Trowers & Hamlins advises on million dollar Capital Securities Issue

Trowers & Hamlins has acted as international legal counsel for BBK B.S.C. (BBK), a leading financial services firm in the Kingdom of Bahrain offering a broad range of advice, products and services, on its issue of BHD100,000,000 perpetual subordinated contingent convertible additional tier 1 capital securities (callable 2 May 2021 and every five years thereafter) arranged by Securities & Investment Company (SICO).

The proceeds of the issuance shall be used by BBK for its general corporate purposes, supporting the bank in its three-year strategic plan and to help the bank meet the regulatory capital base required by the Central Bank of Bahrain (CBB) in line with Basel III capital adequacy requirements. The issue is the first of its kind in that there is a conversion to equity only option and no contractual write-down feature upon the occurrence of a non-viability event. BBK as the issuer has the option to convert the capital securities to equity on May 2, 2019 (year 3); May 2, 2020 (year 4); or May 2, 2021 (year 5). It is the first such AT1 instrument in the Kingdom of Bahrain to be approved by the CBB. The Offer is scheduled to open on April 3, 2016 and closing is scheduled for April 18, 2016. The capital securities will be listed on the Bahrain Bourse.

The Trowers & Hamlins team of lawyers was led by partner Salman Ahmed and lead senior associate Niall McMorrow, with support from partner Elias Moubarak and associates Barbara Anderson, Brian Kelleher, Adam Abdalla and Iman Allawati.