|RESTRUCTURING: GULF MARINE SERVICES’S US$391 MILLION RESTRUCTURING|
|Financial advisors:||Evercore to the company; PwC to the banks|
|Legal counsel:||Rimon Law for the company; Allen & Overy for the creditors|
|The finalists: Our restructuring cases ranged from strategic — SEC — to the j-curve — Samalaju Industrial Port. And then there is the confluence of oil and COVID-19 shocks which were addressed with Gulf Marine Services.
SEC sets the record as the largest single Islamic finance deal and restructuring. The deal was part of a national sector reform. HSBC, financial advisor to SEC, commented about the Mudarabah solution: “The creation of this financial instrument and the introduction of an international standard regulatory framework should enable Saudi Electricity Co to maintain a more sustainable capital structure. Through the balancing account, the government is expected to continue supporting the sector and Saudi Electricity Co on a more structured and transparent basis.” Yet, one can say that the challenges of the deal were dampened by the relationships between the parties.
In Malaysia, CIMB advised Samalaju Industrial Port on a consent solicitation exercise. Since commencing Phase 1 operations in June 2017, there has been some delay from port users in utilizing the Samalaju Port and potentially impacting certain terms and conditions under its existing Sukuk program. As part of Samalaju’s preemptive measures to avoid a future technical default and also to preserve its rating of ‘AA1(s)’, it appointed CIMB as the consent solicitation agent in undertaking a revision of terms exercise. This resulted in according flexibility to Samalaju in managing its financial covenants for the next five years whilw maintaining the credit strength of the Sukuk Murabahah Programme. The consent solicitation exercise was well supported by Sukukholders via the signing of a circular resolution and the exercise was successfully completed in August 2020.
London-listed Gulf Marine Services (GMS) provides support vessels for offshore oil and gas and other energy installations. The GMS restructuring was a complex project given the melange of an oil services downturn, COVID-19, conventional and Shariah compliant debt and assets registered in multiple jurisdictions. The various debts, which included Ijarah facilities, conventional facilities and existing capex facilities, were collapsed into existing term facilities and Shariah compliant working capital (covered drawing) facilities and letter of guarantee facilities. Tim Summers, the executive chairman of Gulf Marine, said: “GMS is moving from strength to strength. Today’s announcement, ahead of schedule, of a revised debt structure, provides the platform for GMS to sustain its upward trajectory and take advantage of opportunities as oil and gas markets stabilize.”
Why Gulf Marine Services was selected: The Shariah compliant solutions were bespoke and innovative and included a warrant instrument. The restructuring was finalized and signed remotely including certain notarial mortgage deeds that required registration. The last phase of negotiations was concluded under a tight time frame as a result of a non-binding hostile offer to take over the company made by one of the shareholders.
|SOCIAL IMPACT SRI/ESG: IsDB’S US$1.5 BILLION SUSTAINABLE SUKUK|
|Arrangers:||Citi, Crédit Agricole CIB, Emirates NBD Capital, Gulf International Bank, HSBC, Kuwait International Bank, The Islamic Corporation for the Development of the Private Sector, NATIXIS, Societe Generale, Standard Chartered Bank|
|Co-arrangers:||Kuwait International Bank|
|Legal counsels:||Dentons for the issuer and Clifford Chance for the arrangers|
|Trustee:||IDB Trust Services|
|Shariah advisor:||The IsDB Group’s Shariah board|
|Raison d’etre: 2020 was the year of significant steps in the social impact arena. The deals ranged from education to medical-related projects. Among the significant deals were the state-sponsored deals which included financial system support to a wider national scale like Malaysia’s Sukuk Prihatin and cross-border support like the IsDB’s latest issuance. This year, the submissions were highly compelling.
Among the dynamic projects are the US$125 million Saudi-sponsored, IFC- and EBRD-funded deals for the construction of new hospitals in Egypt and Morocco by Al Batterjia Medical SAE (incorporated in Egypt) and Batterjia Medical SARLAU (incorporated in Morocco). These deals provide micro level long-term support for local healthcare in Casablanca and Alexandra.
The government of Malaysia’s Sukuk Prihatin represent a national approach to fund COVID-19 measures. The deal simultaneously logs technological advances in securities offerings and innovates with a charitable contribution feature.
The IsDB Sustainability Sukuk facility is not just the 18th issuance from the IsDB; it is the multilateral development bank’s aggressive response to fund and support member countries’ fight against COVID-19. The deal follows the IsDB’s sustainable finance framework with Sustainalytics providing the environmental, social and governance (ESG) rating and CICERO Shades of Green.
Why IDB Trust Services was selected: This is the only Sukuk issued for this cause by a multilateral development bank in order to refinance social projects. This is the IsDB’s second Sukuk under its Sustainable Finance Framework, in quick succession to the green Sukuk that was completed in December 2019. It is evidence of the growing importance of sustainable finance in our communities and the very positive trend the IsDB is setting. This is the IsDB taking a global lead.
