Deals of the Year 2010

From the markets' nadir in 2008, 2009 surprised virtually everybody by turning out to be something of a banner year for many investment banking businesses. Indeed, a handful of banks had record years in some sectors. Bond businesses, FIG capital raising and restructuring, among other areas, boomed. But against an uncertain economic backdrop, deals demanded slick execution skills and commitment to customers. This is reflected in some landmark deals over the following pages. The Banker's judges considered 485 deals from more than 100 banks, with many breaking new ground, in new markets, for new names.

THE WINNERS

AFRICA

Bonds: Corporates

WINNER:

Kenya Electricity Generating Company's Ks25bn debut bond

Sole lead manager: Standard Chartered.

HIGHLY COMMENDED:

Sappi's €350m five-year senior secured bond; Nedbank's R5.4bn domestic medium-term note programme

Kenya Electricity Generating Company's (KenGen) Ks25bn ($310m) debut bond was the largest ever corporate bond issue in east Africa and the longest dated corporate bond issue in Kenya, and this for an unrated company.

The Banker's panel of judges were impressed by the groundbreaking nature of the deal, which represents a large step forward in the development of African capital markets. It was a debut issue and, perhaps most importantly, it was placed entirely locally. KenGen had specifically requested that its funding came in local currency in order to reduce foreign exchange risks. The deal attracted support from a broad range of local investors including banks, fund managers, retail investors and insurance companies. KenGen managed to attract enough support that the deal was oversubscribed - a particular achievement given it was the company's debut bond.

The Banker's panel is always on the lookout for debut deals such as this one that can potentially open up the market for further issuance, and set a benchmark for others to follow. Two other deals stood out in Africa for the corporate bond category. The dual tranche bond for paper producer Sappi impressed the judges with its tight pricing, healthy oversubscription and broad investor distribution. It also performed strongly in the aftermarket.

Nedbank's R5.4bn ($735m) domestic medium-term note programme was another big hit in the market last year. The deal was five times oversubscribed and attracted support from 24 institutional investors. It was the largest debt capital markets debt issue by a South African bank to date.

Debt restructuring

WINNER:

Aquarius Platinum Convertible bond rights issue, share placement and acquisition

Rand Merchant Bank, Merrill Lynch International as global co-ordinator and bookrunner, Euroz Securities as co-lead manager, Lazard as financial advisor and Morgan Stanley as distribution agent for the convertible bond.

As deals go, it was hard to find another in the debt restructuring category that was quite so complex as the deal for miner Aquarius Platinum, which was a multi-faceted refinancing of maturing debt, a recapitalisation and an acquisition.

Aquarius' banks managed four inter-related issues. First, a R1.15bn ($157m) equity placement, second a R675m rights issue, third a R650m convertible bond and finally a R955m acquisition by Aquarius of Ridge Mining.

The collapse in platinum prices from $2000 per ounce in April 2008 to $800 per ounce in late 2008 hit Aquarius hard. It had an outstanding bridge loan of R1.6bn, which was due to refinance in June 2009, and had been forced to suspend operations at one of its mines due to subsidence. From such a precarious position, Aquarius' banks managed to put in place a strategy that refinanced the bridge loan, at a time when credit spreads were exploding, recapitalised the business and on top of all that, set the company up to take advantage of any future acquisition opportunities.

An integral part of this complicated and highly ambitious debt restructuring was the first listed convertible bond issued to date in South Africa. It is extremely rare to find a deal that has so many different facets. It involved multiple jurisdictions, country first issuances, and inter-related price pressures across all parts of the deal due to global economic conditions. Aquarius' deal is a worthy winner in this category.

Equities

WINNER:

Partial sell-down of Dubai Financial's Stake in EFG Hermes via $114m Accelerated equity offering

Sole bookrunner: Citi.

Dubai Financial's decision to sell part its stake in Egyptian bank EFG Hermes came shortly after last year's debt crisis in Dubai. It was the first monetisation by a Dubai entity in the aftermath of the crisis.

Dubai World's announcement of a debt standstill rocked confidence in the Middle East and north African markets and led local stock exchanges to plummet. If ever there was a bad time for a Dubai financial institution to be selling off financial assets, then this was it. Both global and regional markets had been hit hard by the news from Dubai and the benchmark Egyptian index was no exception. The EGX 30 lost 8% on November 30, the first day of trading after the Muslim holiday of Eid, with EFG Hermes' shares falling a whopping 14% on the same day.

Circumstances for this deal could not have been more inauspicious, but Citi succeeded in raising $114m in an accelerated bookbuild. The deal attracted strong support from institutional investors and was eventually increased by 24%. The enlarged offering represented 26% of Dubai Financial's stake and 10.6% of EFG Hermes's existing free float. This made it the largest ever accelerated equity offering from Egypt and the first of its kind in the country for five years. The fact that the deal book closed within fours hours of its launch was also testament to the success of the bookrunner and won particular praise from The Banker's judges.

FIG: capital raising

WINNER:

Standard Bank's $500m lower tier 2 bond

Joint bookrunners: Standard Bank, RBS, Credit Suisse.

Standard Bank is one of the few banks that can truly be described as having had a 'good downturn'. The timely injection of $5.6bn by Chinese banking giant ICBC for a 20% stake, in late 2007, left the bank in a stronger position than most to soak up the hard times in international banking. As a result, the South African bank has been working on projects across the African continent and beyond, winning praise from all quarters.

Unsurprisingly then, the South African bank's $500m lower Tier 2 bond was a blow out success that had investors falling over themselves to participate. The deal attracted a whopping $2.5bn in orders from investors spanning South Africa, Europe, the UK, the US and in particular Asia. In terms of distribution, Asian investors made up 47% of the book, while European investors made up 42%. US offshore investors bought 6% and South African investors 4%.

Standard Bank chose not to take up the oversubscription, however, and kept the deal to a modest $500m. The overwhelming demand for Standard Bank's paper also meant that the bond could be priced at the tighter end of guidance. This deal represents a yet another feather in Standard Bank's cap and will allow the bank to continue to expand across all of its markets.

Infrastructure and project finance

WINNER:

The $750m loan for Kosmos Energy's Jubilee oil field Project in Ghana

Global co-ordinator and sole bookrunner: Standard Chartered. Mandated lead arranger, lead technical and modelling bank: Société Générale. Junior facility agent and security trustee: BNP Paribas.

HIGHLY COMMENDED:

The R603m loan to part fund the construction of a new head office for The Department of International Relations and Cooperation (Dirco) in South Africa; The E£566m 15-year loan to build a new Cairo wastewater treatment plant.

The $750m loan for Kosmos Energy's Jubilee oil field project in Ghana will fund the exploration of what is believed to be the biggest deepwater oil find in west Africa for a decade. The funding represents phase one of the development of the Jubilee oil field, which has the potential to transform Ghana's economy.

The deal itself is split into a $600m seven-year senior tranche and a seven-and-a-half-year $150m junior tranche. The senior portion of the debt is secured against proven and probable reserves, estimated at 350 million barrels in phase one of the project, while the junior tranche is unsecured.

Aside from the make-up and structure of the deal, it wins praise because Kosmos Energy's plans to exploit Ghana's new-found oil wealth could mark a fundamental turning point in the fortunes of the west African country. It has been estimated that total reserves in the Jubilee oil field could amount to more than 1 billion barrels. The loan was executed in one of the toughest global credit markets for a generation and extended to a junior oil company with no producing assets.

Two further deals caught the judges' eyes. The R603m ($82m) loan to part fund the construction of a new head office for the Department of International Relations and Cooperation (Dirco) in South Africa was an impressive transaction that represented the first public private partnership (PPP) in South Africa to be majority owned by Black Economic Empowerment and female- owned companies. The E£566m ($102m) 15-year loan to build a new Cairo wastewater treatment plant was also a well-constructed PPP deal.

Loans

WINNER:

Sappi's €209m revolver and €400m Oesterreichische Kontrollbank Aktiengesellschaft (OeKB) term loan

Mandated lead arranger: RBS.

Participating banks: Citi, JPMorgan, RBS.

HIGHLY COMMENDED:

Egyptian Nitrogen Products Company's E£2.3bn syndicated loan; Lafarge Cement Wapco Nigeria's $303m multicurrency term loan.

South African paper company Sappi's refinancing was a complicated and highly innovative deal that helped the company improve its debt maturity profile and strengthen its balance sheet. The deal was part of a wider debt capital markets strategy and came soon after the company had completed a successful $800m high-yield bond issue in July 2009.

Sappi's banks managed to attract broad support for its loans despite a number of obstacles, in particular the tough operating environment for paper producers generally. Demand for Sappi's products is declining; there are oversupply issues in the sector and considerable volatility in raw material prices. As a result, Sappi has experienced declining revenues and a challenging environment in which to refinance.

The deal was also executed at a time of serious global economic turmoil. Despite the highly complex nature of the deal, combined with a host of other obstacles, Sappi's deal was well received by investors, healthily oversubscribed and priced at the low end of guidance. The judges also noted that Sappi's credit rating had dropped from investment grade to junk in between the original loan and the refinancing. Yet another significant challenge for the arranging bank to overcome.

Elsewhere in the loans category, Egyptian Nitrogen Products Company's E£2.3bn ($630m) syndicated loan impressed the judging panel. It was the largest financing package to be fully underwritten by local banks in the history of the Egyptian banking sector. Lafarge Cement Wapco Nigeria's $303m multicurrency term loan is also worthy of praise. This innovative financing showed a healthy co-operation between Nigerian and foreign banks and was signed against a difficult economic backdrop.

Mergers and acquisitions

WINNER:

Telkom South Africa's disposal of a 15% stake in Vodacom to Vodafone

Financial advisor: JPMorgan.

Financial advisor to South African government: Morgan Stanley.

