Clifford Chance has represented the TDJ Group in the Kopex Group's debt restructuring. The signing of the restructuring documents was the last condition precedent to the TDJ Group's acquiring the majority of the shares in Kopex S.A. According to reports, the TDJ Group's acquisition of control over the Kopex Group crowns the largest acquisition in the machine manufacturing sector in Poland.
According to Clifford Chance, the transaction began in April 2016 and was divided into two main stages: (i) negotiations and the signing of the main terms and conditions of the restructuring with the banks and Kopex, completed in September 2016, and (ii) negotiations and the signing of the restructuring documents with Banks and Kopex Group, completed on December 1, 2016.
Documents executed on December 1, 2016 put the key conditions for the restructuring into practice. These conditions provided for: (i) exercise of the right by the TDJ Group in the capacity of equity investor to acquire a controlling parcel of shares in Kopex S.A., (ii) the release of the Kopex Group's funds that had been blocked, (iii) the TDJ Group's providing rescue funds to the Kopex Group; (iv) the banks' dividing the Kopex Group's financial debt into three independent parts, (v) consolidating the conditions for repayment of separate parts of the financial debt, (vi) converting one part of the financial debt into bonds, (vii) conditions for the TDJ Group's involvement in the restructuring of the Kopex Group, and (viii) the terms and conditions of the restructuring of the receivables of one of the banks by way of proceedings for the approval of a partial arrangement.
The transaction was supervised by Clifford Chance Partner Andrzej Stosio and coordinated on an ongoing basis by Counsel Milosz Golab. The transaction team was composed of Pawel Dlugoborski, Mateusz Chrusciak, Iwo Klijewicz, Kacper Bardan, Anna Miernik, and Majka Rucinska. With regard to the bond issue, the team was supported by Counsel Grzegorz Abram and Lawyer Pawel Zagorski.