Kinstellar, working with Milbank, has successfully advised Credit Suisse International, Jefferies, UBS, Bank of America and Societe Generale as joint lead arrangers and joint book-runners for the senior secured credit facilities in connection with Avast Software’s USD 1.4 billion acquisition of AVG Technologies. White & Case advised Avast on the debt financing and the underlying acquisition. Orrick advised AVG Technologies on the acquisition, which was structured as an all-cash tender offer for the outstanding ordinary shares of AVG, with the initial offer period closing on September 30.
Avast Software is a maker of highly-trusted security software, and AVG Technologies N.V. is a developer of business, mobile, and PC device security software applications. According to Kinstellar, “both companies are industry pioneers: founded in the Czech Republic in the late 1980s and early 1990s, they expanded internationally in the 2000s and will now combine complementary strengths to position Avast for continued growth in the security industry. Following the acquisition, Avast is now the largest provider of security software in the world outside China, with a combined customer base of 400 million users."
According to the deal that was announced in June, Avast acquires all outstanding ordinary shares in AVG at USD 25 per share. The acquisition will allow Avast, which is headquartered in Prague and has offices in the USA, Germany, China, South Korea, and Taiwan, to better serve growing industry segments with innovative technology and realize additional value through current AVG product offerings. The combined company will have an expanded geographic platform and an increased ability to reach emerging growth channels through a more efficient organization.
The proceeds of the facilities, which included a USD 1.2 billion US dollar denominated term loan tranche, a EUR 400 million Euro denominated term loan tranche, and a USD 85 million multi-currency revolving credit facility, were used to purchase shares tendered by stockholders of AVG Technologies and to refinance Avast Software’s and AVG Technologies’ existing credit facilities.
Kinstellar advised the financing banks on all Czech law aspects of the financing. The firm's team was led by Counsel Martina Brezinova and included Managing Associate Leo Javorek and Associate Dalibor Cerny.
The Milbank team was led by Partner Marc Hanrahan and included Associates Spencer Pepper, Gabrielle Paolini, and Emily Rutcofsky. Also providing advice were Partners Suhrud Mehta and Douglas Landy and Associates Alexandra Schofield, James Kong, and Javier Ramos.
The White & Case team advising on the transaction was led by Partner Ian Bagshaw and included London-based Partners Caroline Sherrell, Justin Wagstaff, and Lindsey Canning, Brussels-based Partner Mark Powell, New York-based Partner Chang-Do Gong, and Washington-based Partners Farhad Jalinous and Rebecca Farrington, with support from Local Partner Katarzyna Czapracka, Counsel Karalyn Mildorf, and Associates Nofa Khadduri, Barry O’Driscoll, Jarlath McGurran, Ash von Schwan, Suni Sreepada, Graham Silnicki, and Tamer Mahmoud.
The Orrick team advising AVG was led by Corporate Partner Peter Lamb and included Partners Richard Vernon Smith, Ed Batts, Jason Flaherty, Alex Okuliar, Douglas Lahnborg, Harry Clark, Zach Finley, and Eric Wall, and Of Counsels Charles Walker, Lynne Hirata, and Pat Zeigler.