Clifford Chance advises Emirates NBD Bank PJSC on first-of-a-kind issue of USD500 million Sustainability Linked Loan Financing Notes

Clifford Chance has advised Emirates NBD Bank PJSC (“ENBD”), one of the largest banking groups in the GCC (by total assets), on the inaugural issuance of USD500,000,000 5-year senior unsecured Sustainability-Linked Loan Financing Notes (“SLL Notes”) under its USD20,000,000,000 Euro Medium Term Note Programme. The SLL Notes were issued in accordance with Regulation S of the U.S. Securities Act of 1933 and are listed on Nasdaq Dubai and Euronext Dublin.

ENBD intends to allocate an amount equal to the net proceeds of the SLL Notes to finance or refinance a portfolio (the “SLL Funding Assets Portfolio”) of general corporate purpose sustainability-linked loans (each an “SLL Funding Asset”) in accordance with its sustainability-linked loan financing bond framework (the “SLL Funding Framework”). The SLL Funding Framework is the first globally to be based on the recommendations and guidelines set out in the Guidelines for Sustainability-Linked Loans financing Bonds, published jointly by the Loan Market Association and the International Capital Market Association.

The SLL Funding Framework sets out criteria for use of proceeds and an internal committee comprised of representatives from the relevant departments and business units of ENBD will be responsible for evaluating and selecting the SLL Funding Assets eligible to be included in the SLL Funding Assets Portfolio. Furthermore, ENBD appointed ISS Corporate Solutions to provide an external review of the SLL Funding Framework.

The SLL Funding Framework is intended to assist ENBD in supporting the achievement of the UAE’s ambitious 2030 sustainable finance mobilisation, the UAE’s Net Zero by 2050 initiative as well as the UN SDGs and targets set forth by the Paris Climate Agreement.

Clifford Chance‘s team comprised partner and Head of Middle East Capital Markets, Stuart Ure (Dubai), Nader Koudsi (Senior Associate, Dubai), Sophie Larsen (Associate, Dubai) and Mohammad Mahdi Al Kazim.

Clifford Chance Partner, Stuart Ure commented, “It has been extremely rewarding to work alongside the ENBD team on a GCC and global first-of-a-kind transaction – the success of the transaction is testament to the dedication of the ENBD team and has paved the way for other market participants to pursue similar financings”.

The Joint Lead Managers appointed in respect of the issuance were Emirates NBD Bank PJSC, First Abu Dhabi Bank PJSC, HSBC Bank plc, Industrial and Commercial Bank of China Limited, Dubai (DIFC) Branch and Société Générale.