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Hogan Lovells Advises Mishmeret on $800M High Yield Israeli Issuance

24 February 2014

24 February 2014 - Hogan Lovells has advised Mishmeret Trusts Company Limited in its role as Trustee and Security Agent for the high yield issuance of $800 million of Senior Secured Notes due 2021 by B Communications, which closed on Wednesday 19 February 2014. B Communications owns a controlling stake in Bezeq, Israel's largest telecommunications provider.

Mishmeret, a Tel-Aviv based company, is the leading trust company in Israel, acting as trustee for holder of over NIS 50 Billion (about $17 Billion) in debt by public and non public issuance.

It marks the first cross-border high yield bond issue to be listed on the Tel Aviv Stock Exchange and is the first cross-border transaction for Mishmeret.

The Notes were offered and sold in the United States to qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, and to certain qualifying investors in offshore transactions, including in Israel, in reliance on Regulation S under the Securities Act. 

The Hogan Lovells team was led by London capital markets partner Kit Johnson and associate Megan James, with partner Rob Ripin in New York.

Commenting on the issuance, Kit said:

"Mishmeret is a new addition to the Hogan Lovells client portfolio and we are pleased to have assisted them on this issuance - Mishmeret's first cross-border transaction. This is an innovative transaction which threw up a number of challenges for the trustee given the extensive regulations in the Israeli telecommunications industry. Hogan Lovells is one of the only international firms that can advise a trustee on the English and New York law elements of a high yield bond issuance.

"Mishmeret's pragmatic approach contributed to a successful transaction for B Communications. We expect to see Mishmeret involved in future cross-border transaction for Israeli issuers."

Giyora Luftig, Mishmeret's CEO commented:

"We are proud to become the first Israeli trustee in a cross-border issuance. As we perceive the development of the Israeli capital market, we expect this transaction to be the first of many. We wish to thank the Hogan Lovells team for their prudent and accurate comments and their super-professional attitude leading this transaction to a successful closing." 

B Communications were advised by White & Case, led by capital markets partner David Becker, and in Israel by Fischer Behar Chen Well Orion & Co law firm, led by capital markets partner Avraham Well and Nitzan Sandor.

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