Boart Longyear’s Restructuring

MinterEllison has advised Centerbridge Partners, L.P in relation to the successful restructure of Boart Longyear Limited. Gilbert + Tobin, working alongside Paul Weiss and Clifford Chance, has advised an ad hoc group of creditors.

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.

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.

Established in 1890, Boart Longyear (ASX: BLY) is the world’s leading provider of drilling services, drilling equipment and performance tooling for mining and drilling companies.

Centerbridge Partners is a multi-strategy private investment firm focused on leveraged buyouts and distressed securities.

The MinterEllison team was led by Ron Forster (Partner, Picture) and Suzie Losanno (Senior Associate) with support from Michael Scarf (Partner), Michael Hughes (Partner) and Anthony Sommer (Senior Associate). The team also included Adrian Varrasso (Partner), Robert Yunan (Special Counsel) (Tax); David Moore (Partner), Annabel Roden (Lawyer) (Regulatory); and James Mok (Partner), Adrian Low (Associate) (Finance). 

The G + T team was led by Restructuring + Insolvency partner Dominic Emmett, with assistance from lawyer Peter Madden. 

The Paul, Weiss team included restructuring partners Andrew Rosenberg and Elizabeth McColm; corporate partner Catherine Goodall; antitrust counsel Marta Kelly; and international trade counsel Richard Elliott.

Clifford Chance’s Partner David Clee led the transaction with support from partner Elizabeth Hill, senior associate Cameron Reeves and associate Michael Fitzpatrick.

     

     

    Involved fees earner: Dominic Emmett – Gilbert + Tobin; Peter Madden – Gilbert + Tobin; Ron Forster – Minter Ellison; Michael Hughes – Minter Ellison; Suzie Losanno – Minter Ellison; Adrian Lowe – Minter Ellison; James Mok – Minter Ellison; David Moore – Minter Ellison; Annabel Roden – Minter Ellison; Michael Scarf – Minter Ellison; Anthony Sommer – Minter Ellison; Adrian Varrasso – Minter Ellison; Robert Yunan – Minter Ellison; Richard Elliott – Paul Weiss Rifkind Wharton & Garrison; Catherine Goodall – Paul Weiss Rifkind Wharton & Garrison; Marta Kelly – Paul Weiss Rifkind Wharton & Garrison; Elizabeth McColm – Paul Weiss Rifkind Wharton & Garrison; Andrew Rosenberg – Paul Weiss Rifkind Wharton & Garrison;

    Law Firms: Gilbert + Tobin; Minter Ellison; Paul Weiss Rifkind Wharton & Garrison;

    Clients: Boart Longyear – Ad hoc group of creditors ; Centerbridge Partners;

    Sonia Carcano

    Author: Sonia Carcano