Capital markets in Russia

Cleary Gottlieb Steen & Hamilton

At Cleary Gottlieb Steen & Hamilton, the capital markets teams in Moscow and London act hand in glove on a regular basis, with the highly regarded Yulia Solomakhina and US-qualified David Gottlieb leading the groups respectively. The team’s recent workload demonstrates its established experience in the equity capital markets arena, as well as its debt practice including handling multiple notable buy-back mandates. The practice also acts for some of the biggest corporate and sovereign issuer-clients from Russia and CIS countries. Murat Akuyev retired in 2020.

Practice head(s):

Yulia Solomakhina

Other key lawyers:

David Gottlieb; Dina Iskanderova

Testimonials

‘Highly knowledgeable team of professionals, always one short call or message away. Very thoughtful and keen to dig deeper into issue to come up with the best solution to your issue or question.’

‘Particularly pleasant experience we had working with David Gottlieb and Dina Iskanderova.’

‘The team has high-quality expertise in transactions in the international capital markets, across a variety of aspects, and can work in a very short time frame, while maintaining the high quality of its work. A very flexible, client-oriented approach.’

‘High-quality and efficiency of tasks, adequacy of feedback to clients. Yulia Solomakhina especially stands out. She is distinguished by her high professionalism, systematic approach, efficient interaction.’

Key clients

Russian Railways JSC

Republic of Armenia

Rustranscom

Mobile Telesystems PJSC

UBS

Work highlights

  • Acted for Russian Railways on a series of public debt offerings by RZD Capital Plc, including its first green CHF-denominated Eurobond, buy-back of Eurobonds and other transactions.
  • Acted for Mobile TeleSystems PJSC on the launch of the client’s share repurchase plan in early 2020.
  • Acted for the Ministry of Finance of the Republic of Armenia in connection with its 2019 bond issuance and bond buy-back.

Egorov Puginsky Afanasiev & Partners

With a particular emphasis on domestic deals, Egorov Puginsky Afanasiev & Partners is highly recommended by clients for securitisation work. The team is well-equipped to handle complex bond issuances; it recently advised Raiffeisenbank on Ipotechny Agent Raiffeisen 01’s capital raising and the sustained repayment of outstanding bonds, a first-of-its-kind transaction in the domestic market. Practice head Dmitriy Glazounov ‘has gathered an excellent team of professionals’, which includes counsel Oleg Ushakov and senior associate Vladimir Goglachev.

Practice head(s):

Dmitriy Glazounov

Other key lawyers:

Oleg Ushakov; Vladimir Goglachev

Testimonials

‘In my opinion, this is one of the best teams for securitisation and bond issues in Russia. They are pioneers as they deal with unique deals that include newly adopted legislation; they even develop this new legislation. They always leave a very positive impression. We had a project with them and we were more than satisfied with the results.’

‘Dmitriy Glazounov, Oleg Ushakov and Vladimir Goglachev are our main contacts. Dmitriy Glazounov, partner and head of practice, maintains a solid presence in the market and is considered a strong capital markets expert. We praise his strong knowledge; he is very detailed and concise. He has gathered an excellent team of professionals. We can give only positive feedback to Oleg and Vladimir as well. Both of them are efficient, hardworking and knowledgeable. Vladimir Goglachev was the team leader of our most recent project. He made a lot of progress over the last years. He is result-oriented, very responsive, and reliable and always available. It was a real pleasure to work with him. He is always ready for any unexpected or difficult questions that may arise; and ready to provide very detailed and reasonable answers.’

‘Egorov, Puginsky, Afanasiev & Partners is an excellent firm for capital markets issues. We have been cooperating for a long time. The firm can cope with any challenge. It seems to me that all clients who give feedback admire them for being able to resolve any issue and find the proper solution. That is true.’

‘Dmitriy Glazounov leads the team and provides services of outstanding quality. His experience and workload portfolio always impresses. He is the partner who is personally involved into each project, devoting sufficient time to each client.’

‘Dmitriy Glazounov, Oleg Ushakov, and Vladimir Goglachev are vivid personalities. Dmitriy is highly-respectable and a well-known banking and finance lawyer. Oleg Ushakov backs Dmitriy and is a good project manager. He is enthusiastic, knowledgeable, and a good goal-setter. Vladimir Goglachev is very flexible and responsive. He has the ability to always find a solution to a problem.’

Key clients

Raiffeisenbank

Work highlights

  • Advising Raiffeisenbank in relation to fundraising by Ipotechny Agent Raiffeisen 01 for the long-term repayment of outstanding bonds.
  • Advising Rusal Bratsk on its first 2020 bond placement on the Moscow Exchange (Moex).

