Ropes & Gray Represents Liberty Global Inc. on Financing for €3.1 Billion Acquisition of Kabel Baden-Wuerttemberg
Transaction Increases Liberty Global Inc. Presence in Europe's Largest Economy
Ropes & Gray has represented Liberty Global Inc. in connection with the financing for its approximate €3.16 billion (US$4.48 billion) acquisition of Germany's third-largest cable TV operator Kabel BW Erste Beteiligungs GmbH (“KBW”), from Swedish private equity group EQT Partners AB. The transaction brings together Germany's second- and third-largest cable companies. The deal is subject to regulatory approval and is expected to close in the second half of 2011.
The Ropes & Gray team was led by London high yield partner Jane Rogers with support from partner Mike Goetz; and London associates Michael Kazakevich, Robert Haak, Dave Burley and Eric Issadore.
“Working with Liberty Global Inc. allows for creative thinking,” said Ms. Rogers. “This deal is yet another example of this. We worked with them to implement an innovative structure and execution. Liberty didn’t take the traditional bridge-to-bond route and still provided maximum certainty of execution to all parties while reducing risk and costs.”
“It’s testament to the team we have built in London that we are able to assist Liberty Global in yet another jumbo telecom-financing acquisition,” said Ms. Rogers. “With a completely London-based team, we are able to provide a fully integrated finance offering, which is what large, sophisticated clients such as Liberty Global want and need.” Ropes & Gray advised on the high yield offering and the related super senior loan and security arrangements. Credit Suisse, Deutsche Bank and JP Morgan led the financing, represented by Allen & Overy, Latham & Watkins and Shearman & Sterling.
The KBW deal continues the successful partnership between Ropes & Gray and cable giant Liberty Global Inc. and follows the €3.5 billion acquisition of German cable company Unitymedia in late 2009.
The firm’s London office has handled recent high-profile transactions, including representing:
- Telenet Finance III Luxembourg S.C.A. and Telenet Group Holding N.V. on the issuance of €300 million 6⅝% senior secured notes due 2021, the proceeds of which were used to fund a new loan under the Telenet senior credit facility. Joint lead and book-running managers on the deal were Credit Suisse, J.P. Morgan, BNP Paribas, BofA Merrill Lynch, The Royal Bank of Scotland, and Société Générale. The deal closed on Feb. 15, 2011;
- UPCB III Finance Limited and UPC Holding B.V. on the issuance of US$1 billion 6⅝% senior secured notes due 2020, the proceeds of which were used to fund a new loan under the UPC senior credit facility. Sole physical bookrunner on the deal was BofA Merrill Lynch. Joint bookrunners were Citi, Credit Suisse, Deutsche Bank, J.P. Morgan, and The Royal Bank of Scotland. The deal closed on Feb. 16, 2011;
- UPCB II Finance Limited and UPC Holding B.V. on the issuance of €750 million 6⅜% senior secured notes due 2020, the proceeds of which were used to fund a new loan under the UPC senior credit facility. Joint bookrunners on the deal were Credit Suisse, BNP Paribas, Barclays Capital, Citi, Crédit Agricole CIB, Deutsche Bank, ING, Morgan Stanley, and The Royal Bank of Scotland. The deal closed on Jan. 31, 2011;
- Sankaty Advisors and GoldenTree Asset Management, as Euro note purchasers in connection with the issuance of €110 million eight-year senior secured notes that will refinance the debts of the world's largest specialty alumina products producer Almatis, resulting in the company's exit from bankruptcy;
- TPG Capital on its US$3 billion acquisition of J.Crew Group, Inc. and its US$1.6 billion acquisition of Ontex N.V.; and
- Berkshire Partner’s US$1.1 billion acquisition of Skillsoft plc.
Ropes & Gray, a global law firm with more than 1,000 lawyers and professionals, has been recognized as having one of the world’s leading private equity practices. The opening of Ropes & Gray’s London office marked the firm’s fourth move into key geographic markets in the past two years, following openings in Tokyo, Hong Kong and Chicago, which allows the firm to serve clients from bases in major world private equity and finance centers and to provide global execution of transactions.