Ashwin Rajan - Rio Tinto rights issue

Ashwin Rajan studied a combined Bachelor of Commerce (Accounting & Finance) and Bachelor of Laws. He joined Linklaters in September 2008, and began working on the groundbreaking Rio Tinto deal at the start of his second seat.

I’d never experienced the thrill of a milestone transaction before. And I’ll certainly never forget it. Rio Tinto is one of the world’s leading mining and exploration companies – they discover, mine and process many commodities, including aluminium, iron ore, copper, uranium, coal and diamonds.

Linklaters has had a longstanding relationship with Rio Tinto. There has, however, been a marked increase in the breadth of global advice we’ve provided over the last couple of years. This has included advising on a potential strategic investment by Chinalco of $19.5 billion and the year-long defence of a hostile takeover offer from BHP Billiton - the world’s largest mining company. Even in light of this, our latest deal was going to be momentous.

We were to advise Rio Tinto on a $15.2 billion rights issue – a move intended to provide a comprehensive solution to financial concerns in a difficult economic climate. This was not only an extraordinary transaction because it was the largest ever rights issue outside of the financial services sector, nor because it was the first rights issue by a dual-listed company anywhere in the world. What was remarkable was the fact that Rio Tinto would be complementing the rights issue with a proposed iron ore production joint venture with BHP Billiton – the company that, only a year ago, had attempted a hostile takeover of Rio Tinto.

The transaction proved to be a fantastic learning experience. I was able to work with, and watch, professionals from a number of fields, including lawyers, bankers, accountants and the senior management at Rio Tinto. My role was to assist with the preparation of various public documents, while ensuring they were vetted and approved by the United Kingdom Listing Authority (UKLA). The nature of the deal ensured I developed a variety of skills including time and people management, drafting, legal research, transaction management and confidence in client communication. It also highlighted to me how much people are capable of when driven by tight timelines and a combined will to succeed.

The dynamic character of the deal meant that things were constantly changing. However, advising on such an innovative, significant and complex multi-jurisdictional transaction was always going to throw up a variety of challenges – all of which I learnt to overcome. It was a privilege to work on such a significant transaction for both Rio Tinto and Linklaters, not to mention really exciting. Every morning I’d wake up and check the newspapers to read the latest speculation in the press, and that definitely gave me a real sense of satisfaction. After all, I was among the very few who actually knew what was really going on.