Honorable mention: Government of Malaysia and Batterjia
|SOVEREIGN & MULTILATERAL: THE ISLAMIC CORPORATION FOR THE INSURANCE OF INVESTMENT AND EXPORT CREDIT’S EUR142 MILLION COVER FOR IVORIAN HEALTH SECTOR|
|Size:||EUR142 million (US$171.46 million)|
|Legal counsel:||Ashurst for the provider|
|The cream at the top: The government of Sharjah returned with an issuance supporting the banking sector in alignment with the Central Bank of the UAE’s pandemic programs. The Kingdom of Saudi Arabia was omnipresent with multiple issuances and activities. Egypt’s Ministry of Finance raised funds through Tawarruq to bolster the economy during COVID-19. The IsDB issued Sukuk to provide relief to member states during the pandemic. The government of Malaysia issued the innovative Sukuk Prihatin for domestic pandemic alleviation. To be frank, each has a strong case for best sovereign or multilateral deal.
The ICIEC, a member of the IsDB Group, supported two new hospitals, one located in Adzope (105 km north of Abidjan) and the other in Aboisso (120 km east of Abidjan) in the Ivory Coast. These will have a collective capacity of around 400 beds and will significantly improve the availability of healthcare services in each region using state-of-the-art equipment.
In addition, the project will finance five new medical units in five hospitals across the country. They include a radiotherapy center in Abengourou, an emergency unit each in Daoukro and Seguela, a traumatology center in Toumodi, and a surgery and emergency unit in Bouna. As the EPC contractor is a Moroccan company, the project is also supporting export of services from Morocco.
Why the ICIEC’s Ivory Coast healthcare issuance was selected: The 2020 sovereign and multilateral space was crowded. Contestants include macro billion dollar-plus deals which address COVID-19 and its impact. This is a long-term project that will have a greater impact on future health outcomes. It is part of the Ivory Coast’s National Development Plan for 2016–20. The two hospitals will employ around 600 local people and will foster the development of a micro economy in the areas surrounding them. The project will facilitate intra-OIC trade of services and human capital between the Ivory Coast and Morocco, both member countries of the OIC.
Honorable mention: Government of Sharjah, Kingdom of Saudi Arabia, Arab Republic of Egypt, IsDB and government of Malaysia
|STRUCTURED FINANCE: ENGRO POLYMER & CHEMICALS’S US$35 MILLION FX HEDGE|
|Arranger:||Dubai Islamic Bank Pakistan|
|Legal counsel:||Mohsin Tayebaly & Co for the issuer|
|Shariah advisor:||Dubai Islamic Bank Pakistan|
|The finalists: The structured finance market included securitizations like Zamarad in Malaysia which followed the classic model of a direct asset sale. ACWA Power for the Jazlah Water Desalination Plant built a profit rate hedge on top of its Istisnah–Ijarah model. Dubai Islamic Bank Pakistan also developed a novel asset-based foreign exchange (FX) profit rate hedge.
RCE Marketing (RCEM) sold all the rights, benefits, titles and interest to and under certain Islamic financing agreements (including the receivables thereunder) to Zamarad Assets (ZAB) Tranche 4. ZAB is a special purpose bankruptcy remote vehicle sponsored by RCEM. ZAB funds the purchases by issuing Sukuk Murabahah. The receivables are generated by various Malaysian cooperatives and typically subject to members’ non-discretionary salary deductions as well as ZAB’s eligibility criteria. The transactions are true securitization of receivables aggregated by RCEM. There is no cross-collateralization/default with each tranche secured by unique personal finance receivables.
ACWA Power’s project financing for Jazlah Water Desalination Co was a complex blend of distinctive Shariah styles for a common cause. In addition to the core Wakalah–Ijarah, Istisnah–Ijarah and Tawarruq facilities, ACWA secured a US$290 million hedge or Tahawwut for its cash flows. The ACWA project used International Islamic Financial Market master documentation.
Engro Polymer & Chemicals (EPCL) had a US$35 million five-year Ijarah obligation with the IFC. But EPCL was worried about FX and the benchmark (LIBOR) rate risk given its revenues are primarily in the Pakistani rupee (PKR). DIBPL was able to structure a real asset-linked hedge that used the proceeds from the IFC transaction to fund Mudarabah accounts with DIBPL. Secured by the deposits, DIBPL entered into a separate diminishing Musharakah facility with EPCL in PKR. The net result was a PKR obligation linked with the local benchmark (KIBOR) for EPCL and a US$ deposits matching EPCL’s US$ obligation.
Why the EPCL–DIBP hedge was selected: This landmark Shariah compliant synthetic FX hedging mechanism covered a long-term client foreign currency obligation. Until this arrangement, there was no approved product available in Pakistan which would allow companies to hedge their FX exposures on long-term loans in a Shariah compliant manner.
Honorable mention: Zamarad Assets Tranche 4 and Jazlah Water Desalination Co
|SUKUK: KOT ADDU POWER COMPANY’S PKR5 BILLION SHORT-TERM SUKUK|
|Size:||PKR5 billion (US$31.14 million)|
|Legal counsels:||Haidermota & Co for the issuer; Mohsin Tayebaly & Co for the arranger|
|Rating:||‘AA-/A-1’ by JCR-VIS Credit Company|
|Shariah advisor:||BankIslami Pakistan|
|The finalists: Sovereigns and multilateral agencies were hyperactive in the Sukuk market with landmark issuances by the Kingdom of Saudi Arabia, government of Malaysia, government of Sharjah and Brunei’s Monetary Authority. Each of these has its own distinction. Embedded in all is liquidity for the financial sector in Sharjah and Brunei and for the national economy in Saudi Arabia and Malaysia. Bank Islami Pakistan brought the liquidity solution to the corporate sector.
