Complete inventory of debt tranches, TISE listing status, and implications for Ares Capital Corporation and its noteholders
Primary sources prioritised throughout; Secondary sources explicitly flagged
Prepared 25 June 2026
Primary sources: Companies House | The International Stock Exchange (TISE) | AMF / Euronext (EFG.PA) | SEC | Reuters | Bloomberg
Summary
This analysis provides a complete inventory of the debt notes issued in connection with Ares Capital Corporation’s financing of Eagle Football Holdings Bidco Limited, the English holding company that has at various times controlled Olympique Lyonnais/Eagle Football Group, Crystal Palace FC, Botafogo SAF and RWDM Brussels.
It addresses, in turn: the identity of the issuing entity; the complete tranche structure; the Jersey (TISE) listing and the question of whether the notes have been delisted; the implications for Ares and its co-lending syndicate; and the interaction with Euronext-listed Eagle Football Group S.A.’s own disclosures.
Three findings should be drawn to attention. First, the issuer is Eagle Football Holdings Bidco Limited itself. Second, there is no primary-source evidence that the notes have been delisted from The International Stock Exchange (TISE): as of the research date, all three listed series continued to appear on the TISE Official List as ‘admitted,’ notwithstanding the issuer’s administration since 27 March 2026. Third, the confirmed primary-source claim figure is US$547,372,900 (per the Cork Gully Statement of Proposals filed at Companies House); the widely circulated figure of approximately US$1.2 billion represents my analysis of total exposure inclusive of accrued payment-in-kind (PIK) interest, and the two figures must not be conflated.
| Issuer | Eagle Football Holdings Bidco Limited (Company No. 14385313, England & Wales) |
| Listing venue | The International Stock Exchange (TISE), Jersey, mnemonic EAGLEF |
| Listing sponsor | Ogier Corporate Finance Ltd |
| Governing facility document | Notes Purchase Agreement dated 25 October 2022 (subsequently amended/restated) |
| Confirmed Ares claim (primary) | US$547,372,900 Cork Gully Statement of Proposals, Companies House |
| Secondary PIK-inclusive estimate | c.US$1.2 billion (Josimar; theesk.org) NOT a primary figure |
| TISE-listed series confirmed | Original Series A, B1 and B2 Notes due 2028 (USD-denominated) |
| Administration appointment | 27 March 2026: Cork Gully LLP, appointed by Ares as Security Agent under a qualifying floating charge dated 9 December 2022 |
| Delisting status | NOT CONFIRMED: no TISE cancellation notice located; all three series shown as live on the TISE Official List as of the research date |
| Ares’s own valuation mark | Reportedly written down to c.16 cents on the dollar (from an earlier c.30-cent mark), secondary source |
Headline: the research premise that the notes had been delisted from Jersey could not be substantiated. Under TISE’s own continuing-obligation rules, a listed issuer that enters administration remains listed unless and until the Exchange publishes a specific cancellation notice — and no such notice could be located as of the research date. This is an important correction and is addressed in full below.
Issuer identification
Eagle Football Holdings Bidco Limited (Company No. 14385313) is confirmed as the issuing entity. It is an English company, incorporated 29 September 2022, the same month the underlying Notes Purchase Agreement was entered into, with its registered office recorded at C/O CSC CLS (UK) Limited, 5 Churchill Place, London E14 5HU. Companies House records the company’s charges register in full, including entries naming Ares-affiliated security holders.
The TISE company page for the issuer (mnemonic EAGLEF) records its domicile as the United Kingdom and its operational address as 40 Villiers Street, London WC2N 8NJ. This directly confirms that Bidco itself, not a separate Jersey, Cayman or Luxembourg special-purpose vehicle, is the listed issuer of the notes.
Companies House charge data additionally identifies ‘Cion Ares Diversified Credit Fund’ as a named charge-holder and confirms that the relevant charges are held on behalf of more than four persons, consistent with a syndicated, rather than single-lender, financing structure (see below).
