CHICAGO – Jan. 30, 2015 – A multi-office team of attorneys with international law firm Greenberg Traurig, LLP closed a private placement transaction with a Dutch issuer, which included seven traditional U.S. institutional investors and two European institutional investors. The deal closed Dec. 11, 2014, and was valued at 300 million euros in six separate tranches involving currencies of US$, GBP, and euro.
The transaction involved an English law governed note purchase agreement with U.S. institutional investors, based upon the Model Form X Note Purchase Agreement, as well as an English law LMA-form institutional facility agreement with European institutional investors. All local security documentation was governed by Dutch law. The investors, together with lenders under a term facility, revolving facility, and liquidity facility providers, came together to share a common covenants, rights and remedies package through common loan documentation, so as to constitute a “multi-debt platform financing,” allowing for different classes of creditors to join, including through public offerings, private offerings, and bank facilities.
This was a private placement industry first, combining both U.S. and European institutional investors in a single debt origination. Greenberg Traurig was selected to represent the investors over several competing firms primarily due to the strength of its U.S.-based private placement practice, as well as Greenberg Traurig’s ability to represent the European investors out of its London and Amsterdam offices.
The Greenberg Traurig team that worked on the transaction includes Corporate & Securities shareholders Charles Kolin (Chicago); Nathan Limpert (New York); Emma Menzies (London); Wietse de Jong (Amsterdam); and associate Gary Bellingham (London). Other members of the private placement team include shareholders David LaSota (Chicago); Mike Kelly (New York); Dorothee Fischer-Appelt (London); and Godric Shoesmith (London).
This high profile transaction came on the heels of the inaugural Global Private Placement Conference held Nov. 5, 2014, in London. With six attorneys participating, Greenberg Traurig had the largest contingent of attorneys at the conference, demonstrating the depth of Greenberg Traurig’s growing private placement practice. The conference focused on the continued growth and expansion of the U.S. model for institutional debt private placements into Europe and beyond. Greenberg Traurig was one of several sponsors of the conference and Chicago Shareholder Charles Kolin spoke on a panel specifically addressing the effort of bringing more European companies to issue debt in the U.S. private placement industry. The conference was attended by more than 250 participants, including potential issuers, investment banks, insurance companies, and attorneys focused on debt private placements.