Freshfields advises the members of the enlarged working group of creditors (the EWG) on the restructuring of the Bourbon group
Freshfields Bruckhaus Deringer LLP (Freshfields) advises the members of the EWG on the financial restructuring of the Bourbon group, a market leader in offshore marine services.
Composed of French banking groups (BNP Paribas, BPCE, Crédit Agricole, Crédit Mutuel Alliance Fédérale and Société Générale), ICBC Leasing and Standard Chartered Bank, the EWG submitted in 2019 a restructuring offer providing for a conversion of debt into shares of Société Phocéenne de Participations (SPP), a company incorporated for the purposes of the transaction. Such restructuring offer was made in consideration of the offer submitted by SPP to acquire from Bourbon Corporation its assets in the context of the judicial rehabilitation proceedings (procédure de redressement judiciaire) opened by the commercial court of Marseille.
This restructuring, which took three years to complete, is one of the most complex ever completed in France and is unprecedented in many respects. It is the first European/Chinese lenders/lessors led restructuring of this size and the first judicial take-over by creditors of the assets of a listed company within the framework of French rehabilitation proceedings. It involved about 30 French, Chinese, British, Singaporean, Norwegian and other international creditors, 50 borrowers/lessees and 100 existing facilities/leases (including bi-lateral facilities, syndicated facilities, finance leases, operating leases, tax leases and hedging arrangements).
As a result of this restructuring:
- the financial indebtedness of the Bourbon group is massively reduced from EUR 2,648 billion to EUR 1,065 billion out of which EUR 228 million of bonds redeemable into SPP shares (which could be converted as from the end of 2021, depending on market conditions);
- the Bourbon group received circa EUR 150,000,000 of new money; and
- the share capital of SPP is held by, amongst others, BNP Paribas, Caisse Régionale de Crédit Agricole Mutuel Alpes Provence, Caisse Régionale de Crédit Agricole Mutuel de Paris et d’Ile de France, Crédit Lyonnais, Crédit Mutuel Equity SCR, ICBC Leasing, Natixis, Société Générale and Standard Chartered Bank.
The Freshfields team was composed of Laurent Mabilat and Stéphanie Corbière (partners), Marie Roche (counsel), David Albertini, Roy Charles Bates and Thomas Jeannin (senior associates), Maria Douillet (associate) and Elodie Soler (jurist) for the restructuring and finance aspects; Hervé Pisani and Guy Benda (partners), Sami Jebbour (counsel), Paul Bévierre, Victor Cann and Lucie Praly (associates) advised on the corporate aspects; Cyril Valentin (partner), Jordan Serfati (senior associate) and Jérôme Noël (associate) advised on the tax aspects; Dimitri Lecat (partner), Emmanuelle Brunellle (senior associate) and Alice Sich (associate) advised on the compliance aspects; Jérôme Philippe (partner), François Gordon (counsel) and Sofia Bekkali (associate) on the competition aspects; Pascal Cuche (partner) and Tanguy Bardet (senior associate) on the foreign investments aspects; Marc Perrone (partner) and Louis Degeorges (senior associate) on the regulatory aspects and Gwen Senlanne and Christel Cacioppo (partners) from the People & Reward team.
The Freshfields team coordinated work in 14 jurisdictions, involving Freshfields offices in Beijing, London, Moscow, Riyadh, Roma and Washington DC and local counsels in Brazil, Egypt, Indonesia, Luxemburg, Mexico, Nigeria, Norway and Qatar.