Banking & Finance

Koutalidis Law Firm is established in the market as one of the leading Greek law firms in the field of Banking & Finance, being present in key, as well as complex transactions in all areas of Financial Law, ranging from the traditional Banking & Finance transactions to leveraged buy-outs, bank recapitalizations, NPL portfolio sales and other securitizations, as well as sovereign and corporate debt restructuring.

With an experience spanning for more than 30 years, we have always been committed to offer practical and, where needed, innovative solutions to our clients addressing successfully their business interests in a wide range of transactions. Our intensive work, high level of expertise and business result-oriented approach has been consistently recognized by leading international legal reviews. We have thus been constantly ranked as a top tier firm in Banking & Finance and have been repeatedly nominated as Greek Law Firm of the Year for our work.

Our Banking & Finance department is very well known and an established market leader for its transaction oriented and pragmatic advice and solutions. In line with our firm’s philosophy, we build on the long-standing and in-depth knowledge of the Greek and international financial markets, in order to deliver high-level quality services to our clients. This is why our practice is known as a “hands on”, “delivering on time” and “adding value” with experienced and fully dedicated lawyers consistently providing uncompromising excellence.

We have been advising lenders and borrowers ranging from international and Greek credit and financial institutions to major domestic and multinational companies in a variety of transactions, including corporate finance, securitizations, acquisition finance, asset or structured finance, in the form bond loans, credit facilities, secured or unsecured, bilateral or syndicated, as well as OTC derivatives and related collateral arrangements. The transactions we have been involved in cover a wide variety of industries, such as construction, energy (oil, gas, renewable energy sources), utilities, telecommunications, media, pharmaceuticals, food industry and financial services.

Further, during recent years, we have continuously supported the Greek banks, as well as governmental authorities in respect of the recapitalization of Greek banks in the context of the financial support programs for Greece. Our Banking & Finance team also continuously supports Greek, but also international credit and financial institutions in respect of their regulatory and compliance matters.

Services

Our practice covers the wide spectrum of services provided under the sector of Banking & Finance, including, among others, the following:

  • corporate finance,
  • sovereign and corporate debt restructuring,
  • sale and management of NPLs and NPEs,
  • securitizations,
  • financial services regulation and compliance,
  • acquisition finance / Leveraged buyouts,
  • asset finance / structured finance,
  • mergers and acquisitions (M&A) of banks and financial institutions,
  • OTC derivatives and related collateral arrangements,
  • factoring and true sale arrangements.

Corporate Finance

Acting both on domestic and cross-border transactions, our services cover all types of corporate lending, including indicatively secured and unsecured, syndicated and bilateral loans, issuance of bonds and other debt instruments, provision of corporate and personal guarantees and security packages including all kinds of collateral over the assets of the borrowers.

Our advice covers all aspects of corporate financing, including, among others, structuring of the transaction, the main finance documentation, the security package, as well as advice on any related regulatory and licensing issues, but also complex tax issues.

In particular, our services include:

  • transaction structuring and implementation,
  • all financing and refinancing aspects and documentation of the transaction until its financial closing, including through commercial bank loans, bilateral/syndicated facilities, term loan financings, as well as shareholder guarantees and financings,
  • development of effective and complex security packages and their perfection,
  • advice on all related regulatory and licensing issues,
  • tax issues.
View Practice Highlights
  • All Greek systemic banks (i.e. Alpha Bank, Eurobank, National Bank of Greece, Piraeus Bank) and Attica Bank on the €1.085 billion syndicated bond loan facility, €200 million secured syndicated bond loan facility and €175 million secured revolving facility to Public Power Corporation.
  • A syndicate of all the Greek Systemic Banks in connection with the €193m secured bond loan to GEK TERNA S.A..
  • Alpha Bank, Piraeus Bank and the National Bank of Greece on the €132 million secured bond loan to Terna S.A. (a subsidiary of GEK TERNA, one of the leading Greek Construction Companies).
  • Syndicates of Greek banks on the €900 million through three (3) different syndicated bond loan facilities of the Hellenic Petroleum financing programme.
  • A syndicate of all Greek systemic banks (Alpha Bank, Piraeus Bank, National Bank of Greece and Eurobank) and Attica Bank on the €337m Bond Loan and on the Euro228m Bond Loan to the Greek Power Transmission Operator (ADMIE), partly refinancing the €337m Bond Loan.
  • Bank of America Merrill Lynch, in its capacity as the Arranger and Security Agent, in the €175m secured facility to Wind Hellas.
  • A syndicate of Greek and international banks (including all four Greek systemic banks and HSBC) on the up to €400m Dual Facility to the Hellenic Petroleum S.A. (a Greek listed company and market leader in the petroleum products), a pioneer structure combining Greek law bonds and UK facility arrangements.
  • The International Finance Corporation in relation to the enforceability under Greek law of certain standard form trade finance documents governed by English law.
  • A syndicate of Greek and foreign banks in the €62 million secured bond loans to TERNA Group S.A. for the financing of operations of wind farms.
  • A syndicate of all Greek systemic banks in the €47.5 million secured refinancing Bond Loan to Kallimanis S.A., the market leader in Greece in frozen fish products.
  • A syndicate of Greek banks in the €150 million Secured Credit Facility to Hellenic Petroleum.
  • A syndicate of Greek banks in the €200 million Revolving Credit Facility to Hellenic Petroleum.
  • A syndicate of all four Greek systemic banks (Alpha Bank, Piraeus Bank, National Bank of Greece and Eurobank Ergasias) on their €52 million Bond Facility to Intracom Holdings and the €90m debt restructuring of Intracom Telecom.
  • A syndicate of Greek and international banks (including all four Greek systemic banks and HSBC) on the up to €675 million Dual Facility to the Hellenic Petroleum SA, a pioneer structure combining Greek law bonds and UK facility arrangements.
  • Alpha Bank, Eurobank and National Bank of Greece on their €225 million Stand-By Bond Facility to Hellenic Petroleum SA.
  • Sfakianakis S.A. (a Greek market leader in import and trade of cars, with the activities of the Group including the trade of Opel, Ford, MINI, Volvo, Cadillac, Fiat, Alfa Romeo, Abarth, Renault, Dacia cars, ΜΑΝ trucks and busses, as well as Suzuki and BMW cars and motorcycles) for the restructuring of a €200 million facility granted by a syndicate of all four Greek systemic banks (Alpha Bank, Piraeus Bank, National Bank of Greece and Eurobank Ergasias).
  • BC Partners in its largest so far investment in Greece, namely on the €1bn Leveraged Buy-Out of Hyatt Regency S.A., a listed leading casino operator.

Restructuring & Insolvency

The Greek market is emerging from almost a decade of deep financial crisis during which our Firm continued to support its clients in all types of debt restructuring transactions. We have been actively involved in the most prominent cases in this field, from the PSI, the world’s largest debt-restructuring deal in history affecting some €206bn of bonds in the context of Eurogroup’s bailout package for Greece, to liability management exercises for Greek banks and listed entities with capital markets exposure, as well as some of the most complex private debt restructurings affecting important sectors of the Greek market, such as the notable cases of Frigoglass, the Greek Fishfarms Selonda and Nireus and SIDMA- BITROS, prominent representativeS of the steel industry in Greece.

Our firm has had the privilege of advising IFIs, foreign institutional investors and ISDA in all aspects of their exposure to Greek government and private sector debt, preparing a full review and analysis of the €350bn Greek Government Debt and its cross default and acceleration provisions.

We have been involved in major key and equally complex restructurings of various kinds, acting both on the lenders’/investors’ side (both domestic and international), as well as on the debtors’ side. Companies under restructuring in the transactions we were involved operate in various sectors of the Greek economy, including indicatively mining & metals, food industry, media, health care and financial services.

In particular, our advice covers debt restructuring proceedings but also out-of-court private refinancing and rescheduling schemes. In collaboration with our highly esteemed Arbitration, Litigation & Mediation Department, we also advise on court-driven pre-bankruptcy proceedings, including reorganization and special administration proceedings. Our services cover all aspects of the restructuring process of distressed companies, including advice and support for structuring and drafting of documentation until the financial close.

