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Practice Focus

Dmitry Dembich is the head of the Finance/Capital Markets practice group. He specializes in capital markets and derivative instruments transactions. Dmitry represents issuers and underwriters in equity offerings, as well as borrowers and lead managers in debt offerings by Russian companies. Dmitry has advised numerous clients on initial and follow-on equity public offerings, standalone Eurobonds issues, MTN programmes and issues of subordinated loan participation notes.

Representative Legal Matters
Equity Capital Deals
  • Advised ROS AGRO PLC in relation to subsequent public offering of USD 250 million global depositary receipts listed on the London Stock Exchange under Rule 144A and Regulation S representing newly issued shares of the Cyprus holding company.
  • Advised ROS AGRO PLC, the issuer, and Granada Capital CY Limited, the selling shareholder, in connection with a secondary public offering of 19,800,000 Global Depositary Receipts (deal size USD 275 million) under Regulation S and Rule 144A on the Main Market of the London Stock Exchange and on the Moscow Stock Exchange.
  • Advised the issuer, PJSC Globaltruck Management, in connection with its initial public offering of ordinary shares. The total offering amounted to RUB 3.85 billion, assuming full exercise of the over-allotment option. The company raised approximately RUB 2.57 billion in net proceeds from the offering.
  • Advised Sistema JSFC in connection with change of the depository bank under the global depositary receipts program.
  • Advised Citibank as a depositary in connection with depositary receipts programmes of the biggest Russian issuers.
Debt Capital Deals
  • Represented the joint lead managers in connection with the establishment of a USD 6.5 billion global medium term note programme by VEON and multiple issues under the programme denominated in US dollars and Russian roubles.
  • Represented Home Credit Bank in connection with update of its USD 2.5 billion loan participation note programme, including advice on senior and subordinated issues of loan participation notes qualified as Tier I or Tier II capital, as well as in connection with cash tenders.
  • Represented Eurasian Development Bank in connection with multiple offerings of notes denominated in several currencies, including euros, Kazakhstani tenge and Russian roubles pursuant to Regulation S and Rule 144A under USD 3.5 billion EMTN programme.
  • Represented one of the largest producers and exporters of metallurgical coke in Russia in connection with the offering of Eurobonds, including stand-alone issues and issues under the established EMTN programme, and advised the client on different liability management issues, including tender offers and exchange offers, consent solicitation with respect to amendment of terms and conditions of notes in circulation and early redemption of the notes.
  • Represented the joint lead managers in connection with offerings of Eurobonds by a large Russian bank (pursuant to Rule 144A and Regulation S) including USD 300 million 3.4 per cent. Social Loan Participation Notes due 2025.
  • Moscow State Institute of International Relations (MGIMO), Law Degree in International Law with Honours, 2004