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Felipe Duque

Partner

Felipe focuses on cross-border debt and equity capital markets transactions, U.S. securities law and general corporate matters. 

Felipe previously practiced in New York and London. He advises companies and investment banks on offerings of high yield, convertible and investment grade bonds, IPOs, follow-ons, block trades and other strategic equity investments.

Felipe also has significant experience advising sovereign issuers and state-owned enterprises on capital markets transactions and private equity groups on M&A and matters relating to their portfolio companies.

Experience

Representative matters

Capital Markets – Debt
High Yield

SSMS Plantation Holdings Pte. Ltd. on the offering of US$300 million aggregate principal amount of 7.750%  senior notes, unconditionally and irrevocably guaranteed by its parent company PT Sawit Sumbermas Sarana Tbk.

The dealer managers and the initial purchasers on two separate liability management exercises and concurrent new issues by Vedanta Resources plc (cash tender offers for any and all of its outstanding 9.50% bonds due 2018 and 6.00% bonds due 2019, with a concurrent Rule 144A offering $1,000 million aggregate principal amount of 6.375% bonds due 2022, and for any and all of its 6.00% bonds due 2019 and 8.25% bonds due 2022, with a concurrent Rule 144A offering of $1,000 million aggregate principal amount of 6.125% bonds due 2024).

Comunicaciones Celulares, S.A. (Comcel) in connection with the debut Rule 144A/Regulation S offering by Comcel Trust of $800 million aggregate principal amount of its 6.875% senior notes due 2024. Also advised Comcel as the borrower under a credit and guaranty agreement among Comcel, Credit Suisse AG, Cayman Islands Branch as lender, and the guarantors thereto, under which the lender made a loan to Comcel in the aggregate principal amount of $800 million. Comcel Trust used the proceeds from the offering of the notes to purchase from the lender a 100% participation interest in the loan.

Fosun International Limited on its US$300 million Rule 144A/Regulation S global offering of senior notes.

The initial purchasers on a Rule 144A/Regulation S offering of $500 million aggregate principal amount of 7.875% senior notes due 2019 by XPO Logistics, Inc.

Jefferies LLC as sole book-running manager on a Rule 144A and Regulation S offering by Enova International, Inc. of $500 million aggregate principal amount of 9.75% senior notes due 2021.

The initial purchasers on a Rule 144A/Regulation S offering by LTF Merger Sub, Inc. of $450 million aggregate principal amount of its 8.500% senior notes due 2023. The offering was part of the financing for the acquisition of Life Time Fitness, Inc. by affiliates of Leonard Green & Partners, L.P. and TPG Capital, L.P.

The dealer managers and the initial purchasers on two separate liability management exercises and concurrent new issues by Vedanta Resources plc in H1 2017. The first being abbreviated cash tender offers for any and all of Vedanta's US$750 million 9.50% bonds due 2018 and US$1,200 million 6.00% bonds due 2019, with a concurrent Rule 144A offering by Vedanta of $1,000 million aggregate principal amount of 6.375% bonds due 2022. The second being abbreviated cash tender offers by Vedanta for any and all of its US$774.8 million 6.00% bonds due 2019 and US$900 million 8.25% bonds due 2022, with a concurrent Rule 144A offering by Vedanta of $1,000 million aggregate principal amount of 6.125% bonds due 2024.

Investment Grade

Tata Communications Limited on issuance of S$250 million 4.25% guaranteed notes due 2016.

The joint lead managers on the issuance of US$300 aggregate principal amount of 4.125% notes due 2022 guaranteed by China Taiping Insurance Holdings Company Limited, an insurance conglomerate incorporated and headquartered in Hong Kong.

The joint lead managers on the issuance of US$500 million 2.95% notes due 2018 by PT Bank Rakyat Indonesia (Persero).

Citigroup and J.P. Morgan on the offering of US$1 billion aggregate principal amount 4.25% notes (and subsequent US$500 million reopening) by GOHL Capital Limited. The notes are guaranteed by Genting Overseas Holding Limited. Genting Bhd entered into a keepwell deed with the issuer, the guarantor and the trustee under the trust deed.

The arrangers in relation to updates of BOC Aviation Limited's US$10,000,000,000 GMTN program and multiple 144A issuances thereunder in an aggregate principal amount in excess of US$2 billion.

Marsh & McLennan Companies on various SEC-registered offerings of senior notes in an aggregate principal amount of $1.9 billion.

The underwriters on various SEC-registered offerings of senior notes in an aggregate principal amount in excess of $6.5 billion by General Motors Financial Company, Inc.

General Mills, Inc. on its SEC-registered offering of €500 million aggregate principal amount of 1.000% notes due 2023 and €400 million aggregate principal amount of 1.500% notes due 2027.

Citizens Bank, N.A. on the establishment of its $3 billion global bank note program and initial takedown offering of $750 million aggregate principal amount of its 1.600% senior notes due 2017 and $750 million aggregate principal amount of its 2.450% senior notes due 2019. The notes were offered in reliance on Section 3(a)(2) of the Securities Act.