Complete inventory of debt tranches
TISE-listed series
The TISE Official List records three USD-denominated series admitted to listing under the EAGLEF mnemonic, sponsored by Ogier Corporate Finance Ltd:
| Series | Listed Amount (USD) | Maturity | Currency | Status (TISE) |
| Series | Listed Amount (USD) | Maturity | Currency | Status (TISE) |
| Original Series A Notes | 311,900,986.87 | 2028 | USD | Admitted to Official List |
| Original Series B1 Notes | 145,123,025.90 | 2028 | USD | Admitted to Official List |
| Original Series B2 Notes | 3,038,303.81 | 2028 | USD | Admitted to Official List |
A TISE admission notice dated 22 January 2024 records a further tap issue of USD 19,176,186.44 of Series A Notes and USD 10,598,912.56 of Series B1 Notes, which, combined with the original issuance, brings the cumulative listed totals to the figures shown above. The notice states the application was sponsored by Ogier Corporate Finance Ltd. These listed amounts reflect cumulative PIK accretion above the original principal figures, not the original principal alone.
Full series structure (secondary source)
The following series-by-series breakdown, including Series C and D (which do NOT appear as separately listed TISE securities), is drawn from a single secondary analyst source, theesk.org (Paul Quinn), reading the underlying charge documentation. It is presented here because it reconciles precisely to the primary-source aggregate claim figure, but it has not been independently verified against the underlying Notes Purchase Agreement or its amendments, which were not accessible to this research.
| Series | Original Principal (USD) | Effective Date | Ranking | TISE Listed? |
| Series | Original Principal (USD) | Effective Date | Ranking | TISE Listed? |
| Series A | 275,000,000 | 15 Dec 2022 | First ranking | Yes |
| Series B1 | 125,000,000 | 15 Dec 2022 | First ranking | Yes |
| Series B2 | 25,000,000 | 15 Dec 2022 | First ranking | Yes |
| Series C | 102,372,900 | 7 Jul 2025 | Second ranking | No |
| Series D1 | 4,750,000 | 16 Oct 2025 | Third ranking | No |
| Series D2 | 15,250,000 | Contingent | Third ranking | No |
Summing the original principal across all six series above produces approximately US$547.37 million, which matches, to the dollar, the Companies House/Cork Gully claim figure of US$547,372,900 confirmed independently by Bloomberg on 3 June 2026: ‘Ares Management Corp. was owed more than $547 million following the collapse of John Textor’s Eagle Football Group, according to a filing by the administrators.’ This reconciliation gives reasonable confidence in the secondary series breakdown, even though the breakdown itself has not been independently verified against the primary facility documents.
Interest rates and PIK structuring
Josimar reported, in an article titled ‘Predators at the gate’ (5 June 2026), that Lyon’s December 2022 acquisition was funded ‘with private credit from Ares Management structured in multiple tranches: an initial $275 million at 16 percent and $150 million at 18 percent, all with PIK interest mechanisms,’ and that ’emergency tranches issued in July and October 2025 carr[ied] rates as high as 19.4 percent.’
Independent corroboration exists in Ares Capital Corporation’s own SEC Form 10-K schedules of investments, which describe a ‘senior subordinated loan’ to Eagle Football Holdings BidCo at rates of 15% (FY2022), 16% (FY2023) and 19% (FY2024), confirming, from Ares’s own regulatory filings, that the rate on at least one tranche rose materially over the life of the facility, consistent with the secondary reporting of escalating PIK rates.
The specific tranche-level split of ‘$300m at 16% / $135m at 18% / $159m at 19.4%’ referenced in the original research instruction is explicitly the analytical reconstruction of theesk.org and should not be treated as a primary figure. It is broadly consistent with, but not identical to, the Josimar figures above; minor discrepancies between secondary sources on exact tranche sizes at each rate should be expected given that neither outlet had primary access to the facility documents.
Jersey listing
As of the research date, the TISE company page for Eagle Football Holdings Bidco Limited continued to display all three series (Original Series A, B1 and B2 Notes) as ‘admitted to the Official List.’ No notice of cancellation, suspension, or delisting naming Eagle Football, Eagle Bidco, or the EAGLEF mnemonic could be located in the TISE notices archive.