HIGHLY COMMENDED:

The defence of Anglo America from an unsolicited Xstrata bid; Actis' acquisition of 9.3% of Commercial International Bank in Egypt

Telkom South Africa's disposal of its interests in the country's largest mobile phone company, Vodacom, was the standout mergers and acquisitions deal in Africa this year. Telkom had shared a 50% interest in Vodacom, with UK-based Vodafone Group, but opted to sell 15% of that stake to Vodafone Group for R22.5bn ($3.06bn). The remaining 35% stake was distributed to Telkom shareholders and listed on the Johannesburg Stock Exchange.

This neatly executed deal not only benefited Vodacom shareholders at a volatile time for financial markets, but it allowed Telkom to focus on its core strategy. Owning 50% of Vodacom had placed a number of restrictions on Telkom. The shareholder agreement with Vodafone meant that Telkom was unable to offer mobile services in South Africa or make mobile acquisitions in Africa south of the equator. By selling out to Vodafone the company now has the opportunity, as well as the means, to grow its business.

This complicated deal was a landmark transaction at a time when few dared attempt a merger or acquisition and is a worthy winner of The Banker's award. Two other deals, however, also stood out.

The defence of mining giant Anglo American from an unsolicited $65bn bid from rival Xstrata was a masterclass in 'anti-raid' tactics, executed smoothly by Goldman Sachs. Also on the continent, private equity company Actis' purchase of 9.3% of Egypt's Commercial International Bank was a cleverly executed and well-timed purchase of a potentially lucrative future asset.

Structured finance

WINNER:

Agro Traders, $15m cocoa-receivables revolving trade finance facility

Standard Bank (Stanbic IBTC Bank) sole arranger and lender.

HIGHLY COMMENDED:

The Egyptian Securitization Company's EGP360m lease backed bond; the Ghana Cocoa Board's $1.2bn receivables-backed pre-export finance term loan

Nigerian Cocoa exporter Agro Traders' $15m trade finance deal can in every way be described as 'made in Nigeria'. The judges were particularly drawn towards this deal by the fact that it was originated and closed by a local bank, for a local exporter with legal support by a local legal counsel.

The deal was also executed at a time when Nigeria's stock exchange had collapsed, the country's banking sector was in turmoil and political instability was shaking the confidence in the country's long-term prospects.

Despite these obstacles, Stanbic IBTC structured an innovative transaction that supported a sector of the Nigerian economy that has the potential to boom. Drawdown on the $15m deal will only be permitted against warehouse receipts issued by an independent warehouseman who will act as collateral manager for the bank. Repayment will be from the proceeds of the offshore dollar receivables generated from Agro Traders' sale of cocoa to a panel of pre-approved off-takers.

The Nigerian cocoa industry has been targeted by the country's federal government as a potentially lucrative source of non-oil income and is part of a wider scheme to regenerate the country's ailing agricultural sector. By lending to one of the county's key cocoa exporters, Stanbic IBTC has demonstrated its willingness to back longer-term potential and shown commitment to Nigeria at a very difficult time for the country.

The judges also commended Egypt Securitization Company's E£360m ($65m) lease-backed financing, led by Commercial International bank, which was completed at a time when investors were deeply suspicious of all forms of securitisation. Ghana Cocoa Board's heavily oversubscribed $1.2bn receivables-backed pre export finance term loan also caught the judges' eyes. It was a well-structured deal, completed in difficult circumstances that attracted international support.

Bonds: SSAs

WINNER:

Senegal's $200m debut Eurobond

Lead managers: Standard Bank and Citi.

HIGHLY COMMENDED:

Lagos State's N50bn fixed-rate bond. (part of a N275bn domestic bond programme)

Senegal is the first African country since 2007 to debut in the sovereign bond market. The deal itself was uncomfortably small for most potential investors and executed at a bad time. It was the end of the year, when most investors had already packed up for their holidays, and credit markets remained in a precarious position.

The deal was restricted to $200m due to Senegal's International Monetary Fund agreement, and priced at a hefty 9.25%. Despite all the obstacles, however, Senegal's deal got out of the door. This feat by itself is a considerable achievement and will provide a benchmark for others to follow. Not only that, but the deal ended up oversubscribed and attracted an investor base of 50 that spanned Europe and the US. Senegal will use the proceeds to fund an internationally sponsored highway project between the capital Dakar and Diamniadio.

Senegal's deal was too small for many investors' palates and could not have priced at a worse time of the year. The Banker's judges were impressed, however, by the fact that despite such difficulties the deal was ultimately a success.

Highly commended for this category was Lagos State's N50bn ($330,000) fixed-rate bond, which is part of a N275bn domestic bond programme. This is the first ever bond issuance programme by a state government in Nigeria and the N50bn debut issue is the largest bond issue successfully concluded in the country to date. It was also completed at a time of severe political and economic instability in Nigeria.

AMERICAS

Bonds: Corporate

WINNER:

Healthcare Corporation of America $310m Senior Secured 2nd Lien Notes

Joint bookrunners: Bank of America Merrill Lynch (lead left), Citi, JPMorgan, Wachovia.

HIGHLY COMMENDED:

Simon Property Group $3.25bn any and all tender and $2.25bn new issue; Pemex €1bn 5.5% due 2017 bond

The vibrancy of the bond market in 2009 made the corporate bonds category a particularly interesting one this year. The Banker's judges were impressed by the variety of entries, ranging from Peru LGN's $200m bond programme - a series of large transactions targeting the domestic market; to the interesting structure of Simon Property Group's new issue; to the sheer size of Pemex's €1bn bond, which arguably re-opened the European market for Latin American issuers.

But what banks achieved for our winner, Healthcare Corporation of America (HCA), was particularly impressive. By buying back the existing term loan at a premium and issuing longer dated senior secured 2nd lien notes, HCA was able to meet lenders' appetite for cash and higher yielding paper, as well as beginning to address challenging maturities.

The comprehensive plan also communicates a clear refinancing strategy to the market. The first of its kind, the €310m notes smoothed its maturity profile and helped drive the high-yield rally of last year providing a blueprint to other issuers on how to address near-term bank debt maturities amid constrained capacity in the leveraged loan market.

Companies that have subsequently taken advantage of this financing strategy include Warner Music Group, Harrah's Entertainment, Western Refining, Paetec, Leap and Solo Cup.

Equities

WINNER:

Santander Brazil's $6.9bn IPO

Global co-ordinators and bookrunners: Santander, Credit Suisse.

Bookrunners: Bank of America Merrill Lynch, UBS, BTG Pactual.

HIGHLY COMMENDED:

Mead Johnson Nutritionals's $828m IPO; Capital One Financial's $1.55bn follow-on offering and block trade

Last year saw a number of exceptional deals being executed. Mead Johnson's jumbo initial public offering (IPO) re-opened the market after a 12-month drought and was the only major consumer listing since Kraft Food in 2001. The fully underwritten Capital One Financial's $1.55bn offering must also be acknowledged as a great example of commitment to a client by Barclays Capital, which successfully block traded the issuance.

But the accolade of best equity deal of the year has to go to Santander's listing of its Brazilian operations. Firstly, it was the largest IPO in 2009 and gave the bank a market value of $50bn, similar to that of Germany's Deutsche Bank or France's Société Générale. Further, the efforts of the banks involved have to be praised. A financial crisis still not officially over, low equity deal flows and unpredictable currency markets do not make for an easy environment in which to launch a jumbo, dual-listed IPO, and the largest ever for the issuer's country.

The bookrunners' work is particularly impressive, therefore, considering the tight marketing schedule required to secure the deal. The listing's international resonance was highlighted by an Abu Dhabi state-linked investment fund's purchase of $328m in depositary shares issued by the bank, which Santander bought as part of the break-up of ABN Amro in 2007 after a series of acquisitions in the country. The takeover doubled the size of Santander's Brazil operations and the proceeds of the listing will be used to deepen loan penetration and take advantage of growth opportunities in the local credit markets. Along with the 2008 merger of Itau and Unibanco, Santander Brazil's IPO is a benchmark in the country's growing ambitions in the financial markets.

FIG: Capital raising

WINNER:

Wells Fargo's $12.25bn Common Stock Offering

Joint bookrunners: Goldman Sachs and Wells Fargo.

HIGHLY COMMENDED:

Banco do Brazil's $1.5bn 8.50% perpetual securities

Banco do Brazil's perpetual non-cumulative securities are the first ones structured to qualify for Tier 1 treatment under Brazil's new Tier 1 hybrid capital guidelines and earned a well-deserved mention in this category. The deal also marks the first perpetual out of Latin America since early 2008, and the first bank capital security issuance out of Brazil since early 2006.

However, the top place has to go to Wells Fargo's offering. This successful capital raising bolstered the bank's balance sheet and allowed it to repurchase $25bn of preferred shares issued to the US Treasury and redeem the Troubled Asset Relief Program preferred shares in full. Although admittedly of different sizes, and from issuers in different conditions, Bank of America's and Citi's capital raisings got a very different reception in the market, suffering unstable aftermarket price performance.

Wells Fargo's bookrunners' execution strategy improved pricing and minimised the 'V-effect' by making sure that the offer size was just right. A tight discount was achieved despite recent market volatility - its 1.9% discount seems negligible compared to an average of 9.1% for other banks' follow-on issuances. Strong demand allowed Wells Fargo to accelerate pricing and minimise market risk. About 400 investors participated in the issuance, allowing Wells Fargo to expand its shareholders base. It also attracted interest from new, high-quality investors.

Islamic finance

WINNER:

General Electric Capital $500m five-year International Sukuk Offering

Global co-ordinators: Citi, Goldman Sachs. Joint bookrunners: Liquidity House, National Bank of Abu Dhabi. Joint lead manager: Bank Islam Brunei Darussalam. Co-manager: Standard Chartered Bank

HIGHLY COMMENDED:

International Finance Corporation's $100m five-year sukuk

Given the growing international appeal of Islamic finance products, it should not surprise that even a top-tier issuer such as General Electric has entered the sukuk market. Large international corporates, however, have not been active in this market.

