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Dealwatch: US trio’s City teams take lead roles on GHG’s £1.5bn three-year debt restructuring alongside Simmons and CC

Teams at the London offices of Paul Hastings; Weil, Gotshal & Manges, and Milbank, Tweed, Hadley & McCloy all took on key roles in the three-year negotiations over Simmons & Simmons-client General Healthcare Group’s (GHG) £1.5bn debt restructuring.

The original £1.6bn debt, which was secured by 35 private hospitals in the UK, was broken into a £960m senior loan package, which had a large portion securitised, and £660m in junior debt while there was also a swap agreement. The restructure, which closed 29 May after a nearly month long process, saw junior lenders inject new money to repay senior lenders and take over the equity in the deal while part of the long-term swap was unwound with the addition of a super-senior loan tranche.

In the restructure talks, Paul Hastings represented Capita Asset Services which acted on behalf of the senior lenders. Capita was servicer to the £960m senior loans held by a syndicate including two commercial mortgage-backed securitisations (CMBS) known as Theatre Hospitals No 1 and No 2 which saw the firm lead on obtaining approval for the deal from the CMBS noteholders.

The London-based team was led by partner Charles Roberts and included partners Michelle Duncan and Arun Birla. Roberts told Legal Business: ‘It was one of the most unusual closings I’ve seen as a result of the CMBS vote procedure and the steps required for terminating the swap and creating a new term loan from the resulting break cost.’

Roberts added: ‘We’ve been involved in some of the largest deals of this type involving CMBSs, such as Fleet Street 3 and the GRAND CMBS, this was the most complex one we’ve ever seen by far and it was interesting to be involved in the process.’

The junior lenders, which included private equity house KKR, on the deal were represented by a team at Milbank led by European financial restructuring practice chief Nick Angel and included partner Peter Newman.

Weil Gotshal led for Barclays which was a counter-party to a swap with GHG as well as heavily involved in the securitisations and other senior loans. Its team was led by City restructuring partner Adam Plainer and structured finance specialist Jacky Kelly but also included finance partner Brian Maher, litigator Jamie Maples, and head of London real estate Rupert Jones.

Sidley Austin acted for the other main swap counter-party Dresdner bank – now part of Commerzbank – while Clifford Chance led for the two further counter-parties Bank of Scotland and Mizuho with a team including finance partner Jessica Littlewood. Simmons took on the role advising GHG with a team comprising partners Peter Manning and Richard Cook, though this was limited as GHG decided not to lead the restructure negotiations.