Sidley recently represented GlaxoSmithKline plc (GSK) and various of its subsidiaries in connection with a number of significant financing transactions in preparation for the proposed spin-off of GSK’s Consumer Healthcare business and listing of Haleon plc (the Demerger).
These transactions included Sidley advising GSK on the establishment of US$1.4 billion and £1 billion syndicated revolving credit facilities for the new Consumer Healthcare group and the refinancing of GSK’s existing Sterling and U.S. dollar revolving credit facilities provided by its panel of relationship banks.
Acting as an integrated team with co-counsel Slaughter and May, Sidley also represented GSK in establishing a £10 billion EMTN Programme for the Consumer Healthcare group. GSK subsidiaries GSK Consumer Healthcare Capital NV B.V. and GSK Consumer Healthcare Capital UK plc act as issuers under the programme, with notes issued under the programme being initially guaranteed by GSK, with such guarantee being replaced by a guarantee from Haleon plc on completion of the Demerger.
Immediately following establishment of the programme, Sidley represented the various GSK entities on the issue by GSK Consumer Healthcare Capital NL B.V. of its €850 million 1.250% Notes due March 2026, €750 million 1.750% Notes due March 2030 and €750 million 2.125% Notes due March 2034 and the issue by GSK Consumer Healthcare Capital UK plc of its £400 million 3.375% Notes due March 2038 and £300 million 2.875% Notes due October 2028. The proceeds of such issues will be used for funding the Consumer Healthcare Group and a pre-Demerger dividend payment.
The Sidley team also advised on relating hedging arrangements.
The Sidley team in London was led by David Howe and Benedetta Pacifico from capital markets and Bryan Robson and William Gwyn from debt finance and included Chris Savage, Alistair Gunn, and Chloe Francis (Trainee Solicitor) (Capital Markets); Nils Gravenhorst (Finance); Steve Quinn (Tax); and Hannah Pinkarchevski (Banking and Financial Services).