Jones Day has advised Artemis Securitisation S.A., an entity established by Achilles Trust, in the acquisition of a portfolio of non-performing loans from Attica Bank S.A., with an outstanding balance of approximately €1.3 billion
In particular, pursuant to Law 3156/2003, the Bank transferred a portfolio of defaulted loans (of an amount of approx. € 1,331.2 million) to a special purpose vehicle (SPV) under the name ARTEMIS SECURITISATION S.A. based in Luxembourg.
In parallel, the SPV issued and transferred to the Bank a Class A bond of nominal value of Euro 525 million (Senior Note) and a Class B bond of nominal value Euro 806.2 million (Junior Note); the two bonds derive from the securitization of the above loan portfolio, in accordance with the provisions of Law 3156/2003, and are secured by a legal pledge on the loan portfolio.
Simultaneously, ARTEMIS SECURITISATION S.A. has assigned the management of this portfolio for 10 years to the company “THEA ARTEMIS – SOCIETE ANONYME FOR MANAGEMENT OF LOANS AND APPROPRIATIONS”, which has been established by the Bank according to the provisions of Law 4354/2015, with the Bank maintaining the management of the loan portfolio for an interim period of 3 months, with the possibility of an extension for the same amount of time.
Furthermore, the Bank has agreed, subject to statutory approval by the Bank of Greece and under terms and conditions customary in such transactions, to transfer to a company belonging to the preferred Investor selected through an open tender, namely Aldridge EDC Specialty Finance: a. 80% of the shares of “THEA ARTEMIS – SOCIETE ANONYME FOR MANAGEMENT OF LOANS AND APPROPRIATIONS” at their nominal value, and b. the above Junior Note derived from the securitization for an amount of € 70 million, payable within one month from signing.
Upon completion of the aforementioned transaction, which, based on its terms, constitutes a true sale of a non-performing loans portfolio, the Bank may de-recognize these assets and recognize a profit of € 70 million which will be counted as TIER 1 in its capital and will fully cover the capitalization of the adverse scenario of the 2015 share capital increase.
Jones Day has advised Artemis on the deal with a team led by Raymond McKeeve (picture) and Edwin Borrini.
Law Firms: Jones Day;
Clients: Artemis Securitisation S.A.;