Sovereign and Quasi-Sovereign

The arrangers on the Republic of Indonesia's update of its US$50 billion GMTN program and issue of US$750 million aggregate principal amount of 3.700% notes due 2022, US$1,250 million aggregate principal amount of 4.350% notes due 2027 and US$1,500 million aggregate principal of 5.250% notes due 2047 thereunder. The transaction was notable for the revamping of the sovereign's country description for the first time since the program's inception and based on benchmarking to the disclosure of comparable registered and nonregistered sovereigns.

The Ministry of Finance and Treasury on behalf of the Government of the Republic of Maldives on the sovereign's Regulation S debut issue of US$200 million 7.000% notes due 2022.

The arrangers on the Republic of Indonesia's update of its US$50 billion GMTN program and issue of EUR1,000 million aggregate principal amount of 2.15% notes due 2024, US$1,000 million aggregate principal amount of 3.85% notes due 2027 and US$1,000 million 4.75% notes due 2047 thereunder. The transaction represented the first dual currency offering by the sovereign.

BNP Paribas, Citigroup and Merrill Lynch (Singapore) Pte. Ltd. as dealer managers and consent solicitation agents in cash tender offers and a concurrent consent solicitation by PTT Exploration and Production Public Company Limited relating to its US$1,000 million subordinated perpetual capital securities issued in 2014 and as initial purchasers in the substantially concurrent offerings by a finance subsidiary of PTTEP of US$500 million aggregate principal amount of subordinated perpetual capital securities with a first reset date in 2022 and of US$354.7 million principal amount of subordinated perpetual capital securities with terms substantially identical as the securities repurchased in the tender offers. This innovative transaction was the first of its kind in Thailand and allowed PTTEP to materially lower its cost of capital via withholding tax savings.

BNP Paribas, Citi, UBS and the other initial purchasers on PT Saka Energi Indonesia's debut 144A/Reg S offering of US$625 million 4.45% senior notes due 2024.

The Republic of Indonesia (through Perusahaan Penerbit SBSN Indonesian III) on the update of its US$15 billion global trust certificate issuance program and the issue of US$1 billion aggregate principal amount of trust certificates due 2022 and US$2 billion aggregate principal amount of trust certificates due 2027 thereunder.

Convertibles and Equity-Linked

MercadoLibre, Inc. on a Rule 144A offering of $330 million aggregate principal amount of its 2.25% convertible senior notes due 2019.

The initial purchasers on the 144A/Regulation S offering by Colombia Telecomunicaciones S.A. ESP of US$ 500 million aggregate principal amount of its subordinated perpetual notes. This is the first offering of hybrid securities by a Colombian issuer and is the first sub-investment grade hybrid securities offering from the Latin American region.

Nomura Securities International, Inc. as representative of the initial purchasers on a Rule 144A offering by Cowen Group, Inc. of an aggregate principal amount of $149.5 million of 3% cash convertible senior notes due 2019.

The initial purchasers on a Rule 144A offering by Euronet Worldwide, Inc. of an aggregate principal amount of $402.5 million of 1.5% convertible senior notes due 2044.

Sol Meliá on its €200 million offering of senior unsecured convertible bonds.

Capital Markets – Equity

IPOs

Citigroup, Credit Suisse and Deutsche Bank on Vincom Retail JSC's initial listing on the Ho Chi Minh Stock Exchange and the sale by Warburg Pincus and other investors of approximately 20.86% of the company's share capital in a 144A/Reg S US$708 million global offering. The transaction is the largest IPO in Vietnam to date and featured a groundbreaking settlement structure expected to allow more international offerings out of the country.

SCCP REIT Company Ltd on its THB5.57 billion (approx. $153.2 million) initial public offering and listing on the Stock Exchange of Thailand.

The underwriters on the $460.0 million SEC-registered initial public offering of common stock of Summit Materials, Inc., a Blackstone portfolio company.

The joint book-running managers and representatives of the underwriters on the $126.5 million U.S. initial public offering and concurrent Canadian new issue offering by Performance Sports Group Ltd. (formerly, Bauer Performance Sports Ltd.) to refinance part of the purchase price for the baseball and softball business acquired from Easton-Bell Sports, Inc.

The sole global coordinator and joint bookrunners on a Rule 144A and Regulation S offering by Fideicomiso.

Hipotecario (FHipo) of an aggregate of $633 million of trust certificates in an initial public offering in Mexico and a private placement in the United States and other countries outside Mexico. This is the first IPO by a Mexican REIT and was awarded the IFLR Americas 2015 Equity Deal of the Year.

The joint global coordinators on the US$251 million IPO on the Indonesia Stock Exchange and Regulation S global offering of PT Agung Podomoro Land, an Indonesian property developer.