Kot Addu Power Company (KAPCO) represents an important development for the Pakistani capital market and an opportunity to grow the global corporate market. It is Pakistan’s first rated, unsecured, privately placed short term Sukuk structured on the Musharakah (Shirkat Ul Aqd) basis to meet the working capital requirements of KAPCO. The assigned rating takes into account the majority government of Pakistan ownership of KAPCO. Pakistan’s leading asset management companies through 29 mutual funds invested in this Sukuk.
Why KAPCO was selected: This issue stands to initiate a short-term Islamic Sukuk market akin to a commercial paper market. Such a market with government-linked companies would also help to support the requirements of banks for high-quality liquid assets.
Honorable mention: Kingdom of Saudi Arabia, government of Malaysia, government of Sharjah and Brunei’s Monetary Authority
|SYNDICATED: NATIONAL COMMERCIAL BANK’S US$1.2 BILLION SYNDICATION|
|Size:||EUR142 million (US$171.46 million)|
|Arrangers:||Citibank, Credit Agricole CIB, Emirates NBD, HSBC Bank Middle East, JPMorgan Saudi Arabia, Mizuho Bank Dubai, Standard Chartered Bank Dubai and Sumitomo Mitsui Banking Corporation|
|Legal counsel:||Norton Rose Fulbright for the arrangers|
|Rating:||‘A1/BBB+/A-’from Moodys/S&P Global Ratings/Fitch|
|The finalists: Axiata syndicated US$800 million while committing to a sustainability framework. And the Arab Republic of Egypt secured its first syndicated Islamic financing. One of the first financial institutions to finance themselves under the new AAOIFI rules was National Commercial Bank (NCB). The NCB syndication highlights appetite by financial institutions in the MENAT region for transactions with reputable obligors. Despite the adverse market conditions, the facility also leveraged two distinct Islamic formats, providing financiers with flexibility to satisfy internal Islamic financing guidelines (specifically the new AAOIFI requirements), reinforcing HSBC’s role as a prominent Islamic financing house.
Honorable mention: Axiata and the Arab Republic of Egypt
|TRADE FINANCE: INTERNATIONAL ISLAMIC TRADE FINANCE CORPORATION-ECO BANK’S US$5 MILLION MURABAHAH FINANCING TO MALAWI|
|Legal counsel:||ITFC’s counsel|
|The finalists: The biggest component of South–South trade is energy. Standard Chartered Bank managed funding for Pakistan’s LNG imports from Qatar. And the ITFC was widening the acceptance of Islamic finance, particularly via energy deals, across Africa.
The US$200 million transaction was the first-ever dual tranche (Islamic and conventional financing) trade availed by the Ministry of Finance through a commercial bank. The facility funds LNG imports by Pakistan State Oil from Qatargas.
The ITFC was involved in multiple market expansion activities in Africa, these included facilities for SODECOTON in Cameroon, Banque Islamique de Senegal and ECO Bank in Malawi. As one with the whole IsDB Group, the ITFC dropped everything to provide financial support to member states by keeping ordinary lines of financing open and providing new and innovative solutions. Within this engagement, the ITFC broadened the Islamic finance space in Africa.
The ITFC collaborated with Pan-African banking powerhouse Eco Bank to provide Murabahah financing for fertilizers and petroleum products importation to Malawi. The facility supports key sectors of the Malawian economy such as agriculture and energy. About 83% of Malawi’s population of approximately 18 million live in rural areas with youth accounting for over 40% of the population. The agricultural sector contributes about 30% of the country’s GDP and employs 80% of the population. The Murabahah financing further supports the development of the private sector with several SMEs targeted to be the recipient of this financing.
Why Eco Bank Malawi was selected: In addition to expanding the market, the ITFC’s financing is expected to bolster inclusive growth by targeting end beneficiaries including women- and youth-centered enterprises.
|AFRICA: ISLAMIC CORPORATION FOR THE INSURANCE OF INVESTMENT AND EXPORT CREDIT’S EUR20 MILLION COVER FOR SCIENTIFIC HIGH SCHOOL OF YAMOUSSOUKRO, THE IVORY COAST|
|Size:||EUR20 million(US$24.15 million)|
|Beneficiary:||BMCE Bank Offshore, Morocco|
|Legal counsel:||ICIEC Legal Department|
|Shariah advisor:||ICIEC’s Shariah board|
|Family feud: While we wait for Islamic banks in Nigeria, Kenya and Somalia to share their stories, the IsDB-affiliated ITFC and ICIEC were active.
The ITFC also provided vital support to EDM in Mali. This financing is in favor of the Republic of Mali, a less developed member country, with a relatively low Human Development Index score of 0.43, ranking 182 out of 189 countries. EDM, the national power company, is the executing agency. The facility is aimed at securing 45% of EDM’s yearly needs of refined petroleum products for electricity generation. Insufficient electric power is one of the major afflictions holding Mali back.