Latham & Watkins LLP

The emerging capital markets practice at Latham & Watkins LLP is at the forefront of debt capital offerings across the CIS; it assists both managers and issuers. David Stewart heads up the group, which regularly acts in conjunction with colleagues in the UK and the US. In 2020, the team bolstered its offering in both equity and debt transactions with the arrival of counsel Denis Ivanov, who formerly occupied an in-house position. Managing partner Mikhail Turetsky is also noted.

Practice head(s):

David Stewart

Other key lawyers:

Mikhail Turetsky; Edward Kempson; Vladimir Mikhailovsky; Denis Ivanov

Key clients

Alfa Bank

DTEK Renewables

Goldman Sachs

HeadHunter

JP Morgan

Morgan Stanley

RusHydro

Sistema JSFC

Sovcombank

Severstal

Linklaters

Linklaters is at the forefront of the full range of capital market transactions across the CIS; it is also noted for its cross-border work alongside colleagues in the UK and the US. The team leads in the debt offering space, having advised numerous large domestic and international banks as lead managers on the majority of Eurobond issuances in the market. The department also has a solid track record acting on equity mandates and structured finance matters. Dmitry Dobatkin heads up the practice and is recognised as a pioneer in the market. Andrew Burge is a key contact for subordinated debt issuances and debt restructurings. Clients also single out recently promoted partner Simon Few and managing associate Vladimir Gogokhia.

Practice head(s):

Dmitry Dobatkin

Other key lawyers:

Andrew Burge; Simon Few; Vladimir Gogokhia; Sasha Karachourina; Andrei Murygin; Sergey Shiposha

Testimonials

‘The best team in the CIS overall – they have the most experience, the strongest people, and the most hardworking team. The team has been stable for a number of years now which is important.’

‘Simon Few stands out at partner level and Vladimir Gogohia on managing associate level.’

Key clients

Citi

Credit Suisse

Deutsche Bank

Gazprombank

Goldman Sachs

HSBC

J.P. Morgan

Sberbank

Unicredit

Work highlights

  • Advised Goldman Sachs International, JSC Sberbank CIB, Sberbank CIB (UK) Limited, UBS Europe SE and VTB Capital Plc as the global coordinators and bookrunners on the secondary public offering of ordinary shares in Detsky Mir PJSC by its major shareholders, Sistema PJSFC and Russia-China Investment Fund.
  • Advised major international and Russian banks as the lead managers on 22 Eurobond issuances out of a total 27 issuances in the Russian market.
  • Advised Sovcombank as arranger on the ₽5.7bn domestic green project bonds issued by an orphan special purpose vehicle, SFO RuSol 1 LLC, for the purpose of financing two solar stations of Solar Systems in the Astrakhan region.

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden, Arps, Slate, Meagher & Flom LLP has carved out a strong reputation for equity capital transactions. The team’s recent work includes acting for the underwriters on the IPO of Kismet Acquisition One Corp., the country's first IPO that involves a special purpose acquisition company. Clients also draw attention to the team’s ‘great exposure to some of the best international deals’, thanks, in part, to its close cooperation with its counterpart in London, where Pranav Trivedi is a key contact. Dmitri Kovalenko and Alexey Kiyashko jointly lead the group.

Practice head(s):

Dmitri Kovalenko; Alexey Kiyashko

Other key lawyers:

Pranav Trivedi; Inara Blagopoluchnaya

Testimonials

‘Skadden has a great capital markets team in Moscow – technically, they are the best you can find in the market and are very experienced, working on complex corporate and capital markets deals that require out-of-the-box solutions. These lawyers have great exposure to some of the best international deals, so they add a layer of sophistication to their advice that is very difficult to find in other firms. Sometimes large firms can be impersonal in their client-service but that is exactly one of Skadden’s strengths: from the most senior to the most junior lawyer, the level of care is great.’

‘My key contact is partner Dmitri Kovalenko: he is the one I rely on to assist me with the most significant matters. Dmitri is an authority in the Russian legal market, his name is linked to a number of landmark corporate deals that took place in Moscow in the last few years. Besides being very experienced and a top-level legal expert who is always at the frontline of what is happening in the legal sector, Dmitri also distinguishes himself for his understanding of our business. Many times, Dmitri proactively came up with suggestions that better met our business needs and anticipated potential issues. In my opinion, it is exactly this ability to come forward and deliver highly bespoke advice that makes him the best strategic adviser out there.’

