KKR’s €335 Million Acquisition Offer Of Shares Of Telepizza

Simpson Thacher represented Citigroup, Barclays, Mizuho and Banco Santander in the acquisition financing for KKR’s bid for Telepizza Group, S.A. (“Telepizza”).

The financing included the issuance of €335 million 6.25% Senior Secured Notes due 2026 (“Notes”), a senior secured bridge facility and a revolving credit facility.

The amounts drawn under the bridge facility will be used to acquire the ordinary shares of Telepizza. Pending consummation of the acquisition and certain other conditions, the proceeds of the Notes will be deposited into an escrow account. Upon release from escrow, the proceeds will be used to repay the amounts outstanding under the bridge facility and to repay certain existing indebtedness of Telepizza and its subsidiaries.

Telepizza is the largest non-U.S. based pizza delivery company, operating through a vertically integrated network of owned and master franchised stores in 39 countries, with Iberia and Latin America being their two hubs. In December 2018, Telepizza entered into a master franchise alliance with Pizza Hut International LLC (a subsidiary of Yum! Brands Inc.), which is expected to result in doubling of Telepizza’s store portfolio, expansion of their addressable market and increased brand recognition.

The Simpson Thacher team included Nicholas J. Shaw (Picture), Gil J. Strauss, Carol Daniel, Srishti Gupta and John Loubriel (Capital Markets); Sinead O’Shea, Shahpur Kabraji, Katie Geraghty and Andrew Paisley (Credit); and Meredith Jones, William Smolinski and Kelli Rivers (Tax).

Involved fees earner: Carol Daniel – Simpson Thacher & Bartlett; Katie Geraghty – Simpson Thacher & Bartlett; Srishti Gupta – Simpson Thacher & Bartlett; Meredith Jones – Simpson Thacher & Bartlett; Shahpur Kabraji – Simpson Thacher & Bartlett; John Loubriel – Simpson Thacher & Bartlett; Sinead O’Shea – Simpson Thacher & Bartlett; Andrew Paisley – Simpson Thacher & Bartlett; Kelli Rivers – Simpson Thacher & Bartlett; Nicholas Shaw – Simpson Thacher & Bartlett; William Smolinski – Simpson Thacher & Bartlett; Gil Strauss – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: Banco Santander Sa; Barclays Bank; Citigroup Inc.; Mizuho;