Julian Tucker (pictured) of Allen & Overy led a team advising Japanese investment bank Nomura on the innovative u137m securitisation by brewer Marston, Thompson & Evershed.
Under the deal, Marstons – brewer of Pedigree bitter – sold the majority of its tied pubs to a new company, the Premier Pub Company.
Another new company, Premier Pub Finance, raised the funds for the purchase in the bond market and lent these to the Premier Pub Company, the loan being secured on the cashflows provided by the 539 pubs.
If the securitisation is approved by shareholders, Marstons will recoup more money than it would have received on a trade sale of the pubs.
As a result of the structuring, Marstons will not have to include the Premier Pub Company as a subsidiary in its balance sheet.
Nomura, which acted as lead manager and arranger for the issue, already owns over 4,000 pubs through its Inntrepreneur arm.
Allen & Overy also advised The Law Debenture Trust, the trustee on the financing. Tucker said that the attraction of securitisation work is that “there is no such thing as a repeat – each deal has a novel feature”.
Pinsent Curtis' Birmingham office advised Marstons on property aspects and Linklaters advised on the securitisation.