Global law firm Watson Farley & Williams (WFW) has revealed how it managed to finalise the uniquely challenging three-year restructuring of French offshore shipping giant Bourbon Maritime.
The shipowner's $3.2bn court rehabilitation was completed in December, and saw a group of banks taking over the company as former principal Jacques de Chateauvieux lost his shareholding.
WFW said the process was the first judicial takeover by creditors of a French-listed company in a domestic restructuring proceeding.
"The restructuring was extremely complex and challenging, and involved innovative strategies which have not been previously adopted in the maritime sector," the law firm said.
The restructuring also faced hurdles due to the eclectic composition of Bourbon’s creditors.
This involved banks, leasing companies and other financiers in France, China, the UK, Singapore, Norway and elsewhere.
Deals included bilateral and syndicated facilities, swap arrangements, and financial, tax and operating leases.
Differences of opinion
"This led to variances in the relationships and expectations of the various creditors, thereby presenting numerous inter-creditor issues which required time, patience and creativity to resolve," WFW said.
"The location and jurisdiction of the creditors and Bourbon's vessels also presented time-zone issues when facilitating meetings and telephone conferences and further required detailed coordination of the numerous shipping registries."
Bourbon exited court restructuring with €1.5bn ($1.83bn) less debt at €1.06bn, including €228m in bonds redeemable for shares, but with plans to sell or scrap more than 100 ships.
New shareholders have taken a stake alongside the original banking group consisting of BNP Paribas, Credit Agricole, Credit Mutuel, BPCE and Societe Generale.
New shareholders
These five lenders will keep a majority stake, but China's ICBC Financial Leasing and UK-based Standard Chartered Bank will take 18% and 10%, respectively.
The other creditors who have agreed to convert part of their debt into capital will hold the rest of the capital.
The convertible bonds were issued by Societe Phoceenne de Participations, the company formed by French lenders to take over Bourbon.
The balance sheet is now strengthened and the agreement provides for new financing of up to €150m repayable over three years, Bourbon said.
WFW worked with French law firms De Pardieu Brocas Maffei and Freshfields Bruckhaus Deringer, as well as financial advisors Houlihan Lokey, all of which are based in Paris.
The WFW Hong Kong team, led by partner Madeline Leong, advised the creditors on the restructuring and finance aspects from an English law perspective.
In Paris, the WFW lawyers, which are led by partner Laurence Martinez-Bellet, advised the French creditors on the maritime legal aspects of the reinstated financing and the new money, as well as the implementation of the related maritime security.
Commitment and dedication
Leong said: "We are extremely honoured to have worked on this complex and significant restructuring, which, given the magnitude of the debt, the diversity of financiers and the complexity of the financial arrangements, reflects the commitment, dedication and quality of the teams of financiers, lawyers and financial advisors involved."
Martinez-Bellet added that WFW's work included security uptakes and releases regarding a large number of vessels in 15 jurisdictions worldwide, including the Bahamas, Brazil, France, Luxembourg, Panama, the UK and Vanuatu.
Bourbon was represented by Hogan Lovells and Norton Rose Fulbright.
