MinterEllison has advised Centerbridge Partners, L.P (Centerbridge) in relation to the successful restructure of Boart Longyear Limited (ASX: BLY) (Transaction), which received final court approval this week.
This was a highly complex restructure that comprised of interconditional creditor schemes, a US$830 million debt for equity conversion, and a redomiciliation scheme of arrangement to change BLY's corporate domicile to Canada, given the Company's large North American presence. If shareholders did not want to receive shares in the new Canadian parent company as part of the restructure there was a buy back alternative arranged for shareholders to sell up to a cap of US $2.5m.
On Tuesday 28 September 2021, the Supreme Court of NSW approved the Re-domiciliation Scheme – the final court approval required to implement the full restructuring as agreed under the Restructuring Support Agreement (RSA) entered into in May 2021 by BLY Centerbridge, and key supporting creditors to implement the transaction. Successful implementation required the consent of the required majority of creditors, through two creditor schemes of arrangement, and Boart Longyear shareholders, approval from the Supreme Court of NSW and recognition by the USA Court under Chapter 15 of the U. S. Bankruptcy Code.
A long-term client of MinterEllison, Centerbridge is a private investment management firm based in the United States focused on leveraged buyouts and distressed opportunities. It was the largest debt holder, and shareholder, in Boart Longyear prior to the implementation of the restructure and remains the largest single shareholder upon implementation of the restructure.
Established in 1890, Boart Longyear is the world’s leading provider of drilling services, drilling equipment and performance tooling for mining and drilling companies.
MinterEllison Partner Ron Forster said of the deal "MinterEllison is proud to have supported Centerbridge on this complex transaction, which enabled Boart Longyear to restructure its balance sheet and create a favourable path forward for the company which now has low gearing levels. By utilising this scheme of arrangement approach, the restructure could be successfully undertaken in a way that employees, customers and suppliers were not impacted as the business was able to continue trading as usual."
The MinterEllison team was led by Ron Forster (Partner) and Suzie Losanno (Senior Associate) with support from Michael Scarf (Partner), Michael Hughes (Partner) and Anthony Sommer (Senior Associate).
The broader team included:
- Corporate: Ron Forster (Partner), Michael Scarf (Partner), Suzie Losanno (Senior Associate)
- Litigation: Michael Hughes (Partner), Anthony Sommer (Senior Associate)
- Tax: Adrian Varasso (Partner), Robert Yunan (Special Counsel);
- Regulatory: David Moore (Partner), Annabel Roden (Lawyer); and
- Finance: James Mok (Partner), Adrian Low (Associate).
MinterEllison previously acted for Centerbridge in relation to its purchase of all the assets of Speedcast International Limited as part of that restructure.