This sukuk is not only a debut issuance for General Electric, it also represents the first sukuk by a US-based corporate and the first by a Western industrial company.

Its success has made Islamic finance an even more appealing proposition for large US and European corporations, and paves the way for further integration between Islamic finance and mainstream credit markets. GE Capital's sukuk allowed the company to broaden its investor base in the Middle East and Asia, which will also help strengthen GE's growing presence in Middle Eastern markets and to diversify its funding strategy across currencies and markets.

The transaction also allows Islamic finance investors to diversify their portfolios away from the traditional Middle Eastern and Asian issuers. In addition to this, the deal introduces innovation in the market as it is the first sukuk to be based on underlying aircraft asset leases. Its structure overcame a series of operational hassles and is tax-neutral for the issuer.

Loans

WINNER:

Pfizer $22.5bn Acquisition financing

Underwriters: Barclays Capital, Citi, Bank of America Merrill Lynch, Goldman Sachs, JP Morgan.

HIGHLY COMMENDED:

Grupo Bimbo $2.3bn acquisition financing; Reynolds €2.16bn acquisition financing

Limited liquidity and adverse market conditions in 2009 made loans a banking product with limited appeal. Lenders may have focused on key clients and big fee deals, but some of these transactions nonetheless demanded commitment and slick execution skills in last year's tricky environment.

In Latin America, Grupo Bimbo's acquisition financing to take over the US bakery business of Western Foods is as significant for the company as the acquisition itself, proving the international appeal of the Mexican borrower. Impressively, the terms of the deal were not changed during syndication to accommodate for the lack of liquidity and lack of comparables in the market.

Equally impressive is the financing for the largest financial sponsor leveraged buy-out in 2009, which allowed Reynolds Group to bring together SIG Combibloc, Reynolds Consumer Products and Closure Systems International. The transaction for this high-yield corporate was also the largest cross-border, multicurrency loan of the past year.

No matter how big or how challenging, however, all such deals were overshadowed by the sheer size of the $22.5bn acquisition financing raised for Pfizer as part of its acquisition of Wyeth. One of the largest ever facilities raised in the US market, this was a significant underwriting commitment by its banks, which each took $4.5bn onto their books. Underwriters' work on pricing and structuring of the facility ensured smooth distribution in the bank market and incentivised Pfizer to a prompt refinancing in the capital markets.

Mergers and acquisitions

WINNER:

Fiat and Chrysler Alliance

Financial advisors: UBS advised Fiat. Rothschild advised the US Treasury. Lazard advised the United Autoworker Association. Capstone was financial advisor to Chrysler. Greenhill was fairness opinion provider to Chrysler in the context of the 363 bankruptcy process.

HIGHLY COMMENDED:

Pfizer's $68bn acquisition of Wyeth; Sadia and Perdigão 25.3bn reais merger

The past couple of years have been particularly tough on the auto industry, so a deal that rescues a car manufacturer on one continent and opens up growth opportunities to a car manufacturer on another continent has to win plaudits.

Technically complex, the alliance between Fiat and Chrysler in the first instance enabled Chrysler to exit from bankruptcy; as consideration for Fiat's contribution of assets and management services, Fiat received an initial 20% stake of the US company, gained immediate operational control and the opportunity to obtain further 15% upon the completion of certain targets and the option to ultimately reach a majority control in the future.

Equity in Chrysler was passed to Fiat in exchange for the Italian car manufacturer's strategic assets and management services, with no cash contribution or assumption of debt by Fiat. The accelerated, pre-negotiated 'Section 363' sale was the first of its kind and involved exit financing from the US Treasury and the Canadian government. The complex structure allowed Chrysler to avoid undergoing the traditional Chapter 11 bankruptcy process, which would have left the company with little value and very little chance of recovery once it emerged from liquidation. The deal gave Fiat's passenger car business a global presence, beyond its existing markets in Europe and South America.

Judges also admired the $68bn acquisition of Wyeth by Pfizer, one of the largest M&A deals of all time that created a premier global biopharmaceutical group, and one of the most diversified companies in the healthcare industry. In Latin America, the creation of Brazil Foods from the merger of leading Brazilian food companies Sadia and Perdigão brought the country's most valuable brands together and created vast growth potential.

Infrastructure and project finance

WINNER:

Santo Antonio/Madeira River Hydro $4.7bn project financing

Advisor: Santander. Mandated lead arrangers: Santander,Bradesco, Banco do Brazil, Unibanco. Other arrangers: Banco do Nordeste do Brazil, Caixa Economica Federal, BES Investimento do Brazil, Banco do Amazonia.

HIGHLY COMMENDED:

Astoria Energy II $1bn project financing; Port of Miami Tunnel $341m project financing

Ranging from energy to infrastructure, entrants to the Latin American Project Finance Deal of the Year did not fail to impress The Banker's judges - thanks to the size, complexity and utility of transactions. At a time when markets still could not easily stomach large financing deals, banks' work on the exceptionally large Astoria Energy II project is commendable and may have helped the revitalisation of lending in the US that began shortly after the completion of the deal. Also of note is also the financing of one of the most tangled public-private partnership (PPP) procurements in the US, the Port of Miami Tunnel project, which paved the way for further PPP infrastructure projects in the country.

However, the accolade for best project finance deal in the Americas goes to the hotly debated hydroelectric plant on the Madeira River in Brazil. With a phenomenal total equity and debt investment of 13bn reais ($7.4bn) and the most complex financial structure for an electricity generation project led by private sponsors in Brazil, the deal is significant both in terms of financing capabilities and with regards to electricity output; it reduced the risk of energy shortages in the country and will be enough to supply the needs of 11 million Brazilians, which is the equivalent of the population of São Paulo.

Despite the sponsors' commitment to minimise the impact on the Amazon region and indigenous populations, the project has not surprisingly been at the centre of much debate and will bear the responsibility of being a test case for socially and environmentally acceptable hydroelectric developments in the region.

Debt Restructuring

WINNER:

Cemex $15bn Debt Refinancing

Strategic financial advisor and co-managed the equity offering: Lazard. Global bookrunners, co-coordinators and creditors: Santander, BBVA, BNP Paribas, Citi, HSBC, RBS.

HIGHLY COMMENDED:

Ford debt restructuring; Harrah's Entertainment $10.15bn debt restructuring

With the automotive industry in meltdown over the past two years, it wasn't surprising to see names such as General Motors, Chrysler and Ford in this category. Of these three big corporates, it was Ford alone that avoided government assistance and Chapter 11 bankruptcy filing, thanks to a skilful restructuring of the company through labour negotiations, $10bn of debt reduction and the sale if 300 million shares, representing 10% of Ford's outstanding share capital. Since its successful restructuring, Ford has increased market capitalisation by more than 500% and its bonds have tripled in value.

Harrah's Entertainment had also to undergo a fascinatingly complex multi-tiered transaction that gave the company breathing space during the economic downturn.

When an issuer is in serious trouble, creditors do not have many other choices than to get on board with the restructuring plans. It is far more of a challenge, then, to persuade lenders to accept a restructuring plan for a company that may have continued to be solvent anyway. This was the case for our winning deal of the year in this category. Cemex's refinancing strategy involved re-scheduling nearly all of the company's non-public debt obligations by convincing all of the interested creditors to defer maturity. The size of the deal and Cemex's extensive lending relationships - about 75 banks and private placement noteholders were involved - made this deal a major milestone in the restructuring market last year.

Structured finance

WINNER:

American General $2bn senior RMBS

Sole manager: Credit Suisse.

HIGHLY COMMENDED:

$60bn Straight-A funding conduit; Tribune receivables $225m asset-backed DIP facilities

The residential mortgage-backed securitisation (RMBS) market is as crucial as it was dormant last year. Seeing American General's $2bn deal re-opening the RMBS market through a series of interesting innovations is truly impressive. The challenges faced were multiple. The product had attracted punishing criticism and there had not been any significant new RMBS issuances in about two years. American General wanted to raise capital and maximise proceeds without an outright sale of loans, in a way that could be marketed discretely to a minimal number of potential investors.

The resulting transaction featured a series of crucial innovations. Thanks to strong demand from a selected group of institutional investors, no credit ratings were sought for $1.2bn of senior RMBS, and no government guarantee was needed. Further, the transaction was structured as securitisation financing, rather than a mark-to-market sale, giving it a different accounting treatment. To satisfy investors' concerns about servicing standards and incentives, Credit Suisse partnered with PennyMac to acquire the mortgage servicing rights and appropriately structure the transaction. The bank's mortgage servicing company, Select Portfolio Servicing, was also involved as a back-up servicer for the portfolio.

The judges were also impressed by our two highly commended deals: the mammoth $60bn Straight-A funding conduit structured to allow student loans issuers to access the money markets at below Libor rates; and the first-of-its-kind $225m asset-based debtor-in-possession structure for Tribune.

Bonds: SSAs

WINNER:

Farmer Mac $250m Innovative 8.875% PerpNC5

Sole structuring advisor and joint bookrunner: Bank of America Merrill Lynch. Joint bookrunner: Jefferies.

HIGHLY COMMENDED:

World Bank 10-year €3bn benchmark bond

The World Bank's inaugural 10-year benchmark bond denominated in euro - and its largest even non-US dollar benchmark - was a close second in the supra/sovereign bonds category, thanks to its good timing (the long-dated demand from European investors had just started to rise prior to issuance) the amount of interest generated in the market, fast execution and notable final size.

The winner of this category, however, is Farmer Mac's $250m bond. In one fell swoop it increased the government-sponsored entity's (GSE's) core capital by two times, reduced its annual dividend cost by 20%, and provided sufficient capital to continue to fulfil its congressional mandate. Although regulators now lean towards non-innovative bonds, which cannot change their structure over time, Farmer Mac's innovative issue can be credited with re-opening the market for perpetual non-cumulative GSE capital transactions since the conservatorship of Fannie Mae and Freddie Mac.

