Craig D. Jones

Project Development and Finance

• Advising on English law aspects of:
• project financing of an $8.5 billion integrated polymers facility in Orange, Texas for Golden Triangle Polymers Company, a joint venture between Chevron Phillips Chemical Company (CPChem) and QatarEnergy
• $4.1bn financing for the expansion of Cheniere Corpus Christi Holdings LLC’s LNG development in Corpus Christi, Texas

• HELLENiQ ENERGY in its renewable subsidiary’s heads of terms agreement with RWE Renewables GmbH for their pending 50-50 partnership for the development of offshore wind farms in Greece

• Rovuma LNG on the financing of its $35 billion LNG project in Mozambique (pending)

• The Baku-Tbilisi-Ceyhan Pipeline Company (BTC) on its 2021 bank financing.  Craig represented the sponsor consortium, led by BP, on the original financing of the BTC oil pipeline project ($3.9 billion, Azerbaijan-Georgia-Turkey); named by Project Finance International as “EMEA Oil Deal of the Year,” Infrastructure Journal as “Deal of the Year” and “Deal of the Decade”, Project Finance as 2004 “European Oil & Gas Deal of the Year”, IFLR as “Project Finance Deal of the Year” and included in the “top ten most influential deals of the last twenty years” by Project Finance & Infrastructure Journal, 2018. Craig also advised BTC on its first corporate financing immediately following the scheduled repayment of the original project financing in 2016

Other Finance and Restructuring

• FTX Chapter 11 estate in the proposed disposition of certain assets (ongoing)

• Diebold Nixdorf on a series of transactions which allowed it to refinance certain debt with near-term maturities and receive $400 million in new capital and in its amendment of its ABL credit agreement

• Centerra Gold Inc. on certain aspects of its Global Arrangement Agreement with the Government of the Kyrgyz Republic and others, resolving a multi-jurisdictional dispute related to the Government’s May 2021 seizure of the Kumtor gold mine in Kyrgyzstan

• JC Flowers on financing arrangements in connection with its acquisition of a 30% interest in LMAX

• Canyon Capital in connection with a secured term loan facility to AMR GP Limited

• Sulzer AG on the 2021 refinancing of its CHF500m RCF and on financing matters impacted by the spin-off of medmix AG

• Swisscom AG on the 2019 refinancing of its CHF1bn multicurrency RCF and subsequent amendments to that agreement, as well as on a finance contract with EIB for the upgrade and extension of the Fastweb FTTX network

• United Rentals (North America), Inc. (URNA), a wholly owned subsidiary of United Rentals, Inc. (URI), on the English law aspects of a senior secured asset-based loan facility providing for up to $4.25 billion of revolving loans 

• Antofagasta plc in connection with the refinancing of its $500 million unsecured term loan facility

• CSM Bakery Solutions Limited, a portfolio company of Rhône Capital, in connection with amendments to its asset-backed revolving credit agreement, first lien term loan credit agreement and second lien term loan credit agreement

• SoftBank Group in a series of transactions to monetize a portion of its shares of Alibaba Group Holding and in relation to its agreement with Deutsche Telekom AG to monetize its stake in T-Mobile US, Inc.

• Leading global capital goods company in its issue, in aggregate, of £600,000,000 of commercial paper under a programme established for the purpose of accessing the joint HM Treasury and Bank of England Covid Corporate Financing Facility

M&A Transactions 

• Sumitomo Metal Mining Co., Ltd. and Sumitomo Corporation in connection with the sale to South32 Limited of their collective 45% interest in Sierra Gorda S.C.M., the operating company for the Sierra Gorda copper mine in Chile’s Antofagasta region

• Emirates Telecommunications Group Company PJSC (e&), formerly known as Etisalat, on its acquisition of a 9.8% stake in Vodafone Group Plc for $4.4 billion

• CPPIB on the acquisition of a 49% stake in EIH S.à r.l., an Enbridge entity that is a 50% shareholder with EDF Renewables of Éolien Maritime France SAS, thereby acquiring a stake in three offshore wind farms in development in France

