Dedicated,

practical support

Talbot Hughes McKillop advises APCOA PARKING
 on its €800m Financial Restructuring

on .

Talbot Hughes McKillop LLP (THM) is pleased to announce the completion of the financial restructuring of APCOA PARKING Holdings GmbH (APCOA / the Group) on 12 December 2014.

APCOA is the leading pan European car park operator. It manages multi-storey car parks and parking spaces as well as mechanised systems across 12 European countries. APCOA is centrally managed from Stuttgart, with 38 subsidiaries.

The Group’s debt facilities largely derive from a 2007 LBO and comprise a Senior Term Loan, an RCF, a Guarantee facility and a second lien Term Loan, totalling over €700m. Additional shareholder loans and a new money facility provided in 2013 took the Group's overall indebtedness to €800m. With the Group’s facilities originally due to mature in April 2014 and having unsuccessfully sought to refinance its debt, the Group commenced its financial restructuring negotiations in September 2013.

THM was approached in November 2013 to work with APCOA’s management team to negotiate and implement the restructuring. Neil Robson was appointed Chief Restructuring Officer to lead the process. In order to provide sufficient time, APCOA requested from its lenders an extension to the maturity date (unanimous lender consent required) and a change to the governing law of the finance documents to English law (majority lender consent required). Whilst the change of law request was approved, the request for an extension was not forthcoming, so the Group proposed a Scheme of Arrangement to effect the maturity extension. This precedent setting process was sanctioned by the High Court in London on 14 April 2014.

THE COMPLEX RESTRUCTURING
involved negotiating with the Group’s lenders, sponsor and new money provider, to achieve a €440m deleveraging of APCOA, the establishment of new holding companies owned by the lenders and the introduction of €100m of new money facilities. The restructuring was sanctioned through a further Scheme of Arrangement despite strong opposition from a minority lender at each stage of the Court process. The final implementation was concluded consensually with all key lenders. The business has now been placed on a sound financial footing which provides the platform for future investment and growth.

THM’S TEAM
comprising Neil Robson and Mike Thomas led the restructuring, working closely with APCOA’s management throughout the project. In addition to acting as Chief Restructuring Officer and providing restructuring advice to the Group, THM supported management, led negotiations with stakeholders and were integral to the Group’s defence during the contested Court process. THM worked closely with the other advisers in the UK and Germany:

Group: 
Clifford Chance, Restructuring Counsel (Philip Hertz / Stefan Sax), Linklaters, Financial Counsel (Julian Zaich), and PwC (Daniel Judenhahn), financial and tax advisers.

Lender:
Kirkland & Ellis (Kon Asimacopoulos / Wolfgang Nardi) legal, Moelis (Matthew Prest) financial and KPMG (Marykay Fuller) tax advisers.

Other: 
Ashurst (Sebastian Schoon) legal adviser to the lender group, and White & Case (Laura Prater) legal adviser to Deutsche Bank as the new money lender.

Please contact Neil Robson or Mike Thomas for more information on this transaction.