July 7, 2025


Clifford Chance Spearheads Klesia’s Strategic €250 Million Tier 2 Notes Issue and Tender Offer

In a remarkable financial maneuver, Clifford Chance Europe LLP has successfully guided Klesia Prévoyance ("Klesia") through an intricate debt management operation. This dual-track transaction notably encompassed a tender offer targeting its existing €160 million 5.375% subordinated Tier 2 notes set to mature in December 2026, alongside the issuance of fresh subordinated Tier 2 notes scheduled for July 2035. The newly issued notes, aggregating €250 million in principal, boast an initial fixed interest rate of 5.070%.

The tender offer was strategically contingent on the successful issuance of the new notes, a milestone that was fully achieved. Subsequently, the tender offer process was concluded with the acquisition and cancellation of the validly tendered notes on 4 July 2025.

Clifford Chance’s adept Paris-based team provided comprehensive legal support for both segments of the transaction. The capital markets facets were adeptly handled by Partner Cédric Burford, counsel Auriane Bijon, and associate Baya Hariche. Meanwhile, financial regulatory and insurance law matters were expertly addressed by counsel Louis-Auguste Barthout and associate Thomas Jardin.

Klesia Prévoyance, the provident insurance branch of the French mutualist social protection group Klesia, is well-recognized for its sector-specific, non-profit insurance plans that cover health, life, disability, accident, and retirement. The broader Klesia group serves approximately 300,000 companies and 4.7 million insured individuals. Notably, the group also manages pensions for 2.1 million retirees. In 2020, Klesia embraced its role as an ‘entreprise à mission’, committing to independently monitored social and environmental objectives. Over 80% of its generated value is reinvested into benefits and social actions, with a significant €41 million allocated in 2022 to aid vulnerable populations. Klesia’s workforce comprises around 2,900 employees, with its mission activities overseen by a dedicated Commission Intérêt Général.

On the global stage, Clifford Chance stands as a beacon of legal expertise with a storied history spanning over a century and a robust presence in 23 countries through 34 offices. As a prestigious member of the Magic Circle, the firm is celebrated for its deep expertise across banking, corporate law, finance, dispute resolution, and tax. Clifford Chance prides itself on a collaborative culture and a forward-thinking approach, providing innovative, high-quality legal solutions to a diverse client base that includes multinational corporations, financial institutions, governments, and not-for-profits, blending international best practices with local market insights.

This strategic financial initiative not only reinforces Klesia’s robust position in the market but also highlights Clifford Chance’s pivotal role in facilitating complex legal and financial operations on the global stage.