The Scientific High School of Yamoussoukro project addresses one of the key impediments to education in the Ivory Coast, which is the lack of adequate facilities. According to The Borgen Project: “Ivory Coast’s education problem is mirrored by one horrifying statistic: nearly one in two children did not attend primary school. This ratio varied little throughout individual communities, and a large part of the blame went to lack of infrastructure. Inadequate facilities and the small number of teachers resulted in the low enrollment figures.” The renovation and expansion of schools is one step of the Pan-African cooperation addressing a part of this problem.
Why the Scientific High School of Yamoussoukro was selected: The ICIEC illustrates the multilateral insurance decisive role in channeling financial resources to support the government of the Ivory Coast’s 10-year Education and Training Sector Plan by mobilizing resources from the banking sector to be directed to the education sector thanks to the ICIEC’s de-risking solutions, offered this time to a leading Moroccan bank.
Honorable mention: EDM and Eco Bank Malawi by the ITFC
|BAHRAIN: GFH FINANCIAL GROUP’S US$300 MILLION SUKUK|
|Arrangers:||Emirates NBD Capital, Kamco Investment Company, Mashreqbank; SHUAA Capital, Société Générale, Standard Chartered Bank, Warba Bank|
|Legal counsels:||Allen & Overy and Zu’bi & Partners for the issuer; Simmons & Simmons and Hassan Radhi & Associates for the arrangers|
|Rating:||‘B’ by S&P and Fitch|
|Shariah advisors:||Shariah Advisory Boards and Committees of GFH, Societe Generale and Standard Chartered Bank|
|The pearl of Islamic finance: Bahrain, the first center of contemporary Islamic finance, feels underrepresented among the nominees. The Kingdom of Bahrain, acting through the Ministry of Finance and National Economy, issued again, as did Mumtalakat.
Social responsibility took precedence with Eskan Bank. In May, DLA Piper advised Kuwait Finance House (Bahrain) on the syndicated financing for government-linked Eskan Bank. Eskan is using the proceeds of the Tawarruq financing facilities to fund the provision of housing solutions to low- to middle-income families in the Kingdom of Bahrain through its group which includes Eskan Properties Company and Danaat Al Lawzi.
GFH Financial Group was active at the end of the year with the Tier 1 issuance for its affiliate Khaleeji Commercial Bank via KHCB Tier 1 Sukuk. It started the year with a US$300 million issuance via GFH Sukuk Company. The deal marked GFH’s return to the capital market after a 12-year hiatus.
Why GFH was selected: This high-yield deal is an asset-light structure blending Wakalah and Tawarruq. The transaction was innovative because it allowed for the substitution of real estate-related assets under the Wakalah limb of the structure for shares or Sukuk, at the option of GFH.
|Shortlisted for Overall Deal of the Year 2020|
|EGYPT: ARAB COMPANY FOR PROJECTS AND URBAN DEVELOPMENT’S EUR2 BILLION SUKUK|
|Size:||EGP2 billion (US$127.36 million)|
|Legal counsels:||Helmy, Hamza & Partners and Baker McKenzie, Dubai for the issuer|
|Rating:||‘A+’ rating from the Middle East Rating & Investors Service, a regional arm of Moody’s|
|The finalists: Egypt is slowly living up to its promise. Multilaterals supported the Batterjia project. The Ministry of Finance syndicated its first Islamic finance deal. And Talaat Mustafa Group issued its first corporate Sukuk.
Al Batterjia Medical Group, a corporate cousin of Tadawul-listed Saudi–German Hospital Group, will build a greenfield hospital in Alexandria and another in Morocco’s Casablanca with US$125 million in financing from the EBRD, the IFC, the OPEC Fund for International Development and the Finnish Fund for Industrial Cooperation. This deal will deliver long-term healthcare improvements in Alexandria. It is notable for expanding the universe of multilateral and development entities using Islamic finance. In this case, they funded the deal via Tawarruq .
There is no doubt that the syndicated Islamic financing for the Ministry of Finance of the Arab Republic of Egypt is an important milestone. Not only does it diversify Egypt’s funding sources at a difficult time (the pandemic), but it promises that Islamic finance will play a more constructive role in Egypt’s development.
Helmy, Hamza & Partners advised the Arab Company for Projects and Urban Development, a subsidiary of Talaat Moustafa Group Holding, on a Sukuk program with a value of EGP2 billion with final maturity at the end of 2024. The arranger and advisor in this case was EFG Hermes Promoting and Underwriting, one of EFG Hermes’s affiliates. The Sukuk Ijarah proceeds will be used to accelerate the completion of the Open Air Mall located in a prime spot in Madinaty. The mall’s market value is expected to exceed EGP8.5 billion (US$541.29 million) at its full inauguration.
Why Arab Company was selected: “This is the first Sukuk issuance in Egypt which makes it a landmark transaction in particular given its successful and timely closing despite the global COVID-19 situation,” commented Mohamed Ghannam, the managing partner and head of capital markets at Helmy, Hamza & Partners. The deal is hoped to set an example for many other prospective corporate issuers in Egypt.
