Technicolor in $1.1 Billion Cross-Border Debt Refinancing and Liability Management Transaction

Cleary Gottlieb acted as U.S., English, French and international counsel to J.P. Morgan, Goldman Sachs and Morgan Stanley, as arrangers, initial lenders, dealer managers and solicitation agents in connection with the refinancing of Technicolor S.A.’s outstanding senior secured debt and a related liability management transaction. The deal closed on July 11.

As part of the transaction, Technicolor launched a consent solicitation to modify certain terms of its existing bank and bond debt and to obtain consents necessary to implement the refinancing transaction. Concurrently with the consent solicitation, Tech Finance & Co S.C.A., an independent, special-purpose vehicle, launched separate offers to purchase, pursuant to which Tech Finance acquired an aggregate principal amount of US$1.1 billion of Technicolor’s outstanding senior debt. Tech Finance funded the purchase of this existing debt mainly through the proceeds of a new term loan facility, which consisted of a US$830 million tranche and a €200 million tranche. (A high yield bond offering was also launched but did not complete due to market conditions.) As part of the overall refinancing transaction, Thomson Licensing SAS, an indirect subsidiary of Technicolor, entered into a €100 million revolving credit facility with the three banks.

Technicolor S.A. is a worldwide technology leader in the media and entertainment sector, listed on Euronext Paris. Cleary Gottlieb advised the underwriters in two privatization offerings involving its predecessor company Thomson Multimedia in 1999 and 2000 and in rights offerings by the company in 2010 as it emerged from a pre-packaged bankruptcy and in 2012 in connection with the acquisition of a substantial stake in the company by a strategic investor.