Key clients

Sistema PJSFC

Firlibia Holding Limited

Abiglaze Limited

Eurasia Drilling Company Limited

Amalgam Rail Investments Ltd

Geopromining Investment (Cyp) Limited

Cherkizovo Group

Renault S.A.S.

Qiwi plc

NAC Kazatomprom JCS

Credit Suisse Securities (USA) LLC / BofA Securities

Work highlights

  • Advising Sistema PJSFC and the Russia-China Investment Fund on the offering of over 117m existing shares in the Russian children’s retailer Detsky Mir.
  • Assisted Firlibia Holding Limited (Cyprus) with its $75m sale of shares in PIK Group OJSC (Russia) through an accelerated bookbuild offering to institutional investors.
  • Advised Eurasia Drilling Company Limited, a Russian oilfield services company, on a tender offer for its outstanding $600m Eurobond issuance.

White & Case LLC

The full-service department at White & Case LLC has substantial strength in the debt capital markets arena, where it counts high-profile issuers including the Republic of Belarus among its clients, alongside a number of large domestic and international banks. The team also has extensive experience in debt restructuring and liability management work. It draws on the firm’s global capabilities, working closely with the UK-based team on dual listings on the London Stock Exchange and the Moscow Exchange; practice head Darina Lozovsky divides her time between London and Moscow. Dmitry Lapshin is a go-to adviser for securities regulation matters.

Practice head(s):

Darina Lozovsky

Other key lawyers:

Dmitry Lapshin; Renat Akhmetzyanov

Testimonials

‘White & Case has a fairly large capital markets practice in Moscow, which has been very active with us, not only on Russian law issues, but on international aspects of transactions (which is very valuable and saves time).’

‘We work with many partners in Moscow. On capital markets transactions , I would like to single out Dmitry Lapshin, who knows everything in this area due to his many years of experience, and I can be sure that not a single detail will be overlooked. Dmitry has an amazing risk filter – he thoroughly analyses all the pros and cons and is always ready to offer plan B.’

Key clients

Credit Bank of Moscow

The Republic of Belarus

Morgan Stanley

Goldman Sachs

Credit Suisse

Bank of America Merrill Lynch

VTB Capital

Uzpromstroybank

Kaspi.kz

Magnitogorsk Iron & Steel Works

Work highlights

  • Represented the joint book running managers for the $96.2m secondary public offering of American depositary shares of HeadHunter, sold by a selling shareholder on Nasdaq.
  • Advised the Republic of Belarus on the issuance of $1.25bn dual-tranche Regulation S/Rule 144A Eurobonds – the first Eurobonds issued by the Republic of Belarus admitted to the London Stock Exchange.
  • Advised Credit Bank of Moscow on all of its Eurobond offerings and tender offers including four debt transactions.

ALRUD Law Firm

ALRUD Law Firm routinely handles referrals from its ‘best friends’ network, acting on regulatory matters and the Russian law aspects of securitisation work. The team is adept at acting for a mix of domestic and international issuers, as well as investment banks. Senior partner Vassily Rudomino and Anton Dzhuplin jointly sit at the helm of the practice, both assisted by senior associate Ekaterina Rogacheva.

Practice head(s):

Vassily Rudomino; Anton Dzhuplin

Other key lawyers:

Ekaterina Rogacheva

Key clients

Raiffeisenbank

Monnalisa S.p.A.

South Ural Mining and Processing Company

Kreditech Holding

China International Capital Corporation Limited / China Securities Co. Limited

Work highlights

  • Advising Monnalisa S.p.A. on  an IPO and listing of shares on the Italian stock exchange.
  • Advised Raiffeisenbank on the demerger of Raiffeisen Bank Polska S.A. into Bank BGŻ BNP Paribas S.A.
  • Assisting a blue-chip telecoms company with the drawdown of five-year senior unsecured notes denominated in Russian roubles.

Baker & McKenzie - CIS, Limited

Baker & McKenzie - CIS, Limited houses ‘one of the most qualified teams of lawyers on the Russian market’, forming an integral part of the firm’s EMEA capital markets group spread across 26 countries. The group provides a wide range of capital markets advice at domestic and cross-border level; securitisation transactions are its forte. Vladimir Dragunov leads the practice, where Dmitry Dembich and senior associate Sergey Samokhvalov are also notable figures. Roy Pearce is a key contact for CIS work in London.