Why a live listing is consistent with an administration
TISE’s own published rules directly address this scenario: ‘a listed Issuer which has been placed into Administration or Liquidation is still listed (unless and until an announcement cancelling the listing of the Issuer’s securities is published on the Exchange’s website).’ In other words, entry into administration does NOT automatically delist an issuer’s securities, a positive, separate act by the Exchange (publication of a cancellation notice) is required.
TISE’s continuing-obligations framework further provides that where an issuer in administration fails to engage appropriately with the Exchange, ‘steps will be taken by the Authority to cancel the listing of the securities and an announcement published on the Exchange’s website.’ This confirms that cancellation remains a live possibility going forward, but is a distinct, future, and as-yet-unrealised event, not something that has already occurred.
Timeline reconciliation
| 25 October 2022 | Notes Purchase Agreement entered into (primary facility document) |
| 29 September 2022 / 15 December 2022 | Eagle Football Holdings Bidco Limited incorporated; Series A, B1, B2 notes become effective |
| 22 January 2024 | TISE admission notice for further Series A and B1 tap issuance confirms listing was live and being actively maintained at this date |
| 9 December 2022 | Qualifying floating charge granted (the instrument later used to appoint administrators) |
| 7 July 2025 / 16 October 2025 | Series C and D1/D2 issued (per secondary analyst source), not separately TISE-listed |
| 27 March 2026 | Cork Gully LLP appointed administrators of Eagle Bidco by Ares as Security Agent |
| 22 May 2026 | Statement of Proposals deemed delivered to creditors (Companies House) |
| Research date (late June 2026) | All three TISE-listed series continue to show as ‘admitted to the Official List’; no cancellation notice found |
Security package and syndicate composition
Security package (secondary source, analyst reconstruction from charge documents)
| Element | Description |
| First-ranking security | Secures Series A and B (B1/B2). Includes a French-law securities account pledge over Eagle Bidco’s 87.78% stake (154,382,133 shares) in Eagle Football Group S.A., held in Compte-Titres Nanti account No. 329 at Crédit Industriel et Commercial. |
| Second-ranking security | Secures Series C, ranking behind the first-ranking Series A/B security under the English-law Intercreditor Agreement waterfall. |
| Third-ranking security | Secures Series D1/D2, ranking behind both the first- and second-ranking series. |
| Supplemental debentures | English-law supplemental debentures dated 15 August 2025 and 31 October 2025 create the qualifying floating charge referenced in the appointment of Cork Gully as administrators. |
| Belgian-law security | Separate security confirmations cover Eagle Bidco’s stake in RWDM Brussels. |
Lending syndicate, Ares are not the sole noteholder
The Series D documentation is reported (secondary source: theesk.org) to identify sixteen secured creditors in total, including but not limited to the following named entities:
| Entity | Role |
| Ares Capital Corporation | Lead Ares entity; the primary claim recorded at Companies House (US$547,372,900) is registered in its name as, or on behalf of, Security Agent for the syndicate |
| CION Ares Diversified Credit Fund | Named directly in Companies House charge data as a co-charge-holder |
| Ares Sports Media and Entertainment Finance S.à r.l. | Luxembourg-domiciled Ares affiliate |
| Ares European Credit Strategies Fund IX (C), L.P. | Cayman Islands-domiciled Ares affiliate |
| Monroe Capital entities | Separate, non-Ares private credit lender named in the syndicate |
| CL Note Investment LLC | Named co-investor in the original facility per the AMF/OL Groupe Universal Registration Document |
| YMK Holdings LLC | Michele Kang’s holding vehicle, separately a creditor within the structure, and the acquirer of Eagle Bidco’s EFG stake (see Section 6) |
| Iconic Sports Eagle Investment LLC | Named co-investor/creditor within the wider structure |
The Eagle Football Group S.A. (formerly OL Groupe) Universal Registration Document, filed with the AMF, independently confirms, from the borrower-group side, that the original financing comprised notes subscribed by Ares, Monroe Capital and CL Note Investment LLC for a maximum principal of US$425 million, with a six-year maturity to November 2028, secured by a pledge over the OL Groupe shares, with Ares acting as Security Agent for the syndicate. This corroborates, from an independent primary regulatory filing, that Ares was never the sole lender.
