Milbank LLP has advised an ad hoc committee of holders of €250M super senior secured notes due 2023 and €500M and $300M senior secured notes due 2023 on the successful completion of the Codere group’s restructuring. The restructuring transaction was implemented by way of consent solicitations in respect of the Notes and the enforcement of a Luxembourg law governed share pledge, resulting in the transfer of ownership of the Group to a newly-incorporated holding structure owned by holders of certain of the notes.
The Codere group is an international gaming operator with operations in Latin America, Spain and Italy. The 2021 restructuring transaction followed a previous transaction, implemented by way of a scheme of arrangement in 2020, which involved the amendment and extension of the notes and provision of super senior new money.
Milbank advised the ad hoc group on all aspects of the 2021 restructuring, including emergency interim financing provided to Codere in April and May 2021, and the consent solicitation to seek the consent of the holders of the Notes to implement the restructuring, which was approved by an overwhelming majority of holders of the Notes. The restructuring resulted in a significant portion of the senior secured notes being converted into subordinated PIK notes and ordinary shares of a new Luxembourg-incorporated holding company, with the remaining senior secured notes being reinstated on amended terms. The super senior notes were upsized by the new money tranche, and were reinstated in full on amended terms.
The restructuring, which completed on 19 November 2021, effected a significant deleveraging of the Group’s balance sheet, reducing its debt burden by approximately €397M and strengthening the Group’s liquidity position through the new money injection, to support the business in its recovery from the effects of the Covid-19 pandemic.
The Milbank team was led by Financial Restructuring partners Yushan Ng and Jacqueline Ingram, with associates Kate Colman and Lynette Janssen (Financial Restructuring, London), Rebecca Marques and Shana Mirhosseini (Capital Markets, London) and Lisa O’Neill and Andrew Reilly (Corporate, London).