• The Bank of N.T. Butterfield & Son Limited on its acquisition of:
• Deutsche Bank’s banking and custody business in the Cayman Islands, Jersey and Guernsey
• Deutsche Bank’s non-U.S. Global Trust Solutions business, comprising trust structures for private clients across numerous jurisdictions including Guernsey, Singapore, Switzerland, Mauritius and the Cayman Islands

Advisory Matters

• Numerous GDPR matters, including advice to an engineering business (a UK PLC) in connection with the sale process for its oil and gas division

• Assisting numerous clients with international data transfers from the EU or the UK, including in carrying out required transfer risk assessments

• Advice on a range of UK and EU Sanctions issues, including to:

• project company looking to reschedule debt
• corporates seeking to exit Russia or divest a Russian business
• financial service companies in relation to asset management, trading and other activities
• trading companies looking to ensure ongoing compliance with import and export restrictions, including in connection with applications for available licenses
• companies seeking to establish whether a counterparty or potential counterparty is controlled by a sanctioned person

• UK Bribery Act advice (including NCA filings) in connection with:

• sale of a business division with identified prior corruption issues
• internal investigations into potential malfeasance by international employees

Selected Prior Transactional Representations (pre-2018) 

Project Development and Finance

• South Stream Transport B.V. in negotiating the commercial contracts with Allseas Marine Contractors SA for deep sea pipe-laying in connection with the TurkStream offshore gas pipeline in the Black Sea

• South Stream Transport B.V. in negotiating a suite of contracts with the Italian contractor, Saipem SpA, and the Swiss contractor, Allseas Marine Contractors SA, in connection with the South Stream offshore gas pipeline to be laid in the deep waters of the Black Sea (the South Stream Project was subsequently cancelled and replaced with the Turkstream Project)

• Kinross Gold in connection with a proposed gas-to-power project in Mauritania as well as certain arrangements involving the Tasiast mine

• Advice to Papua New Guinea Liquefied Natural Gas Global Company LDC and affiliates of the various sponsors in connection with key project agreements underpinning the financing for the $16 billion PNG LNG Project; named “Asia-Pacific Oil and Gas Deal of the Year” by Project Finance

• Advising the agents and trustees on the $4.14 billion refinancing of the Dolphin Energy gas project; named “Middle Eastern Oil & Gas Deal of the Year” by PFI, “Middle East Oil & Gas Deal of the Year” by Project Finance and “Global Oil & Gas Deal of the Year” by Infrastructure Journal

• Sponsor consortium, led by Total, in the financing for the $4.5bn Yemen LNG project; named by Project Finance as “Middle East Oil & Gas Deal of the Year,” Asian-Counsel as “Project Finance Deal of the Year” and Infrastructure Journal as “Global Deal of the Year” and “Oil & Gas Deal of the Year”

• The project sponsors and the project in the development and financing of the $1.2 billion OCP crude oil pipeline (the first major infrastructure project financing completed in Ecuador)

• Barrick gold on the $200m project financing of the Bulyanhulu gold, silver and copper mine project in Tanzania

Other Financing and Restructuring 

• Royal Philips in connection with a €1,000,000,000 bridge loan to fund the acquisition of The Spectranetics Corporation, and the subsequent refinancing of that bridge loan

• Steering committee of the main domestic and international bank creditors on Abengoa’s 2017 financial restructuring and recapitalization

• Ad hoc committee of creditors in connection with the 2016 refinancing, by way of scheme of arrangement, of Hibu

• €1.74bn credit facility for Philips Lighting entered into in connection with its IPO on Euronext Amsterdam allowing it, among other things, to repay monies owed to Royal Philips

• Ad hoc committee of senior secured creditors in connection with the restructuring of Towergate Insurance

• Certain of the lenders funding the acquisition of PR Newswire by Cision, a portfolio company of private equity firm GTCR

• CSM Bakery Solutions Limited, a portfolio company of Rhône Capital, on the financing for its 2014 dividend recapitalization

• Goldman Sachs International and other lenders in connection with the financing arrangements for CVC’s acquisition of Domestic & General Group Holdings Limited from funds managed by Advent International

• Rhône Capital LLC on the financing for its acquisition of CSM NV’s bakery supplies business

