Shearman & Sterling Advises on DFS Furniture Holdings plc’s £310 Million High-Yield Bond Offering and Refinancing of Existing Notes

Shearman & Sterling has advised private equity firm Advent International Corporation and DFS Furniture Holdings plc on the high yield bond offering of DFS’s £200 million 7⅝% Senior Secured Notes due 2018 and £110 million Senior Secured Floating Rate Notes due 2018.

The firm also advised Advent and DFS in connection with DFS’s tender offer for its outstanding £240 million 9¾% Senior Secured Notes due 2017 (the “existing notes”), the subsequent redemption of any remaining existing notes and the satisfaction and discharge of the indenture governing the existing notes.

Additionally Shearman & Sterling’s lawyers advised Advent and DFS in connection with amending DFS’s multi-currency revolving credit facility. The proceeds of the offering will mainly be used to refinance DFS’s existing notes and to make a payment to DFS’s shareholders.

DFS is the leading retailer of upholstered furniture in the UK, with a network of 92 upholstered furniture stores established and developed over more than 40 years.

The Shearman & Sterling team of lawyers in the firm’s London and Washington, DC offices included capital market partner Apostolos Gkoutzinis and associates Marwa Elborai, Joji Ozawa, and Randy Nahle; finance partner Peter Hayes, associate Chris White and trainee solicitors Amy Crocker-White and Isla Smith; and real estate partner Clare Breeze, counsel Lucy Keeble and associate Rebecca Lee. Partners Craig Gibian andIain Scoon and associates Mary Jo Lang, James Leslie and Jack Prytherch advised on tax aspects of the transaction. Counsel Mehran Massih advised on environmental aspects of the transaction.

This is the second such offering for DFS. The firm also advised Advent and DFS on DFS’s inaugural £240 million high yield bond offering in July 2010.

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