Rights Issues and Other Follow-On Offerings

Pattern Energy Group Inc. on the SEC-registered follow-on offering of an aggregate amount of approximately $500 million of its Class A common stock by itself and by Pattern Renewables LP.

The underwriters on the $54 million SEC-registered offering of ordinary shares of Oxford Immunotec Global PLC.

The underwriters on the concurrent SEC-registered offerings by Echo Global Logistics, Inc. of $145 million of common stock and $200 million aggregate principal amount of 2.50% convertible senior notes to finance its acquisition of Command Transportation, LLC.

The joint bookrunners on the €450 million rights issue and international offering of shares by Alapis S.A.

Citi and Deutsche Bank as standby purchasers on the US$560 million rights issue by PT Bank Danamon Indonesia.

Credit Suisse, HSBC and J.P. Morgan Cazenove on Prudential's US$21 billion rights issue and listings on the SEHK and SGX for its proposed US$35.5 billion acquisition of AIG's Asian operations.

The joint bookrunners on the £310.6 million placing and rights issue by DSG international, one of the largest consumer electronics retailers in Europe.

The joint bookrunners on Wolseley's £1.050 billion placing and rights issue.

The joint bookrunners on Yule Catto's £225 million rights issue to fund in part its €443 million acquisition of PolymerLatex.

The sponsors, joint bookrunners and placing agents on Barratt Developments' £720 million placing and rights issue.

The underwriters on the £175 million rights issue by Great Portland Estates.

Block Trades

Morgan Stanley, Vinacapital and Saigon Securities on the divestment by the Vietnamese government of a 9% stake in Vietnam Dairy Product JSC (Vinamilk) to bidders in a 144A offering in compliance with domestic regulations.

Maxis Berhad in connection with a placement of its ordinary shares in a 144A/Reg S accelerated bookbuild for an aggregate price of approximately MYR1,700 million. The shares are listed on Bursa Malaysia and the placing agents were Credit Suisse and CIMB.

Credit Suisse Securities (USA) LLC as the underwriter on a $391.8 million SEC-registered block trade of common stock of Rexnord Corporation sold by affiliates of Apollo Global Management, LLC.

Citi as placing agent on the sale of a US$70 million stake in PT Bekasi Fajar Industrial Estate by PT Argo Manunggal Land Development.

Credit Suisse and Deutsche Bank as placing agents on the US$74 million offering and sale of treasury shares in PT Bank Central Asia, an Indonesian retail and commercial bank listed on the Indonesia Stock Exchange. It was the first ever sale of treasury shares to institutional investors by a listed company in Indonesia.

Credit Suisse as placing agent and broker on the sale of a US$342.5 million stake in PT Sarana Menara Nusantara, an Indonesian telecom tower operator.

Credit Suisse as placing agent on the sale of a US$66 million stake in PT Summarecon Agung.

Credit Suisse on the disposal by Asia Investment International of a US$223 million stake in Robinson Department Store, one of the largest retail operators in Thailand.

Deutsche Bank and Macquarie Capital as placing agents on the sale of a US$289 million stake in PT Harum Energy.

Macquarie Capital as placing agent on the sale of US$151 million in shares of SM Investments Corporation, a conglomerate listed on the Philippine Stock Exchange, under a top-up placing structure.

The placing agent on the sale by Olympus Capital Holdings Asia of a US$37.5 million stake in China Minzhong Food Corporation, a leading integrated vegetable processor listed on the Singapore Stock Exchange.

The placing agents on the sale by Bumrungrad Hospital of its $145 million stake in Bangkok Chain Hospital, a company listed on the Stock Exchange of Thailand.

The placing agents on the sale of a US$210 million stake in PT Global Mediacom, a media content company listed on the Indonesia Stock Exchange.

Private M&A

Silverhawk Capital Partners on its acquisition, alongside Metalmark Capital, of majority ownership of WorldStrides, the largest educational travel company in the United States and one of the leading experiential education providers in the world. Metalmark and Silverhawk acquired their positions primarily from global alternative asset manager The Carlyle Group.

A New York City-based alternative asset manager on the acquisitions of Rudy's Food Products, Inc. and certain assets of Landes Foods, LLC to create one of the largest tortilla products manufacturers in the United States.

RFE Investment Partners and its portfolio company HTI Technology and Industries, Inc. on the acquisitions of substantially all of the assets of Klauber Machine & Gear Co. and American Control Electronics, LLC.

Saugatuck Capital Company on the acquisition of Plymouth Printing Company, Inc. through its portfolio company, Pharmaceutic Litho & Label Company, Inc.

Aplikasi Karya Anak Bangsa (Go-Jek) on US federal securities aspects of its series D financing round.

 

Qualifications

Admissions

Admitted to the bar, State of New York, USA, 2009

Academic

Juris Doctor, New York University School of Law, 2008

Professional Certificate in Law and Business, New York University Stern School of Business, 2008

Bachelor of Arts, Middle Eastern Studies, Emory University, 2002

Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.