Jennifer Rees

jennifer-rees

Jennifer Rees

Associate

London | 160 Queen Victoria Street, London EC4V 4QQ
+44 20 7184 7352 | +44 20 7184 7001

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Jennifer Rees focuses her practice on cross-border capital markets and corporate finance, especially matters involving emerging markets.

Ms. Rees handles a range of capital markets transactions, including sovereign bond issuances, quasi-sovereign and corporate debt and equity issuances and liability management transactions, and primarily represents sovereign, corporate and bank issuers and underwriters. She has advised both issuers and underwriters in connection with listings on major international stock exchanges, including the London, Irish and Luxembourg stock exchanges.

The Legal 500 UK, 2017, describes Ms. Rees as a "rising star in emerging markets transactions” and recommends her as a "next generation lawyer" in debt capital markets. Ms. Rees was a member of the team that achieved recognition in the “Legal Expertise – Innovation in New Markets and Capital” category of the Financial Times 2016 “European Innovative Lawyers Awards", where Dechert was “highly commended” for its representation of The Arab Republic of Egypt in connection with the country’s first international bond issuance in five years. The successful issuance of U.S.$1.5 billion 10-year sovereign bonds, the country’s largest single-tranche issuance ever, represented a landmark transaction for Egypt. She was also a member of the team that won the Financial Times Most Innovative Law Firms for Finance Law Award 2015.

Prior to joining Dechert, Ms. Rees was an associate in the capital markets practice of an international law firm.

Experience

Sovereign GMTN Programmes and Bond Issuances

  • The Arab Republic of Egypt in connection with the update of its US$20 billion Global Medium Term Note Programme and the issuance of its US$1.25 billion 5.577% Notes due 2023, US$1.25 billion 6.588% Notes due 2028 and US$1.5 billion 7.903% Notes due 2048 thereunder.
  • The Hashemite Kingdom of Jordan in connection with the issuance of its US$1 billion 7.375% Notes due 2047. 
  • The Kingdom of Bahrain in connection with the issuance of its US$1.25 billion 6.75% Notes due 2029 and its US$900 million 7.50% Notes due 2029.
  • The Kingdom of Bahrain in connection with the issuance of its US$850 million Trust Certificates due 20 March 2025.
  • The Arab Republic of Egypt in connection with the issuance of US$3 billion Eurobonds consisting of US$750 million 6.125% Notes due 2022, US$1 billion 7.500% Notes due 2027 and US$1.25 billion 8.500% Notes due 2047 under its US$10 billion Global Medium Term Note Programme.
  • Banque Centrale de Tunisie, acting on behalf of The Republic of Tunisia, in connection with its issuance of US$1 billion 3.50% Amortising Notes due 2022.
  • The Arab Republic of Egypt in connection with its US$4 billion multi-tranche sovereign bond issuance consisting of US$1.75 billion 6.125% notes due 2022, US$1 billion 7.50% notes due 2027 and US$1.25 billion 8.50% notes due 2047 issued under its US$10 billion Global Medium Term Note Programme.
  • The Arab Republic of Egypt in connection with the issuance of its US$1.36 billion 4.622% Notes due 2017, US$1.32 billion 6.750% Notes due 2024 and US$1.32 billion 7.000% Notes due 2028.
  • The Arab Republic of Egypt in connection with the establishment of its US$10 billion Global Medium Term Note Programme and the issuance of its US$1.5 billion 5.875% Notes due 2025 thereunder. Winner of the “Award for Sub-Investment Grade Bond/Sukuk Deal of the Year” at the 2015 Bonds, Loans & Sukuk Middle East Awards.
  • The Hashemite Kingdom of Jordan in connection with the issuance of its US$1 billion 7.75% Notes due 2027.
  • The Hashemite Kingdom of Jordan in connection with its issuance of US$500 million 6.125% Notes due 2026.
  • The Hashemite Kingdom of Jordan in connection with its issuance of US$1 billion 2.578% Guaranteed Notes due 2022 and US$500 million 3.000% Guaranteed Notes due 2025, each guaranteed by the United States of America acting by and through the United States Agency for International Development (USAID).
  • The Hashemite Kingdom of Jordan in connection with the issuance of its US$1 billion 1.945% Guaranteed Notes due 2019, guaranteed by the United States of America, acting by and through USAID.
  • The Hashemite Kingdom of Jordan in connection with the issuance of its US$1.25 billion 2.503% Guaranteed Notes due 2020, guaranteed by the United States of America, acting by and through USAID.
  • The Republic of Albania in connection with the issuance of its €450 million 5.75% Notes due 2020.
  • BNP Paribas, Commerzbank and Natixis, as joint lead managers, in connection with the issuance by the Kingdom of Morocco of its €1 billion 3.5% Notes due 2024.
  • BNP Paribas, Barclays, Citi and Natixis, as joint lead managers, in connection with the tap issuance by the Kingdom of Morocco of its US$500 million 4.25% Notes due 2022 and its US$250 million 5.50% Notes due 2042.
  • BNP Paribas, Barclays, Natixis and Citi, as joint lead managers, in connection with the Kingdom of Morocco’s US$1.5 billion debut Rule 144A bond issues, which included a ten-year tranche (the US$1 billion 4.25% Notes due 2022) and a 30-year tranche (the US$500 million 5.50% Notes due 2042). The transaction was the first placement by Morocco of bonds in the United States.
  • Banque Centrale de Tunisie, acting on behalf of the Republic of Tunisia, in connection with the issuance of its US$1 billion 5.75% Notes due 2025.
  • JP Morgan and Natixis, as joint lead managers, in connection with the issuance by Banque Centrale de Tunisie, acting on behalf of the Republic of Tunisia, of the US$500 million 2.452% Guaranteed Notes due 2021 guaranteed by the United States of America, acting by and through USAID.
  • Bank of America Merrill Lynch and Natixis, as joint lead managers, in connection with the issuance by Banque Centrale de Tunisie, acting on behalf of the Republic of Tunisia, of the US$485 million 1.686% Guaranteed Notes due 2019 guaranteed by the United States of America, acting by and through USAID.
  • Advising in connection with a series of updates of, and issuances under, the Lebanese Republic’s US$22 billion Global Medium-Term Notes Program, including, most recently, advising Blom Bank S.A.L., Byblos Bank S.A.L. and Deutsche Bank in connection with the issuance by the Lebanese Republic of the US$700 million 6.65% Notes due 2024 (Series 78) and the US$300 million 7.00% Notes due 2031(Series 79).