Honorable mention: Batterjia and Ministry of Finance
|INDONESIA: GARUDA INDONESIA’S US$500 MILLION SUKUK RESTRUCTURING|
|Restructuring advisor:||Houlihan Lokey|
|Legal counsel:||Allen & Overy for the issuer|
|Arranger:||As a restructuring, there is no arranger per se, but a Sukukholders and creditors group|
|Sustaining: Indonesia is not yet showing its weight with only 5.5% of submissions. COVID-19 and hydrocarbon markets took their toll on Indonesia leading to restructurings at Sumberdaya Sewatana and Garuda Indonesia. And the Republic continued its well-received programs.
As expected, the Republic of Indonesia was back through its issuer SPV Perusahaan Penerbit SBSN Indonesia III. The Republic is a regular nominee reflecting its understanding of the value of the global Islamic capital markets, and increasingly the sustainable and green markets.
Sumberdaya Sewatama shared the less happy side of the industry as the firm completed another restructuring of its conventional and Islamic obligations.
Garuda Indonesia was able to extend the maturity of its existing Available Tonne Kilometers (ATKM) Sukuk by three years. The airline also secured a covenant holiday during the COVID-19 crisis. The Reg S certificates did not suffer a cut which allows a balance of relief for Garuda and comfort for investors.
Why Garuda was selected: The consent solicitation exercise was a market-first with respect to amending a Sukuk structure that was based on rights to travel/ATKM. The Sukukholders meeting was held virtually. The extraordinary resolution was successfully passed allowing Garuda a flight plan out of the pandemic.
|KUWAIT: KUWAIT INTERNATIONAL BANK’S US$300 MILLION TIER 2 SUKUK|
|Obligor:||Kuwait International Bank (KIB)|
|Joint global coordinators:||Citi and Standard Chartered Bank|
|Co-arrangers:||Boubyan Bank, Citi, Emirates NBD Capital, First Abu Dhabi Bank, Islamic Corporation for the Development of the Private Sector, Kamco Invest, KFH Capital and Standard Chartered Bank|
|Legal counsels:||Dentons for the issuer and Linklaters for the arrangers|
|The little fort: More is expected from Kuwait which was light on nominees for 2020. Equate was back, as were Boubyan and KIB. Given its historical role and powerhouse investors, one awaits news of a more active 2021.
Allen & Overy advised the dealers on the update of Equate Sukuk SPC’s US$2 billion trust certificate issuance program. The only Reg S/Rule 144A Sukuk program for a Kuwaiti obligor, the deal supports Equate Petrochemical Company and The Kuwait Olefins Company project. The issuances are based on Ijarah and Tawarruq, allowing asset-light jumbo issuances.
KIB topped up its 2019 Tier 1 issuance with US$300 million Tier 2 trust certificates. Keep in mind that this is at the height of the current pandemic.
Why KIB Sukuk was selected: The KIB issuance is the first-ever Tier 2 Sukuk publicly issued to international investors out of Kuwait. Beyond using the well-traveled Wakalah–Tawarruq hybrid, the Tawarruq leg was documented in accordance with AAOIFI’s recent guidelines and current Shariah market practice.
Honorable mention: Equate and Boubyan Bank
|Shortlisted for Overall Deal of the Year 2020|
|MALAYSIA: GOVERNMENT OF MALAYSIA’S RM666 MILLION SUKUK PRIHATIN|
|Size:||RM666 million (US$164.87 million)|
|Legal counsel:||Not stated|
|Shariah advisor:||Shariah committee of Bank Negara Malaysia|
|‘Maju’, progress, leadership: Malaysia continues to demonstrate the depth and capacity of the Malaysian Islamic debt capital market. In 2020, Malaysian nominees represented 32% of all nominees. These ranged from the government’s Sukuk Prihatin and government-linked companies like Bank Rakyat to regional titans like Axiata to solar projects.
Via Axiata SPV5 (Labuan), Axiata Group issued a US$1 billion 30-year Sukuk facility. The Singapore Exchange-listed Sukuk is based on Wakalah Bil Istithmar, which allows for underlying assets to be any or a combination of tangible lease assets, Shariah compliant shares, airtime vouchers and commodity Murabahah investment. For this Sukuk series, the issuance utilized 100% airtime vouchers as underlying assets which represent a specified number of airtime minutes on Axiata’s telecommunications network for on-net calls services.
Bank Rakyat issued Imtiaz Sukuk II Sukuk Wakalah for RM700 million (US$173.29 million) in two tranches. The terms of the sustainable and responsible investment (SRI) Sukuk Wakalah may be determined as and when an eligible SRI project has been identified, and Bank Rakyat (via the issuer) intends to issue the SRI Sukuk Wakalah to fund the eligible SRI project. Once the proposed terms for a particular issuance of SRI Sukuk Wakalah have been determined, the terms for such SRI Sukuk Wakalah shall be submitted to the Islamic Capital Market Development Division of Securities Commission Malaysia (SC) for endorsement by the SC’s Shariah Advisory Council, with no additional consent required from the holders of the Sukuk Wakalah who, pursuant to the terms of the Sukuk Wakalah Programme shall be deemed to have consented to the issuance of SRI Sukuk Wakalah by the issuer.
