Issue of US$705.5 million infrastructure asset-backed securities by Bayfront IABS VII Pte. Ltd.
Allen & Gledhill advised Bayfront IABS VII Pte. Ltd. (“Bayfront VII”) on the issue of six classes of notes comprising of US$17 million Class X senior secured floating rate notes due 2048 (“Class X Notes”), US$476.8 million Class A senior secured floating rate notes due 2048 (“Class A Notes”), US$105.8 million Class B senior secured floating rate notes due 2048 (“Class B Notes”), US$42.3 million Class C senior secured floating rate notes due 2048 (“Class C Notes”), US$28.2 million Class D senior secured floating rate notes due 2048 (“Class D Notes”, and collectively with Class X Notes, Class A Notes, Class B Notes and Class C Notes, “Senior Notes”) and US$35.37 million subordinated notes due 2048 (“Subordinated Notes”, and collectively with Senior Notes, “Notes”).
The Notes are backed by cash flows from a portfolio of project and infrastructure loans and bonds in the Asia-Pacific, Middle East, Europe and Americas regions. The Class X Notes and Class A Notes are rated Aaa (sf) and AAA sf by Moody’s and Fitch respectively. The Class B Notes and Class C Notes are rated Aa3 (sf) and Baa3 (sf) respectively, by Moody's. The Class D Notes, as well as the Subordinated Notes are unrated. The Senior Notes are listed on SGX-ST.
This transaction features Clifford Capital Group’s inaugural IABS issuance in Rule 144A/Reg S format, extending its reach to a broader global institutional investor base, as well as the inaugural issuance of Class X Notes, which was created in response to investor demand for short-term investments. This is also Clifford Capital Group’s largest issuance of infrastructure asset-backed securities to date, and its first to feature notes (Class X Notes and Class A Notes) with ratings from two rating agencies, Moody’s and Fitch.
Bayfront VII is a wholly owned and newly incorporated distribution vehicle of Clifford Capital Asset Finance Pte. Ltd. (“CCAF”), a subsidiary of Clifford Capital Holdings Pte. Ltd. (“CCH” and together with its subsidiaries, “Clifford Capital Group”) that also includes the Asian Infrastructure Investment Bank as a shareholder.
CCH is the sponsor for the transaction. Clifford Capital Markets Pte. Ltd. (“CCM”), formerly known as BIM Asset Management Pte. Ltd., an affiliate of CCAF, is the collateral manager for the transaction.
Advising Bayfront VII and CCM as to Singapore law were Allen & Gledhill Partners Yeo Wico, Jeanne Ong, Andrew Chan, Jo Tay and Sunit Chhabra.
