Bondholders in Mirabela Nickel Restructuring and Recapitalization
June 26, 2014
Cleary Gottlieb is representing an ad hoc group of bondholders representing the majority of Mirabela Nickel Limited’s financial creditors and including major financial and investment institutions in North America and Europe in connection with the restructuring and recently-completed recapitalization of Mirabela Nickel and its subsidiaries.
Mirabela Nickel’s recapitalization is being implemented through a court-sanctioned restructuring in Australia. As part of the recapitalization plan, in December 2013, certain members of an ad hoc group of bondholders provided US$45 million of short-term rescue financing to Mirabela Nickel while they worked with the company to implement a restructuring and recapitalization plan, which included a standby commitment from certain members of the ad hoc group of bondholders to backstop the company’s offering of US$115 million in convertible secured notes.
Mirabela Nickel’s outstanding bond debt was restructured through a Deed of Company Arrangement in Australia that was implemented on Tuesday, June 24, 2014. Under the Deed of Company Arrangement, the claims of existing bondholders against Mirabela Nickel were extinguished, and 98.2% of the company’s common shares will be transferred from existing shareholders to bondholders. In addition, on the same day, Mirabela Nickel issued US$115 million in convertible secured notes pursuant to a New York law–governed indenture to members of the ad hoc group and other bondholders.
As part of the restructuring, Cleary Gottlieb also assisted in the renegotiation of some of Mirabela Nickel’s financial and supplier debt.
This ground breaking transaction is:
- the first-ever cross-border restructuring between Australia and Brazil;
- one of the first securities offerings by a company subject to an Australian Deed of Company Arrangement;
- one of the first restructurings of a multinational company pursuant to an Australian Deed of Company Arrangement;
- the first restructuring of an ASX-listed company through a “loan-to-own” process without shareholder approval.
Mirabela Nickel is an Australian company engaged in the exploration, mining, production and sale of nickel concentrate. Its primary operations are in Brazil.