Simpson Thacher represented the initial purchasers, led by BNP Paribas, in a Rule 144A/Regulation S offering of US$540 million aggregate principal amount of 11.500% Senior Notes due 2029 by AAG FH UK plc and Global Auto Holdings plc, both subsidiaries of Global Auto Holdings (Topco) Limited (together, “Global Auto Holdings”).
Concurrently, the Firm also represented BNP Paribas, as lead arranger, in connection with a new US$550 million senior secured term loan “A” facility (“US Term Loan”) under Global Auto Holdings’ existing credit facility. Proceeds from the financing were used to fund the acquisition of K.W. Bruun A/S and K.W. Bruun NxT A/S (together, “KWB”), pay related transaction expenses and for general corporate purposes.
Global Auto Holdings, operating in North America through Alpha Auto Group and in the United Kingdom through Lookers Limited, is the largest Canadian-based auto retail group. After giving effect to the proposed acquisition of KWB, Global Auto Holdings will own 172 franchise dealerships, representing 47 of the world's top original equipment manufacturing brands. In September 2024, GAHL announced it had entered into a definitive agreement for the proposed acquisition of KWB, one of the largest Automotive Distributors in the Nordics with operations focused across Denmark and Sweden, including 211 dealer outlets.
The Simpson Thacher team included John C. Ericson, John O’Connell, Tony Rim, Julie Ledermann, Benjamin Pittenger, Kelly Johnson and Jacob Broz (Capital Markets); Jessica Tuchinsky, Kyle Nelson, Sungjoo Ahn and Zach Benaharon (Credit – New York); Antti Pesonen, Matt Hope and Kwasi Mills-Bampoe (Credit – London); Clare Gaskell, Deborah Harris and Laura Harris (Corporate – London); Michael Mann and Paul Jansch (Tax – New York); Caleb McConnell and Sefia Jivraj (Tax – London); Jeanne Annarumma and Pasco Struhs (Executive Compensation and Employee Benefits); Lori Lesser and Chandler Gerard-Reimer (Intellectual Property); and Jennie Getsin (Blue Sky).