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Practice Experience
Rob Mathews is a partner in the Firm's Banking & Capital Markets group in London and the Regional Section Head for Western Europe, Middle East and Africa (WEMEA). He concentrates on multinational corporate and finance transactions, with particular emphasis on high yield debt offerings. Rob represents investment banks and companies in a wide range of securities and other finance transactions, including cross-border Rule 144A and Regulation S debt and equity offerings and restructurings. In addition, Rob advises clients on U.S. securities law matters and supports our corporate and M&A practice groups across Europe, the Middle East and Asia.
Rob is ranked as a highly recommended high yield practitioner in PLC Which Lawyer? (2011) and has advised on some of the most groundbreaking and high profile high yield transactions across the EMEA region.
Recently, Rob advised the joint bookrunners in connection with Aston Martin’s issuance of senior secured notes, Dar Al-Arkan Real Estate Development Company, on the first ever sukuk high yield issuance from a Saudi corporate, as well as Yüksel İnşaat A.Ş. on the first high yield bond issuance by a Turkish issuer in 15 years. Rob also advised Wind Telecomunicazioni S.p.A.on its €2.7 billion high yield bond issuance, the largest European high yield transaction in 2010, as part of its €6.6 billion refinancing, which was named as a "Global Deal of the Year" by Euromoney (2011).
Examples of 2011 transactions include:
- Represented WIND Telecomunicazioni S.p.A. and Wind Acquisition Finance S.A. in relation to the borrowing of a €500 million bridge loan to finance the acquisition of spectrum frequencies awarded pursuant to a public spectrum auction by the Italian government;
- Represented the Orascom Group in relation to the repayment of Orascom Telecom Finance S.C.A.’s $750 million senior notes due 2014 and the transfer to VimpelCom Ltd of Orascom Telecom Oscar S.A.’s $230 million secured equity linked notes due 2013 pursuant to the purchase by VimpelCom Ltd of the entire issued share capital of WIND Telecom S.p.A.;
- Represented Deutsche Bank AG, Credit Suisse and UBS Limited as joint bookrunners for a new £304 million issuance of Senior Secured Notes by Aston Martin Capital Limited guaranteed by Aston Martin Holdings (UK) Limited and three of its subsidiaries. We also represented concurrently Credit Suisse AG, Deutsche Bank AG and UBS Limited as mandated lead arrangers for a new £30 million Revolving Credit Facility for Aston Martin Holdings (UK) Limited guaranteed by the same subsidiaries. The Aston Martin brand is an internationally recognised luxury sports car brands with a focus on technical automotive performance and a high standard of styling and design;
- Represented Barry Callebaut Services NV and Barry Callebaut AG, the largest manufacturer of cocoa and chocolate products in the world, in a high yield bond offering of €250 million 5.375% Senior Notes due 2021 guaranteed by Barry Callebaut AG and eight of its subsidiaries in five jurisdictions. We also acted concurrently for Barry Callebaut AG on a new €600 million senior revolving credit facility with the same guarantors; and
- Represented Invitel (Magyar Telecom B.V.), the second largest fixed line telecommunications services provider in Hungary, in a tap issuance involving a high yield bond offering of an additional €80 million of the Issuer’s 9.5% Senior Secured Notes due 2016 and concurrent consent and tender offer to repurchase for cash its outstanding €68.9 million Floating Rate Senior Notes due 2013. Credit Suisse acted as Sole Book-Running Lead Manager.