Farmer Mac is the only GSE to repair its balance sheet and continue operations without requesting taxpayer assistance. The bond structure significantly reduced cost associated to dividends pay, thanks to a tax-efficient solution. Investors had lost vast amount of money in the non-cumulative preferred stock market and the deal proves that non-government-backed solutions are achievable in spite of this.

ASIA-PACIFIC

Bonds: Corporates

WINNER:

HSBC renminbi Bonds Issuance in Hong Kong

Joint lead manager: Citic Securities, Bank of Communication International.

HIGHLY COMMENDED:

PT Adaro Indonesia guaranteed senior notes; San Miguel Brewery $950m fixed-rate retail bond offering

Despite its eye-watering global potential, China's capital market has been isolated from the international arena due to strict currency controls, with the renminbi (RMB) market only open to multilateral development institutions since 2005. Against this backdrop, HSBC's June 2009 RMB bond issuance is little short of a landmark deal, marking the internationalisation of the Chinese debt market and paving the way for a wealth of issues from other China-incorporated foreign banks. The issue, which comprised three tranches, will have a long-lasting impact, establishing a representative RMB pricing benchmark in the Hong Kong marketplace and spurring the development of the RMB market at large.

There were several other excellent corporate issues this year, with Indonesia's mining behemoth PT Adaro's $800m guaranteed senior notes offering proving the largest ever Indonesian corporate high-yield bond in October 2009. As Indonesia's first ever 10-year, high-yield US dollar corporate bond, the deal also sets an important benchmark for other Indonesian organisations seeking to access the international bond markets. Adaro announced an initial target of $500m with price guidance about 8%, but the coupon was eventually priced at 7.625% after the size of the deal expanded to $800m.

Much talked of among local bankers and financiers, San Miguel Brewery's 38.8bn pesos ($805m) fixed-rate retail bond offering in April 2009 marked yet another Asian first, proving the largest peso-denominated corporate bond issue ever in the Philippines. The issue was overwhelmingly popular, with the order book reaching 45.6bn pesos, and was priced at the tight end of the original price guidance across all three tenors. The well-received issue underlines the growing vibrancy of the Filipino capital markets and the strong liquidity of the country's expanding retail investor base.

Debt Restructuring

WINNER:

PT Garuda Indonesia $865m Debt Restructuring

Financial Advisor: Rothschild.

HIGHLY COMMENDED:

Matahari new issue, consent solicitation, exchange offer; Transpacific Industries Group limited balance sheet recapitalisation

Like many airline carriers, Indonesia's PT Garuda has felt the pressure of increasing competition from a number of low-budget airlines and the burden of rising fuel price. In addition to these stresses, however, the Bali bombings of 2002 and 2005, combined with the SARS outbreak, compounded the carrier's financial woes, leading to a deterioration of Garuda's financial situation and the posting of major losses between 2004 and 2006.

For the second time in less than 10 years, Garuda was forced to restructure its debt. But as its second restructure, the company's diverse group of more than nine creditors, both local and international, demanded far tighter terms and conditions, making for complicated and rigorous negotiations: the epic restructure forced Rothschild to enter into bilateral discussions with each creditor individually.

With minimal government support, the investment bank was able to successfully overcome these difficulties and sustainably restructure Garuda's debt, avoiding an escalation in the interest cost. In the midst of the restructure, Rothschild also helped Garuda procure financing for 11 new Boeing aircraft by entering into a sale-and leaseback with the aircraft leasers. The revitalised Indonesian company is planning a public listing in 2010.

In August, meanwhile, Citi priced the first ever high-yield new issue, consent solicitation and exchange offering in Asia for Indonesian department store operator Matahari, through $200m Reg S senior notes, due in 2012. The liability management exercise comprised a consent and exchange of Matahari's existing 9.50% 2009 notes, combined with a new cash offering which was six times oversubscribed.

The judges were also impressed by Transpacific Industries Group's complex balance sheet recapitalisation, which saw Deutsche Bank help the Australian group to raise an A$801m ($734m) in equity and restructure and renegotiate the company's A$2.3bn debt facilities.

Equities

WINNER:

$3.6bn (post greenshoe) China Pacific Insurance IPO

Joint bookrunner/joint sponsor: Credit Suisse. Joint co-coordinator and joint bookrunner: CICC, Goldman Sachs, UBS.

HIGHLY COMMENDED:

Silkbank $82.35m rights issue; Maxis $3.3bn IPO

The judges were impressed by the range of excellent deals submitted in this category this year. Two deals in particular stood out, including Maxis Berhad's $3.3bn initial public offering (IPO) on the Bursa Malaysia in November 2009. Not only did the deal set a new record in Malaysia's equity market, it was also south-east Asia's biggest ever IPO. In Pakistan, meanwhile, BMA Capital, acting as sole financial advisor, managed to successfully arrange the $82.2m equity underwriting of Silkbank's rights issue, required to boost the bank's deteriorating Tier 1 capital base. Despite a troubled macroeconomic and political backdrop, and a low investor appetite for banking sector stocks, BMA Capital was able to rally a consortium of 13 institutions for the required underwriting.

But it was China Pacific Insurance's IPO which took the award this year. After a terrible 2008, underwriters saw a discernable uptick in the global equity markets in 2009, with several new major stock offerings. But the sudden Dubai World debt crisis served to depress global equity markets between 2% and 5% in the final quarter of 2009, just as the deal teams for China Pacific Insurance, China's third largest life insurer, were gearing up to pre-market the company's sizeable pre-greenshoe $3.1bn IPO in December 2009.

To make matters worse, several other key indicators were not promising: a year of globe-leading activity had created a highly competitive environment, while the aftermarket performance for China-incorporated companies trading on the Hong Kong Stock Exchange (H-share) had proved volatile, with other much-hyped IPOs falling as much 11% on the first day of trading.

Against this challenging backdrop, the deal teams were able to successfully price the issue near the mid-point at HK$28 ($3.61) per share, achieving a $3.6bn post-greenshoe, making it the seventh largest IPO in 2009. The issue also boasted a healthy aftermarket for its first day of trading, closing up by 1.1%.

FIG: capital raising

WINNER:

Shinhan Financial Group $1bn Rights Issue

Joint lead managers and underwriters: BNP Paribas, JPMorgan, UBS.

HIGHLY COMMENDED:

Series of Sumitomo Mitsui Financial Group follow-ons; Public Bank Berhad's RM1.2bn non-innovative Tier 1 capital

Despite a relatively low exposure to subprime debt, South Korea's banking sector was hard-hit by the dramatic slowdown in the exporting nation's economic output in late 2008 and 2009, and the resulting strain on the country's currency. February and March of 2009 proved the nadir of South Korea's economic woes, as the full extent of the slump in the country's GDP became painfully clear, and the Korean won hit a disastrous 11-year low against the dollar.

Amid this testing backdrop, Shinhan Financial Group (SFG), among the country's three leading financial services organisations, managed to successfully complete South Korea's largest ever rights issue of $1bn, thereby strengthening SFG's capital structure, enhancing its capital management flexibility and providing a buffer against further economic stresses. When the deal launched in February 2009, market conditions were especially unfavourable, with SFG's share pricing plummeting by 25% in the weeks leading up to the roadshow. Despite such hostile conditions, the deal team pulled off the issue, which was 98.11% subscribed: the share price subsequently surged some 66% in the months from March to October 2009.

The judges were also impressed by the series of Sumitomo Mitsui Financial Group's landmark follow-ons, including the mammoth $11.1bn global follow-on offering in January 2010, which proved an unprecedented success despite being the company's second mega follow-on in seven months. Also short-listed this year was Public Bank Berhad's RM1.2bn ($361m) non-innovative Tier 1 capital securities transaction, which involved a highly complex stapling structure and new structural features, including a non-cumulative coupon, perpetual nature, and non-step-up coupon rate after call date, all deemed to be less investor-friendly.

Islamic Finance

WINNER:

Republic of Indonesia $650m global Sukuk

Joint bookrunners and lead managers: Standard Chartered, Barclays Capital, HSBC.

HIGHLY COMMENDED:

Malaysia Development RM5bn Islamic term notes; Petroliam Nasional $1.5bn trust certificates

Despite being home to the largest population of Muslims in any country in the world, Indonesia has been comparatively slow to develop its Islamic finance sector. However, Indonesia's Sovereign Shariah Securities Law, passed in 2008, has paved the way for sovereign sukuk issues, culminating in the government's inaugural $650m sovereign sukuk in April 2009 that is notable for several reasons.

As Indonesia's debut dollar offering, this landmark sukuk has created a valuable benchmark that can be used to price future issuance of Indonesian sovereign and corporate sukuk. At $650m, it is also the largest US dollar vanilla sukuk ever issued from a non-Gulf Co-operation Council country. The transaction, which was based on the sukuk-al-ljara sale and leaseback structure, was also the first US dollar-denominated Islamic bond of 2009, serving to reopen the international US dollar sukuk market which had seen no issues for more than 12 months.

By geography, the issue was well-distributed with Middle Eastern and Islamic investors accounting for 30%, Indonesian and other Asian investors snapping up 40%, some 19% going to the US and the remaining 11% going to Europe. At 8.8%, the seven-times oversubscribed issue was priced at the tight end of the revised official guidance, far below the initial guidance of 9.25%.

But it was not the only deal to catch the judges' attention. As the largest ringgit-denominated Islamic issue in 2009, Malaysia's Development Berhad RM5bn ($1.5bn) Islamic medium-term notes also made the shortlist. The deal, which was also the first ever 30-year issue in Malaysia, set a new benchmark in the Malaysian bond market, and was priced and placed successfully in volatile conditions. Petroliam Nasional Berhad's $1.5bn trust certificates due in 2014 also stood out for the overwhelming reception they received among investors.

Loans

WINNER:

Noble Group Syndicated Revolving Credit Facility

Joint bookrunners and mandate lead arrangers: RBS, HSBC, Standard Chartered, JPMorgan, ING, Société Générale, Agricultural Bank of China, Bank of Tokyo Mitsubishi UFJ, China Development Bank, Commerzbank, DBS.