Practice head(s):

Vladimir Dragunov

Other key lawyers:

Dmitry Dembich; Simon Morgan; Roy Pearce; Sergey Samokhvalov

Testimonials

‘Being one of the most qualified teams of lawyers on the Russian market, Baker & McKenzie has been supporting our securitisation deals since the inception of the market in 2004. Vast experience in capital market transactions allows the firm to actively compete on the market, as well as to participate in drafting laws relevant to structured finance legislation.’

‘Sergey Samokhvalov has been very helpful with clients and our internal support lawyers. Always responsive, Sergey is very diligent in his job and allocates a great deal of time to help with negotiations of at times knotty transaction terms with our clients.’

‘Our cooperation with Baker McKenzie has lasted more than 13 years. The team consists of qualified lawyers and other experienced professionals, each of whom has a huge experience in legal work. The team always carefully analyses documents and information and takes the client’s interest into account as much as possible. Individual approach to the client, non-standard solutions and focus on successful results.’

‘Dmitry Dembich, Vladimir Dragunov, Sergey Samokhvalov, Roy Pearce. All of these colleagues were equally professional in providing services for various projects.

Key clients

Commercial Bank “Absolut Bank”

JSC “DOM.RF”

PJSC Asian-Pacific Bank

Home Credit & Finance Bank LLC

Citigroup Global Markets Limited

Transkapitalbank

Bank Vozrozhdenie

Trans-Oil Group

Credit Bank of Moscow

UBS Limited

PJSC Koks

Sberbank

PJSC Metallinvestbank

Bank Otkritie Financial Corporation

Work highlights

  • Advising Home Credit & Finance Bank Limited Liability Company on an update of a $2.5bn program in accordance with Regulation S and Rule 144A, as well as the issuance of $200m 8.8% perpetual callable loan participation notes under the program.
  • Advising the dealer, J.P. Morgan Securities plc, on an offer of $450m 5.95% loan participation notes under $5bn a EMTN programme to finance a subordinated Tier II loan to Alfa-Bank.
  • Advising the joint lead managers, J.P. Morgan Securities plc and UBS AG London Branch, on a Regulation S offer of €350m 2.7% loan participation notes under ABH Financial’s €1.2bn programme for the issuance of loan participation notes.

Clifford Chance

According to clients, Clifford Chance houses an equity capital markets group which provides ‘best-in-class service and considerable market experience’; the group also places emphasis on debt transactions. It is equally well-versed in assisting issuers and arrangers, often acting in conjunction with colleagues in London. The practice also has standout sovereign bond expertise, and was recently instructed by the Republic of Belarus on its issuance of Eurobonds. Practice head Arthur Iliev has a specialism in securitisation transactions.

Practice head(s):

Arthur Iliev

Testimonials

‘Clifford Chance offer a very experienced ECM team with best-in-class service and considerable market experience. What stands out in particular within Russia and wider emerging markets is that service levels are provided to a premium standard, which is a welcome differentiation from other competitors that service the emerging market space. The fact that English law advice is led out of London, with the associated benefits described above, makes them stand out, combined with very experienced Russian law specialists from their Moscow office.’

‘Standout partners include Arthur Iliev in Moscow.’

Key clients

The Ministry of Finance of the Russian Federation

PJSC Sibur Holding

PJSC PhosAgro

Work highlights

  • Advised the joint lead managers on the $750m Eurobond issuance by the Republic of Belarus.
  • Advised Sibur Holding on its issuance of $500m Eurobonds.
  • Advised PhosAgro on its issuance of $500m Eurobonds.

Debevoise & Plimpton LLP

Debevoise & Plimpton LLP provides a wide range of equity and debt capital markets-related advice, and has carved out a reputation for acting for Russian blue-chip companies as issuers. It draws on the capabilities of the group in London for standard and premium listings on the London Stock Exchange. The department’s extensive recent work in the debt capital markets space demonstrates its ability to advise on Euro and other types of bonds; buybacks and tender offers are also a particular area of strength. Key contacts include practice head Alan Kartashkin and Natalia Drebezgina.

Practice head(s):

Alan Kartashkin

Other key lawyers:

Natalia Drebezgina; Maxim Kuleshov; Dmitry Karamyslov

Key clients

TMK

Norilsk Nickel

MegaFon

NLMK

Polyus

Fletcher Group Holdings Ltd

Citibank

Renaissance Capital

Whiteleave / Interros

HMS Group

Work highlights

  • Advising TMK on the repurchase of its ordinary shares by its subsidiary, Volzhsky Pipe Plant JSC, and the prospective delisting of its global depository receipts from the London Stock Exchange.
  • Advised longstanding client PJSC MMC Norilsk Nickel on its $750m Eurobond offering with a coupon rate of 3.375% per annum, the lowest coupon ever achieved by Nornickel on a US dollar transaction.
  • Advised MegaFon and its subsidiary, LLC MegaFon Finance, on a mandatory tender offer executed under Russian rules to acquire ordinary shares of MegaFon.

