Theofano (Fani) Chlampoutaki

Focusing particularly on high yield debt offerings, Fani’s practice includes the representation of corporations, private equity funds, investment banks and underwriters with respect to corporate finance transactions, including cross-border Rule 144A and Regulation S debt offerings, private placements, credit facilities and restructurings. Additionally, Fani advises on ESG debt offerings, including green, social and other sustainability-linked bonds and transition bonds. Fani also regularly works on the syndicated loan side of transactions as well as liability management transactions, including debt exchange and tender offers.

Fani has worked on the following matters, advising:

• A syndicate of twelve initial purchasers in connection with the offering of USD 500 million 6.625% senior secured notes due 2031 by Encore Capital Group, Inc. (NASDAQ: ECPG), an international specialty finance company.

• The initial purchasers, Banco Santander, Citigroup Global Markets Limited and J.P. Morgan SE, in connection with InPost S.A.’s issuance of EUR 850 million 4.000% senior notes due 2031. This was the largest high yield bond deal ever issued out of Poland.

• EquipmentShare.com Inc, a leading technology-driven equipment rental and solutions provider in the United States in connection with its multi-tranche consent solicitation from all registered holders of (i) its 9.000% senior secured second lien notes due 2028 to certain proposed amendments to its indenture, dated as of May 9, 2023 and (ii) its 8.625% senior secured second lien notes due 2032 to certain proposed amendments to its indenture, dated as of April 16, 2024, to streamline their capital structure and covenant packages.

• A syndicate of 10 underwriters on a multi-tranche USD 2.3 billion (equivalent) (upsized from USD 2 billion) SEC registered bond offering by certain subsidiaries of Teva Pharmaceutical Industries Limited (TLV: TEVA, NYSE: TEVA) and the dealer managers on the concurrent six-tiered, priority-acceptance, fixed-price and fixed-spread tender offer to purchase up to USD 2.3 billion of certain of its other outstanding bonds.

• The initial purchasers, JP Morgan Securities plc, UBS AG, London Branch, JSC Galt & Taggart, Oppenheimer Europe Ltd. and TBC Capital LLC on a USD 400 million high yield bond offering and related tender offer of Silk Road Group, a Georgia-based conglomerate operating in real estate, telecom, energy and transportation.

• Trans-Oil Group of Companies, a leading agro-industrial business in the CEE region, in connection with its Rule 144A/Regulation S offering of USD 550 million 11.125% secured notes due 2029, a cash tender offer together with an exit consent solicitation to the holders of its USD 500 million 8.45% secured notes due 2026 and a follow-on tap Regulation S offering of USD 100 million 11.125% secured notes due 2029 of its USD 550 million 11.125% secured notes due 2029, bringing the total size of the new issue transaction to USD 650 million.

• EquipmentShare.com Inc on its fourth offering of high yield bonds, consisting of USD 500 million 8.000% senior secured second lien notes due 2033. Citigroup acted as lead physical bookrunning manager for a syndicate of 13 investment banks.

• A syndicate of investment banks on Ülker Bisküvi Sanayi A.Ş.’ offering of USD 550 million sustainability-linked senior notes due 2031. Represented the dealer managers in connection with the concurrent tender offer for its 2025 notes.

• A syndicate of twelve initial purchasers on the offering of USD 500 million 8.500% senior secured notes due 2030 by Encore Capital Group, Inc. (NASDAQ: ECPG), an international specialty finance company.

• A syndicate of eight dealers in connection with the update of the USD 20 million US Medium-Term Note Program of a Swedish bank and a syndicate of four dealers on an issuance of USD 600 million 5.125% senior secured fixed rate notes due 2027 and USD 400 million senior secured floating rate notes due 2027 under the US Medium-Term Note Program.

• VT5 Acquisition Company AG, a SIX-listed Swiss special purpose acquisition company, on the acquisition of R&S International Holding AG in the context of the agreed business combination to take R&S Group public on the SIX Swiss Exchange.

• A syndicate of twelve initial purchasers in connection with the offering of USD 500 million 9.250% senior secured notes due 2029 by Encore Capital Group, Inc. (NASDAQ: ECPG), an international specialty finance company.

• A syndicate of 10 underwriters on USD 2.5 billion (equivalent) (upsized from USD 2.06 billion) sustainability-linked four tranche high yield bond offering by certain subsidiaries of Teva Pharmaceutical Industries Limited. The Notes were SEC registered. Advised the dealer managers on the concurrent 6-tiered priority-acceptance tender offer to purchase up to USD 2.25 billion of certain of its other outstanding bonds.