Further to advising an ad hoc group of bondholders of Lebara on a contested, coercive share pledge enforcement, which was approved by a Dutch court on 30 July 2019, Kirkland has advised the ad hoc group on the subsequent restructuring of Lebara’s capital structure. Lebara is a telecommunications group that provides services to clients around the world. Lebara provides pay-as-you-go mobile SIM cards; its logo is a common sight in newsagents and other small retail outlets across Western Europe.
The restructuring completed on 9 January 2020. Bondholders exchanged their existing bonds, issued by Vieo B.V., a Dutch entity, for new first lien bonds and tranche A second lien bonds, in each case issued by a new Jersey intermediate holding company (“Midco”). In addition, bondholders were issued warrants, which provide holders with the option of receiving class A share receipts in a new Jersey holding company (“Topco”). Certain bondholders who participated in a backstop arrangement have received tranche B second lien bonds issued by Midco, and class B shares issued by Topco. The new bonds are governed by Norwegian law. Kirkland & Ellis worked closely with BAHR, as Norwegian counsel, and NautaDutilh, as Dutch counsel.
The restructuring required unique solutions to structuring, financing, governance, antitrust and tax issues, which involved teams across multiple practice areas. The Kirkland team was led by restructuring partners Kon Asimacopoulos and Matthew Czyzyk, and associates Ian Clarke, Peter Madden and Arwyn Davies; transactional partner Aprajita Dhundia, and associates James Hunn, Toby Karenowski and Valmir Merkaj; capital markets partners Matthew Merkle and Michael Taufner; debt finance partner Ben Myers and associate Zhen Yang Kua; antitrust & competition partner Thomas Wilson and associate James Parkinson; and tax partner David Irvine and associate Anthony Antioch.