FacultyFaculty/Author Profile
Jason T. Elder

Jason T. Elder

Mayer Brown

Hong Kong, , HKG


"one of the most experienced capital markets lawyers in Asia-Pacific"

"very good, and delightful to work with" Chambers Asia Pacific (2017)

Jason T. Elder is a partner of Mayer Brown LLP and a Registered Foreign Consultant (New York, USA) of Mayer Brown JSM based in the Hong Kong office. Jason has extensive experience with a variety of corporate finance transactions, particularly global offerings of equity securities and a range of investment grade, high-yield, hybrid and structured debt products. Jason also has experience with early-round private equity financing, restructurings and cross-border mergers and acquisitions gained from transactions in the United States and Asia.

Jason has practiced law in Asia for over 15 years, advising both issuers and underwriters in public and private securities offerings in the United States as well as Hong Kong listings with international Rule 144A/Regulation S tranches, block trades and secondary placements. He is active across a broad range of industries in multiple jurisdictions, and has extensive experience advising U.S.-based corporations with their Asian operations as well as Asia-based corporations with regional and global expansion strategies.

Jason serves as one of the global leaders of the Firm’s Corporate and Securities practice following his service as the Corporate and Securities office practice leader for Hong Kong from 2014 to 2015. He is also a member of Mayer Brown's Partnership Board.

