Stonegate’s £1.7 Billion Senior Secured Notes Offering

Simpson Thacher represented Stonegate Pub Company Financing 2019 plc in the offering.

Stonegate Pub Company Financing 2019 plc, a wholly owned subsidiary of Stonegate Pub Company Limited (“Stonegate”), a TDR portfolio company, executed its Rule 144A/Regulation S offering of £1.7 billion (equivalent) Senior Secured Notes, consisting of £950 million in aggregate principal amount of 8.25% Senior Secured Notes due 2025 and €300 million in aggregate principal amount of Floating Rate Senior Secured Notes due 2025, which closed on July 31, 2020, and a private placement of £500 million in aggregate principal amount of 8% Senior Secured Notes due 2025, which closed on July 13, 2020.

Stonegate used the aggregate proceeds to repay in full the outstanding borrowings under its senior bridge facilities and to prepay in part its senior term facilities. Borrowings under these facilities were used, together with certain other funding, to finance the acquisition by Stonegate of Ei Group plc (“Ei Group”) in March 2020 and to refinance certain indebtedness. With the acquisition of Ei Group, Stonegate is the largest pub company in the United Kingdom based on the number of sites.

The Simpson Thacher team included Nick Shaw, Uma Sud, Surya Bala and John Lim (Capital Markets); Stephen Short, Gert Raig, Sophie Davies and Jia Meng (Credit); and Meredith Jones and Gal Shemer (Tax).

Involved fees earner: Surya Bala – Simpson Thacher & Bartlett; Sophie Davies – Simpson Thacher & Bartlett; Meredith Jones – Simpson Thacher & Bartlett; John Lim – Simpson Thacher & Bartlett; Jia Meng – Simpson Thacher & Bartlett; Gert Raig – Simpson Thacher & Bartlett; Nicholas Shaw – Simpson Thacher & Bartlett; Gal Shemer – Simpson Thacher & Bartlett; Stephen Short – Simpson Thacher & Bartlett; Uma Sud – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: Stonegate Pub Company Financing 2019;