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Banji Adenusi To address liquidity challenges in the Nigerian electricity supply industry, and create an economically viable and sustainable sector, the Nigerian Central Bank recently issued terms and conditions to deposit money banks for participation in the Nigerian Electricity Market Sector Facility (CBN-NESMF). This follows the handover of the Nigerian utility company, PHCN, to successor companies. The N213 billion ($1 billion) facility, with a 10-year tenor and 12-month moratorium period on the principal amount, is designed to settle outstanding payment obligations to market participants, service providers and gas suppliers in the Nigerian electricity market (beneficiaries), and will be warehoused in an SPV set up by the apex bank and the Nigerian Electricity Regulatory Commission, and under administration and management of an asset manager. As expected, the special purpose vehicle (SPV) will refinance the facility by repaying the lenders in proportion to their stated commitment as defined in the various transaction documents, with the Central Bank subscribing to debenture notes issued by the SPV in the total sum of the facility amount. Of crucial importance is the role played by the banks and their designation in relation to their functions. Yet, what is common to all is the responsibility of ensuring the reasonable protection of the best interests of the SPV.

Anna Pinedo Regulators and lawmakers in the US continue to review and consider measures that may promote capital formation for smaller and emerging companies. Although the number of initial public offerings (IPOs) in the US in 2014 reached highs not seen since the early 2000s, there are a few important observations. Companies continue to rely heavily on private financings and only pursue IPOs once they have attained a significant size or maturity. Often, institutional investors participate in private placements that almost serve as surrogates for traditional IPOs as the size of pre-public, later stage private placements has grown significantly. The median size of IPOs remains high – there are relatively few IPOs in which the offering proceeds are less than $100 million. This dynamic has resulted in a need to ensure that there are more liquidity opportunities for the holders of securities in privately held companies.

Anthony Dee Patricia Paz Republic Act No 9184, or the Government Procurement Reform Act (GPRA), took effect on January 26 2003. The GPRA covers all stages of procurement of infrastructure projects, goods, and consulting services by all branches and instrumentalities of government. The GPRA establishes a two-tier protest mechanism to challenge a public procurement tender before an award. In order to exhaust this internal protest procedure, a bidder must first file a request for reconsideration with the procuring entity's Bids and Awards Committee (BAC). The BAC's denial of the request may be protested in writing to the head of the procuring entity upon payment of a non-refundable fee. The decision of the head of the procuring entity is final, such that the bidder may only avail itself of judicial review upon completion of protests and only on the ground of grave abuse of discretion. Arguably, this legal framework does not provide an expedient system for independent complaints review. Meeting the timeframes provided under the law for protest resolution is a challenge for many procuring entities, and the absence of independent and expert review undermines, to a certain degree, the legitimacy and credibility of any protest resolution.

The lighter side of the past month in the world of financial law

The Libor scandal fundamentally changed global regulatory enforcement. As Cleary Gottlieb's Jonathan Kelly explains, today, institutions are increasingly being deputised to police themselves

Plans for an EU capital markets union coincide with a review of the prospectus regime. The goal is to create a simpler, more harmonised prospectus regime

Hong Kong has proposed a regime to ensure creditors will be able to recover value if liquidation is a more favourable solution than resolution. But practical implementation will be challenging

The regulator's head of M&A, Willard Mwemba, discusses how the body’s merger review process has evolved since its launch in January 2013

The PDF of the entire book is available to download here

Local regulators’ and courts’ approach to successor liabilities means distressed M&A opportunities may not be a sweet as they first appear