UPDATE 2: 7:28 a.m. ET 2/5/2021
: Dummen Orange’s anchor lender group consisting of ICG, Triton and BC Partners affiliate Dennis Ltd. will provide €50 million to the company in the form of debt, sources told Reorg.
The lender group is advised by Latham & Watkins, while Dümmen Orange is assisted by Rothschild and Kirkland & Ellis.
UPDATE 1: Dümmen Orange Signs Lockup Agreement With More Than 75% in Value, Majority of Dümmen Lenders; Anchor Lender Group Provides €50M of Liquidity
UPDATE 1: 5:49 a.m. ET 2/5/2021
: Dutch flower and plant business Dümmen Orange has signed up a lockup agreement with more than 75% by value and a majority in number of lenders, sources told Reorg. This is a prerequisite for the implementation of the restructuring deal, featuring a write-off of more than half of the group’s debt via an English scheme of arrangement.
The anchor lenders, which comprise ICG and BC Partners affiliates Denis Ltd. and Dennis Ltd., have committed to provide €50 million of liquidity, sources added.
The anchor lenders are advised by Latham & Watkins, while Dümmen Orange is advised by Rothschild and Kirkland & Ellis.
Original Story 1:12 p.m. UTC on Feb. 4, 2021
Dümmen Orange Reaches Restructuring Agreement to Write Off More Than Half of €500M Debt; New Money Provision in Double-Digit Million Range
Dutch plant and flower business Dümmen Orange has reached a restructuring agreement with an ad hoc group of lenders to write off more than half of its €500 million debt, according to sources familiar with the matter.
A group of lenders, which includes shareholder BC Partners, will provide new money in a double-digit million amount exceeding €20 million, sources told Reorg. BC Partners owns the group’s €70 million RCF and about 25% of the €425 million term loan B due 2024 and is acting as a lender for the purposes of the new money element.
BC Partners will remain a majority shareholder after the contemplated transaction with some of the equity going to lenders.
The proposed restructuring agreement is expected to be implemented via an English law scheme of arrangement combined with a Dutch enforcement process. Under an English scheme, a debtor can amend the terms of its debt documentation with the consent of just 75% by value (and 50% by number) of affected scheme creditors. Once certain jurisdiction and fairness hurdles are passed, a scheme can be sanctioned by the English court and will be binding on all creditors in the affected class, be they bank lender or noteholder, whether they consented or not.
A group of Dümmen Orange lenders, including ICG and Triton was advised by Latham & Watkins. Dümmen Orange is working with Rothschild and Kirkland & Ellis.
Reorg Debt Explained analyzed the group’s legal documentation at the time of the deal. To request a copy of the full report click HERE.
Dümmen Orange’s core business is the development of flower varieties with improved characteristics for growers, retailers and consumers. It develops and produces cuttings that are supplied to growers globally. Growers then grow the plants to full size and sell them to wholesalers or retailers. Dümmen Orange also owns the intellectual property on some plant varieties, which generate more stable cash flows in some investors’ opinion. In the U.S., Dümmen Orange is also active in the plant brokerage market.
BC Partners declined to comment on the restructuring deal.
-- Aurelia Seidlhofer