HIGHLY COMMENDED:

Wingate $300m syndicated facility; $1.8bn acquisition of Oriental Brewery Company (leveraged loan)

Hong Kong-based global supply chain manager Noble Group, which has operations in more than 40 countries, wanted to upsize its existing loan facility beyond $2bn in order to support its growing business needs and expand the scope of its existing banking relationships in Asia, particularly in Taiwan.

The deal team secured Noble Group a syndicated revolving credit facility in a deal that boasts several first-rate attributes, including its size, global distribution and slick execution. Launched at $1.8bn, the transaction received an overwhelming response from the international banking market and was some 34% oversubscribed at general syndication, resulting in the loan being upsized from $1.8bn to $2.4bn making it the largest completed US dollar syndicated corporate loan in Asia-Pacific in 2009. With 63 banks from 26 countries spanning five continents participating in the loan, the deal was among the most widely syndicated deals ever closed.

Also short-listed in this category was the $300m syndicated loan and revolving credit facility negotiated on behalf of Wingate Overseas Holdings, a major subsidiary of China's leading food and beverage manufacturer Want Want Group. In order to manage its financing costs and to improve its financial structure, Wingate moved to refinance its existing syndicated loan to secure a lower margin, as well as to widen its banking relationships across Asia. In a tight timeframe, the deal team was able to sign up 21 banks to the deal which was some 49.8% oversubscribed.

Also noteworthy was the $850m syndicated financing facility which supported the leveraged buy-out of Korea's Oriental Brewery Company by US-investment group Kohlberg Kravis Roberts, in what was the largest leveraged buy-out financing in Asia, excluding Japan, since early 2008.

Mergers and acquisitions

WINNER:

Minmetals acquisition of OZ Minerals assets

Advisor to Minmetals: UBS

Advisors to Oz Minerals: Caliburn

Partnership, Goldman Sachs JB.

HIGHLY COMMENDED:

Acquisition of Sanyo Electric by Panasonic; Chartered Semiconductor's sale to ATIC

The sudden slump in global commodity prices in 2009 spelt financial disaster for several major commodities producers, including Australia's Oz Minerals. Spotting an opportunity to expand its overseas assets, China's Minmetals hoped to acquire 100% equity in Oz, but Australia's Foreign Investment Review Board refused the transaction due to the target site's proximity to a sensitive military zone.

Not only was the deal team able to successfully restructure the deal within 72 hours, carving out $1.386bn worth of Oz Mineral's assets, but it was able to fend off competing advances from other firms. As its largest offshore acquisition, the deal represented a major strategic coup for Minmetals, enabling the organisation to significantly expand its base of non-ferrous metal mining assets. For Oz Minerals, the deal provided a capital injection at a time of major financial stress.

In another savvy move, December 2009 saw Panasonic Corp complete the acquisition of a 50.19% stake in Sanyo Electronic, the Osaka-based electronics manufacturer, in a $4.5bn deal that has afforded Panasonic a major leg-up in the rechargeable battery business, in particular the increasingly profitable solar-charged and hybrid-car battery business. The deal will allow Panasonic to boost revenue and profit growth in a challenging global economic environment, while reinforcing its position in the increasingly competitive global electronics manufacturing industry.

The electronics industry saw another major deal in September 2009, with a wholly owned subsidiary of Advanced Technology Investment Company (ATIC), the technology investment arm of the government of Abu Dhabi, acquiring 100% of Singapore's world-leading Chartered Semiconductor Manufacturing. The $3.1bn deal is not only a huge win for ATIC, allowing the firm to snap up the world's third largest foundry and fill several gaps in its portfolio, but it could prove game-changing for the semi-conductor landscape.

Infrastructure and project finance

WINNER:

Victorian desalination plant

Sponsor, financial advisor, debt and equity arranger, senior debt financier and equity investor: Macquarie Capital. Mandated lead arranger and bookrunner: Westpac, National Australia Bank. Lenders/arrangers: BBVA, Dexia, HSBC, ICBC, Intesa SanPaolo, Macquarie, Mizuho, Santander, SMBC, Bank of Tokyo Mitsubishi UFJ, BNP Paribas, Calyon, Bank of China, Westpac, BTM, National Australia Bank.

HIGHLY COMMENDED:

Papua New Guinea's $14bn liquid natural gas project; Delhi Gurgaon Expressway

There were several excellent contenders in this category, including the $14bn Papua New Guinea (PNG) liquefied natural gas project, being championed by a number of oil and gas producers along with the PNG government, which hopes to maximise the commercial and economic opportunities presented by three large gas discoveries in the southern and western highlands of PNG. In India, meanwhile, the May 2009 refinancing of the 28 kilometre-long Delhi Gurgaon Expressway also caught the attention of the judges, taking place at a time of tight credit market conditions.

But the biggest and most impressive deal was found in Australia's state of Victoria, where an alarming water shortage has forced the government to raise finance for the construction of a desalination plant. Led by AquaSure, a consortium comprising France's Degremont, Australian construction firm Theiss, and Macquarie, Victoria raised $A3.67bn ($3.36bn) to design, commission, construct and operate the plant and water pipeline, as well as the power transmission infrastructure to facilitate the production and supply of desalinated water to Melbourne.

The judges were impressed by the innovative structure of the deal, which used contingent Victoria state support required to underwrite the project's refinancing in the event of further financial markets dislocation. Not only has the deal financed the world's largest reverse osmosis desalination facility, it is also the largest public private partnership (PPP) project finance deal to be syndicated since the onset of the global economic crisis, and one of the largest PPP projects completed globally in the past five years.

Structured Finance

WINNER:

Winmall's $315m Commercial Mortgage-Backed Securities

Sole lead manager and bookrunner: OCBC.

HIGHLY COMMENDED:

Shandong Zhucheng city collective notes 2009; Cambridge Industrial Trust S$390.1m rated asset-backed loan financing

In the structured finance category this year, there were several notable deals, two of which addressed the financing needs of the less-well-served small and medium-sized enterprises (SME) market. In November 2009, the National Association of Financial Market Institutional Investors, a self-regulatory body in the Chinese inter-bank market, approved the registration of the first ever SME collective notes issuance. Among them, Shandong Zhucheng city collective notes 2009 were the first and only structured notes. The deal, which comprises rmb500m ($73.1m), of which rmb300m is structured as a senior tranche and the other rmb200m is structured as a high-yield tranche, will expand the number of market participants and in turn address the financing challenges confronted by China's SMEs.

Another SME financing vehicle, Singapore-listed Cambridge Industrial Trust, also crossed a major refinancing threshold in February last year, refinancing S$369m ($263m) of debt with a S$390.1m asset-backed three-year loan, in what was the first ever rated asset-backed loan in Asia, excluding Japan.

This year's prize, however, was taken by Winmall's $315m commercial mortgage-backed securities (CMBS) refinancing deal, which last year reopened the rated CMBS market in Singapore and Asia-Pacific. The four-tranche refinancing deal, which was secured against Jurong Point Shopping Centre 1, a well-located Singapore mall, was structured as a combination of rated bonds, unrated loans and junior bonds, in a bid to meet all investors' needs. As such, the deal was not only the first CMBS transaction issue in Singapore since 2007, but it was also the first time that a CMBS had been structured using this variety of tranches.

Bonds SSAs

WINNER:

Democratic Socialist Republic of Sri Lanka $500m global bond offering

Joint lead manager and joint bookrunner: RBS, JPMorgan.

HIGHLY COMMENDED:

Republic of Korea $3bn sovereign bond; JBIC Global $2.5bn two-year issue

Following the end of its 26-year civil war in May 2009, the Sri Lankan government has been eager to kick-start redevelopment and build a foreign investor base. In order to raise finance to fund its expansive post-conflict reconstruction programme, the Sri Lankan government launched its first international debt issue of $500m in five-year bonds in October 2009.

Despite the overwhelming popularity of the issue, pricing the bonds proved a challenge: the country's outstanding bonds, executed in 2007, were highly illiquid, and while the market conditions at the time were broadly strong, the environment remained volatile. Following initial price talk of 8%, however, the issue was priced at 7.4%, well below the Sri Lankan government's initial target coupon, with a final order book of more than $6.8bn. At 13 times oversubscribed, the bond sale proved a huge success for an infrequent sovereign issuer amid untested investor appetite and has served as a major showcase for Sri Lanka, setting the stage for future issues.

The judges were also impressed by South Korea's $3bn dual tranche offering. The largest investment grade sovereign bond in Asia, excluding Japan, since 1998 and the first South Korean sovereign bond offering since 2006, the sale was more than three times oversubscribed. The issue was well-balanced, with both the five-year and 10-year tranche attracting $1.5bn, while some 62% of the 10-year tranche was snapped up by eager US investors.

The Japan Bank for International Co-operation $2.5bn two-year issue also caught the judges' attention, marking the re-opening of the Japanese overseas bond market. The deal boasted a strong $6.5bn order book and a thriving secondary market that tightened the spread to 79 basis points within days of the sale.

EUROPE

Bonds: Corporates

WINNER:

Roche $30.8bn equivalent bond issue

Joint bookrunners: Bank of America Merrill Lynch, Barclays Capital, BNP Paribas, Citi, Credit Suisse, Deutsche Bank, MUFJ, Morgan Stanley, Santander, UBS, UniCredit.

HIGHLY COMMENDED:

Unitymedia €2.66bn high-yield bond; CEDC Finance Corporation International €380m/$380m secured notes

On February 9, 2009, Swiss pharmaceuticals company Roche announced that it was to acquire the remaining 44% of shares in US peer Genentech for $42bn to complete its takeover. Just nine days later, it launched a three-currency bond issue, starting with a $16.5bn six-tranche issue. A week after that, the financing was completed with four tranches totalling €11.25bn and a single £1.25bn (€1.39bn) tranche.