The government of Malaysia has persistently contributed to the evolution of the Islamic capital market. On the one hand, Sukuk Prihatin represent part of a comprehensive response to the pandemic. On the other hand, Malaysian innovation with pandemic reality led to a new marketing wrinkle as the Sukuk Prihatin facility was truly a digital product.
Why the Sukuk Prihatin facility was selected: The deal was upsized from RM500 million (US$123.78 million) to RM666 million following a successful online campaign. The distribution bank went beyond traditional media and its website into the wider social media, using Facebook, Twitter and YouTube videos to draw investor enthusiasm.
|OMAN: OMAN ARAB BANK’S OMR300 MILLION ACQUISITION OF ALIZZ ISLAMIC BANK|
|Size:||OMR300 million (US$777.2 million)|
|Arrangers:||Alizz Islamic Bank, Bank Muscat and Bank Nizwa|
|Legal counsels:||Addleshaw Goddard for Alizz Bank; Linklaters for the arrangers and issuer|
|Shariah advisors:||Shariah Supervisory Boards of Alizz Islamic Bank, Bank Muscat’s Islamic window, Meethaq, and Bank Nizwa|
|The finalists: The Sultanate is now a significant and regular issuer. Its Sukuk Ijarah are well received. ACWA Power showed up in Oman. But changes in the Islamic banking market stood at the front of the list.
The Sultanate of Oman was active with three issuances. Each had a particular merit. Of the Series 3, 4 and 5 of Oman Sovereign Sukuk, Series 5 raised OMR25 million (US$64.77 million) by way of public offering. It was the first time that the government of Oman issued domestic Sukuk by way of public offering.
International Company for Water and Power Projects (ACWA Power) led the consortium of sponsors including Kuwait’s Gulf Investment Corporation and Alternative Energy Projects Co in an agreement with the Oman Power and Water Procurement Company for conventional (US$400 million) and Islamic financing (US$50 million) of the Ibri II photovoltaic solar independent power project which is expected to generate 500 MWac of renewable power.
Oman Arab Bank (OAB) acquired all of the shares of Alizz Islamic Bank (AIB). The combined bank has approximately US$8.4 billion in assets. AIB is now the Islamic banking arm of OAB. The banks, their shareholders and advisors and the regulators worked closely together during lockdown to complete a complex merger of two of the largest banks in the Sultanate under a completely new set of untested regulations which was also the first successful bank merger in Oman in eight years.
Why OAB–AIB was selected: The transaction was the first takeover to be regulated by the new Oman Public Takeover Regulations and involved AIB becoming a wholly-owned Islamic banking subsidiary of OAB, a delisting of AIB from the MSM and a subsequent listing of OAB on the MSM. This demonstrates one path forward for banking consolidation in the GCC.
|PAKISTAN: AMRELI STEELS’S PKR650 MILLION DIMINISHING MUSHARAKAH FACILITY|
|Legal counsel:||Ali Khan Law Associates for the issuer|
|Shariah advisor:||Faysal Bank Pakistan|
|Diriliş, Qiyamat, Renaissance: Pakistan is rising as a challenger market. Pakistani deals made up 8.6% of submissions and demonstrated thoughtful solutions creativity. There was Bank Islami’s pioneering work in the capital markets and Dubai Islamic Bank innovating in the asset-linked hedging market. And Faysal Bank’s efforts cannot be ignored with complex structuring
Kot Addu Power Company’s short-term paper is hoped to be the cornerstone for a dynamic Islamic commercial paper market.
Engro Polymer & Chemicals and Dubai Islamic Bank Pakistan organized a clever asset-linked long-term FX hedge. The deal addressed an important gap in the Pakistani Islamic finance space and shows promise to expand hedge opportunities linked to real assets.
Amreli Steel stands just a smidgen above the others. This Faysal Bank-structured diminishing Musharakah qualified under the SBP Renewable Energy Scheme – IFRE. This allowed for the financing to be executed with concessionary rates.
Why Amreli Steel was selected: Amreli qualified for the US AID credit guarantee program. Not only does this offer greater protection to the financiers, it broadens the perspective of US government entities to embrace Islamic finance solutions in a secular context.
|SAUDI ARABIA: SAUDI ELECTRICITY COMPANY’S SAR168 BILLION RECAPITALIZATION EXERCISE|
|Size:||SAR168 billion (US$44.72 billion)|
|Advisor:||HSBC Saudi Arabia|
|Legal counsels:||Baker McKenzie with Abdulaziz Alajlan & Partners for the issuer; Clifford Chance and Abuhimed Alsheikh Alhagbani Law Firm in cooperation with Clifford Chance for the advisor|
|Shariah advisor:||HSBC Saudi Arabia|
|A vision for competition: Saudi deals were mega, meaningful and driving the Kingdom forward to meeting its 2030 objectives. This included a revamping of the government development bonds, the first unicorn and supercharged SEC.
HSBC and SAMBA Capital worked on the single largest consolidated local debt capital markets issuance ever. The SAR34.65 billion (US$9.22 billion) issuance of four-, eight-, 12- and 15-year Sukuk tranches unified local issuances of the Ministry of Finance.
The purchase of outstanding Saudi government development bonds and simultaneous issuance of Sukuk under the Kingdom’s local Sukuk program is dynamic evidence of the role of the National Debt Management Center’s single program framework.
