Global team advises DNB Bank on c. €1.1bn green financings for Cadeler

Global law firm Norton Rose Fulbright has advised DNB Bank as mandated lead arranger, co-ordinator and bookrunner, and related bank syndicates, on two syndicated green financing and partially ECA-backed facilities totalling €1.075bn for Oslo listed offshore wind turbine installation company Cadeler A/S (Cadeler).

The acquisition finance facilities of €550m were put in place to assist Cadeler with implementing its merger agreement with NYSE-listed Eneti Inc (Eneti), which completed on 19 December and has created the leading operator in the offshore wind turbine installation space. The revolving facilities will be used to re-finance Cadeler and Eneti’s existing debt, as well as finance merger related costs. Ancillary lines have been set up to support the project-related letter of credit (LC) needs of the company and term facilities will finance the upgrade of cranes on two of Cadeler’s O-Class offshore installation vessels. The financing for the crane upgrades has ECA backing from the Export and Investment Fund of Denmark (EIFO).

The newbuilding facility of €425m, which is backed by the China Export & Credit Insurance Corporation (Sinosure), will be used to finance the acquisition of two new X-Class wind turbine installation vessels currently under construction in China. €100m ancillary lines have also been put in place to support the project-related LC needs of the units.

The Norton Rose Fulbright team advising on the deals was led by the firm’s Co-Head of Asset Finance Yianni Cheilas, supported by Senior Associates Nicholas Papadopoulos and Alexi Remoundos; Counsel Olivia Cullen; Associates Jennifer Carr and Maria Christina Papoulia. New York-based Partner Brian Devine advised on New York and Marshall Islands law matters and London-based acquisition finance Partner Neha Koshla and Counsel James Tong assisted on acquisition finance aspects.

Yianni said:

“We have been expecting M&A, acquisition and consolidation activity to pick up in the shipping and offshore space for a few years and now it has indeed been building at a fast pace. These facilities were technically sophisticated and complex, and in some ways unique. They combined acquisition finance and merger features, newbuilding and conversion aspects, green loan and pure green asset features, and export credit wraps - including from EIFO, which is uncommon in the sector. We had to complete the matters concurrently and under significant time pressure, as is often the case with public entities and M&A transactions involving large syndicates of lenders. It was fantastic seeing our deal team work seamlessly and in harmony across several teams, offices and disciplines, taking advantage of our unique platform in the sector to support our clients. 

 “It is also very encouraging to see the ongoing growth of green and sustainability linked loans in the shipping and offshore industry, a trend we anticipate will continue into 2024 and beyond.”

Norton Rose Fulbright recently advised Société Générale, Credit Agricole Corporate and Investment Bank and a pool of international banks and export credit agencies on a US$436m post-delivery green senior secured export credit facility to subsidiaries of Eneti Inc. for the purchase of two newbuild wind turbine installation vessels. Its Singapore team also advised the Hongkong and Shanghai Banking Corporation Limited on a €50m unsecured green loan facility to Cadeler to help meet rising global demand for renewable energy.

The firm also recently advised Citibank N.A and BNP Paribas as global co-ordinators, initial mandated lead arrangers and bookrunners; DNB Bank as facility agent and trustee; and ABN Amro as SLL co-ordinator on shipping’s largest ever commercial debt financing. This was a $2.8bn sustainability and gender diversity linked syndicated revolving facility to GasLog Ltd that incorporates KPIs linked to both carbon emissions and female representation in the company's cadetship program.

Norton Rose Fulbright provides the full range of legal services to the global shipping and offshore industry, including banks, lessors, brokers, owners and operators worldwide. Its lawyers advise on all aspects of corporate shipping and offshore transactions, such as mergers and acquisitions, complex finance and leasing deals and ship sales, acquisitions and charter transactions.