Experience

  • Advised the Ministry of Finance of the Government of Mongolia in connection with its issuance of US$500 million 10.875% Notes due 2021 pursuant to its existing US$5 billion Global Medium Term Note Program. The deal was recognised as "Best Mongolia Deal" for 2016 by the FinanceAsia Achievement Awards.
  • Advised Trade and Development Bank of Mongolia LLC in connection with the update and the issuance of US$500 million 9.375% notes due 2020 under its existing Global Medium Term Note Programme. The notes are guaranteed by the Ministry of Finance on behalf of the Government of Mongolia. Deutsche Bank, ING and Bank of America Merrill Lynch acted as the joint bookrunners and lead managers for the issuance. The deal was recognised as "High Yield Debt of the Year" for 2015 by the FinanceAsia Achievement Awards and “High Yield Deal of the Year” by IFLR.
  • Advised Deutsche Securities Asia Limited and Morgan Stanley Asia Limited in the listing of Jinmao Investments & Jinmao (China) Investments Holdings Ltd on the Hong Kong Stock Exchange. Jinmao Investments is a fixed single investment trust with an initial focus on the hospitality industry in the PRC and holds a portfolio of hotels, and represents only the fourth company that has listed as a business trust in Hong Kong since 2011.
  • Advised Sinochem Offshore Capital Company Limited in connection with the establishment of its US$3 billion Medium Term Note Programme, guaranteed by Sinochem Hong Kong (Group) Limited, and its initial takedowns of US$500 million 3.25%. Senior Notes due 2019 and RMB2.5 billion 3.55% Senior Notes due 2017. The programme is listed on the Hong Kong Stock Exchange and permits Rule 144A drawdowns. Sinochem Group issued a letter of support in respect of the programme.
  • Advised joint sponsors UBS Securities Hong Kong Limited and CITIC Securities Corporate Finance (HK) Limited and the underwriters on the IPO listing of Beijing Urban Construction Design & Development Group Co., Limited (“Beijing Urban Design”) on the Hong Kong Stock Exchange. Beijing Urban Design is a construction company engaged in rail-transit related design, consultancy services and construction contracting services.
  • Represented Trade and Development Bank of Mongolia LLC in connection with its issuance of CNY700 million 10.00% Notes due 2017 pursuant to its existing US$700 million Euro Medium Term Note Programme. This transaction marked the first “dim sum” bond to be issued from Mongolia. CLSA Singapore Pte. Ltd., Deutsche Bank AG, Singapore Branch and ING Bank N.V., Singapore Branch acted as joint bookrunners for the transaction.
  • Represented ING Bank N.V., Singapore Branch, as arranger and bookrunner in connection with the issuance by MIAT Mongolian Airlines ("MIAT") of US$20 million floating rate guaranteed notes due 2018. The notes are guaranteed by the Ministry of Finance of the Government of Mongolia, and formed an important part of MIAT’s acquisition financing of a Boeing 767-300ER aircraft.
  • Advised Great Eagle Holdings Limited on the spin-off and separate listing of three hotel properties on the Hong Kong Stock Exchange by way of a share stapled units investment trust structure, which raised approximately HK$12.5 billion. This listing represents the first of its kind in the hospitality industry to list in Hong Kong.
  • Represented Development Bank of Mongolia LLC and the Ministry of Finance of the Government of Mongolia in connection with the establishment of DBM’s US$600 million Euro Medium Term Note Programme, which is unconditionally and irrevocably guaranteed by the Ministry of Finance on behalf of the Government of Mongolia. The Government of Mongolia formed DBM to foster the economic and infrastructure development of Mongolia by providing long-term financing for policy-oriented projects consistent with the Government’s macroeconomic development strategy.
  • Represented Beijing Enterprises Holdings Limited and Mega Advance Investments Limited in connection with the issuance of US$600 million 5.00% Guaranteed Senior Notes due 2021 and US$400 million 6.375% Guaranteed Senior Notes due 2041 with BofA Merrill Lynch, HSBC, Morgan Stanley, Credit Suisse and UBS acting as joint lead managers and bookrunners.
  • Represented PT Indika Energy Tbk and Indo Energy Finance B.V. in connection with the exchange offer of up to US$185 million of Indo Integrated Energy B.V.'s 8.50 Senior Notes due 2012 for Indo Energy Finance B.V.'s 7.00% Senior Notes due 2018, together with simultaneous consent solicitations for the 2012 Notes and Indo Integrated Energy II B.V.'s 9.75% Senior Notes due 2016 and new money issue of US$115 million.
  • Represented PT Indika Energy Tbk and Indo Integrated Energy II B.V. in connection with the offering by Indo Integrated Energy II B.V. of US$230,000,000 9.75% Senior Notes due 2016, including "high-yield" covenants, pursuant to Rule 144A and Regulation S and in connection with the successful consent solicitation related to Indo Integrated Energy B.V.'s US$250,000,000 8.50% Senior Notes due 2010, including substantial covenant adjustments necessitated by a significant proposed acquisition and waivers to provide enhanced flexibility for proposed acquisition activity and other corporate actions.
  • Represented Citigroup Global Markets Limited and Deutsche Bank AG, Hong Kong Branch, as joint global coordinators and joint lead international selling agents, in connection with the initial public offering of PT Indika Energy Tbk on the Indonesia Stock Exchange with concurrent global placement pursuant to Rule 144A and Regulation S. The deal was recognised as "Best Indonesia Deal" by FinanceAsia and "Indonesia Deal of the Year" by Asiamoney.
  • Represented Trade & Development Bank of Mongolia in connection with an update to its Euro Medium Term Notes Programme designed to enable the issuance of US$300,000,000 senior and subordinated notes. TDBM ranks as the largest corporate lender in Mongolia and was the country's first corporate entity to access the international capital markets with the establishment of its Euro Medium Team Note Programme and initial US$75,000,000 senior note issuance in 2007.

Education

  • University of Oregon School of Law, JD; Order of the Coif
  • University of Oregon School of Law, Associate Editor, Oregon Law Review
  • Northwestern University, BA; Philosophy, Departmental Honors

Admissions

  • New York
  • Washington
  • Oregon
Jason T. Elder is associated with the following items:
CHB Chapters  CHB Chapters What Every Securities Lawyer Needs to Know About Ethics - Fifth Annual Institute on Corporate & Securities Law in Hong Kong 2017, Thursday, May 18, 2017
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