Clifford Chance’s London and Madrid offices have advised ONO, the second largest provider of broadband internet, pay television and fixed telephony services in Spain, on the Rule 144A/Reg. S offering of €700 million aggregate principal amount of 8.875% Senior Secured Notes due 2018. The Notes were issued by an independent orphan special purpose vehicle which lent the gross proceeds from the offering to Cableuropa, a wholly-owned subsidiary of ONO, pursuant to a new tranche of Cableuropa’s existing Senior Credit Facility. As part of this innovative structure, the new tranche under the Senior Credit Facility is secured on a pari pasu basis with other loans under the Senior Credit Facility and holders of the Notes indirectly benefit from the same security package as Cableuropa’s other senior lenders.
The offering was announced on October 11 and closed on October 22, 2010. The Notes are governed by New York law and are expected to list on the MTF market of the Luxembourg Stock Exchange.
The transaction represents one of the largest issuances of high yield debt in Europe so far this year. It highlights Clifford Chance’s capabilities in the high yield space and the firm’s ability to assist its clients in meeting their financing goals by providing sophisticated multi-jurisdictional advice.
The Clifford Chance deal team was led by partners John Connolly in London and Carlos Hernandez-Canut in Madrid, assisted by partner Michael Dakin, U.S. counsel Terrence Moloney and associate George S. Georgiev in London and associate Rodrigo Uria in Madrid. Additional support was provided by U.S. tax partner Avrohom Gelber, ERISA counsel Robert Stone and Spanish counsel Carme Briera.
Deutsche Bank, BNP PARIBAS, BofA Merrill Lynch, Crédit Agricole CIB, Santander and Société Générale acted as joint global coordinators on the offering.
