Stephen Matthews

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“Listen carefully to the client’s instructions. Help them to address the right questions. Consider the objectives and limitations of all parties. Provide the client with what they need quickly and correctly. A carefully considered starting position, including a high quality first draft that the client can table confidently, are the best antidotes to a painful negotiation.”
Stephen Matthews Spencer West Partner

Stephen Matthews is a debt finance lawyer focusing on frontier and developing markets. He has expertise in cross-border English law governed debt transactions across a wide range of products, sectors and geographies, with a particular focus on high-value structured financings. After qualifying as a solicitor in London in 2001, Stephen spent most of his career based outside of the UK, including thirteen years in Moscow, Russia and two years in Nairobi, Kenya.

Stephen is a member of our international finance team and is focused on supporting our regional teams and clients on the African continent.

Relevant experience:

The matters listed below were led by Stephen at previous law firms.

Banking

  • Advised a family office as owner of a prime London hotel operated under a franchise from a leading international hotel chain on a £32.5 million secured refinancing by Barclays Bank.
  • Advised Padmanor Investments as borrower in relation to its entry into an ISDA fixed to floating interest rate swap with Barclays Bank.
  • Advised Goldman Sachs, ING Bank, and Raiffeisen in relation to a leveraged financing and subsequent high-yield bond take-out of the USD 1.4 billion acquisition of an international commercial freight company.
  • Advised the lender in relation to a take-private certain-funds bid financing of the USD 2.5 billion acquisition of a Swiss industrial fluid engineering and chemicals company.
  • Advised the lender in relation to a secured financing of a USD 1 billion acquisition of a European shopping mall by Morgan Stanley Private Equity.
  • Advised the lender in relation to a secured financing of the construction of a luxury resort in Sardinia by Capital Partners.
  • Advised the issuing banks in relation to various letter of credit facilities for Indian telecoms licences.
  • Advised lenders in relation to various USD 1 billion+ margin loan transactions, with UK-listed equities as the underlying.
  • Advised the European Bank for Reconstruction and Development (EBRD) as lender on various lending transactions, including a USD 150 million financing of a local European bank to fund its small business lending program.

Securitisation

  • Advised Greenwich Financial Services in relation to a first-of-its-kind securitisation of residential mortgage certificates, backed by the Overseas Private Investment Corporation (OPIC) and being the first US-placed Rule 144A RMBS issuance in the local market.
  • Advised Raiffeisen and HSBC as joint arrangers in relation to a securitisation of residential mortgage certificates by a subsidiary of a large Central Asian bank as originator and a related cross-currency swap.
  • Advised Morgan Stanley in relation to a privately placed whole-loan securitisation of residential mortgage certificates.
  • Advised Credit Suisse in relation to a private securitisation of residential mortgage loans.

Restructuring

  • Advised Citibank, UniCredit, Raiffeisen, and ING Bank in relation to a debt restructuring of a railcar distribution company, including leading the negotiations towards a full repayment of the facilities, following loan provisioning by lenders.
  • Advised the co-ordinating lender in relation to a contentious USD 250 million debt restructuring of a regional oil company.
  • Advised a large commercial bank in relation to the structuring and documenting of a unique ‘Dutch auction’ tender offer to syndicate lenders under two distressed loan facilities.
  • Advised Eurostep as sponsor in relation to a restructuring of its quasi-equity mezzanine debt financing arranged by Deutsche Bank.
  • Advised a regional bank in relation to a distressed refinancing of a European ship-building group and a related financial institution.

Energy & Natural Resources – Debt Financ

  • Advised the lenders in relation to the take-private certain-funds bid financing of the acquisition of Eurasian Natural Resources Corporation (ENRC).
  • Advised the lender in relation to the bridge financing of a EUR 10.5 billion acquisition of a strategic stake in an international oil company by the Qatari Investment Authority.
  • Advised a national oil company as borrower in relation to the financing of its USD 55 billion acquisition of another national oil company from an international oil major.
  • Advised the finance parties, including BNP Paribas, UniCredit and Italian export credit agency SACE, in relation to a financing of the construction of a European metallurgical plant, backed also by German and Chinese export credit agencies, Euler Hermes and SINOSURE.
  • Advised HSBC as mandated lead arranger in relation to a USD 250 million loan facility backed by the Czech export credit agency, Export Guarantee and Insurance Corporation (EGAP).
  • Advised Morgan Stanley as lender in relation to a structured loan with detachable equity warrants for a regional European oil company.
  • Advised Citibank as lender in relation to a financing of Azenerji (Azerbaijani energy utility).

Shipping Finance

  • Advised a regional bank as lender in relation to the first cross-border ship financing transactions in their local market.
  • Advised Citibank and Nordea as mandated lead arrangers in relation to a USD 1.058 billion syndicated senior secured loan facility for Frontline.
  • Advised Nordea as mandated lead arranger in relation to a USD 500 million senior secured loan facility for Teekay.

Africa – Debt Finance

  • Advised the International Finance Corporation (IFC) as lender in relation to loan facilities for Access Bank Nigeria and Bank of Ghana.
  • Advised Stanbic Bank Kenya (a member of the Standard Bank Group) as lender on a USD 26.5 million development financing of a warehouse logistics facility in Nairobi, Kenya, for Africa Logistics Properties.
  • Advised alternative credit provider Lendable Asset Management in relation to a senior secured facility for Solar Panda Kenya.
  • Advised Actis as sponsor and borrower in relation to the senior secured loan financing of Garden City Business Park in Kenya by Rand Merchant Bank as lender.
  • Advised Renewable Energy Performance Platform (REPP) as lender in relation to a senior secured loan facility with detachable equity warrants for Kleen Hydro Limited, Kenya.
  • Advised Investec as lender in relation to a loan facility for Puma Energy.
  • Leading educational presentations in sub-Saharan Africa for market participants and stakeholders in the banking and finance area, including for the Loan Market Association (LMA).

Practice Areas

Banking & Finance Energy & Natural Resources Restructuring & Insolvency Shipping

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