Polina Govkelevich specializes in banking & finance law; her practice focus includes capital markets, bank and corporate lending, securities enforcement litigations and financial regulatory issues.
Representative Legal Matters
Lending
Advised a multilateral development bank on a USD 300 million English law governed multi-currency loan to a major tele-communications services provider in Russia for purposes of expansion of cellular network.
Advised a European subsidiary of a major Russian bank in connection with an up-sizing of EUR 70 million senior secured term loan and revolving credit facility secured by pledge of shares, receivables, bank accounts and intellectual property in the Netherlands, Switzerland, Russia, Slovenia and Romania, guaranteed by eight obligors from eight different jurisdictions and provided to a Dutch company involved in direct marketing going through the process of de-merge.
Advised a major Russian bank in connection with an amendment of a RUB 36 billion term loan facility agreement. The deal had an extensive security package comprising pledge of railcars, participatory interest and bank accounts and suretyship under Russian law, pledge of shares and a floating charge under Cyprus law and a corporate guarantee by offshore holding companies under English law.
Advised a major Austrian bank in connection with a EUR 10 million loan facility to an international financial institution focused on facilitating cross-border trade relations. The advice covered Russian and international law aspects, including granting a full waiver of immunity by the borrower and potential risks related to the enforcement of an Austrian arbitral award against the borrower in Russia.
Advised a borrower in connection with USD 100 million borrowing for the purpose of financing of new yacht building. The loan was secured by a mortgage on the yacht and a pledge of the borrower's shares.
Debt Capital Markets
Advised an issuer in connection with a dual-tranche euro-denominated Regulation S only senior unsecured bonds. The deal consisted of new 15-year benchmark EUR 1 billion 2.65% bonds due 2036, and a EUR 500 million tap offer of 1.125% bonds due 2027 consolidated with and forming a single series with the previously issued EUR 750 million 1.125% bonds due 2027.
Advised the joint lead managers on an offer (pursuant to Regulation S) of EUR 350 million 2.7 per cent loan participation notes due 2023 under ABH Financial EUR 1.2 billion programme for the issuance of loan participation notes.
Advised Citigroup Global Markets Limited, the lead manager, in connection with an offering (pursuant to Regulation S) of RUB 15 billion 6.75 per cent senior loan participation notes due 2025 by a major Russian private bank under its USD 5 billion EMTN programme. The notes are listed on the Regulated Market of Euronext Dublin.
Advised a Russian private bank in connection with a consent solicitation in with respect to the outstanding USD 100 million 10 per cent. loan participation notes due 2020 issued to finance a subordinated loan to the bank. The consent solicitation was undertaken to approve the proposed amendments to the underlying subordinated loan agreement to allow treatment of the amended loan agreement (which previously qualified as Basel III Tier 2 Capital) as Basel III Tier 1 Capital.
Acted as a transactional counsel to Eurasian Development Bank (EDB) on the re-sale by EDB of its (previously re-purchased) 4.767% Eurobonds due in September 2022 (issued in 2012) in the amount of USD 201,031,000 on the secondary market in December 2019 at a price equal to 104.65% of the bonds’ nominal value.
Education
Moscow State Institute of International Relations (MGIMO), LL.M., 2019
Moscow State Institute of International Relations (MGIMO), Law Degree with Honours, 2017
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