Slaughter and May is advising the Dutch retailer HEMA B.V. on the successful sanction of its scheme of arrangement.
The scheme of arrangement is part of a wider restructuring which involves a significant reduction in HEMA’s debt. This will be achieved primarily through a partial debt for equity swap with respect to HEMA’s €600 million floating rate senior secured notes due 2022. As a consequence, the ownership of the HEMA group will be transferred to a newly incorporated company that will be owned by the holders of those senior secured notes. The restructuring also provides for the injection of €42 million of additional liquidity through the issue of new private placement notes to noteholders.
The restructuring is being implemented, in part, by an English scheme of arrangement with respect to the senior secured notes. The scheme was sanctioned by the High Court on 24 August 2020.
The effectiveness of the scheme of arrangement is the last material condition precedent to the execution of a restructuring implementation deed between HEMA and, among others, the lenders under its revolving credit facility and the holders of the senior secured notes. The restructuring implementation deed governs the steps towards completion of the restructuring, including a Dutch law security enforcement process, which will require separate approval from the Dutch court. The restructuring is expected to complete in the autumn of 2020.
Slaughter and May is working as part of an integrated team with De Brauw Blackstone Westbroek N.V. and Cravath, Swaine & Moore LLP. Goldman Sachs is acting as financial adviser.