Implications for Ares and noteholders
Current recovery position
Reporting on public filings, states: ‘Ares, which provided more than $400 million to Eagle Football, has already marked part of its investment down sharply, from the low 30-cents on the dollar to about 16 cents, according to public filings.’ This is the most direct evidence available of Ares’s own internal assessment of likely recovery.
The Cork Gully Statement of Proposals estimates a shortfall to the floating-charge holder (Ares) of GBP 411,731,710, calculated before any recoveries from the group’s club shareholdings (which were valued as ‘Uncertain’ at the time of filing), and confirms that unsecured creditors (estimated at approximately GBP 74.9 million) are expected to receive nothing.
The quoted Eurobond exemption rationale for the listing
Under sections 882, 987 and 1005 of the (UK) Income Tax Act 2007, interest paid on a ‘quoted Eurobond’ , a security issued by a company, carrying a right to interest, and listed on a ‘recognised stock exchange’ , is exempt from the UK’s general duty to deduct withholding tax (otherwise 20%) on UK-source interest payments. TISE is a recognised stock exchange for these purposes under HMRC’s published list pursuant to section 1005.
Because Eagle Football Holdings Bidco Limited is a UK company paying interest to predominantly non-UK lenders (US, Luxembourg and Cayman Islands-domiciled Ares entities, and other syndicate members), the TISE listing almost certainly serves the standard commercial purpose of securing Quoted Eurobond Exemption coverage, avoiding the need to deduct UK withholding tax from interest payments to the syndicate. This is the conventional and near-universal rationale for this type of ‘technical’ exchange listing in UK leveraged-finance structures, and professional guidance from Jersey corporate service providers (Mourant, Appleby, Carey Olsen, Ogier) consistently confirms this as the purpose of such listings generally. No document was found that states this rationale explicitly in relation to this specific transaction, so this conclusion, while highly probable given the structure, should be treated as an informed inference rather than a confirmed fact.
Consequences if the notes are delisted in future
Were TISE to publish a cancellation notice in respect of these notes (which, per above, has not occurred as of the research date), the following consequences would be expected to follow:
| Consequence Area | Analysis |
| Validity and enforceability of the notes themselves | Unaffected. Delisting from an exchange does not alter the underlying contractual or security rights under the Notes Purchase Agreement, the Intercreditor Agreement, or the various charge instruments. The notes would remain valid, binding and fully enforceable obligations of the issuer regardless of listing status. |
| Withholding tax treatment (prospective) | Interest paid AFTER any delisting would prospectively lose the Quoted Eurobond Exemption, exposing the issuer (or its administrators) to a duty to deduct UK withholding tax on future interest payments to non-UK noteholders, absent an alternative exemption (e.g. under a relevant double tax treaty, which would require separate analysis and HMRC clearance). |
| Continuing obligations / compliance cost | Cancellation would end TISE’s continuing-obligations reporting requirements for the issuer, removing an ongoing (if modest) compliance burden, often cited as a reason administrators or insolvency practitioners proactively seek delisting of instruments where the underlying obligor has entered insolvency and the listing serves no remaining commercial purpose. |
| Market-trading impact | Likely negligible. These notes are closely held by a small, identified syndicate (Section 4.2) rather than publicly traded; the TISE listing’s function here is regulatory/tax-driven rather than to support secondary market liquidity. |
| Intercreditor / voting mechanics | Delisting would not, in itself, alter noteholder voting rights or intercreditor priority, which are governed by the Notes Purchase Agreement and Intercreditor Agreement directly, not by exchange listing rules. |
Euronext / Eagle Football Group S.A. disclosures
Eagle Football Group S.A. (Euronext Paris: EFG.PA; ISIN FR0010428771; formerly Olympique Lyonnais Groupe) is the LISTED FRENCH SUBSIDIARY whose shares Eagle Bidco held, it is not itself the note issuer, but its disclosures provide independent, primary-source corroboration of the debt structure’s effects from the borrower-group side.