Western Union’s investment into stc pay created a unicorn. Advised by King & Spalding, the deal is one of the largest and most dynamic Mudarabah investments ever. The deal captures the aspirations of Vision 2030 as stc pay has become the top digital wallet service in Saudi Arabia. With over four million customers, Western Union hopes to benefit from the fintech’s position in a fast-growing, digitally-aware and youthful population.
The context for the SEC deal is noted by Tadawul: “The electricity sector’s regulatory and financial reforms demonstrate the government’s continuous support to the electricity sector and its endeavors to raise the overall level of service to its citizens and residents across the Kingdom in line with Vision 2030 objectives.”
This transaction is considered the world’s largest Islamic finance transaction to ever be executed and has raised the Kingdom’s challenge for leadership in Islamic finance.
Why SEC Mudarabah was selected: The SAR168 billion goes beyond addressing sector policies; it gives proof of the Kingdom’s Islamic finance ambition while demonstrating an efficient and clever corporate finance solution for all parties.
|TURKEY: ZORLU ENERGY’S GREEN SUKUK|
|Size:||TRY50 million (US$6.68 million) issued under TRY450 million (US$60.11 million) program|
|Structurer:||Industrial Development Bank of Turkey|
|Legal counsel:||Not stated|
|The finalists: Turkey figures as a key growth market for Islamic finance. The Republic of Turkey returned to market and successfully raised EUR232.75 million (US$281.04 million) and US$666.4 million in April 2020. The transaction shored the Republic’s finances and showed its attraction to global Islamic financial investors. The same attraction assured success for Kuveyt Turk’s KT 1 Sukuk US$250 million issuance in September 2020.
Beyond the resilience demonstrated by the Republic, Kuveyt Turk and other Islamic financial institutions, the Zorlu Group’s subsidiary, Zorlu Energy, offered its debut domestic sustainable Sukuk. The deal conforms to the sustainability criteria of the International Capital Markets Association with a second opinion from Turkish sustainability expert Escarus TSKB.
Why Zorlu was selected: Escarus Sustainable Finance Projects Manager Melis Bitlis said: “[A] Sustainable bond world is a universe that is still under development in our country. Sustainable and green Sukuk practices have been implemented especially in Southeast Asia, but there has been no issuance in our country in this context yet. The company’s sustainable Sukuk framework is a pioneering example in this field, as it includes project eligibility areas such as sustainable infrastructure and clean transportation, in addition to the green energy criteria we are accustomed to seeing in these bond frameworks.”
Honorable mention: Republic of Turkey and Kuveyt Turk
|Shortlisted for Overall Deal of the Year 2020|
|UAE: DP WORLD SALAAM’S US$1.5 BILLION PERPETUAL SUKUK|
|Arrangers:||Abu Dhabi Islamic Bank, Citigroup Global Markets, Commercial Bank of Dubai, Crédit Agricole CIB, Deutsche Bank (London Branch), Dubai Islamic Bank, Emirates NBD Bank, First Abu Dhabi Bank, HSBC Bank, JPMorgan Securities, Samba Financial Group, Standard Chartered Bank, The Bank of Nova Scotia|
|Bookrunners:||Citigroup Global Markets; Deutsche Bank, London Branch; and JPMorgan Securities as joint global coordinators
Citigroup Global Markets; Crédit Agricole Corporate and Investment Bank; Deutsche Bank, London Branch; Dubai Islamic Bank; Emirates NBD Bank; First Abu Dhabi Bank; HSBC Bank; JPMorgan Securities; Samba Financial Group; Standard Chartered Bank; and The Bank of Nova Scotia as joint lead managers
|Legal counsels:||Clifford Chance and Maples & Calder for the issuer; White & Case for the arrangers|
|Rating:||‘Ba2’ by Moody’s Investors Service and ‘BB’ by Fitch Ratings|
|Shariah advisors:||Shariah Advisory Board of Citi Islamic Investment Bank, the Fatwa and Shariah Supervisory Board of Dubai Islamic Bank and the Shariah Committee of Dar Al Sharia Islamic Finance Consultancy, the Internal Shariah Supervision Committee of First Abu Dhabi Bank, the Internal Shariah Supervision Committee of HSBC Bank Middle East, the Shariah advisors of JPMorgan Securities and the Global Shariah Supervisory Committee of Standard Chartered Bank|
|Context: The UAE is the second-largest contributor, just pipping Saudi Arabia, with 20% of the Deal of the Year nominees. This shows the vitality of the UAE as a cluster of financial hubs as well as a persevering domestic market. The deals ranged from Dubai Aerospace (DAE)’s inaugural DAE Sukuk (DIFC) and Etihad’s transition Sukuk on the aviation side to DP World’s Mudarabah issuance.
With DAE’s DAE Sukuk (DIFC), the company widened its investor base. Etihad’s Unity 1 Sukuk commits the airline to a goal of reducing carbon emissions. As the first of its type, the Unity 1 Sukuk facility again shows how the UAE is market-leading in more than just Islamic finance.
After the announcement of its intention to delist its shares, DP World returned to the debt capital markets, with indirect ownership by the government of Dubai. The successful DP World Salaam Sukuk represented the first international investment grade Sukuk by a corporate. The deal was the largest of its type at the time of issuance.