Freshfields Bruckhaus Deringer

Dentons

Active in Russia and across multiple CIS jurisdictions, Dentons counts securitisations and structured financings among its key strengths, where it acts for a number of financial institutions and other stakeholders. The team’s recent standout work involves providing in-depth advice on loan participation notes and bond offerings. Practice head Tamer Amara is a key name in the debt capital markets space. Counsel Filipp Petyukov is also noted, and the practice boosted its offering with the arrival of associate Amina Al-Akkoumi from Freshfields Bruckhaus Deringer in late 2019.

Practice head(s):

Tamer Amara

Other key lawyers:

Filipp Petyukov; Amina Al-Akkoumi

Testimonials

‘Tamer Amara assembled a very strong team for Russian assignments.’

‘Tamer Amara on partner level and Filipp Petyukov on counsel level stand out.’

Key clients

Chelpipe

Uralkali

TMK

Renaissance Securities (Cyprus) Limited

Airport Management Company Limited (Domodedovo)

O1 Properties Limited

Work highlights

  • Advised Chelpipe on its debut $300m Regulation S / Rule 144A LPN issuance.
  • Advised Uralkali on its $500m Regulation S / Rule 144A LPN issuance.
  • Advised TMK in connection with its $500m Regulation S LPN issuance.

Herbert Smith Freehills

Herbert Smith Freehills is distinguished by its ability to handle a wide range of equity and debt mandates. Practice head Evgeny Zelensky is adept at initial and secondary public offerings. In addition, the group leverages the firm’s global network when acting for its longstanding client base of large Russian companies and international banks.

Practice head(s):

Evgeny Zelensky

Other key lawyers:

Denis Morozov; Anna Vashutina

LECAP Law Firm

LECAP Law Firm acts for large domestic companies on initial public offerings. The group is also highly regarded in the debt capital markets arena, with clients drawing attention to its ‘significant experience and extensive expertise’. Ever since the entry into force of the country’s structured bonds legislation in 2018, the team has provided extensive advice on issuances in this space. Michael Malinovskiy heads up the department. Elizaveta Turbina left in late 2019 for an in-house role.

Practice head(s):

Michael Malinovskiy

Other key lawyers:

Roman Belenkov; Sergey Volkov; Anna Gorelova; Ilya Rynenkov; Alexander Kudrin

Testimonials

‘Lecap Law Firm has significant experience and extensive expertise in the area of debt capital markets in the Russian Federation.’

Key clients

VTB Group

BCS

Sberbank

Eurotorg

Russian Railways

Gazprombank

Freight One

RSHB

Mikron

Brusnika

Work highlights

  • Advising Eurotorg on its debut placement of ₽5bn bonds.
  • Advising BCS on registration and structured bonds placement issues.
  • Assisting JSC “Russian Railways” with the placement of additional common and preferred shares.

LP Law Firm

LP Law Firm is primarily active domestically, advising a mix of large state-owned and private companies and financial institutions on initial public offerings and bond issuances. The team is noted for its recent high-profile work; a team led by practice head Andrey Novakovskiy acted for Gazprombank as organiser and underwriter on the issuance of sovereign bonds by the Republic of Belarus. Senior associate Aleksandr Kuznetsov is also a key team member.

Practice head(s):

Andrey Novakovskiy

Other key lawyers:

Aleksandr Kuznetsov

Key clients

State Company “Russian Highways”

Gazprombank

VTB Capital

Work highlights

  • Advising Gazprombank on five sovereign bond issuances by the Republic of Belarus.
  • Assisting State Company “Russian Highways” with a bond programme aimed at financing one of the largest infrastructure projects in Russia, the construction of Central Ring Road.
  • Acting for VTB Capital on its mandatory offer for the purchase of shares in Novorossiysk Grain Plant.

Nektorov, Saveliev & Partners

Nektorov, Saveliev & Partners is well-versed in capital market transactions; it has extensive experience handling initial and secondary public offerings. Name partner Alexander Nektorov and Ilia Rachkov share leadership of the department.

Practice head(s):

Alexander Nektorov; Ilia Rachkov