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  • Carlos Fradique-Mendez Laura Villaveces Hollmann Although the term green shoe came to be known in international markets more than 70 years ago, when the Green Shoe Manufacturing Company first implemented an over-allotment option as a price stabilisation mechanism in a Colombian offer, no such mechanisms have ever been fully implemented until very recently. In May 2013, Colombian cement company Cementos Argos, used a price stabilisation mechanism for the first time in its preferred share offer, which totalled 1.6 billion pesos ($800,000) after transaction managers exercised a green shoe option. The green shoe option was allowed in this transaction by the Colombian regulator in light of the particularities of the structure, including the fact that the offer was structured as a simultaneous offer, and was implemented as a two-tranche process.
  • Republic Act 10607 (RA 10607), a law which amends the Insurance Code of the Philippines (Presidential Decree 612, PD 612), recently took effect.
  • Soonghee Lee The Supreme Court of Korea rendered an en banc decision on four knock-in/knock-out currency option cases (the KIKO cases) last September. In the KIKO cases, the Korean exporters argued that the KIKO currency option contracts (the KIKO contracts) were void, and should either be rescinded or terminated. They argued that the banks had waived the exercise of their call options, and sought the return of monies paid to the banks as unjust gains; they also argued that the banks had committed tort by violating their obligation to explain and violating the suitability principle during the process of entering into the KIKO contracts, and claimed compensation for damages. A summary of the major legal principles determined by the Supreme Court last September is as follows.
  • Ignacio Buil Aldana Alicia Galindo Aragoncillo The Sociedad de Gestión de Activos Procedentes de la Reestructuración Bancaria (SAREB), also known as Spain's 'bad bank', created in November 2012, has become one of the major players in the distressed market. Since mid-2013, it has sold approximately 9000 assets for €3,500 million and still holds billions of euros of assets, which makes SAREB a very relevant lender of record in many distressed situations in Spain. Despite SAREB's key role in the distressed market, it has been unclear whether it should be deemed a financial entity in the context of a Spanish Scheme (such schemes apply exclusively to financial entities according to Spanish law) and, therefore, whether SAREB should be taken into consideration for majority purposes; and, more importantly, whether SAREB could be crammed-down under a Spanish Scheme. SAREB's activity is supervised by European authorities and by Spanish authorities (such as the Bank of Spain), even if it is not per se a financial entity due to its particular nature and its specific corporate purpose.
  • The introduction of new substance requirements for global business companies operating from Mauritius, which will become effective on January 1 2015, are part and parcel of a strategy to further boost financial services and increase their input to the country's GDP.
  • The first item in Mauritius' 2014 Budget was entitled Investment Promotion, Doing Business Facilitation and Fostering Economic Growth. For years, Mauritius has been a competitive destination for Foreign Direct Investments (FDI), amounting to MauR4.7 billion ($154 million) for the first semester of 2013, a growth of MauR700 million compared to the first semester in 2012.
  • Sponsored by Skadden Arps Slate Meagher & Flom
    This year’s M&A market may yield renewed passion for earn-outs. Here are the structuring considerations to keep in mind
  • CP Foods’ exchangeable bond was the first exchangeable bond out of Thailand and the first equity-linked product from the jurisdiction since BTS Group’s convertible in January 2011
  • Over 30 speakers have been confirmed for the ninth IFLR Asia M&A Forum on February 25 and 26 at the Island Shangri-La in Hong Kong
  • The nominations for this year's IFLR Americas awards have been announced