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Latham & Watkins Advises the Cross-Holders Coordinating Committee in Connection With the Financial Restructuring of the Europcar Group

November 30, 2020
Europcar Mobility Group announces that it has reached a major step in its financial restructuring.

Europcar Mobility Group announces, exactly one month after the appointment of a mandataire ad hoc, that it has reached a major step in its financial restructuring, with an agreement in principle on a financial restructuring plan.

The agreement in principle has been entered into by the company with a significant group of cross-holders of 2024 and 2026 senior notes (for a total amount of €1,050 million), EC Finance plc’s senior secured Notes (for a total amount of €500 million) and holding interests in the RCF (for a total amount of 670 million euros) and the Credit Suisse Facility (for a total amount of 50 million euros).

This restructuring plan mainly includes: 

  • A massive deleveraging, via the reduction of the Group’s corporate indebtedness by €1,100 million euros through the equitization in full of its 2024 and 2026 Senior Notes and Credit Suisse Facility;
  • A significant new money injection, with the contribution in equity of €250 million euros as well as the granting of a new fleet financing up to €225 million euros, opened under certain conditions to all Europcar Mobility Group's bondholders ;
  • The RCF refinancing for a total amount of €670 million euros, available under certain conditions to all lenders under the RCF and/or Europcar Mobility Group's bondholders ;
  • A "backstop" engagement by the five members of the coordinating committee both on the total amount of new liquidity and on the refinancing of the RCF.

After this major step, the transaction must now be implemented under an accelerated financial safeguard and its recognition in the United States pursuant to Chapter 15.

This restructuring plan, the terms and conditions of which were approved in a record time for a matter of this size, meets the needs expressed by the company and will enable the Group's corporate capital structure to be adequately restructured, allowing it to focus on accelerating the "Connect" program. Upon completion of the transaction, the five members of the coordination committee, the Company's main bondholders, will become (along with all holders of the 2024 and 2026 senior notes) the Group's future shareholders.

Latham & Watkins advises the members of the cross-holders coordination committee (and future main shareholders of the Europcar group) in this transaction with a team in Paris led by partner Alexandra Bigot, Thomas Doyen, Célia Jiquel and Eeva Bernard in restructuring. Partner Thomas Margenet-Baudry and Philippe Tesson advise on capital markets aspects notably High Yield and securities law and , partner Michel Houdayer and Aurélien Lorenzi on financing aspects, partner Olivia Rauch-Ravisé, on tax aspects, partner Adrien Giraud and Clément Pradille on competition aspects and Camille Dorval on compliance aspects. A London team also advises with partner Jeremiah Wagner on securitization aspects and partner Jeremy Green with Yana Nastyushenko on derivatives aspects.
London Partner Charles Claypoole and Washington DC partner Eric Volkman advise on compliance and sanctions. 

Lazard also advises the advises the “cross-holders” coordinating committee.

Europcar is represented by Darrois Villey Maillot Brochier, Gide and Kirkland & Ellis as well as by Rothschild.
The committee of lenders RCF solely is represented by White & Case and Messier Marris.
The creditor banks for the SARF and PGEs are represented by Linklaters.
FHB (Hélène Bourbouloux) acts as mandataire ad hoc /conciliator.

Endnotes