Transactions
Displaying: Capital Structure Advisory
November 2010
$2.7 billion
Chapter 11 ReorganizationOn November 10, 2010, Chemtura Corporation (“Chemtura,” NYSE: CHMT), a global manufacturer of specialty chemicals, successfully emerged from Chapter 11 bankruptcy with indebtedness reduced from $1.3 billion prepetition to $750 million post-emergence. The court confirmed a Plan of Reorganization which resulted in bondholders receiving a 100% recovery, including post-petition interest and Make-Whole/No-Call damage claims, through the issuance of cash and 95% of the reorganized company’s equity to all unsecured creditors. The Plan of Reorganization was the result of intensive negotiations with the Debtors and was confirmed over the strong objection of certain other stakeholders in a highly litigated confirmation hearing. Moelis & Company represented the Ad Hoc Committee of Bondholders, which collectively owned an overwhelming majority of the unsecured bonds.
July 2010
$2.7 billion
Chapter 11 ReorganizationOn June 1, 2010, Aleris International Inc. (“Aleris”), a global leader in the production and sale of aluminum rolled and extruded products, recycled aluminum and specifications alloy manufacturing, emerged from Chapter 11. Aleris and its wholly-owned U.S. subsidiary co-debtors filed petitions for voluntary reorganization under Chapter 11 on February 12, 2009, as a result of financial constraints related to the deteriorating global economic situation, declining industrial demand and a swift drop in aluminum prices. Moelis & Company guided Aleris through a highly complex bankruptcy process that involved filing a voluntary petition for relief under Chapter 11 in the U.S. bankruptcy court for its German holding company subsidiary. Aleris’ innovative plan of reorganization received substantial support from its U.S. and European creditor groups and was confirmed in May 2010. Moelis & Company acted as exclusive financial advisor to Aleris and helped the company raise over $2.2 billion of capital over the course of the bankruptcy process.
April 2010
$24 billion
Chapter 11 ReorganizationOn April 30, 2010, LyondellBasell Industries N.V. (“LyondellBasell,” NYSE: LYB), the world’s third largest independent chemical company based on revenues, successfully emerged from Chapter 11 bankruptcy. The company voluntarily filed for Chapter 11 bankruptcy, resulting from a sudden loss of liquidity caused by the rapidly deteriorating economic environment, in January 2009. Moelis & Company served as financial advisor to the Ad Hoc Group of First Lien Lenders and participated in all aspects of the restructuring process, including leading business due diligence, analyzing alternative plan structures, structuring the rights offering, evaluating exit financing structures, negotiating settlements with other creditor constituencies and assisting in the development and negotiation of the plan of reorganization. Additionally, Moelis & Company was integral in negotiating and structuring LyondellBasell’s $2.8 billion rights offering that was backstopped by members of the Ad Hoc Group as well as the $7.2 billion exit financing. Moelis & Company also acted as the Ad Hoc Group’s principal advisor in connection with negotiating the $6.5 billion Debtor-in-Possession (“DIP”) Term Loan, assembling one of the largest DIP financings ever during a period of great uncertainty in the credit markets.
February 2010
€1.1 billion
RestructuringOn February 24, 2010, Fleet Street Finance Two P.L.C. (“FSF2”) completed its debt restructuring and consequently became the first Commercial Mortgage Backed Securities (“CMBS”) Issuer in Europe to achieve an extension of the legal final maturity of its CMBS. FSF2 had issued its CMBS in 2006 as part of a €3.5 million financing of the properties of German retailers Karstadt and Quelle (“K&Q”). However, in the summer of 2009 K&Q became insolvent and a complex restructuring was required to avoid a liquidation. Moelis & Company acted as financial advisor to the Ad Hoc Committee of the €1.1 billion CMBS Noteholders of FSF2 in a deal that involved extending the CMBS maturity to stabilize the capital structure and allow Karstadt to exit insolvency and be sold to a new investor. In return for the extension, CMBS noteholders benefitted from increased margin, improvement of the cashflow waterfalls including increased amortization of the senior CMBS tranches and various structural enhancements which were implemented to defend the CMBS credit ratings. This was one of the first CMBS deals to be fully restructured in what is, following the explosion in structured finance deal size and complexity that took place during the credit boom, a new and intricate sector for European restructuring.
December 2009
$470 million
Exchange OfferOn December 31, 2009, YRC Worldwide Inc. (“YRC,” Nasdaq: YRCW) completed a $470 million debt-for-equity exchange offer, which resulted in a significantly improved liquidity profile. On February 23, 2010, Moelis & Company executed a private placement of $70 million of 6% Convertible Senior Notes. Proceeds from the issuance were used to satisfy the remaining amounts outstanding on the company’s 8 1/2% Guaranteed Notes due April 15, 2010, with excess proceeds available to be used for general working capital purposes. The two transactions were part of a broad restructuring effort which also included ABS facility, credit facility and union agreement amendments and provided YRC with runway to execute its business plan. Moelis & Company acted as financial advisor, joint lead dealer manager and joint lead placement agent on the transactions and continues to serve as financial advisor on YRC’s broader restructuring efforts.
September 2009
$250 million
Multiple Debt and Equity OfferingsMoelis & Company has served as financial advisor to Beazer Homes USA, Inc. (“Beazer,” NYSE: BZH), one of the country’s 10 largest single-family homebuilders, in its recapitalization efforts since April 2009, which has resulted in enhanced financial flexibility and allowed the company to continue to pursue growth opportunities.
On September 3, 2009, Beazer announced the pricing of $250 million of new 12.0% senior secured notes due 2017. The B1/CCC+ notes were issued at a price of 89.5% of par to yield 14.215%. Net proceeds from the offering were used to fund or replenish cash that had been used to fund open-market repurchases of Beazer’s outstanding senior notes, totaling over $370 million in principal amount. This transaction was a key step in providing cushion to the company’s tangible net worth covenant and extending its pending debt maturities.
On January 6, 2010, Beazer executed a concurrent $103 million common stock and $58 million mandatory convertible note offering. The anticipated two-day marketing process was shortened to a single day, and the common stock offering was upsized from 18.0 million to 19.5 million shares due to strong investor demand.
On May 3, 2010, Beazer executed a concurrent offering of $73 million common stock, $75 million tangible equity units and $300 million senior unsecured notes. Beazer raised approximately 36% of its pre-launch market value, half in the form of common equity and half in the form of tangible equity units. During the one-day marketing process, while the Dow and the S&P 500 declined 2.0% and 2.4%, respectively, and the homebuilding index decreased 3.4%, the equity offering successfully priced at a 15.6% discount to the prior-day market close and the senior notes priced in the middle of the expected range.
On July 10, 2012, Beazer priced concurrent offerings for $64 million of common stock and $100 million of tangible equity units. Beazer raised approximately 47% of its pre-launch market value, and the new equity provided substantial liquidity to further capitalize on the housing recovery. Moelis & Company acted as co-manager on the above transactions.”