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Brian Dearing is an associate in the Firm's Capital Markets Group in London.
His experience includes representing investment banks and companies in connection with SEC reporting requirements, corporate governance matters and securities transactions, including high yield bond offerings, and other Rule 144A and Regulation S debt offerings.
Advised BNP Paribas, UniCredit Bank, Banka Akros - Gruppo Banco BPM and Banca IMI, as Initial Purchasers, on US federal, NY State and Italian law aspects of the issuance of €325 million 6.00 percent senior notes due 2023 by Cooperativa Muratori & Cementisti - C.M.C. di Ravenna Società Cooperativa, issued pursuant to Rule 144A and Regulation S under the Securities Act.
Represented Wind Tre S.p.A. on its €7.3 billion issuance of high yield senior secured notes, in a combination of euro-denominated fixed and floating rate notes and dollar-denominated fixed rate notes, issued pursuant to Rule 144A and Regulation S, and on a new €3.4 billion senior facilities agreement consisting of a €3 billion amortizing term loan and a €400 million revolving credit facility.
Represented Svenska Handelsbanken AB (publ) on the update of its $20 billion U.S. Medium-Term Note Program and subsequent issuance of $1 billion 1.95% Notes and $500 million Floating Rate Notes under the program.
Advised Play Communications S.A., as Issuer, and its shareholders in connection with Play Communications S.A.'s initial public offering on the Warsaw Stock Exchange. The IPO valued the company at €4 billion (PLN 16 billion). Play shares were listed on July 27, 2017. Upon issuance, it was the largest ever non-privatisation IPO of a Polish company, the largest IPO in the telecommunications sector in Europe since June 2015, and one of the five largest ever Polish IPOs.
Advised the Initial Purchasers, on the Rule 144A/Regulation S $1,350 million offering comprised of $600 million 4.875% Senior Notes due 2024 and $750 million 5.500% Senior Notes due 2027 by Wynn Macau, Limited.
Advised BNP Paribas, UniCredit Bank, Banka Akros - Gruppo Banco BPM and Banca IMI, as Initial Purchasers, on US federal, NY State and Italian law aspects of the issuance of €250 million 6.875 percent senior notes due 2022 by Cooperativa Muratori & Cementisti - C.M.C. di Ravenna Società Cooperativa, issued pursuant to Rule 144A and Regulation S under the Securities Act.
Advised global private equity firm Rhône Capital LLC on its US$150 million preferred equity investment, through affiliated investment funds, in VistaJet.
Represented Barclays Bank PLC and RBC Capital Markets, LLC as joint global coordinators and joint bookrunners and BMO Capital Markets Corp. as a joint bookrunner, on the Rule 144A/Regulation S offering of US$650,000,000 7.25 per cent. senior secured second lien notes due 2022 by Petra Diamonds.
Advised Bridgepoint on its £425 million term loan B financing (and £110 million undrawn facilities) for the acquisition of Zenith – the largest ever Sterling unitranche financing.
Advised IHS Netherlands Holdco B.V. on its issue of US$800 million senior notes due 2021. The issuer is a leading operator of telecommunications towers in Nigeria. The offering was made in conjunction with a tender offer for existing notes issued by a subsidiary of the issuer.
Advised Parques Reunidos Servicios Centrales, S.A., in connection with its €525 million initial public offering and listing on the Spanish Stock Exchanges.
Advised the Republic of Poland on its issuance of a US$1.75 billion ten-year benchmark bond. The offering was registered with the United States Securities and Exchange Commission under Poland's shelf registration statement.
Overview: Company, Insolvency, and Receivership Law, Cambridge Journal of International and Comparative Law, 2015