Global law firm White & Case LLP advised a consortium of banks, with Unicredit Bank AG, London branch as agent, in connection with the refinancing of a portion of Xella International S.A.'s (Xella) outstanding indebtedness. Xella is a leading European multi-brand manufacturer of wall-building materials and premium dry lining products and a leading European lime producer.
The refinancing is structured as the offering of €300 million aggregate principal amount of Senior Secured Notes due 2018 by Xefin Lux S.C.A. (the Issuer), a financing vehicle established for this purpose with the Notes proceeds being used to fund a new facility under Xella's existing Senior Facilities Agreement. The Issuer acts as new lender of Xella's senior secured facilities thereby giving the Notes the indirect benefit of Xella's payment obligations under the Senior Facilities Agreement and related security. The newly implemented facility is used to refinance an aggregate principal amount of €250 million under Xella's existing senior credit facilities and €50 million of other outstanding indebtedness.
White & Case advised the banks on all aspects in relation to the Senior Facilities Agreement, including the structuring of the transaction, the intercreditor relations and the security package. In addition, White & Case advised as local counsel on the issuance of the Notes, as well as counsel to the notes trustee.
"The so-called OrphanCo structure by which a bond is rolled into an existing financing and security package is a new trend in the German high yield bond market. Due to our strong high yield bond expertise both in London and Germany, we were best placed to enable Xella and its consortium to effect the partial refinancing in a very efficient way within a minimal timeframe", said White & Case partner Leїla Röder.
The White & Case team comprised partner Leїla Röder and local partner Sabine Schomaker (joint lead), counsel Britta Elsner-Gündel and associates Philipp Jentzmik and Malka Resnicoff (Bank Finance). They were supported by partners Annica Lindegren (Bank Finance), local partners Jörg Liesenfeld (Capital Markets) and Sylvia Fiebig (Insolvency) and counsels Sabine Dieckmann (Litigation) and Alexander Born (Tax), in addition to White & Case lawyers in Bratislava, Budapest, Paris, Prague and Warsaw. London partner Kevin Ng (Capital Markets) advised the notes trustee.
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