Norton Rose Fulbright advises Emirates

A cross border team from global legal practice Norton Rose Fulbright has advised Emirates on a USD913 million Sukuk, marking a world first for utilising a UK Export Finance (UKEF) backed Sukuk for an aircraft financing, the first time that a Sukuk has been used to pre-fund the acquisition of aircraft and the first ever Sukuk financing for A380 aircraft. The proceeds from the issuance of the Certificates will be used to fund the acquisition of four Airbus A380-800 aircraft, which are expected to be delivered in April, May, June and July 2015. The aircraft will be leased to and operated by Emirates.

The USD913,026,000 Certificates due 2025 (the “Certificates”) were issued by Khadrawy Limited and have the benefit of a guarantee by Her Britannic Majesty’s Secretary of State acting by the Export Credits Guarantee Department of the UK Government (currently operating as UK Export Finance) (“ECGD” or “UKEF”) (the “ECGD Guarantee”).

The Certificates, which have a tenor of 10 years, are to be issued pursuant to Regulation S and Rule 144A under the United States Securities Act of 1933. They were priced on March 25, 2015 at a profit rate of 2.471 per cent (90 basis points over the interpolated mid swap rate). The Certificates saw strong demand from global investors, attracting orders exceeding USD3.2 billion and recording an oversubscription of 3.6 times.

Citigroup Global Markets Limited, HSBC Bank plc, J.P. Morgan Securities plc and National Bank of Abu Dhabi P.J.S.C. acted as Joint Structuring Agents and Joint Lead Managers; Abu Dhabi Islamic Bank P.J.S.C., Dubai Islamic Bank, Emirates NBD Capital Limited and Standard Chartered Bank acted as Joint Lead Managers and NCB Capital Company acted as Co-Lead Manager.

The Norton Rose Fulbright team was co-led by partners Mohammed Paracha and Gregory Man in Dubai and partner Sean Corrigan in New York assisted by senior associate Nicholas Robinson (Dubai) and associates Tom Burke and David Tan (Dubai). Partners Roy Goldman and David Gillespie (New York) and Stephanie Schroepfer (Houston) advised on US Securities and US tax issues assisted by senior associates Kelli Sallemi (New York) and Jennifer Morgan (Los Angeles). Partner Emma Giddings (London) provided assistance on export credit issues.

Clifford Chance advised the Managers and Citibank as Delegate, ECA Security Trustee and ECA Facility Agent. Allen & Overy and Hogan Lovells advised ECGD