Global legal practice Norton Rose Fulbright has advised J.P. Morgan and Bank of America Merill Lynch as global coordinators on EUR 900 million high-yield bond offering of P4 Sp. z o.o. (Polish Mobile Network Operator MNO operating under the ”PLAY” brand). The funds raised were used for refinancing PLAY’s existing funding arrangements and distribution to PLAY’s shareholders. The debt offering comprised EUR 600 million fixed rate senior secured notes due in 2019, PLN 130 million (EUR 30 million) floating rate senior secured notes due in 2019 and EUR 270 million fixed rate senior notes due in 2019.
The transaction also involved a PLN 400 million revolving credit facility granted to PLAY by Bank Zachodni WBK S.A. (Santander Group) and Alior Bank.
The transaction is one of the largest ever EUR denominated high-yield bond offerings made by a company based in Central and Eastern Europe.
PLAY is one of the leading Polish MNOs with over 10 million subscribers. In the last five years PLAY has added to its subscriber base more mobile subscribers than any other operator in the European Union. PLAY provides mobile voice, messaging and data offerings and services to consumers and businesses (in particular to small office / home office subscribers and small / medium enterprises on a contract and prepaid basis). In November 2013 PLAY was the second MNO in Poland to launch its 4G LTE network.
Grzegorz Dyczkowski, partner in the Warsaw office of Norton Rose Fulbright, commented:
“The issuance of high-yield bonds by PLAY is one of the most significant transactions in the Polish and European debt securities market in recent years. Polish companies are with increasing frequency seeking financing from the international capital markets in addition to or in place of bank financing. We are very pleased that we have, in cooperation with our clients, PLAY Group and other advisers, brought this transaction to a close within an extremely short timeframe and at a price very advantageous to PLAY.
“This is one of a number of complex debt financing transactions we have advised on in the Technology and Innovation sector in Poland and follows the financing of the acquisition of Polkomtel by entities controlled by Zygmunt Solorz-Żak in 2011 which combined financing arrangements in the form of bank credit facilities, the issuance of high-yield bonds and payment-in-kind, and the partial refinancing of Polkomtel’s debt in 2013, which Norton Rose Fulbright advised the arrangers on.”
The Warsaw team was led by Grzegorz Dyczkowski and Piotr Strawa, assisted by Tomasz Rogalski, Marta Kawecka, Krzysztof Gorzelak, Agnieszka Braciszewska, Joanna Braciszewska-Szarapa, Jan Grochowicz, Michał Błaszkiewicz, Adrian Koziński, Konrad Leszko, Daniel Popek and Aneta Janecka.
Latham & Watkins acted as English and New York legal counsel to the global coordinators. PLAY was advised by White & Case.
Mandated lead arrangers and agent under the revolving credit facility were advised by CMS Cameron McKenna.
Citibank, N.A., London Branch acted as security agent and was advised by Reed Smith.
