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Clifford Chance advises on Boart Longyear's US$830 million debt-for-equity swap

15 October 2021

Clifford Chance advises on Boart Longyear's US$830 million debt-for-equity swap

Leading international law firm Clifford Chance advised an ad hoc group of lenders to ASX-listed Boart Longyear Limited (BLY) on its debt-for-equity swap transaction under which approximately US$830 million of debt and accrued interest owed by BLY and its subsidiaries was cancelled in exchange for BLY equity.

The complex restructuring transaction, effectuated via inter-conditional court-approved creditors' schemes of arrangement in Australia, also involved the following key components:

  • An issuance of warrants in part consideration for the cancellation of certain of BLY's debt and accrued interest.
  • The establishment of a new US$115 million term loan facility.
  • The issuance of new BLY shares to existing shareholders under a share purchase plan and the selective buy-back and cancellation of BLY shares from such shareholders.
  • The entry into of certain director nomination agreements between BLY and the ad hoc group of lenders and BLY and Centerbridge, in respect of ongoing board nomination rights.
  • The re-domiciliation of BLY to Canada via a members' scheme of arrangement under which BLY shareholders exchanged their BLY shares for CDIs in a new Canadian holding company of the BLY group.

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

David said, "Boart Longyear's multi-jurisdictional restructuring transaction was highly complex and transformational for Boart Longyear.  It was a pleasure to advise our US-based financial investor clients on the transaction."

Clifford Chance advised on the matter in collaboration with Paul, Weiss, Rifkind, Wharton & Garrison LLP and Gilbert + Tobin.