Clifford Chance advises on Clifford Capital’s US$705.5 million infrastructure asset-backed securities issuance

Global law firm Clifford Chance has advised on the issuance of US$705.5 million infrastructure asset-backed securities (IABS) by Bayfront IABS VII Pte. Ltd. (“Bayfront VII”), a wholly owned and newly incorporated distribution vehicle of Clifford Capital.

This transaction is Clifford Capital’s seventh and largest public IABS issuance to date, featuring a diversified portfolio of project and infrastructure loans and bonds spanning 46 individual project finance and infrastructure loans and bonds across 44 projects, 17 countries and 13 industry sub-sectors.

Bayfront VII incorporates a number of innovative features, including the inaugural issuance in Rule 144A/Reg S format, comprising multiple classes of USD-denominated Senior Secured Floating Rate Notes accessible to qualified institutional buyers and qualified purchasers (QIBs/QPs) in the United States (amongst others). It is also the first IABS transaction with notes that carry credit ratings from two rating agencies, Moody’s and Fitch. Investors were offered five classes of Senior Notes, all listed on the Singapore Exchange, including the debut of the Class X Notes.

Partner Francis Edwards said, “This transaction marks an important step in the evolution of Asia’s infrastructure debt market. The innovative structure and broad investor participation, including access for US investors, reflect growing demand for diversified infrastructure assets and the increasing sophistication of the sector. We are pleased to have supported Clifford Capital on yet another milestone deal, which sets a benchmark for future issuances in the region.”

The Clifford Chance team advised the joint global coordinators, joint bookrunners and joint lead managers of the transaction; BNP Paribas, MUFG Securities, JP Morgan, Société Générale and Standard Chartered Bank on aspects of English, US and Singapore law. The team included:

• Deal advice: Partners Francis Edwards and Lena Ng, senior associate Nicholas Henneberry, consultant Lin Lu and associate Greg Chan;
• Project & Infrastructure aspects: Partner Mel Chan and associate Didi Hu;
• US law: Partners Robert Villani and Matt Lyons; and
• US tax: Partner Avrohom Gelber and associate Kade Moural.

Partner Bruce Kahl and his team acted as trustee counsel, advising Citicorp International Limited. Associates Ivona Dimov and Thomas Koh also supported the transaction by assisting on matters related to ERISA.

Clifford Chance is a market leader advising on the full range of sustainable debt capital markets products. The firm advised on Clifford Capital’s previous IABS issuances including its US$527 million issuance earlier this year, US$508.3 million issuance in 2024, US$410 million issuance in 2023, US$402.7 million issuance in 2022, and landmark US$401 million issuance in 2021.