Herbert Smith Freehills advises ThomasLloyd Energy Impact Trust on its US$150m IPO

Leading international law firm Herbert Smith Freehills has advised ThomasLloyd Energy Impact Trust ("TLEIT") on its US$150 million IPO. This is the first ever dedicated offering on the London Stock Exchange providing direct access to sustainable energy infrastructure in fast-growing and emerging economies in Asia. As announced by the Chancellor at COP 26, the IPO was backed by the UK Government's Foreign, Commonwealth and Development Office, which invested £25 million as part of its MOBILIST programme. 

TLEIT is managed by the ThomasLloyd Group ("ThomasLloyd"), one of the world’s leading specialist impact investors and providers of climate financing. Over the last decade, ThomasLloyd has deployed over US$1 billion across 16 projects in renewable energy power generation, transmission and sustainable fuel production with a total capacity in excess of 700 MW. This includes financing and constructing the first utility-scale solar power plant in the Philippines in 2013.

The Herbert Smith Freehills team acting on the transaction was truly multi-disciplinary, including specialists from the fund formation, M&A and tax teams. The team was led by corporate partner Nigel Farr and senior associate Shantanu Naravane, supported by Megan O'Shea, Angad Sethi and Adam Diamond from the fund formation team. The M&A team comprised corporate partners Sarah Pollock and Stephen Rayfield, and associate Oli Grabowski. Tax advice was provided by corporate partner Casey Dalton and associate Lorenza De Domenico.   

Nigel Farr commented:

"We are delighted to have assisted ThomasLloyd on this truly differentiated offering, which enabled us to showcase our strength across our funds and asset management, M&A, tax and sustainable investment offerings. Fundraising activity this year has shown investor support for the investment trust as an ideal structure to deploy much-needed capital into sustainable investment strategies, and this is a trend I fully expect to continue." 

The firm's London funds and asset management team has had an exceptionally busy 2021. In the renewable energy and infrastructure sector, the team acted on secondary fund raises for SDCL Energy Efficiency Income Trust, US Solar Fund, the launch of SDCL Green Energy Solutions Fund and on the IPO and secondary fund raise by Victory Hill Sustainable Energy Infrastructure (acting for Numis). 

More generally in the listed closed-ended investment fund sector, the team acted on the IPO of Petershill Partners plc (acting for the bookrunners Bank of America, Goldman Sachs and JP Morgan), Foresight Sustainable Forestry (acting for bookrunners Jefferies) and a London listed REIT investing in the private rental sector (acting for bookrunners RBC and Panmure Gordon). 

The team also acted for the issuers on secondary fund raises by Baillie Gifford US Growth Fund, Hipgnosis Songs Fund, Polar Capital Global Financials and the Schiehallion Fund. 

Other notable roles in the sector have included acting for both Aberdeen Emerging Markets and Aberdeen New Thai Investment Trust on their merger and for JP Morgan Global Growth & Income on its merger with Scottish Investment Trust.