Examples of 2010 transactions include:
- Represented Wind Acquisition Finance S.A. (WAF) and Wind Telecomunicazioni S.p.A., a leading Italian telecommunications operator, on their €6.6 billion refinancing which completed November 26, 2010, comprised of (1) new US$3.9 billion senior credit facilities of WIND Telecomunicazioni and (2) a new €2.7 billion issuance of dual-tranche senior secured bonds by Wind Acquisition Finance S.A. The new US$3.9 billion senior credit facilities of WIND Telecomunicazioni consists of approximately €3.5 billion of term loans and revolving loans of €400 million and the bond offering comprised of €1.75 billion 7.375% Senior Secured Notes and US$1.3 billion 7.25% Senior Secured Notes due 2018, the largest high-yield issue to hit the European markets in 2010;
- Represented Yüksel Insaat A.S., one of the leading international construction companies in Turkey specialising in infrastructure and superstructure construction in Turkey, the Middle East, North Africa, Central Asia and Eastern Europe, in a high yield bond offering of US$200 million 9.50% Senior Notes due 2015. This transaction is the first New York law high yield bond offering from a Turkish issuer in at least 15 years. It is also one of the first direct issuances (rather than a loan participation note structure) by a Turkish corporate following a degree of recent clarity in respect of the Turkish withholding tax position. The five-year senior non-call three notes were marketed outside of the US by BNP Paribas and Standard Chartered Bank as joint lead managers;
- Represented Jefferies, UBS and Wells Fargo, the Joint Book-Running Managers, in connection with a Rule 144A/Regulation S offering by Siemens Enterprise Communications of €200 million 10.75% Senior Secured Notes due 2015 and guaranteed by Enterprise Networks Holdings B.V. and sixteen of its subsidiaries in ten jurisdictions. Siemens Enterprise Communications is a leading global provider of communications-related products and services to enterprises, including businesses, government agencies and other organizations;
- Represented Deutsche Bank AG, London Branch, as Sole Bookrunner, and HSBC Bank plc, as Co-Manager, in relation to the Rule 144A / Regulation S offering of the £150 million 9.50% senior secured notes due 2015 by Pipe Holdings plc, a member of the Polypipe group of companies. The senior secured notes are guaranteed on a senior basis by Pipe Holdings 2 Limited (the "Parent Guarantor") and two operating subsidiaries of Pipe Holdings plc (the "Subsidiary Guarantors"), and are secured by first-priority liens over all or substantially all of the assets of the Parent Guarantor, the Issuer and the Subsidiary Guarantors; and
- Represented Dar Al-Arkan Real Estate Development Company, a real estate developer in Saudi Arabia, in connection with a Regulation S and Rule 144A offering of US$450 million Certificates due 2015. The Certificates have a periodic distribution rate of 10.75% and are listed on the LSE. The Certificates were issued under a Sukuk Al-Wakala structure by a Cayman Islands special purpose company. This was the first ever "high yield" offering of Islamic bonds and also the first Rule 144A offering by a private company in Saudi Arabia.
Examples of 2009 transactions include:
- Representing Wind Telecomunicazioni S.p.A., a leading Italian telecommunications operator, in a €2.7 billion high yield bond offering comprised of a $2 billion aggregate principal amount and €1.25 billion aggregate principal amount of 11.75% Senior Notes due 2017 and the related consent solicitation. The transaction is reported by the "Financial Times" to be the second largest high yield issuance in Europe and is the largest in the European markets since October 2006. The issuance of the new notes followed the successful solicitation of consents from noteholders of outstanding senior notes due 2015 and the successful receipt of consents from senior lenders. Deutsche Bank AG, London Branch, Credit Suisse Securities (Europe) Limited and Banca IMI S.p.A. acted as Joint Global Coordinators on the new high yield issuance;
- Representing UPC Holding B.V. in an exchange offer in which €184.4 million of UPC's existing Senior Notes due 2014 were exchanged for a like amount of the new Senior Notes due 2018 and the second an issuance for cash of €65.6 million aggregate principal amount of additional Senior Notes due 2018. The Senior Notes offered in the exchange offer and the additional Senior Notes offered for cash comprise one series of Senior Notes. J.P. Morgan and Credit Suisse acted as global coordinators and bookrunners for the new high yield bond offering and the exchange offer;
- Representing Invitel Holdings A/S, the successor to Hungarian Telephone and Cable Corp. and its subsidiaries Magyar Telecom B.V. and Invitel Zrt., in connection with the refinancing of Invitel's €165 million Senior Credit Facilities and Magyar Telecom's €100 million Bridge Loan, which was used to finance the Memorex Acquisition in March 2008. In the refinancing, Invitel amended its existing bank credit facilities to provide for €165 million of term and revolving credit facilities in a transaction coordinated by BNP Paribas and Calyon and arranged by BNP Paribas, Calyon and Nordea Bank Danmark;
- Representing Bitė Finance International (Cayman) Ltd., an affiliate of private equity firm Mid-Europa Partners LP, in a third party debt tender offer for any and all outstanding €110 million Senior Subordinated Floating Rate Notes due 2017 (the "Notes") issued by its affiliate, and a portfolio company of Mid-Europa Partners LP, Bitė Finance International B.V. as well as acting for Bitė Finance International B.V. in its simultaneous consent solicitation to strip covenants with respect to, and the collateral securing, the Notes;
- Representing Weather Investments S.p.A. and its subsidiary, Wind Acquisition Holdings Finance S.p.A., in connection with the cash offer to purchase euro- and dollar-denominated PIK Loans guaranteed by WAHF in an aggregate amount of up to €233 million. The offer was made by way of a modified Dutch auction process and was funded by a bridge loan provided by Deutsche Bank; and
- Representing Pakistan Mobile Communications Limited, a majority owned subsidiary of Egyptian-based telecoms provider Orascom Telecom Holding S.A.E., on its 144A / Reg S debt tender offer, the first international liability management transaction for a Pakistani corporate issuer.
