ASAR Advised National Bank Of Kuwait On US$300 Million Resetting Subordinated Tier 2 Notes Issuance

ASAR advised National Bank of Kuwait on US$300 million Resetting Subordinated Tier 2 Notes issuance

The leading corporate law firm based in Kuwait and Bahrain, ASAR – Al Ruwayeh & Partners advised National Bank of Kuwait (NBK) on its US$300 million Resetting Subordinated Tier 2 Notes issuance, a cross-border transaction requiring coordinated execution across multiple regulatory frameworks and jurisdictions.

The issuance involved collaboration with leading global financial institutions and international law firms, including Citibank N.A., London Branch and Citibank Europe PLC, as well as international law firms Allen & Overy, Shearman & Sterling, and Clifford Chance. ASAR acted as local counsel, navigating Kuwait’s legal and regulatory landscape and supporting NBK on all Kuwait law aspects of the issuance.

This issuance was record-breaking, achieving the tightest pricing ever for a Tier II bond issuance from a GCC issuer. It required alignment across multiple legal and regulatory frameworks, including Companies Law for shareholder protection, CMA regulations for investor safeguards, and CBK regulations for banking sector stability. ASAR integrated these requirements across the prospectus, internal bank documents (including board and shareholder resolutions), and regulatory filings to ensure seamless execution.

The ASAR team comprised Rob Little (Head of Finance, M&A and Capital Markets), John Cunha (Partner), Emile Khoury-Helou (Senior Associate), and Mariam Al Rashed (Senior Associate).

ASAR – Al Ruwayeh & Partners is a multi-award winning, Tier 1 corporate law firm and one of the largest in the Middle East, with offices in Kuwait and Bahrain. The firm has operated in Kuwait since 1977 and in Bahrain since 2006, serving multinational corporations, financial institutions, government entities, and private clients.

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