Linklaters advises on Guotai Junan International’s inaugural digitally native notes issuance
Linklaters advised on the successful issuance of US$300m Secured Overnight Financing Rate (SOFR) floating rate digitally native notes (DNNs) due 2028 by Guotai Junan International Holdings Limited. This transaction marks the first public offering of DNNs by a Chinese securities firm.
The DNNs were issued in dematerialised registered form and cleared through the Central Moneymarkets Unit (CMU) of the Hong Kong Monetary Authority. The DNNs and the beneficial interests were created and recorded on HSBC’s Orion* digital asset platform.
Following previous successful DNNs issuances, the Linklaters team explored a range of structuring options of the digitally native notes, enabling all parties to address their commercial objectives. The team was led by capital markets partner Hanwen Yu, with support from solicitors Xiaoming Zhong and Jenny Sun. A separate team led by counsel Beibei Ding acted as legal adviser to the fiscal agent.
Linklaters’ capital markets partner Hanwen Yu commented:
“We are honoured to have advised on this landmark transaction for our long-standing client. We are pleased to see the continued uptake of digitalisation in the financial markets, and look forward to working with more clients across the region.”
Linklaters’ cross-jurisdictional capital markets team is at the forefront of digital securities issuances in Asia and globally. We have played a leading role in all publicly issued digitally native notes in the Hong Kong SAR market since 2023, including the HKSAR Government’s inaugural tokenised bond governed by Hong Kong law and the world’s first multi-currency digital green bond; HSBC’s issuance of the first digitally native notes listed on HKEX by a HKSAR corporate; and Bank of Communications Hong Kong Branch’s first public offering of digitally native notes by a Chinese bank.
*HSBC Orion refers to the distributed ledger technology (DLT) platform deployed by HSBC to CMU (as platform operator) for the purposes of, among other things, creating and settling DNBs.