Quasi-Sovereign and Corporate GMTN Programmes and Bond Issuances

  • JSC Development Bank of Kazakhstan on the issuance of its KZT100 billion 8.95% Notes due 2023 issued as Series 8 under the US$3.0 billion Medium Term Note Programme.
  • JSC National Company KazMunayGas (KMG) on its issuance of US$3.25 billion Eurobonds under the US$10.5 billion Global Medium Term Notes Programme.
  • JSC Development Bank of Kazakhstan in connection with its issuance of its KZT100 billion 9.5% Notes due 2020.
  • JSC National Company Kazakhstan Temir Zholy in connection with its issuance of US$780 million 4.850% Notes due 2027 and its simultaneous consent solicitation (including the insertion of a mandatory redemption provision) and tender offer in respect of its US$700 million 6.375% Notes due 2020.
  • JSC National Company KazMunayGas (KMG) on its issuance of US$2.75 billion Eurobonds under the US$10.5 billion Global Medium Term Notes Programme.
  • Bankmed s.a.l., a major Lebanese bank, in connection with the establishment of its US$500 million Short-Term Certificates of Deposit Programme.
  • BofA Merrill Lynch and JP Morgan, as joint lead managers, in connection with the issuance by JSC BGEO Group of its US$350 million 6.00% Notes due 2023.
  • BofA Merrill Lynch, Credit Suisse and JP Morgan, as joint lead managers, in connection with the US$250 million offering of 7.75% Notes due 2017 by JSC Bank of Georgia.
  • JSC Georgian Oil and Gas Corporation in connection with its offering of US$250 million 6.750% Notes due 2021.JSC Georgian Oil and Gas Corporation in connection with its debut bond issue of US$250 million 6.875% Notes due 2017.
  • bank muscat SAOG and JP Morgan, as joint lead managers, in connection with the debut issuance of US$1.0 billion 3.958% notes due 2025, issued through a special purpose vehicle, Lamar Funding Limited, and guaranteed by Oman Electricity Transmission Company S.A.O.C (OETC).
  • KazMunaiGaz Finance Sub B.V. and JSC National Company KazMunayGas (KMG) in connection with the update of its US$10.5 billion Global Medium Term Note Programme and the issuances by KMG of US$500 million 4.875% Notes due 2025 (Series 8) and US$1 billion 6.0% Notes due 2044 (Series 9) thereunder.
  • JSC National Company KazMunayGas (KMG) in connection with the update of its US$10.5 billion Global Medium Term Note Program and the issuance of the US$1 billion 4.40% Notes due 2023 (Series 6) and the US$2 billion 5.75% Notes due 2043 (Series 7) thereunder.
  • State Oil Company of the Azerbaijan Republic (SOCAR) in connection with the issuance of its US$750 million 6.95% Senior Unsecured Notes due 2030.
  • State Oil Company of the Azerbaijan Republic (SOCAR) in connection with the issuance of its US$1 billion 4.75% Senior Unsecured Notes due 2023.
  • Bank Audi s.a.l. in connection with the issuance of US$150 million 6.5% Certificates of Participation due 2024 in a US$150 million subordinated loan made by Bank Audi to Odea Bank A.Ş.
  • OTE S.A. (as Guarantor) and OTE PLC (as Issuer) in connection with the update of the €6.5 billion Global Medium Term Note Programme.
  • JSC Georgian Railway in connection with the US$500 million offering of 7.75% Notes due 2022 and the simultaneous completion of a cash tender offer in respect of its existing US$250 million 9.875% Notes due 2015. This transaction marked the first liability management exercise by a state-owned Georgian entity.
  • Credit Libanais S.A.L. in connection with its private placement offering of US$75 million 6.75% Subordinated Bonds due January 2018.
  • JSC Kazakhstan Engineering National Company in connection with the issuance of US$200 million 4.55% Notes due 2016.
  • JSC “KazAgro” National Management Holding in connection with the establishment of a US$2 billion Debt Issuance Programme and issuance of US$1 billion 4.625% Notes due 2023 thereunder.
  • JSC Development Bank of Kazakhstan in connection with the update of its US$2 billion Medium Term Note Programme and the issuance under this Programme of US$1 billion 4.125% Notes due 2022.
  • JSC Development Bank of Kazakhstan in connection with the update of its Medium Term Note Programme and the issuance of US$500 million 5.50% Notes due 2015 and US$277 million 5.50% Notes due 2015 thereunder.
  • Byblos Bank S.A.L. in connection with the issuance of US$300 million 6.50% Fiduciary Convertible Notes by The Bank of New York Mellon S.A. (Luxembourg) on a fiduciary basis for the sole purpose of financing a Subordinated Loan to Byblos Bank S.A.L.

