Bio
Dean is a Counsel within the Corporate department in the Cayman Islands and global co-head of SPACs.
Dean advises on a wide variety of corporate, securities and finance transactions with a particular focus on equity offerings (including special purpose acquisition company (SPAC) offerings), mergers and acquisitions (including public M&A, take privates and SPAC M&A), corporate restructurings and derivatives, structured products and repurchase and securities lending transactions. Dean has co-authored the Legal 500 M&A Country Comparative Guide (Cayman Islands Chapter) for 2018, 2019 and 2020 and the inaugural Mondaq M&A Comparative Guide (Cayman Islands Chapter) for 2021.
Dean is experienced with ISDA and other industry standard trading and collateral documentation and regularly advises on netting, collateral and insolvency issues.
Dean is a member of Appleby Cayman’s corporate restructuring, distressed debt and special situations team with significant experience advising corporate trustees and creditors on debt defaults, restructurings, schemes of arrangement and enforcements.
Prior to joining Appleby, Dean was an Associate in the Structured Capital Markets team at Baker & McKenzie LLP in London, where he worked in the areas of capital markets, derivatives, financial regulation and structured finance. Dean also spent six months in Baker & McKenzie’s Moscow office working on a wide range of corporate and finance transactions across the CIS region. During his time at his previous law firm, Dean co-authored several articles and presented on derivatives regulation, clearing and regulatory capital.
REPRESENTATIVE DEALS AND EXPERIENCE
Equity Offerings
- Representing multiple SPAC issuers with listings on the New York Stock Exchange and NASDAQ
Mergers & Acquisitions
- Representing Alussa Energy Acquisition Corp. on its $1.4 billion de-SPAC business combination with FREYR AS
- Representing a large corporate on the US$4 billion disposal of its power and infrastructure assets to a private equity house
- Representing the purchaser on the take private of an AIM listed Cayman Islands company
- Representing a Canadian listed mining company on its US$700 million business combination with a TSX listed Cayman Islands company
- Representing an oil major on its US$1.6 billion acquisition of oilfield and pipeline assets
Derivatives & Finance
- Advising US prime broker on its prime brokerage, repo and securities lending arrangements with Cayman Islands hedge fund clients including consideration of cross-collateralisation and set-off issues
- Representing a leading global investment bank on establishing an innovative collateralised intermediated swap arrangement with a large fund
- Providing netting opinions to a leading US bank covering transactions entered into with a Cayman LLC under its prime brokerage agreement, the New York and English law ISDA Master Agreement and credit support documentation and the Master Repurchase Agreement
- Advising US prime broker on the enforceability of its set-off arrangements under its OTC derivatives and futures trading agreements
- Regularly representing leading US and European financial institutions in connection with their OTC derivative transactions entered into with Cayman counterparties
- Regularly advising leading US financial institution on subscription finance and margin loan facilities with private equity borrowers
- Representing large US corporate group in connection with an internal reorganisation and restructuring of its Cayman entities
Representative experience (prior to joining Appleby):
- Representing a leading corporate trustee as convertible bond trustee in connection with a UK scheme of arrangement of a LSE listed issuer
- Representing a leading corporate trustee as security and note trustee in connection with a payment default and acceleration and enforcement of a secured loan participation note issuance involving oil assets located in Azerbaijan held through offshore structure
- Representing the trustees of a large UK pension scheme on a collateralised longevity swap transaction using a hybrid insurance/reinsurance structure with direct payments and collateral transfers between the scheme and reinsurer
- Representing US fund manager on the establishment of a UCITS regulated fund to invest in OTC derivatives and FX forwards and on UCITS regulation
- Representing a European Rating Agency on the development of its UK covered bonds rating framework
- Representing two leading European banks on hedging of interest rates in respect to a secured GBP400 million real estate finance loan facility
EDUCATION:
University of Kent (England), Bachelor of Laws (LLB), First Class Honours.
