Firms:Gilbert + Tobin (Centerbridge and Oaktree); Paul Weiss (US legal counsel to Centerbridge and Oaktree); Allens (Billabong)
Deal:The agreed recapitalisation of Billabong
Area:Restructuring & insolvency
Value: The recapitalisation includes a six-year senior secured term loan of $386 million; a $135 million equity placement, and a $50 million rights issue
Key players: Dominic Emmett (pictured), the head of G+T’s restructuring & insolvency group, led the G+T team, which included partners David Clee, Sarah Turner and Simon Lynch, and lawyers Alex Kauye, David Kirkland and Nicholas Edwards
Deal significance: In early July, Centerbridge and Oaktree acquired Billabong's senior secured debt, which was subsequently refinanced and recapitalised by a consortium comprising Altamont and GSO. Centerbridge and Oaktree applied to the Takeovers Panel to challenge a number of aspects of the recapitalisation transaction Billabong had agreed with Altamont and GSO, and was successful in achieving an outcome whereby the terms of the transaction were significantly varied, including the reduction of a $65 million break fee to $6 million.
The Centerbridge and Oaktree recapitalisation provides Billabong with longer-term debt at a lower interest rate, and allows it to repay a $315 million bridging loan from the group led by Altamont Capital Partners. The recapitalisation includes: a six-year senior secured term loan of $386 million; a $135 million equity placement; a $50 million rights issue, and 29.6 million options issued to Centerbridge and Oaktree exercisable at $0.50 per share. Billabong has also appointed Neil Fiske as its new chief executive officer and managing director.
G+T’s lead partner Dominic Emmett commented: “We are delighted to be working with global investors of the calibre of Centerbridge and Oaktree, and to have assisted them to reach the outcome announced. Billabong is a great Australian brand and this transaction will give the company access to long-term financing and allow it to establish a more balanced and sustainable capital structure, so that it can continue to grow its businesses for the benefit of all stakeholders.”