• Orion Engineered Carbons in connection with its 2013 notes issues

• Eastman Kodak Company on English law matters attendant on its 2012 Chapter 11 proceeding

• Financing arrangements in connection with the redomiciliation of the Coca Cola Hellenic Bottling Company

• ENN Energy Holdings Limited on the financing for the acquisition, in a consortium together with Sinopec, of China Gas Holdings Limited

• Rhône Capital LLC on the financing for its acquisition of  Evonik Carbon Black GmbH and other subsidiaries of Evonik Degussa GmbH engaged in the business of manufacturing, researching, developing, selling and marketing carbon black for industrial applications

• Swisscom AG on its 2010 CHF 2 billion multicurrency revolving credit facility, which was used to refinance existing indebtedness of the Swisscom group 

• Finmeccanica with respect to a € 3.2 billion syndicated loan to finance its acquisition of DRS Technologies Inc.

• Swisscom on the CHF 4.25 billion  multicurrency term and revolving facilities agreement entered into in connection with Swisscom’s purchase of Vodafone’s 25% stake in Swisscom Mobile

• Tata Technologies Inc., on a US$ 60 million syndicated loan agreement, supported by a letter of comfort from Tata Motors Limited, in connection with its acquisition of INCAT International Plc

• Negotiating the acquisition facilities used by Abertis Infraestructuras S.A. to fund its acquisition of the French State’s 75% stake in the French freeway operator Sanef 

• Representing Goldman Sachs International as arranger of the subordinated debt and equity financing for the acquisition vehicle used in the 2005 management buyout of Peacock Group plc

• Acting for Royal Philips and the borrower on the US$ 4.5 billion limited recourse financing of the LG Philips Displays venture, including a US$ 2 billion dual tranche syndicated facility for LG Philips Displays Holding; named Asia-Pacific Syndicated Loan of the Year for 2001 by IFR.

• ABN AMRO Bank N.V. and its affiliate ABN AMRO Ventures B.V. as a lead investor in a US$ 600 million private equity round for FirstMark Communications Europe S.A., reported in the Financial Times as Europe’s largest ever private equity round at that time (2000) 

M&A 

• CPPIB, acting through its subsidiary CPP Investment Board Private Holdings Inc., in connection with a number of equity investments in the AWAS aircraft leasing business

• Harris Corporation on the acquisition of the Global Connectivity Services business (Schlumberger GCS) from Schlumberger Limited

• Rio Tinto on the sale of its Alcan Beauty Packaging business to a company formed by Sun Capital Partners 

• Goldman Sachs PIA on its acquisition, together with TPG Capital, of  Belgium’s Ontex from a group of sellers including Candover and Blue Bay

• Ipsen S.A.,  in connection with two purchase agreements with Vernalis plc, the U.K.-based bio-pharmaceutical company, to acquire all the capital stock of Vernalis’ U.S. marketing and distribution subsidiary, Vernalis Pharmaceuticals, Inc.

• Automatic Data Processing, Inc., on the sale of its clearing business (transaction processing and information technology support for the airline, travel and leisure industries) to Chequers Capital, a French private equity fund

• KarstadtQuelle AG in connection with a merger, effected by way of a scheme of arrangement, of MyTravel Group plc and KarstadtQuelle’s subsidiary, Thomas Cook AG

• Wachovia Corporation, on the acquisition of a majority interest in privately held European Credit Management Ltd., a London-based fixed-income investment management firm

• CPPIB, as part of the consortium acquiring AWG, the owner of Anglia Water, for approximately £2.2bn

• Philips Electronics (UK) Limited on its acquisition of AVENT from Charterhouse Capital Partners L.L.P. and owner/managers of the business

• Perry Capital, together with its strategic partner Constellation Energy, on its cash offer to the board of directors of Drax Group Ltd. to acquire the company

• Royal Philips on the sale of its unbranded computer monitors business and some of its entry level flat screen TV business to TPV Technology Ltd 

• Certain Whitehall real estate funds on a sale-leaseback transaction for 16 properties from Deutsche Telekom AG, including negotiation of a related acquisition credit facility