King & Wood Mallesons (KWM) advised Paladin Energy Limited (Paladin) and its administrators KPMG, on Paladin’s complex balance sheet restructure. The 7 month administration culminated in a US$700m debt for equity swap through a Deed of Company Arrangement (DOCA) and a court approved s444GA share transfer.
King & Wood Mallesons advised Paladin on its various attempts at a solvent balance sheet restructure. The scale of the restructure was significant given the multiple jurisdictions, in particular the diverse locations of Paladin’s assets (Namibia, Malawi, Canada and Australia), as well as its dual listing on the ASX and TSX.
Additional complexity arose because of the number of stakeholders involved. Creditors and partners included China National Nuclear, French nuclear agency EDF, Deutsche Bank AG, South Africa’s Nedbank and holders of Paladin’s two tranches of Singapore listed convertible bonds. Paladin also had some 26,500 shareholders. The DOCA was initially opposed by EDF, which was a significant creditor owed US$280 million.
Tim Klineberg, KWM’s National Head of Restructuring and Insolvency said: “We are very pleased to see Paladin’s restructure complete after such a complicated and involved process, both prior to and during its administration. The restructure relieves debt pressures facing the company, largely brought about by the slump in uranium prices. We were grateful for the opportunity to showcase our national and regional capabilities.”
The firm’s M&A team was initially appointed to advise on the divestment of certain assets and a capital raising, however when these solutions stalled the R&I team was engaged to act on a whole company restructure for the administrators KPMG.
The matter involved a large, multi-disciplinary KWM team across Australia, involving partners Tim Klineberg (Restructuring), Paul Schroder (M&A), Philip Harvey (debt capital markets) and Nathan Collins (B&F). Support was provided by Hong Kong counsel Ian Hardee (B&F), senior associates Gavin Rakoczy, David Jewkes, and Carone Huang, and solicitors Peixin Truong, Tom Kibble and Karen Chen.
KWM provided English law, Hong Kong law and Australian law advice, co-ordinating the efforts of local counsel in Canada, Namibia, Malawi and Singapore.
“KWM demonstrated its multi-disciplinary strength and global standing throughout the entire process, with the firm advising on all aspects of the restructure as international counsel to proactively respond to rapidly changing circumstances,” added M&A partner Paul Schroder.
KWM continues to advise on many complex and large scale restructurings across the APAC region, including advising the large syndicate of lenders on their circa $3billion exposure to the Arrium administration - one of the largest and most complex in Australian history.