View Practice Highlights
  • Alpha Bank, Eurobank, National Bank of Greece, Piraeus Bank and Attica Bank in relation to the debt restructuring and corporate transformation of SIDMA S.A. consisting of the spin off from BITROS Metallourgiki AEVE of its trade of steel products and its contribution to and absorption by SIDMA S.A.
  • Alpha Bank, Eurobank, National Bank of Greece and Piraeus Bank on the sale of the majority participation stake in two (2) major fish farming companies, i.e. Selonda S.A. and Nireus S.A., both listed on the AthEx, to Andromeda Seafood S.L., following an open bidding process. The closing of the deal was subject to, among others, on the completion of the debt restructuring of the companies amounting in total to approximately €370,000,000.
  • All four Greek systemic banks on the analysis and implementation of a debt restructuring schemes in relation to the existing facilities granted to Creta Farms AVEE in the form of common bond loans as well as through bilateral credit facilities.
  • A syndicate of Greek systemic banks (Alpha Bank and Eurobank) with Citi and HSBC in connection with the €330m restructuring of Frigoglass S.A. and the extension under an intercreditor of a new secured First Lien and a new secured Second Lien Facility.
  • A syndicate of international and Greek Banks in connection with the €175m refinancing of Pharmathen S.A. by way of a secured bond loan.
  • A consortium of 17 Greek and International banks (including, among others, National Bank of Greece, Alpha Bank, Emporiki Bank, General Bank of Greece, Commerzbank) on the €500m financing of the acquisition by entities advised and managed by Carlyle Group of Neochimiki S.A., a Greek listed entity, and on the restructuring of such debt.
  • The Super Senior Lenders and the Security Agent (JPM) in the €1.8bn restructuring of Wind Telecommunication S.A. (widely known as Hellas II).
  • The Super Senior Lenders and the Security Agent (JPM) in the €3.2bn restructuring of Wind Group (widely known as Hellas I), the largest at the time restructuring at an EU level.

NPLs/NPEs and securitizations

Our Firm has been advising banks and corporate originators, as well as investors in securitization transactions ever since the implementation of the Greek securitization framework in 2003.

In recent years, we have been heavily involved in advising Greek banks, funds and finance providers in relation to the sale of NPL exposures and the assignment of servicing to licensed servicers, providing solutions to cover the parties’ ever changing needs. Koutalidis Law Firm advised the 4 systemic banks for the establishment of the first common servicing platform regarding NPLs of SMEs and has been also engaged in the sale of Eurobank’s servicing subsidiary coupled with the assignment of a long term servicing agreement for the bank’s NPL exposures.

Our services cover all aspects of the transactions including:

  • performing portfolio due diligence, highlighting legal risks and advising on all relevant regulatory and compliance related aspects,
  • drafting all necessary contractual documentation, such as the sale and purchase agreements, servicing agreements and financing and security related documents,
  • assisting with structuring of the transaction either under the Greek Securitization Law or the NPE Law, also from a tax perspective.
View Practice Highlights
  • A foreign financial institution acting as arranger and provider of financing to a consortium of funds acquiring an NPL Portfolio of approx. 12,800 secured non- performing loans of €0.9billion sold by the National Bank of Greece (Project Symbol).
  • Eurobank Ergasias S.A. with regards to the sale of 80% of the share capital of its subsidiary Eurobank Financial Planning Services to doValue S.p.A. (Project Europe).
  • Piraeus Bank S.A., Piraeus Leasing S.A. and Piraeus Leases S.A. on a joint sale of their NPL portfolios equivalent to c. €1,682 million of legal claims (Project Iris).
  • Hoist Finance AB (Publ) on the purchase of a portfolio of unsecured sub-performing and non-performing consumer, small business and mortgage loans with a total exposure of approximately € 1.9 billion by Alpha Bank S.A. (Project Mercury).
  • All of the Greek Systemic Banks, namely Alpha Bank, Eurobank, National Bank of Greece and Piraeus Bank, together with Global law firm White & Case LLP, on their entry into an innovative and ground-breaking servicing agreement with Italian credit institution doBank S.p.A. in August 2018 for the creation of a €2billion servicing platform for the NPEs/NPLs (Project Solar).
  • Alpha Bank AE, Eurobank Ergasias S.A. and National Bank of Greece S.A. on the sale of Euro 190million NPEs to Euromedica Group of Companies and CQS Fund in the transfer of the risks and rewards of 9.5% participation in and debt exposure to Euromedica.
  • Alpha Bank on the sale of a secured NPL SME and REO portfolio (GBV: Euro 1.0 billion and Euro 56 million respectively) to a consortium comprised of funds managed by affiliates of Apollo Global Management LLC (Project Jupiter).
  • A foreign financial institution acting as arranger and provider of financing for the sale by way of a securitization by Piraeus Bank S.A. of a portfolio of approximately 700 NPLs, of a total value of € 1.6 billion, to Bain Capital Credit LP (Project Amoeba).

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