Shearman & Sterling Advises Salt on Consent Solicitation, Tender Offer and Solicitation and CHF 687 Million High Yield Bond Offering
Shearman & Sterling advised Salt, a subsidiary of Matterhorn Telecom (the “Senior Secured Notes Issuer”) and Matterhorn Telecom Holding (the “Senior Notes Issuer", together with the Senior Secured Notes Issuer, the “Issuers”), on (i) the consent solicitation for certain amendments to the existing indentures, (ii) the Senior Secured Notes Issuer’s offer to purchase and solicitation of its outstanding floating rate senior secured notes due 2022, and (iii) the combined offering by the Issuers of CHF 687 million (equivalent) aggregate principal amount of new floating rate senior secured notes due 2023 and additional senior notes due 2023.
The offering, which was conducted pursuant to Rule 144A and Regulation S under the US Securities Act, closed on March 16, 2017. The senior secured notes are guaranteed on a senior secured basis by the Senior Notes Issuer, Salt Mobile and Salt Network. The senior notes are guaranteed on a senior subordinated basis by the Senior Secured Notes Issuer, Salt Mobile and Salt Network. The proceeds from the offering, together with cash on balance sheet, will be used to make a distribution to the Matterhorn group’s shareholder, to repurchase and/or redeem the floating rate senior secured notes due 2022, and to pay certain fees and expenses relating to the consent solicitation, tender offer and solicitation and offering.
Salt is one of the leading nationwide mobile network operators in Switzerland focused primarily on offering mobile voice, SMS and data and customer care products and services to post-paid residential customers, small and medium-sized enterprises and small office/home office business customers.
The Shearman & Sterling team included partner Kristen Garry (Washington, DC-Tax); counsel Jackson Lam (London-Finance); and associates Arthur Ravignon, Saif Alaqili, Elena Dzhurova (all London-Capital Markets), Ellaine Gelman (London-Finance) and Devon Yamauchi (Washington, DC-Tax).