EFG’s half-year results for the 2025/2026 financial year (published 12 May 2026) report group financial debt of EUR 616.3 million as at 31 December 2025, up from EUR 517.9 million at 30 June 2025. EFG separately recorded a full EUR 40 million provision against receivables from Eagle Bidco, and an EUR 86 million provision against EUR 142 million of receivables connected to Botafogo.
Reuters (23 June 2026) independently confirmed the EUR 616.3 million debt figure in its coverage of the Kang acquisition, reporting that Kang offered to buy the Eagle Bidco stake in EFG ‘for a fraction of its market value as the group struggles with servicing of debts, which stood at €616.3 million as of December 31.’
The EFG/OL Groupe Universal Registration Document, filed with the AMF, separately discloses related-party financing details: a EUR 87 million shareholder loan from Eagle Bidco dated July 2025 bearing interest at SOFR + 8%, and an earlier December 2022 shareholder loan of EUR 27.4 million bearing interest at SOFR (subject to a 2% floor and 8% cap) + 8%. OL SASU’s own separate stadium-level financing (distinct from the Eagle Bidco notes) comprises MetLife-held notes of EUR 320 million due 2044 at a 5.8% coupon, which carry an investment-grade rating (DBRS Morningstar), though the rating outlook had moved to negative.
23 June 2026 press release
As previously analysed in detail in this firm’s separate report on the Kang acquisition, the 23 June 2026 EFG press release confirmed that Michele Kang, through her vehicle Olympe Bidco SAS, agreed to acquire Eagle Bidco’s entire 87.78% stake in EFG for USD 30,000,000, alongside a EUR 71,000,000 new financing commitment (EUR 31,000,000 at closing) and the release of approximately EUR 232.6 million of subordinated intra-group debt pursuant to an English-law intercreditor agreement.
Caveats and source assessment
| Category | Detail |
| Primary-source confirmed | Issuer identity (Companies House; TISE company page); the three TISE-listed series and their listed amounts (TISE); the aggregate US$547,372,900 claim (Companies House Statement of Proposals, corroborated by Bloomberg); the qualifying floating charge date and administration appointment date; the EUR 616.3 million EFG group debt figure and related-party loan terms (EFG Universal Registration Document, AMF; corroborated by Reuters); the original syndicate of Ares, Monroe Capital and CL Note Investment LLC (EFG/OL Groupe Universal Registration Document, AMF); the Quoted Eurobond Exemption legislative basis (Income Tax Act 2007, ss.882/987/1005); TISE’s own continuing-obligations rule on administration and delisting. |
| Secondary source — explicitly attributed throughout | The full Series A–D tranche breakdown including rates and ranking, and the 16-creditor syndicate list (theesk.org); the specific ‘16%/18%/19.4%’ rate tranching and the c.US$1.2 billion total exposure estimate (Josimar; theesk.org); the security package characterisation by series (theesk.org reading of charge documents); Ares’s c.16-cent valuation mark. |
| Mixed / partly verified | The reconciliation between the secondary Series A–D breakdown and the primary aggregate claim figure, the arithmetic reconciles closely, lending credibility to the secondary breakdown, but the breakdown itself remains independently unverified against primary facility documents. |
| Unverified / could not be confirmed | ISINs for any of the three TISE-listed series; the original (2022/2023) TISE admission notice for the initial Series A/B1/B2 issuance (only the January 2024 tap-issue notice was located); any tranche-level reconciliation of the EUR 232.6 million subordinated debt release announced on 23 June 2026 to the Series A–D structure; whether the Quoted Eurobond Exemption rationale was stated explicitly in any transaction document (this is treated as a highly probable inference from the structure, not a confirmed fact). |
| Forward-looking / not yet occurred | Any TISE cancellation of the listing (none found as of the research date); final completion of the Botafogo sale process; final determination of Ares’s ultimate recovery rate. |
Article prepared 25 June 2026 | Sources: Companies House (UK); The International Stock Exchange (TISE) official notices and company records; Eagle Football Group S.A. / OL Groupe Universal Registration Document (AMF); Reuters; Bloomberg; Ares Capital Corporation SEC Form 10-K filings; legislation.gov.uk (Income Tax Act 2007); Josimar; theesk.org (Paul Quinn), clearly flagged where relied upon
Categories: The Analysis Series