Freshfields Bruckhaus Deringer has taken a lead role advising on the landmark £13.3bn refinancing of airport operator BAA.

The magic circle firm has advised the company, which today (20 August) was warned by the Competition Commission that it may have to sell three of its seven UK airports, on the refinancing – acting opposite a raft of City firms.

Freshfields finance partners Ian Falconer and Marcus Mackenzie led the team for Freshfields, with the firm effectively working on the refinancing ever since BAA was bought by a consortium led by Spanish construction group Ferrovial in 2006.

Around £3bn of the refinancing will be used to fund immediate investment projects across all seven of the airports. The refinancing package for designated airports Heathrow, Gatwick and Stansted includes some £5bn of bond issues as well as senior lending facilities, with a separate £1.25bn bank financing put in place for the other UK airports.

Herbert Smith and Lovells are also believed to have advised BAA on some real estate aspects of the deal.

Meanwhile, acting for the banks, Clifford Chance structured finance partner Stephen Curtis and structured debt partner Emma Matebalavu led a team from the firm's London office advising Citi and Royal Bank of Scotland, while Latham & Watkins advised Lloyds TSB.

Falconer told Legal Week: "It's a big amount of money in the current market and that's one reason why no-one was taking it for granted that the deal would go ahead. Anything could have happened on a macro level to make it impossible.

"BAA Funding Limited [the issuer set up to finance the designated airports] is expected to become the most significant corporate bond issuer in Europe over the coming years as BAA seeks to refinance the bank funding of the designated airports with long-term bond finance. I think there will be a lot of activity from companies seeking to issue bonds to repay bank debt."

Herbert Smith has continued to advise BAA in relation to the Competition Commission report.

Citi and RBS were exclusive arrangers of the refinancing and exclusive dealer managers of the consent solicitation made to BAA's existing bondholders. Citi and RBS were also – along with other financial institutions – mandated lead arrangers of the new credit facilities.

Nancy Eller and Mark Atkinson of CMS Cameron McKenna advised the trustee of the BAA pension fund.

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