Restructuring and Insolvency - Banking - Structured Finance

Linklaters advises SGS on its landmark restructuring and recapitalisation

Linklaters has advised SGS Finco Limited (“SGS” and together with its group companies, the “SGS Group”) on a landmark restructuring of its c. £1.7bn financial debt and recapitalisation.

The SGS Group is the owner and manager of four of the UK’s leading regional shopping centres and leisure destinations, including Lakeside, Atria Watford, Victoria Centre (Nottingham) and Braehead (Glasgow).

In summary, the transaction involved:

  • a corporate restructuring of the SGS Group;
  • raising £445m of new senior debt facilities with Lloyds; and
  • £444m being returned to lenders (including full repayment of the existing super senior money facility) and the remaining debt being exchanged for PIK notes and shares or alternative upside instruments.

The transaction was implemented by way of an English law scheme of arrangement pursuant to Part 26 of the Companies Act 2006.

This marks the successful completion of the largest UK shopping centre refinancing since 2019, providing the SGS Group with a strong financial footing as it continues to deliver against its business objectives.

The Linklaters team consisted of partner Sarah Mook, managing associate Jayne O'Connell, and associates Amy Kidd and Jovana Olson (all Restructuring & Insolvency), partner Adam Fogarty, managing associate John McCallion, and associates Nikki Lewis, Durlav Nayak and Soumya Gupta (all Structured Finance), partner Chris Stevenson, managing associates Daniel Nutley and Faye Presland, and associates Caoimhe Daly and Irene Obahiagbon (all Litigation, Arbitration & Investigations), managing associate Lisa Gao and associates Angela Li and Connor Chalmers (all Corporate).

AlixPartners, Rothschild & Co and PwC also advised the SGS Group.