Ogier has advised PizzaExpress group on its restructuring.
The restructuring plan of PizzaExpress Financing 2 is the second to be launched following the introduction of the restructuring plan procedure under the UK Companies Act 2006 in June.
Ogier worked alongside Kirkland & Ellis to advise PizzaExpress on all aspects of the transaction, spanning structuring, regulatory matters and the restructured financing arrangements, including TISE listing issues.
The use of the new restructuring plan procedure, incorporating Jersey entities both at a holding and operational level, reinforces Jersey's commercially minded and flexible corporate and finance regime.
Prior to Covid-19, PizzaExpress operated 449 sites across the UK, 19 in Ireland and others in Hong Kong, Singapore and the UAE. Its business has been severely affected by the ongoing pandemic.
The plan effects a major financial recapitalisation and restructuring transaction. This involves a deleveraging of the group by a reduction of its total indebtedness by about £1bn (comprising a reduction of its external debt from £735m to £319m and a write-off of shareholder loans of £538m) and extension of debt maturities to 2025, the provision of new money funding of around £144m and a company voluntary arrangement (CVA) to effect an operational restructuring of its leasehold liabilities.
The plan was sanctioned on 29 October, following the convening hearing on 30 September and plan meetings on 21 October. Recognition of the plan was obtained under Chapter 15 of the US Bankruptcy Code on 3 November from Judge Isgur of the US Bankruptcy Court for the Southern District of Texas.
The restructuring effective date occurred on 5 November. The CVA in respect of PizzaExpress (Restaurants) was overwhelmingly approved on 4 September, by over 89% of creditors voting, and by its shareholder.
Partner Bruce MacNeil (pictured) led the Ogier team, which included Managing Associate James Lydeard, Senior Associate Tara O'Driscoll and Associate Tshepang Phiri.
Bruce MacNeil said: "We are seeing more debt for equity swap transactions with Jersey-incorporated, UK-tax-resident companies being established as acquisition and holding vehicles for restructuring transactions this year.
"The matter is significant because it demonstrates Jersey's ability to implement restructurings using the new restructuring plan procedure under English law, showcasing Jersey's continued flexibility for international restructurings."