Linklaters represented J.P. Morgan, HSBC, and Barclays, as joint lead managers, on the uniquely structured US$325m senior secured US dollar high yield bond transaction by Mauritian special purpose vehicle, India Green Energy Holdings (IGEH), the proceeds of which were used to subscribe to 11 series of rupee-denominated bonds issued by 11 subsidiaries of, and guaranteed by, ReNew Power, India’s largest renewable energy company.

Given the underlying instruments are rupee-denominated, IGEH entered into various hedging arrangements with hedge counterparties to mitigate the foreign exchange risk for the offshore US dollar bondholders.

Linklaters, along with local Indian counsel, helped structure the transaction which allowed certain ReNew group companies to issue (and cross-guarantee) 11 series of rupee-denominated secured bonds in compliance with the Indian regulatory regime, while the ultimate offshore investors purchased US dollar debt issued by IGEH. As a result of these structural innovations:

• the onshore issuers were not exposed to any foreign exchange risk; and
• the ultimate offshore investors received significant downside protection from such risk and, at the same time, received a substantial pass-through of the underlying credit of certain ReNew group companies.

This is the fifth bond offering by ReNew Power group that Linklaters has advised on in the last two years, including the co-issuance of the US$435m senior secured green high yield bonds by eight subsidiaries of ReNew Power, which was the first-ever co-issuance deal from India, and one of the first in Asia

The transaction was led by Linklaters’ capital markets partner Amit Singh, and structured finance partners Karen Lam and Victor Wan, with support from counsel Michele Discepola and senior US associate Joseph Wolpin.

Partner Amit Singh, commented:

“We are pleased to be able to support ReNew Power in their expansion in the renewable energy space. This is one of the many unique bond structures we have worked on with them. Our continuous involvement is a strong testament of our abilities and creativity.”

Linklaters recently advised on the issuance of US$500m 5.95% notes due 2026 guaranteed by Periama Holdings LLC, guaranteed by its parent company, JSW Steel Limited, India’s largest steel exporter, further demonstrating the firm’s expertise on the Indian legal and regulatory regime.