Allen & Overy advised the co-ordinating bank and lead arranger, Banque Nationale de Paris, and facility agent and lead arranger Credit Agricole Indosuez on their new mandate to arrange a £4.3bn multi-currency revolving credit facility for French industrial gases group, Air Liquide SA. The credit facility will be used by Air Liquide to finance its portion of the joint bid with US company Chemicals Inc for the UK industrial gases group, BOC Group.
The Allen & Overy team was led by banking partner Stephen Kensell, assisted by associate Nicholas Clark and trainee David Sanders in London and partners Peter Hockless, and Luc Rentmeesters and assistant Christophe Jacquemin in Paris. Freshfields partner David Ereira advised the borrowers, assisted by manager of the finance group Nick Gamble.
Norton Rose advised the underwriters, Chase Manhattan Bank, Bankers Trust Company and Citibank NA, on senior secured credit facilities totalling £630m for Premier Financing, HMTF Furniture and HMTF Poultry to finance the £920m acquisition of Hillsdown Holdings and the refinancing of its existing debt.
The acquisition was made by way of a scheme of arrangement rather than a conventional takeover offer. Immediately after the acquisition, the Hillsdown group was demerged into three stand-alone businesses reflecting the three principal operating divisions of the group. Separate credit facilities were made available to each business. Deutsche Bank and Chase Securities acted as joint book-running managers. Schroders & Co and Morgan Stanley Dean Witter acted as co-managers in respect of an issue of £75m and £125m high-yield debt.
The Norton Rose team was led by partner Tim Polglase, assisted by solicitors Robin Harvey, Kate Armstrong, Miko Bradford, Lesley Wan and trainee solicitor Christopher Newby. Specialist advice was provided by partner Martin Scott and solicitors Joanne Wallace (corporate) and Sally O'Brien (environmental), partners Peter Burrows (property) and Dominic Stuttaford (tax).
The equity investor, Hicks Muse Tate & Furst, was advised by a Weil Gotshal & Manges team comprising partners Mike Francies, James Chesterman and Emma Webster, and associates Bill Hutchings and Magdalene Bayim-Adomako. The managers of the high-yield issue were advised by Bill Gannett and Kevin Muzilla of Cahill Gordon & Reindel. The senior secured credit facilities were arranged by Chase Manhattan, Deutsche Bank, Alex Brown Incorporated and Salomon Brothers International.
It was not just the legal mechanics that made this deal special, Norton Rose's Polglase says: “As far as I'm aware, this was the first deal in which two venture capitalists actually bid against each other in a public market.” The unsuccessful bid was launched by Candover.
Freshfields acted for the arrangers of the £473.3m commercial bank facilities that funded the Portuguese Northern Toll Road Concession.
The sponsors of the project comprise a number of Portuguese-based contractors led by Mota & Companhia. The arrangers of the bank debt were led by Banco Espirito Santo.
The project is the largest non-recourse financing of a European toll road to date, having a project cost (including financing costs during construction) of £846m.
The deal involved the taking over of a 24 km stretch of road and the construction of 146 km of new road.
Given the size and complexity of the project, it will “undoubtedly be a benchmark for future infrastructure projects in Portugal”, says partner David Winfield, who led the Freshfields team. He was assisted by managers in finance Fleur Cass, Isabel Parker and Gil White, and trainee solicitor Alastair Vere Nicoll. Ashurst Morris Crisp, led by partner John May, assisted by solicitors Steve Harris and Louisa Cilenti, acted as English law advisers to the sponsors.
Lovell White Durrant acted for Bank of Scotland, the agent and sole underwriter for senior and mezzanine facilities made available to DMWSL 280 Ltd of the PHS Group. The total bank debt of £142m has since been successfully syndicated to 12 other banks.
DMWSL 280 is ultimately owned by various Charterhouse funds, while PHS Group is a leading UK provider of washroom services to a wide range of commercial, retail and industrial premises throughout the UK. PHS Group's vendors included various Electra funds which had previously acquired the PHS Group in an institutional buyout in 1995.
Lovell White Durrant partner John Penson was assisted by solicitors Derek Hayward, Paul Mullen and Ian Drake. Partner Alison Hampton handled the corporate issues and partner Louise Moore, assisted by solicitor Elizabeth Hattan, advised on environmental matters. Solicitor Katherine Watts dealt with the property side.
Dickson Minto partner Michael Barron, assisted by Fiona Walls, acted for Charterhouse and the borrower. Partner Stephen Barnard, assisted by solicitor Julia Pike, junior assisant solicitor Gabriela Narozny and trainee solicor Jai Diwnanji, acted for the vendors on behalf of Herbert Smith.