Centerbridge, a US-based private investment management firm focused on leveraged buyouts and distressed opportunities, is a longstanding client of the firm. Speedcast International Limited is the largest provider of remote and offshore satellite communications and information technology services in the world.
The transaction was the first of its kind where an Australian listed company was able to restructure itself through a USA Chapter 11 bankruptcy process and an asset sale/purchase process in Australia without going into formal administration in this country.
MinterEllison partner, Ron Forster said the deal highlighted MinterEllison's multi-jurisdictional restructuring, recapitalisation and M&A expertise.
"This multi-dimensional, cross-border transaction showcases MinterEllison's ability to deftly navigate complex insolvency and restructuring issues, financing and security arrangements, tax effects and FIRB considerations, all within challenging market conditions," said Mr Forster.
MinterEllison advised Centerbridge on all Australian aspects of the matter, including in relation to:
- replacement DIP financing and related security arrangements;
- complex Australian insolvency and restructuring issues relating to the purchase of the assets and subsidiaries from the Australian holding company while Speedcast was proceeding through a USA Chapter 11 bankruptcy process;
- exit arrangements from the Deed of Cross Guarantee and tax sharing agreements in the context of potential insolvency risk;
- the M&A transfer documentation in relation to the transfer of the Speedcast subsidiaries to Centerbridge;
- the complex Australian recognition issues in relation to the USA Chapter 11 proceedings and arrangements to deal with creditors not compromised by the USA Chapter 11 process;
- analysing the various tax effects associated with the restructuring; and
- obtaining FIRB approval.
The MinterEllison team was led by Ron Forster (Partner) with support from Michael Hughes (Partner), Michael Scarf (Partner), James Mok (Partner), Adrian Varrasso (Partner), David Moore (Partner), Robert Yunan (Special Counsel), Suzie Losanno (Senior Associate), Anthony Sommer (Senior Associate), Penny Robinson (Senior Associate), Mellissa Lai (Senior Associate), Alex Beagley (Senior Associate), Kate Reagh (Associate), Adrian Lowe (Associate), Patrick McCabe (Associate), Annabel Roden (Lawyer), Max Vos (Lawyer), Zareen Qayyum (Lawyer) and Brittany Weir (Graduate).