Examples of other recent transactions include:
- Representing Bitė Finance International B.V., as issuer, and private equity firm Mid Europa Partners in connection with a €300 million bridge loan to Bitė Finance International B.V. to financing Mid Europa Partners' acquisition of Baltic mobile operator Bitė Group AS from Danish company TDC A/S, and the subsequent refinancing through Bitė Finance International B.V.'s high yield offering of €190 million Senior Secured Floating Rate Notes due 2014 and €110 million Senior Subordinated Floating Rate Notes due 2017;
- Representing Deutsche Bank AG, London Branch as initial purchaser on a high yield offering by Zlomrex International Finance S.A., a finance subsidiary of Zlomrex S.A., a Polish steel company, of €170 million 8 1/2% Senior Secured Notes due 2014;
- Representing Orascom Telecom Holding S.A.E and its finance subsidiary Orascom Telecom Finance S.C.A. in connection with the debut high yield offering of US$750 million 7 7/8% Senior Notes due 2014;
- Representing HTCC and Magyar Telecom B.V., the parent company of Invitel ZRt., the Hungarian fixed-line telecommunications services provider, in connection with the high yield offering of €200 million Floating Rate Senior Notes due 2013 by Magyar Telecom B.V. to fund the acquisition by HTCC of Invitel;
- Representing Cablecom Luxemburg S.C.A. on a high yield offering of €300 million 8% Senior Notes due 2016, which, in the event that Cablecom becomes a subsidiary of UPC Holding B.V. will be assigned to UPC Holding;
- Representing Deutsche Bank AG, London Branch as initial purchaser on a high yield offering by SoftBank Corp. of €500 million 7 3/4% Senior Notes due 2013 and as dealer manager in connection with SoftBank Corp.'s cash tender offer for its outstanding 9 3/8% Senior Notes due 2011;
- Representing Deutsche Bank AG, London Branch, BNP Paribas, Calyon and Société Générale on a high yield offering by Europcar Group S.A. of €300 million Senior Subordinated Secured Floating Rate Notes due 2013 and €250 million of 8.125% Senior Subordinated Unsecured Notes due 2014 to fund in part the purchase of Europcar by Eurazeo S.A.;
- Representing Orascom Telecom Holding S.A.E. and its parent company, Weather Capital S.a r.l., on a comprehensive US$3.575 billion refinancing, including a US$2 billion Senior Secured Credit Facility for Orascom Telecom Holding and a Euro 825 million Exchangeable Bond Offering by Weather Capital Finance, S.A., a newly formed subsidiary of Weather Capital;
- Representing Liberty Global, Inc. on the financing of its acquisition of Cablecom GmbH, including a €550 million split coupon loan facility, a high yield offering by UPC Holding B.V. of €300 million 8 5/8% Senior Notes due 2014 and a change of control backstop commitment; and
- Representing ABN AMRO and Credit Suisse on a hybrid high yield offering of US$200 million 7.875% Notes due 2009 by Sitronics Finance S.A.
Bars and Courts
New York State Bar, 1996
Education
JD, New York University School of Law, 1995 MBA, New York University Leonard N. Stern School of Business, 1992
Publications
Co-author, "Time for a Change," International Finance Law Review, January 2011
Speaking Engagements
Moderator at Euromoney Leveraged Finance European conference, 2011
Languages
English
Citizenship
United States
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