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Milbank LLP advised ION Group and its subsidiary ION Platform Investment Group Limited (“ION Platform”) in connection with its refinancing comprising (i) an exchange offer and consent solicitation across multiple series of existing senior secured notes previously issued by certain of ION Platform’s subsidiaries (the “Exchange Offer and Consent Solicitation”), (ii) a new-money offering of approximately $2.7 billion (equivalent) USD and Euro Senior Secured Notes due 2030 and 2032 (the “New Notes”) and (iii) new senior secured term loan facilities of approximately $4.4 billion (equivalent) USD and Euro Term Loans (the “New Loans”) (the “Refinancing”).
Milbank advised ION Platform on all aspects of the Refinancing.
The Exchange Offer and Consent Solicitation provided eligible holders the opportunity to tender existing notes of approximately $3.1 billion of US dollar-denominated Senior Secured Notes due 2028 and 2029 and €425 million of euro-denominated Senior Secured Notes due 2029 issued by ION Markets, ION Corporates and ION Analytics for new exchange notes issued by ION Platform.
The New Notes comprised an offering of (i) $1.5 billion Senior Secured Notes due 2032, (ii) €500 million Senior Secured Notes due 2030 and (iii) €600 million Senior Secured Notes due 2032. The New Loans comprised a (i) $2.25 billion New Dollar Term Loan and (i) €2.05 billion New Euro Term Loan.
The proceeds of the New Notes and the New Loans were used to refinance in full existing term loans, pay transaction costs associated with the refinancing and as cash on the balance sheet.
The transactions form part of ION Platform’s broader strategic consolidation and refinancing of ION Markets, ION Corporates and ION Analytics into ION Platform.
The transactions aim to strengthen ION Platform’s financial position and create a solid foundation for ongoing growth and value creation. ION Platform is a global technology provider of mission-critical software, data, insights and solutions, serving customers worldwide with its industry-leading banking end-user software, treasury and commodities management software and financial data and analytics products.
Milbank’s advisory work on the Refinancing was led by a combined Corporate Finance and Securities/Global Leverage Finance team across London and New York, including partners Apostolos Gkoutzinis, Benjamin Sayagh, Rebecca Marques and Trevor Truman, and associates Lefteris Dafermos, Edwin Bogert, Manel Mostefaoui, Dimitris Krokos, Wang James, Danielle Valentino, Facundo Gonzales Bustamante, Xiao Chang, Andrew Wells, Andre Seah, Lays Lima Dutra and Aryan Agrawal. New York-based Tax partner Andrew Walker and associate Michelle Song also assisted the team.
