning and structuring the transaction with consideration of innovative structures demanded by the market;
• Conducting a legal audit of the Ukrainian company;
• Drafting and negotiating transaction documents, including the legal part of the prospectus, loan agreement, subscription agreement, trust deed, etc.;
• Representing clients in multilateral negotiations;
• Drafting legal opinions on the transactions;
• Providing post-transaction support that may include advising on the issues of information disclosure and relationship with trustee and bondholders.

We apply our market knowledge and understanding of the regulatory framework together with considerable experience in advising on export finance transactions, involving foreign lenders, corporate borrowers and foreign export insurance agencies - Hermes, Coface, to name a few - including:

• Structuring the transaction, including advising on related tax issues and possible ways to mitigate risks related to the transaction;
• Drafting transaction documents and legal opinions;
• Providing post-closing support.

We have extensive experience in advising on numerous lending transactions from bilateral to syndicated lending.

Our clients comprise a number of the world’s leading financial institutions as lenders and arrangers / book runners of syndications, as well as banks and corporate borrowers.
Our partners and associates are also experienced in advising on complex secured lending transactions. Our expertise in bilateral and syndicated lending, among other, includes:

• Comprehensive advice on the transaction structure, including tax favorable jurisdictions;
• Drafting and negotiating all transaction documents (mandate letters, loan agreements, security agreements, information memoranda);
• Conducting legal audits of the borrowers and drafting legal opinions on the transaction;
• Assistance in the performance of pre-closing undertakings;
• Closing and post – closing support that may include advising on proper fulfillment of covenants and meeting other requirements envisaged by the transaction documents.

Our Banking & Finance team has extensive experience helping clients to finance and develop projects in major industry sectors. We advised on Ukrainian law matters throughout the very first project finance transaction in Ukraine.

Our services in Project Finance include:

• General advice on business practices and conditions, including prevailing regulatory climate as well as the Ukraine’s country risks;
• Counseling on corporate restructuring of the project company to make it acceptable for the transaction;
• Structuring the project finance transaction, including advice on relevant tax issues;
• Counseling foreign investors on how to protect their assets and investments and overcome other challenges inherent in developing and financing large industry projects,
• Consultation on foreign investment and currency control requirements;
• Elaboration of the transactional contractual framework and its implementation into the information memorandum;
• Drafting and negotiating transaction documents (including EPC and O&M contracts, feedstock supply and offtake contracts as well as loan facility agreement and other finance documents), representing clients in multilateral negotiations;
• Full post-transactional support.

We are market-recognized experts in securitization. Our Banking & Finance team successfully participated in the first-ever RMBS off- balance securitization transaction in Ukraine, closed at the beginning of 2007. We also advised on Ukrainian law matters of auto-loan securitization transaction.

We provide:

• An in–depth analysis of complex securitization issues, including true sale and related matters, issues related to the assets write-off from a balance sheet of the Originator as well as innovative and practical solutions on sophisticated securitization transactions;
• Drafting and negotiating transaction documents, including assets sale agreement, property rights pledge agreement, collection account agreement, legal part of the prospectus, etc.;
• Representing our clients in multilateral negotiations;
• Drafting legal opinions on the general matters of the transaction, as well as on the true sale and related matters, including secondary legal opinions for rating agencies;
• Assisting in obtaining the respective interpretation letters as to ambiguous provisions of the Ukrainian legislation from the regulators;
• Full post –transactional support;
• Advising on synthetic securitization deals.

Our breadth of expertise in trade finance area includes advising on:

• Documentary letters of credit;
• Standby letters of credit;
• Documentary collections;
• Factoring;
• Forfeiting;
• Payment guarantees.