July 15, 2020

Milbank Advises on Senior PIK Toggle Notes Issuance By Ardonagh Midco 2 plc


Milbank LLP represented the initial purchasers of $500 million 11½% / 12¾% senior PIK toggle notes due 2027 issued by Ardonagh Midco 2 plc, a subsidiary of The Ardonagh Group Limited. Milbank also advised the lenders under a new super senior revolving credit facility.

The transaction was the first of its type, a PIK toggle notes offering combined with a unitranche financing, and incorporated a number of innovative features.

The $500 million notes were issued alongside the entry by Ardonagh into a credit facility agreement in respect of a senior secured term loan facility of £1,575 million (equivalent), a senior secured committed capital expenditures multi-currency term loan facility and the super senior revolving credit facility.

The proceeds of the offering, together with the proceeds of the term loan facility, will be used to redeem the group’s existing indebtedness, to fund the acquisitions of Bravo Investments Holdings Limited, Arachas Topco Limited and Bennetts Motorcycling Services Ltd, to pay related fees and expenses, and for general corporate purposes.

Ardonagh is the largest independent insurance broker in the United Kingdom and among the largest globally.

The Milbank team was led by London Leveraged Finance/Capital Markets partners Rebecca Marques and Alexandra Grant, with associates Melanie Probst, Ken Ryan, Philip Anscombe, Francesca Mosely and Anish Mohanty. The team also included New York Tax partner Eschi Rahimi-Laridjani and associate Archan Hazra and London Tax partner Russell Jacobs and associates Steve Quinn and Cosmos Fung.