From the view of the 11 banks involved in various tranches of the deal, it is the sound of tumbling records that is striking. The largest ever dollar corporate deal at that time, the largest ever corporate Eurobond in the European markets, the largest ever single fixed-rate euro corporate tranche (€5.25bn four-year maturity) and the largest single-tranche sterling corporate bond. With a solid story behind it, the investor appetite proved more than enough to absorb this vast issuance across three major investor regions: oversubscription rates were double for the sterling tranche, more than double for the euro tranches, and 1.44x times for the dollar tranches.

From Roche's view, the deal removed the need for a bridge loan arrangement to finance the takeover, which was an unappetising prospect at a time when banks were struggling to rebuild their balance sheets and loan pricing was highly unfavourable.

Two other deals on a smaller scale but requiring plenty of skill to structure and sell were both dual-currency offerings from high-yield issuers completed in November 2009. German cable company Unitymedia's €2.66bn deal was the largest ever euro secured bond for a high-yield issuer, while Polish-Russian vodka producer CEDC issued the largest emerging European dollar high-yield tranche as part of its financing to acquire Russian Alcohol.

Debt restructuring

WINNER:

Monier $3bn restructuring

Steering committee: BNP Paribas, Harbourmaster Capital Management, RBS, GE Capital Finance, Société Générale and a consortium comprised of Apollo Management, Towerbrook Capital Partners and York Capital Management. Advisor to steering committee: Houlihan Lokey. Advisor to consortium: Lazard.

HIGHLY COMMENDED:

Premier Foods £1.8bn restructuring and £404m equity raising; Naftogaz $1.6bn consent solicitation and exchange

Unsurprisingly, debt restructuring was a highly competitive category in Europe this year, with many examples of new techniques needed to handle highly distressed companies. The narrow winner was Europe's first true lender-led deal to restructure the debt of roofing manufacturer Monier, based in Germany and with a capital structure partly located in Luxembourg.

With a deadline of June 2009 to mend a covenant breach at the end of the 2008 financial year, a group of par lenders formed a steering committee in March 2009. At the same time, three funds, Apollo, Towerbrook and York (which became known as the ATY consortium) bought first lien debt at a discount on the secondary market. In April, ATY hired Lazard as its advisor, and the consortium agreed to develop a plan jointly with the steering committee, despite the inherent differences of interest between creditors who had bought at par or at a discount.

The combined group succeeded in winning 98% support from first and second lien lenders. That impressive degree of co-ordination enabled the creditors to enforce a deal in the Luxembourg courts in October 2009, in which 95% of the company's equity was distributed among the first lien creditors.

Two other complex deals were strong contenders. The simultaneous restructuring and equity raising for Premier Foods, advised by Goldman Sachs and Rothschild, secured 100% lender consent while keeping pension trustees and existing shareholders on board and bringing in a new strategic investor. And Credit Suisse together with boutique advisor Squire Capital helped Ukraine's state-owned Naftogaz exchange a defaulted $500m bond and over $1bn in bank loans for a new sovereign guaranteed Eurobond, with credit default swaps deliverable into the bond or sovereign.

Equities

WINNER:

Cable & Wireless £230m substitution convertible bond

Joint bookrunners: BNP Paribas, Barclays, RBS, Lloyds TSB.

Independent equity capital markets and structuring advisor: Rothschild

HIGHLY COMMENDED:

Polska Grupa Energetyczna 6bn zloty initial public offering (IPO); Heidelberg Cement re-IPO

Such was the nature of economic conditions in 2009 that many of the most demanding equity transactions involved corporate or balance sheet restructuring situations. The winner in this category fitted that description, as Cable & Wireless (C&W) split its core operations, called Worldwide (CWW) and International (CWI), into two separately incorporated businesses. CWI is the main and historically successful business providing general telephony services to all segments. CWW provides mission-critical services such as data and server hosting to corporate and government customers.

CWW was essentially a turnaround story, with the C&W management choosing to realise its value as it recovered. While it will have limited leverage and no immediate equity requirements, the company needed a minimum level of its own working capital to be viable, and did not yet have its own credit rating or track record of financial results and balance sheet structure.

The bookrunners responded to this challenge with a substitution convertible bond, which will convert into CWW stock in 2014 if the demerger goes ahead as planned. If it does not, then no substitution will occur, and investors will simply be converted into existing C&W stock. This was a vital provision, as the demerger was subject to shareholder approval, so the outcome would not be known for several months after the issuance date.

Despite the complexity and uncertainty around the structure, investors were won over by the pre-marketing, and the issue in November 2009 was 12 times oversubscribed.

The delisting and relisting of HeidelbergCement to help recapitalise the company, restructure the financially distressed Merckle family holding and raise the free float from just 21% to 76% also caught the judges' eye, with Morgan Stanley the sole restructuring advisor and joint bookrunner. Meanwhile, the highly successful initial public offering of Poland's power firm PGE helped kick-start the country's ambitious privatisation programme.

FIG: Capital raising

WINNER:

Lloyds £13.5bn rights issue and £9bn exchange offer

Joint financial advisor, joint global co-ordinator, joint structuring advisor, joint bookrunner: UBS, BAML. Rights issue joint global co-ordinator, joint bookrunner: Citi. Joint bookrunner: JPMorgan, Goldman Sachs, HSBC. Joint structuring Advisor: Lloyds.

HIGHLY COMMENDED:

Rabobank $2.82bn Tier 1 exchange and new issue; Société Générale €1bn Tier 1 non-call perpetual

The bank capital market was reborn in 2009, in the wake of the banking sector's losses, government bail-outs and far-reaching changes to regulatory capital requirements. All the ground-breaking deals in the sector involved responses to this troika of changes.

The Lloyds Bank deal embodied all three factors. Recapitalisation allowed the bank to avoid entering the UK government's asset protection scheme. And in response to the regulator's scrutiny, it also created a new asset class: contingent convertible bonds, which became known as 'CoCos'.

The specific trigger point - a drop in the bank's Tier 1 capital ratio below 5% - for conversion from a bond to core Tier 1 capital allowed the bank to protect itself against future loan losses without asking existing equity investors to swallow an even larger rights issue. It also gave investors an unambiguous measure to analyse conversion risk.

So far, only one UK building society has followed suit, but this isn't surprising - the Basel committee is going through consultations on a 'Basel III' agreement that would upgrade bank capital requirements. If a contingent capital cushion stays on Basel's agenda, then the Lloyds deal will become a possible model.

Société Générale provided another model, with its €1bn perpetual bond that features a write-down mechanism. The trigger, a 'supervisory event' combined with an inability to raise sufficient equity capital, is less precise than that for the Lloyds deal. But the method of loss absorption means that this is purely a debt instrument, which makes it accessible to a larger group of investors. Rabobank's May 2009 $2.82bn Tier 1 exchange and new issue also showed the way for banks to replace existing issues that no longer measure up to tightening regulatory definitions of core Tier 1.

Infrastructure and project finance

WINNER:

€650m A-Model BAB A5 motorway, Germany

Financial advisor: Deutsche Bank

Financial advisor to Federal Ministry: Investitionsbank Schleswig-Holstein.

Mandated lead arrangers: BBVA, Banco Santander, KBC Bank, NIBC Bank, European Investment Bank.

HIGHLY COMMENDED:

£350m Project Boreas offshore wind farm; €1.02bn Granvia R1 Expressway term loan facility

Toll road financing was in the eye of the storm in 2009, as the difficulties of obtaining long-term bank financing combined with falling freight traffic volumes to jeopardise the economics of any deal not yet closed. On German motorways, heavy goods traffic was down 15%.

Yet for a section of the A5 motorway, the competitive tender process had started in 2007, but the winning consortium was only announced in February 2009. Under German law, the winner was required to close the financing within seven weeks, despite the financial crisis, and at the original offer price proposed before global financing costs had spiralled. As if those factors were not challenging enough, a 50% shareholder in the project decided to reduce its participation just two weeks before submission of the sponsor consortium's final offer.

Deutsche Bank as sole financial advisor worked with the lead arranging team and the multilateral European Investment Bank (EIB) to structure a financing package that kept German public-private partnerships (PPPs) on the road, and brought on board two extra investors to plug the equity gap. The EIB's mezzanine investment was uniquely structured as a standby facility that will be drawn down to repay senior debt only if traffic volumes fall below the downside assumption thresholds for the project.

The Granvia R1 Expressway in Slovakia secured debt financing of more than €1bn alongside €149m in equity in August 2009. While most of the debt was raised from multilaterals, the deal nonetheless provides a template for PPPs in the new EU member states. Meanwhile, a 14-bank syndicate provided about £350m (€389m) in November 2009 to refinance Project Boreas, three separately owned UK offshore wind farms.

Loans

WINNER:

Vattenfall €5bn acquisition financing

Mandated lead arrangers: Barclays Capital, BNP Paribas, Citi, Deutsche Bank, JPMorgan, Nordea, RBS, SEB, Société Générale.

HIGHLY COMMENDED:

Enel €8bn acquisition financing; StarBev €690m acquisition financing

When Swedish utility Vattenfall announced the acquisition of commercial assets belonging to Dutch company Nuon for €10.3bn in February 2009, it meant that the largest Nordic merger and acquisition transaction ever was taking place in some of the worst conditions for bank financing. As a result, the company's treasury team played an integral part in the acquisition, which would have become impossible without effectively reopening syndicated loan markets that had largely shut after the Lehman collapse in 2008.

The company, advised by Royal Bank of Scotland, sought to obtain prior commitments of financing totalling €5bn from its relationship banks, to help make an all-cash offer that was more likely to win over Nuon shareholders. Despite the appalling market conditions, this was achieved on a very tight timetable, in March 2009. The 12-month bridge facility included step-up pricing to provide clear evidence to lenders that the company had an incentive to take out the loan with financing from the bond markets.

