Michael Malinovskiy

Partner

T: +7 495 122 05 17
E: mihael.malinovskiy@lecap.ru


Areas of expertise
  • equity capital markets

  • debt capital markets

  • debt restructuring

  • structured debt

  • M&A

  • venture capital

  • derivatives

Experience

Michael advises bulge bracket banks, corporates and private equity funds. He is a member of the Securitisation Expert Committee of the Russian Central Bank.

Equity Capital Markets

Michael represented issuers in 15 public offerings and over 30 private placements in the domestic and international markets.

His recent experience includes advising on:

  • RUB 32.4 billion IPO of shares of PJSC "RussNeft" on the Moscow Exchange – the first IPO of a Russian oil company in ten years

  • RUB 11.7 billion IPO of shares of PJSC Financial Group Budushchee on the Moscow Exchange - the first IPO of shares of private pension funds in the history of Russian securities market

  • RUB 3.274 billion IPO of shares of PJSC "Europlan" on the Moscow Exchange, as well as on subsequent RUB 15 billion SPO

  • RUB 9.028 billion IPO of shares of PJSC "Research and Production Corporation "United Wagon Company" on the Moscow Exchange, as well as on subsequent RUB 5 billion SPO

  • RUB 3.7 billion IPO of shares of PJSC "Novorossiysk Grain Plant" on the Moscow Exchange

Debt Capital Markets

Michael's extensive experience in debt capital markets includes advising issuers on over 100 bond issuances, including exchange-traded bonds, Eurobonds, structured bonds, and subordinated debt instruments, and designing credit enhancement mechanics for a number of such issuances. In addition to that, Michael has exceptional experience in placement of securities of foreign issuers in Russia. He also advises major banks on Russian law matters relating to domestic securitisations of mortgage loans.

His recent experience includes:

  • advising OJSC “Tele2 - St. Petersburg” on the unique project of putting Series 04 and 05 bonds back into circulation - it is for the first time in Russian market practice that previously established coupon rates have been changed on bonds redeemed by the issuer in full

  • providing legal support in relation to admission of bonds of a foreign issuer, SovCom Capital D.A.C., to public trading in the Russian Federation. The notes were intended for qualified investors only – which is a first example of such admission in the Russian market and experience of the Moscow Exchange

  • advising RUB 10 billion structured bonds issue. S&P Global Ratings assigned its 'BBp' credit rating to the issue

  • advising on the buyback of Series 03 bonds issued in Russia by the IFC, including structuring down payment and calculation of additional interest linked to a complex formula targeting Russian inflation rate

  • advising on RUB 4 billion issuance of Series 02 covered bonds by JSC "UniCredit Bank"

Debt Restructuring

Michael advised on over 15 restructurings of public debt including those using foreign financial instruments such as LPNs and CLNs.

His experience in restructuring public debt under new Russian legislation includes providing full legal support in relation to:

  • restructuring of PJSC "Geotech Seismic Services" Series 01 bonds ("Restructuring of the Year", Cbonds Awards 2016)

  • restructuring of two series of exchange-traded bonds by PJSC "Far Eastern Shipping Company"

  • restructuring of a number of corporate bond issuances (Series 13–14, Series 17–19 and Series 04) by PJSC "Mechel" for a total amount of RUB 30 billion, including assistance in holding the general meetings of bondholders ("Restructuring of the Year", Cbonds Awards 2015 – "Mechel, 13")

Corporate/M&A

Michael has a strong background in acquisitions of assets in Russia by Russian and foreign clients (including via optional/mandatory tender offers), large-scale corporate reorganisations, mergers and joint ventures.

His experience includes:

  • deal structuring and providing legal advice on corporate reorganisations via spin-off and concurrent merger of JSC "Business Real Estate", JSC "Leader Invest", JSC "Rent-Real Estate" (JSFC "Sistema" group companies)

  • advising OJSC "SITRONICS", the largest manufacturer and exporter of micro-electronics in Russia and CIS , on corporate reorganisation via spin-off and merger of certain assets

  • providing complex assistance in a number of joint venture projects, including JSC "United Petrochemical Company" and LLC "Financial Alliance", and establishment of a number of companies with the participation of Sberbank’s investment divisions

Private Equity

Michael regularly advises Russian and foreign PE funds on various aspects of their activity, including LBO and venture capital projects in Russia and abroad.

His recent experience includes advising:

  • drafting operating agreement for an investment fund established and operating under Russian law on the basis of a Russian LLC

  • advising a VC fund on attracting investments by a microlending platform, including drafting full set of financing and legal documents, as well as resolving of corporate dispute between the shareholders

  • advising a VC fund on attracting investments by an e-payment system, including developing efficient holding structure and drafting of the full set of the transaction documents

  • advising LLC "Control Leasing" on attracting a strategic investor, including drafting and negotiating of the shareholders agreement and advising on matters related to attracting financing



quotes.png

"Quick decision-maker" Michael Malinovskiy is recommended...

The Legal 500 2016: Commercial, Corporate and M&A




Education
  • Raising Capital, Cambridge General Management Certificate (2014)

  • Institute of Legislation and Comparative Law under the Government of the Russian Federation (postgraduate course, 2011)

  • Russian School of Private Law (2009)

  • Kutafin Moscow State Law University (2008, with honours)

Michael speaks Russian, English and French.


Back