Why DP World Salaam was selected: DP World Salaam’s Sukuk give proof to the vision of Dubai. A leading global port and logistics operator, DP World plays a critical role in trade when times are good and relief when times are not so good. The Mudarabah structure is a hybrid of equity with debt-like features, thereby helping to deleverage the group.
|UK: P1’S US$50 MILLION SUKUK|
|Arranger:||Bedford Row Capital|
|Legal counsels:||Baker McKenzie for the issuer and Greenwoods GRP for the arranger|
|Date:||6th August 2020|
|Shariah advisor:||Khalij Islamic (UK)|
|Action at the hub: Traditionally a liquidity management center for Islamic financial institutions, the UK is also a key destination for real estate investors. GCC and ASEAN investors showed up in the 2020 nominations. But it was fintech plus real estate that stood out.
The Bank of London & the Middle East joined Bank ABC to provide a GBP32 million (US$43.46 million) financing to support the construction of a 222-unit co-living development in Harrow, North London for the DTZ Investors Co-Living Fund.
Baker McKenzie Wong & Leow represented OCBC Bank (Malaysia) and Sumitomo Mitsui Banking Corporation, Singapore in their financing of PNB Jersey. The Islamic financing provided GBP119.63 million (US$162.48 million) in support of Permodalan Nasional (the guarantor) as it invested in Aviation House.
The P1 Sukuk deal, issued through the UK’s Al Waseelah platform, is based on UK residential property investments. Structured as a Tawarruq financing, the deal delivers 7% per annum over a three-year period. Profit coupons are payable quarterly with the investment capital repaid on maturity.
P1 is a UK-based company that invests in developments throughout Southeast England in projects with a sales value of GBP1–15 million (US$1.36–20.37 million). P1’s strategy is to provide regular payments to investors by focusing on a portfolio of well-researched and diversified investments where there is a fundamental demand for housing.
The current economic climate offers excellent investment opportunities secured against UK property. P1 originally worked with institutional investors, family offices, sophisticated investors and high-net-worth clients. The Waseelah platform allows P1 a means to widen its investor base.
Why P1 was selected: The P1 deal is structured on a platform that seeks to reduce the cost of Sukuk issuance through standardized documentation. The Waseelah platform caters to deals with smaller tickets than the so-called international benchmark sizes of US$100 million and up. P1 is Bedford Row’s third deal on the platform. The other deals, executed in 2019, were not real estate transactions. This shows that the platform accommodates issuer diversity. One can imagine both PNB and BLME taking their deals onto such a platform in the future. This paves the way for new dynamics in the UK Islamic finance market.
There were four landmark deals by four outstanding issuers from diverse markets, all deserving of international recognition, from Saudi Electricity Company’s SAR168 billion (US$44.78 billion) corporate financing which supports the Kingdom’s Vision 2030 by contributing to the transformation of the power sector and Malaysia’s RM666 million (US$164.64 million) digital Sukuk, to Egypt’s largest local-denominated private sector debt by ACP and DP World Salaam’s US$1.5 billion facility which has the distinction of being the first corporate hybrid with an international rating.
But at the end of the day, there can only be one winner. After great deliberation by the independent IFN Awards Board, it has been decided that the Sukuk innovation that is Malaysia’s Sukuk Prihatin is 2020’s IFN Overall Deal of the Year. Retail Sukuk offerings are few and far between in the corporate Sukuk-dominated Malaysian market and the Sukuk Prihatin, brought to market on a digital vehicle, proved the immense latent demand for Shariah compliant purpose-driven investment instruments.
The government of Malaysia was not unique in addressing COVID-19. The IsDB Group was proactive in helping members. Egypt accessed the international syndicated markets. Many countries came to the market. It was how Malaysia did it. Sukuk Prihatin ticked old, new and different boxes in the best way as follows:
|Government of Malaysia’s Sukuk Prihatin|
|Size:||RM666 million (US$164.64 million)|
|Shariah advisor:||Shariah committee of Bank Negara Malaysia|
1. The Sukuk were integrated into the Malaysian National Recovery Plan and supported among other activities:
a. COVID-19 medical spending
b. Infectious disease research
c. MSME financing, and
d. Improving connectivity to rural schools and nearby villages.
2. The Sukuk Prihatin facility was the first digital Sukuk using digital payment platforms.
3. Supported by 27 banks, the deal allowed for retail investors to subscribe for as little as RM500 (US$123.6).
4. Tax-deductible investor waivers of capital.
Digital, retail and charitable features are all concepts which may be adopted globally, creating a smoother and more unique Sukuk market. Being proactive has long been a feature of the Malaysian market, and we all hope that it becomes infectious leading to a more vibrant global Islamic finance market.
Our heartiest congratulations to the Malaysian government for taking home the IFN Deal of the Year 2020 award as well as to our finalists for their dealmaking ingenuity and invaluable contributions to the Islamic financing landscape. We look forward to celebrating all winners of the IFN Deals of the Year Awards at the IFN Awards Ceremonies in September and October. To learn more about the finalists, click here and to read about all the winners of the IFN Deals of the Year Awards, click here.