Liability Management Transactions

  • JSC National Company KazMunayGas in connection with its offer to purchase up to US$3.4 billion of its outstanding debt securities.
  • BofA Merrill Lynch and JP Morgan, as joint dealer managers, in connection with the tender offer by JSC Bank of Georgia to purchase any and all of its US$400 million 7.75% Notes due 2017.JSC Georgian Oil and Gas Corporation in connection with its tender offer to purchase any or all of its US$250 million 6.875% Notes due 2017.
  • JP Morgan, as dealer manager, in connection with the invitation by JSC Kazkommertsbank to holders of its US$200 million 8.625% Subordinated Loan Participation Notes due July 2016, US$500 million 7.5% Fixed Rate Notes due November 2016 and €750 million 6.875% Senior Notes due 2017 to tender such Notes for purchase for cash.
  • JSC Kazkommertsbank in connection with the invitation to the holders of the US$750 million 5.50% Notes due 2022 issued by BTA to approve (i) the substitution of KKB in place of BTA as the principal debtor under the Notes and under the Trust Deed; and (ii) certain amendments to the terms and conditions of the Notes and corresponding changes to the Trust Deed.
  • JP Morgan, as dealer manager, in connection with the invitation by JSC Kaspi Bank to holders of its US$200 million 9.875% Notes due 2016 to tender such Notes for purchase for cash.
  • Advising in connection with a series of exchange offers by the Lebanese Republic’s, including, most recently, advising Citigroup Global Markets Limited, Fransabank S.A.L., Société Générale de Banque au Liban and Standard Chartered Bank, as joint dealer managers, in connection with the voluntary debt exchange offer by the Lebanese Republic of its US$750 million 8.5% Notes due 2016 and the issuance of the US$100.75 million 6.25% Notes due 2024 (Series 75), the US$399.28 million 6.25% Notes due 2024 (Series 75(2)), the US$217.58 million 6.65% Notes due 2028 (Series 76), the US$282.42 million 6.65% Notes due 2028 (Series 76(2)) and the US$600 million 7.05% Notes due 2035 (Series 77).
  • State Oil Company of the Azerbaijan Republic (SOCAR) in connection with its offer to purchase any and all of its US$500 million 5.45% Senior Unsecured Notes due 2017.
  • JSC Development Bank of Kazakhstan in connection with the intermediated exchange offer of up to US$500 million of the US$777 million 5.500% Notes due 2015 previously issued by JSC Development Bank of Kazakhstan. (Commended by the judges of the Financial Times’ Top 50 European Innovative Law Firms)
  • JSC Georgian Railway in connection with the US$500 million offering of 7.75% Notes due 2022 and the simultaneous completion of a cash tender offer in respect of its existing US$250 million 9.875% Notes due 2015. This transaction marked the first liability management exercise by a state-owned Georgian entity.

Equity Transactions

  • Bank Audi s.a.l. in connection with its capital increase through the offering of 50,000,000 common shares in Bank Audi s.a.l., together with three warrants per newly-issued common share exercisable for common shares in Odea Bank A.Ş.
  • EFG-Hermes Holding S.A.E. in connection with the listing and admission to the Official List and to trading on the London Stock Exchange of up to 1 billion additional Global Depositary Shares.
  • Commercial International Bank (Egypt) S.A.E. in connection with the listing and admission to the Official List and to trading on the London Stock Exchange of up to 5 billion additional Global Depositary Receipts.
  • Transaction counsel in connection with Cellnovo Group S.A.’s €5.4 million capital increase through a private placement of 1,078,852 ordinary shares.

Includes matters handled at Dechert or prior to joining the firm.

Education
  • University College Oxford, B.A. (Hons), Jurisprudence (English Law with Law Studies in Europe), 2007
  • BPP Law School, Legal Practice Course, 2008, with Distinction
Admissions
  • Solicitor, England and Wales
Languages
  • French