This was enough to convince nine of the 10 banks approached, allowing the company to reduce its request from each bank to €555m from an initial €1bn. And by June 2009, the company's swift follow-up on the bond markets had enabled successful cancellation of the bridge loan, entirely undrawn.

Later in the year, two other deals confirmed the reviving health of the European syndicated loan market. Following its partial acquisition of Endesa in 2007, Enel needed to increase its €35bn acquisition facility by a further €8bn in April 2009 to purchase an additional 25%. The loan included forward start facilities to replace loans maturing in 2012, pushing maturities out to five and seven years. Meanwhile, CVC Capital Partners obtained funding in December for the year's largest European leveraged buy-out, its purchase of brewer StarBev from AB InBev.

Mergers and Acquisitions

WINNER:

$22bn merger of Volkswagen and Porsche

Advisors to Volkswagen: Citi, Rothschild, UBS. Advisor to Volkswagen workers' council: Lazard. Advisors to Porsche: Deutsche Bank, Morgan Stanley. Advisor to Qatar Holdings: Credit Suisse.

HIGHLY COMMENDED:

Enel acquisition of Endesa; sale of Barclays Global Investors to BlackRock

The four-year road to the Porsche-Volkswagen (VW) deal, sealed as an integrated group under VW leadership in August 2009, was marked by every imaginable twist and turn. It featured a dispute within one of Germany's wealthiest families, a short-squeeze driven by the disclosure of an equity options portfolio, and the involvement of a German regional government and a sovereign wealth fund.

Porsche began to build a stake in VW in September 2005, and by April 2007, it had passed the 30% threshold for a takeover offer. In October 2008, it disclosed a stake of 74% comprising shares and equity options - enough to leave VW short-sellers with insufficient stock to cover their positions.

But the German federal government ruled that Porsche must obtain the consent of the Lower Saxony regional government, which held 20% of the votes at VW. Saddled with €10bn debts from its bid, Porsche abandoned the takeover.

The interim structure involves Porsche SE (90% owned by the Porsche/Piech family) owning 50.1% of the Porsche AG car manufacturer and 50.8% of VW, which in turn owns the other 49.9% of Porsche AG. From December 2011, in an arrangement hammered out by three banks working for VW, two for Porsche, and one advising Qatar Holdings (part of the Qatari sovereign wealth fund), there will be a single listed company. All the main players will have strategic stakes - Lower Saxony, the Porsche/Piech family, and Qatar Holdings.

The sheer complexity of the deal edged out Italian utility Enel's acquisition of a 25% in Spanish power firm Endesa, worked on by seven banks in the teeth of a competitive bid from Germany's E.ON. The judges also acknowledged the sale of Barclays Global Investors to US fund manager BlackRock, a crucial deal that helped the UK bank strengthen its capital position.

Bonds SSAs

WINNER:

UK £7bn 2060 syndicated gilt

Joint bookrunners: Bank of America Merrill Lynch, Goldman Sachs, RBC Capital Markets, RBS.

HIGHLY COMMENDED:

Republic of Slovenia €1.5bn 15-year bond

Issuing sovereign bonds for developed markets is usually a relatively straightforward business, but that changed dramatically in 2009, as government borrowing requirements soared in the wake of the banking sector bail-outs. Debt management offices became nervous about relying purely on regular auctions to market-makers. Increasingly they turned to syndications to draw end-investors into the price discovery process, and avoid the embarrassment of a failed auction or an unexpected jump in yields.

This is especially the case with ultra-long-dated debt, which is targeted at a very specific audience of pension funds and life assurance companies. These institutional investors have long-dated liabilities they need to match with their assets. The UK pension fund industry is one of the most sophisticated in Europe in terms of liability-driven investment, and the UK debt management office was more than happy to oblige them.

Its £7bn (€7.78bn) issue in October 2009 extended the sovereign's yield curve by five years to 2060, and total orders of £10bn meant the offering was well covered by investor demand. The deal's success in meeting the needs of domestic insurance and pension funds was reflected in its distribution, with 95% going to UK-based investors.

There was success too for a much newer name in the sovereign world, when the Republic of Slovenia extended its own euro yield curve out to 2024 in September 2009. The country, which entered the eurozone in January 2007, was the only central and eastern Europe sovereign to issue last year with a maturity longer than 10 years. This rarity value prompted a strong investor take-up, with total orders of €3.9bn allowing bookrunners HSBC, RBS, Société Générale and UniCredit to price the bond with yields at the tight end of initial guidance.

Structured finance

WINNER:

£430.65m Tesco property finance commercial mortgage-backed securities

Sole arranger: Goldman Sachs.

HIGHLY COMMENDED:

EnergyOn tariff adjustment securitisation notes; Eurus 2 Hannover re €150m Europe windstorm catastrophe bond

In mid-2009, mortgage-backed securities (MBS) markets were paralysed by investor fears over poor structural transparency, and commercial MBS (CMBS) markets were especially under pressure due to concerns about plunging earnings for retail space tenants. To overcome these difficulties, Goldman Sachs rewrote the rules and reopened the European CMBS market after a two-year closure, with a deal for Tesco in June 2009.

Goldman arranged a 30-year bond issue financing a sale-and-leaseback transaction for the retail giant on 14 of its own retail and warehouse properties. Transparency was assured by the single underlying and highly rated tenant. And fears about co-mingled credit risk were assuaged by bringing in Tesco itself as the counterparty for an inflation swap in the structure, avoiding the need to include an investment bank counterparty.

Investors were suitably reassured, and the deal was more than three times oversubscribed. Tesco was delighted as well, and followed up with a £564.5m (€627m) deal about three months later, which was 2.3x oversubscribed.

In a similar vein, BNP Paribas used an innovative structure to tackle the problem of counterparty risk in the insurance-linked securities (ILS) market, with the Eurus 2 European windstorm bond for Hannover re. To overcome investor concerns about the collateral pools for ILS, BNP Paribas sold the Eurus 2 structure a pool of repo assets consisting of investment grade corporate bonds or higher-rated assets, with the market value of the pool updated daily by Euroclear and collateral transferred in on any day if necessary to maintain a pre-agreed over-collateralisation ratio.

A second highly commended deal was the EnergyOn securitisation in March 2009, arranged by CaixaBI, Espirito Santo Investment and Millennium Investment Banking. This allowed electricity distributor EDP to securitise future increases in its regulated electricity tariffs in Portugal.

MIDDLE EAST

Bonds: Corporates

WINNER:

Dhabi National Energy Company's $2.5bn dual tranche bond

Joint lead manager and joint bookrunner: HSBC. Joint lead managers: BNP Paribas, MUFG, Morgan Stanley, Standard Chartered. Co-Managers: Barclays, Citi, NBAD, RBS.

The impressive joint management of the Abu Dhabi National Energy Company's (TAQA) $1.5bn dual tranche bond meant that this deal won the category for best corporate bond in the Middle East. The Banker's panel of judges were particularly impressed by the lead manager group's ability to complete the deal, which was TAQA's first issuance since July 2008, when TAQA had recently lost its Standard & Poor's rating. This left the company with just a single rating from Moody's.

However, investor demand was in no way stifled by this setback and the deal attracted $12bn to its book from 650 accounts. The total order book was oversubscribed by a multiple of eight times. The five-year tranche of the bond received an oversubscription of six times while the 10-year tranche was oversubscribed by a whopping 12 times. This is particularly noteworthy given the distinctly uneasy economic environment when the bond was issued.

The ability of TAQA's bank group to diversify the company's investor base under such difficult circumstances impressed the judging panel. The dual tranche issuance, which was priced within just 48 hours of being announced, attracted support from Europe, Asia and the US. The pricing itself was at the tight end of guidance at 4.75% for the $1bn five-year tranche and 6.25% for the $500m 10-year tranche.

Debt restructuring

WINNER:

Global Investment House's $2bn restructuring

Sole restructuring advisor: HSBC.

HSBC's astute handling of Kuwaiti based Global Investment House's (GIH) $2bn debt restructuring caught the judges' eyes. It was the first successful restructuring in the region and the first Middle Eastern default to have an Islamic element. The deal also stood out because there was no recourse to government coffers and all matters were settled through a commercial process.

The restructuring, which has a tenor of three years, was a groundbreaking transaction in a region where most investors are entirely unused to the concept of renegotiating loan terms. HSBC managed to forge a deal between 53 banks, 50 private, institutional and corporate bondholders, multiple derivative products and a number of murabaha counterparties. The ability to get agreement from an investment base quite so large and quite so diverse was an element that particularly impressed the judges.

The deal itself involved transferring two syndicated facilities and multiple bilateral facilities into two jumbo facilities on common terms. By removing the bilateral elements this reduced the scope for minority creditors to cause problems.

The deal was also closed at a time of extreme volatility both in international but also in local markets. Throughout the process, HSBC served its client admirably, preserving GIH's business model and core business, as well as its client relationships. HSBC has provided a template for other banks to follow for all future debt restructurings in the region. It also managed this feat at the height of the global economic crisis. A worthy winner indeed.

Equities

WINNER:

Gulf Finance House's $300m rights issue to existing shareholders

Corporate broker and financial advisor: Bank of America Merrill Lynch. Issue manager: KPMG Corporate Finance. Receiving banks: Khaleeji Commercial Bank, Commercial Bank of Kuwait.

Executed at the height of the property crisis in Middle Eastern markets and for one of the banks hit hardest by the collapse in real estate prices, Gulf Finance House's $300m rights issue was critical to the survival of the bank.

The funds could not have come at a more important time for the bank and will serve to stabilise the balance sheet through this difficult patch and fund its traditional Islamic banking strategy going forward. Bank of America Merrill Lynch acted as corporate broker on the deal as well as financial adviser. For a troubled Bahraini Islamic bank, that only recently narrowly escaped default on $300m of its debt after last minute talks with lenders, this recapitalisation was water in the desert.

