Jill Concannon's practice is focused on corporate finance transactions, with a particular emphasis on high yield debt offerings.
Clients benefit from her experience of representing sponsors and underwriters in connection with international securities offerings. These include a number of award-winning and landmark transactions that were firsts within their respective markets. Jill also has experience of representing clients in senior and bridge acquisition facilities.
Jill's international background, working on major projects for corporates and financial institutions across the globe, enables her to steer clients through the maze of legal issues involved in complex, cross-border transactions.
Combining a thorough understanding of her field with an ability to give clear and pragmatic advice, she has also helped US and international public companies to deal with a range of corporate and securities compliance matters.
International both in approach and experience, Jill is currently based in London, but has also worked in the Firm's Hong Kong office and the US offices of a major New York law firm.
Relevant transactions include advising:
Jill represented Avast, the leading global cybersecurity provider, in connection with its US$816.6 million (£602 million) initial public offering (IPO), the biggest ever software IPO on the London Stock Exchange (LSE).
OCI N.V., 2018
Jill represented the initial purchasers in connection with the Rule 144A/Regulation S debut offering of US$1.15 billion (equivalent) senior secured notes due 2023 by OCI N.V. The Issuer is a global producer and distributor of natural gas-based fertilizers and industrial chemicals based in the Netherlands with significant operations across the US, Europe and the Middle East. The notes, which were issued on April 26, 2018, comprise US$650 million 6.625% senior secured notes due 2023 and €400 million 5.000% senior secured notes due 2023. Jill also represented the dealer manager in relation to a tender offer for OCI N.V.'s convertible bond.
Pinnacle Bidco plc, 2018
Jill represented the initial purchasers in connection with the provision of a £360 million bridge facility to Pinnacle Bidco plc and subsequent issuance of £360 million 6.375% senior secured notes due 2025 by Pinnacle Bidco plc to facilitate the acquisition of UK fitness chain Pure Gym.
Play Communications, 2017
Jill represented Play Communications S.A. (Play) and its shareholders, Novator and Olympia, in connectionwith the €1 billion initial public offering (IPO) of Play on the Warsaw Stock Exchange, which values the company at €4 billion (PLN 16 billion).
Puma Energy, 2017
Jill represented Puma International Financing S.A. in connection with (i) the issuance of the company's 5.125% senior notes due 2024 in an aggregate principal amount of US$600 million (the New Notes) in a Rule 144A/Regulation S offering and (ii) a concurrent tender offer for the company's existing 6.75% notes due 2021. The offering of the New Notes and the tender offer were structured to constitute an intermediated exchange offer so the company could avail itself of certain favorable accounting treatment for the New Notes. The New Notes are guaranteed by Puma Energy Holdings Pte. Ltd. The Puma Energy Group is a leading, globally integrated midstream and downstream oil group. Merrill Lynch International, Société Générale, Australia and New Zealand Banking Group Limited, ING Bank N.V., London Branch, The Standard Bank of South Africa Limited, MUFG Securities Americas Inc. and Natixis Securities Americas LLC acted as initial purchasers and Merrill Lynch International and Société Générale acted as dealer managers in the transactions.
Jill advised Bridgepoint on its £425 million term loan B financing (and £110m undrawn facilities) for the acquisition of Zenith – the largest-ever sterling unitranche financing.
Jill advised the shareholders of Polish mobile telecoms operator P4 Sp. Z o.o., which trades as Play, on Play Topco S.A.’s offering of €500 million senior PIK toggle bites due 2022 and refinancing of its existing senior secured notes.
Advised the initial purchasers on the issue of €300 million senior secured notes due 2023, and the placement agents on the issue of €100 million second lien notes due 2023, in each case issued by N&W Global Vending S.p.A., a portfolio company of Lone Star Funds, to finance Lone Star Funds' acquisition of N&W Global Vending S.p.A.
Jill represented Cabot Credit Management Limited, the largest manager and acquirer of defaulted consumer debt in the UK, on the offering of €310 million Senior Secured Floating Rate Notes, bearing an interest rate equal to three-month EURIBOR plus 5.87% per annum, reset quarterly.
Jill represented Techniplas, LLC, on its US$175 million issue of high yield bonds.
Jill represented Play in a tap issuance involving a high yield bond offering of an additional €125 million of the Issuer's 5.25% Senior Secured Notes due 2019. J.P. Morgan acted as Sole Global Coordinator and Physical Bookrunner.
University of Law, 2015
Jill represented Nomura International, as Initial Purchaser, in connection with the offering by Lake Bridge International of £234.4 million 8.000% senior secured notes due 2020 to finance the acquisition of the University of Law by Global University Systems group.
Jill represented Synthos S.A. on the issuance of its debut US$350 million 4.00% senior notes due 2021, on which BNP Paribas and Deutsche Bank were the joint lead managers.
Helios Towers, 2014
Jill represented Helios Towers Nigeria Limited on the issuance of US$250 million 8.375% guaranteed senior notes due 2019. Bank of America Merrill Lynch acted as the sole bookrunner and lead manager, and FCMB and Standard Bank acted as the co-managers.
Jill represented Play on its groundbreaking, inaugural €870 million and PLN 130 million, dual-tranche high yield bond issue and entry into a new super senior revolving credit facility, as well as Play Topco S.A., the indirect shareholder of Play, on its subsequent €415 million senior PIK toggle notes offering.
Jill represented Cabot Credit Management Limited, in the £105 million bridge financing for its acquisition of Marlin Financial Group Limited (Marlin), which was provided by a syndicate of banks led by J.P. Morgan, and the subsequent consent solicitation in relation to the outstanding high yield notes held by Marlin. Jill further represented Cabot Credit Management Limited in relation to the high yield bond offering of £175 million 6.5% senior secured notes due 2021, the proceeds of which were used to repay all amounts outstanding under its bridge facility and to partially repay amounts outstanding under its senior credit facilities.
"Investor views", October 2015: AFME 10th Annual European High Yield Conference, (panelist)
"Dynamic options: bank vs. bond – the future of European corporate finance?", October 2014: AFME 9th Annual European High Yield Conference, (panelist)
Time for a Change, International Finance Law Review, January 2011, (co-author)