Ropes & Gray Advises on Financing of €7.4 Billion Cross Border Acquisition

February 6, 2015

Ropes & Gray advised longstanding client Altice S.A. (Altice) on the financing for the acquisition by Altice of PT Portugal SGPS, S.A. and certain other entities that make up the Portugal Telecom Group, a leading provider of integrated telecommunication services to residential and corporate customers in Portugal from Oi S.A.

Altice has agreed to acquire the Portugal Telecom Group for an enterprise value of €7.4 billion on a debt and cash free basis, as adjusted for certain post retirement benefit obligations and certain other purchase price adjustments. The high yield portion of the financing consisted of €2.1 billion (equivalent) of senior notes issued by Altice S.A., €2.3 billion (equivalent) of senior secured notes issued by Altice Financing S.A., and $385 million of senior notes issued by Altice Finco S.A. In addition, Altice Financing S.A. borrowed €841 million (equivalent) under its new Term Loan B facility and entered into a €330 million super-senior revolving credit facility. This transaction is the latest financing led by Ropes & Gray for Altice, following on the heels of the Orange Dominicana/Tricom acquisition in 2013, and the initial public offering of Altice and the Numericable/SFR acquisition in 2014.

A multinational cable and telecommunications company, Altice provides cable based services and mobile telephony to both residential and corporate customers in France (through the Numericable Group), certain other countries in Western Europe, Israel, Dominican Republic and certain French Overseas Territories.

The Ropes & Gray team advised on all areas of the financing and was led by London finance partner Michael Kazakevich, New York finance partner Alexander Zeltser and associates Ana Biloglav, Aditya Khanna (London). The hedging aspects of the financing were led by London counsel Anna Lawry.