The deal was the first non-government bank equity capital raising in the Middle East and north Africa region since the onset of the financial crisis and managed to overshoot its minimum $200m target by a healthy $100m. This was a good example of how to get a deal out of the door in troubled circumstances.

Bank of America Merrill Lynch managed to implement a successful investor pre-commitment strategy that was unique in the Bahraini market, another good reason for awarding this deal the prize for equity transaction of the year in the Middle East.

FIG: capital raising

WINNER:

National Bank of Abu Dhabi's $850m five-year bond

Joint lead managers and joint bookrunners: RBS, National Bank of Abu Dhabi, BNP Paribas, Barclays Capital.

HIGHLY COMMENDED:

Abu Dhabi Commercial Bank's $1bn five-year Reg S bond

The strength and resilience of Abu Dhabi to the global economic crisis is testified in the FIG capital raising category by the fact that both the winner and the runner-up came from the Gulf Co-operation Council (GCC) state.

National Bank of Abu Dhabi's $850m five-year Reg S bond was the largest of its kind in the GCC at the time of its issue. It reopened the GCC financial institution capital raising market and proved to the rest of the region that a deal of this scale could still be closed. The organising group of banks managed to attract a wide variety of investors to the deal from across the world. Indications reached as high as $4.3bn from international investors, an oversubscription of almost five times, and deal allocations were scaled back.

National Bank of Abu Dhabi's deal is a worthy winner of The Banker's FIG award. It was expertly managed and distributed, attracted an international investor base, which led to an oversubscription, and paved the way for similar deals across the region.

Abu Dhabi Commercial Bank's $1bn five year Reg S bond followed shortly thereafter and also impressed the judges. The deal, which was led by Standard Chartered Bank, was the largest of its kind ever issued by a financial institution in the Middle East. Good structuring and successful distribution ensured that it was oversubscribed by three times.

Infrastructure and project finance

WINNER:

$1.2bn financing of the Shuweihat independent water and power project

Financial advisor and mandated lead arranger to Abu Dhabi Water and Electricity Authority: HSBC.

HIGHLY COMMENDED:

$1.9bn dual currency financing for the Rabigh Electricity Company

The $1.2bn financing of the Shuweihat independent water and power project (S2 IWPP) is a worthy winner of this year's award for project finance in the Middle East. However, not far behind in the judges' high estimation was Samba Financial Group's $1.9bn deal for the Rabigh Electricity Company. Both were completed at a difficult time for the industry and both attracted a wide range of support.

In the case of S2 IWPP, the deal was a groundbreaker in that it effectively opened the door once again for limited recourse financing for major infrastructure deals in the Middle East and north Africa. Moreover, HSBC managed to secure a 30% oversubscription on a chunky deal with a 22-year tenor - at a time when most investors were baulking at any tenor longer than eight to 10 years.

Unlike other projects, which were heavily reliant on funding from local Saudi banks or on Export Credit Agency support, S2 IWPP marked the return to the market of almost every major international sector player. Not only that, but it was also priced at a time when practically no benchmark or market pricing information existed.

Rabigh Electricity Company's deal, led by Samba Financial Group, also impressed The Banker's judges. Its structure successfully aligned the client's objectives and risk allocation in a difficult credit environment and was the first power project in Saudi Arabia not to be backed by a direct guarantee by the country's ministry of finance.

Islamic Finance

WINNER:

Dar Al-Arkan's $450m five-year sukuk

Joint lead manager and joint bookrunner: Unicorn Investment Bank, Goldman Sachs, Deutsche Bank. Sharia advisor: Unicorn Investment Bank.

HIGHLY COMMENDED:

Dubai Islamic Bank's $2.2bn deal for Dubai Electricity and Water Authority

The seemingly inexorable rise of Islamic finance in the Middle East and beyond was dealt a severe blow by the default of Kuwait Investment Dar's $100m sukuk in May 2009. The collapse of Dubai property prices and the heavy reliance on real estate assets in Islamic structures led to further uncertainty. Dubai World's debt standstill in October last year was another shock for the region.

Despite all this, a handful of highly successful deals were executed across the region in 2009. The Banker's judges were particularly impressed by Dar Al-Arkan Real Estate Development Company's $450m five-year sukuk. It was the first sukuk to be completed in the Middle East after the Dubai World standstill, and was priced amid shambolic market conditions, with similar deals being pulled or postponed all across the region. These included deals from United Gulf Bank, Gulf International Bank and Qatar Islamic Bank. Dar Al-Arkan, however, managed to price its deal within initial price guidance. The transaction was also the first 144A deal to emerge from Saudi Arabia and was the first sub-investment grade sukuk.

Dubai Islamic Bank's $2.2bn deal for Dubai Electricity and Water Authority was also highly commended in this category. The Banker's judges felt the deal was worthy of note due to its impressive size, complex structure - a dual tranche, multicurrency deal - and its use of both conventional and Islamic facilities during syndication. This ensured maximum local and international participation.

Loans

WINNER:

Qatar Telecom's $2bn syndicated loan

Bookrunner and initial mandated lead Arranger: RBS. Other participating banks: BNP Paribas, Barclays, DBS, Bank of Tokyo-Mitsubishi.

HIGHLY COMMENDED:

The International Petroleum Investment Company's $5bn dual currency loan

Qatar Telecom's (Qtel) $2bn syndicated loan is one of only a handful of loan transactions to be syndicated in the region since mid-2008. The Banker's awards panel was impressed by a number of factors, not least the first use of the so-called 'forward start facility' in the Gulf Co-operation Council. Pioneered by RBS in Europe, forward start facilities allow the borrower to refinance an existing loan in advance of that loan maturing, and without amending the terms of the loan.

The deal attracted a 25% oversubscription at the senior phase, which meant the facility could be increased to $2bn from the original $1.85bn. Another noteworthy feature of this deal was Qtel's ability to reach beyond its usual bank group: new lenders accounted for about $650m, a considerable achievement given the economic conditions prevailing at the time.

The private, senior phase of the bookbuild was restricted to Qtel's core relationship banks, with the tempting lure of future ancillary business. This tactic ensured a successful senior phase and strong momentum going into general syndication. Of the 29 banks that contributed $1.4bn in general syndication, just 18 were existing lenders. Many other deals in the Middle East region struggled to attract support during the same period.

Judges were also impressed by the $5bn syndicated term loan for the International Petroleum Investment Company. The deal was led by Bank of Tokyo-Mitsubishi, HSBC and Santander and represented one of the first truly jumbo financings to emerge in the region since the nadir of the crisis. It was also significantly oversubscribed, with the loan being upsized from the original $3.5bn to $5bn.

Mergers and acquisitions

WINNER:

Almarai's $284m purchase of Hadco's business in Saudi Arabia

Financial advisor to Almarai: Morgan Stanley. Financial advisor to Hadco: Calyon.

HIGHLY COMMENDED:

National Bank of Kuwait's purchase of Boubyan Bank

Almarai's purchase in 2009 of the Hail Agriculture Development Company (Hadco) for SR1.06bn ($284m) was a groundbreaker. It was the first merger or acquisition in Saudi Arabia to involve two listed companies and as such has a set a precedent for all to follow.

The advisors to both companies worked in tandem with the regulator to thrash out the eventual structure of a complex transaction. Calyon Saudi Fransi was advisor to Hadco and managed to secure a 30% premium on the initial offer from Almarai.

The judges were also impressed with National Bank of Kuwait's purchase of 40% of Boubyan Bank for Kd264m ($911.7m), which marked NBK's first foray into Islamic finance.

Structured finance

WINNER:

Emirates Airlines' $414m aircraft financing

Joint bookrunners: Goldman Sachs, Calyon .

HIGHLY COMMENDED:

Alder Etihad's Dh785m deal to part finance the purchase of Abraj Towers in Abu Dhabi

Emirates Airlines landmark $414m bond deal to finance the purchase of three aircraft was winner of this year's structured finance deal for the Middle East region. Joint bookrunners Goldman Sachs and Calyon came up with a bond structure in conjunction with Export-Import Bank, in which Ex-Im guaranteed payment of 100% of all regularly scheduled instalments of principal and interest.

In the event of a payment default by the issuer, Ex-Im bank will pay any due and unpaid principle and interest within 60 days.

Judges were also impressed with Aldar Etihad's Dh785m ($214m) 10-year deal to part finance the purchase of Abraj Towers in Abu Dhabi, the first real estate financing in Abu Dhabi based on the credit risk of the lessee.

Bonds SSAs

WINNER:

State of Qatar's $7bn sovereign bond

Joint bookrunners: Credit Suisse, Barclays, Goldman Sachs, JPMorgan, Qatar National Bank.

HIGHLY COMMENDED:

Egypt's Ministry of Finance and Ministry of Housing's E£4.65bn bond

The state of Qatar's $7bn sovereign bond was the clear winner this year for the supra/sovereign bond category in the Middle East. Not only was this the largest ever global sovereign US dollar bond and the largest bond transaction out of the emerging markets to date, but it attracted a record order book of almost $30bn. Such immense demand also meant that the deal could be priced at extremely aggressive levels on all three tranches of the deal. It priced inside the initial guidance of US Treasuries plus 190 basis points (bps) for the $3.5bn five-year tranche, US Treasuries plus 200bps for the $2.5bn 10-year tranche and US Treasuries plus 220bps for the $1bn 30-year tranche.

Such demand is unsurprising given Qatar's status as one of the world's wealthiest economies, as well as being the world's biggest liquified natural gas exporter, but it should also be noted that the state had raised $3bn just months earlier. Through the 30-year bond, Qatar also managed to extend its yield curve by 10 years.

Despite such a resounding winner in this category, The Banker's judges also felt that Egypt's Ministry of Finance and Ministry of Housing's E£4.65bn ($840m) bond, submitted by HSBC, warranted a mention. The deal was the first bond ever to be issued by any government authority in Egypt and was the largest bond issuance in terms of size in the history of Egyptian corporate bond issuance. It was completed despite concerns in general over the real estate sector and against a turbulent global economic backdrop.