Akin Gump Advises Private Placement Noteholders in Restructuring of Nordic Aviation Capital Designated Activity Company
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(London, New York) – Akin Gump took a lead role in the successful negotiation and implementation of the global restructuring of Nordic Aviation Capital Designated Activity Company (NAC), the largest lessor of regional aircraft in the world.
The restructuring was implemented through chapter 11 proceedings and completed on June 1, 2022. The firm acted for NAC’s largest financial creditor group, the private placement noteholders of NAC Aviation 29 Designated Activity Company (NAC 29). When it filed for bankruptcy, NAC had total group indebtedness of almost $6 billion, over $2 billion of which was represented by the private placement notes issued by NAC 29.
In a “whole of the firm” approach, the Akin Gump team was drawn from numerous practices across the firm’s offices in Europe and the U.S. The result was nearly 100% of voting creditors favoring the restructuring plan. NAC exited the bankruptcy process with a significantly deleveraged balance sheet and access to increased capital to support growth.
Akin Gump has represented the NAC 29 private placement noteholders since 2020, first advising on an Irish scheme of arrangement that completed in July 2020, and then the subsequent chapter 11 process that began in the U.S. in December 2021. The firm was ranked among the top three restructuring firms by Global Restructuring Review based, in part, on the NAC 29 work (learn more here).
The restructuring involved the equitization by the private placement noteholders and other key creditors of a significant portion of their debt in exchange for equity in a new holding company. Certain equitizing creditors also participated in a rights offering and new super senior revolving credit facility, significantly enhancing the group’s liquidity and together providing access to approximately $537 million in additional capital.
NAC’s restructuring was complex and ground-breaking given the number of “interlocking” restructurings taking place within the NAC group’s corporate structure and their “siloed” financing arrangements.
The team was led by financial restructuring partners Barry Russell, Emma Simmonds and David Botter. Also advising from the financial restructuring team were partners Tom Bannister and Brad Kahn and counsel Emma Butler, Zach Lanier and Jessica Ling; with finance partner Mark Mansell; corporate partner Gavin Weir and counsel Steven Toy; and tax partner Sophie Donnithorne-Tait and counsel Matthew Durward-Thomas.