For over a decade, Madison Pacific has consistently delivered operational excellence in its range of services across a jurisdictionally diverse and broad spectrum of clients and financing structures. This is clearly reflected in a representative sampling of our appointments illustrating productive partnering with multiple leading professionals including onshore and offshore legal counsels, sovereigns, high calibre insolvency and restructuring practitioners, clearing systems, banks, credit and equity funds, and regulators.
New Debt
- Facility Agent and Security Agent for US$34 million Indonesian loan facility and associated call & put options, share purchase and custody arrangements. (Indonesia)
- Trustee & Security Trustee for US$100 million 3 year Euroclear listed notes for China Logistics Property Holdings Co. (PRC)
- Offshore security agent for a cross-border inter-company US$500 million loan as part of a financing transaction. The security consisted, in part, of pledged of equipment by a PRC entity. (PRC)
- Trustee, security agent, paying agent, conversion agent, bond registrar and warrant registrar in relation to US$150-million secured convertible bonds convertible into shares of a listed Singaporean company involved in aluminium products in the PRC. (Singapore, PRC)
- Collateral Agent and Calculation Agent for a US$800 million Euroclear/Clearstream, SGX listed secured high-yield note issue. (Japan, US, Philippines)
- Tabulation and Exchange Agent for an exchange offer for US$250 million Zero Coupon Convertible Bonds due 2012 and Trustee and Agent for the new bonds issued as result of the exchange. (India)
- Facility Agent and Security Agent for US$170 million mezzanine facility to PRC property developer. (PRC)
- Collateral Agent in respect of an issue of US$85 million PIK notes issued by a Cayman Islands financial advisory entity. (Cayman Islands)
- Onshore Lender and Custodian of an IRA as part of a financing transaction involving a US$68 million offshore facility to PRC group of companies operating luxury cinemas in PRC. Novel VIE structure in place where the onshore loan by Madison Pacific is linked by an Intercreditor Deed to one of the offshore facilities as a mechanism to partly secure the offshore lender’s interest in an enforcement situation. (PRC)
- Trustee and Security Agent for US$10 million CB and US$55 million Euroclear-listed convertible notes issued by Australian listed company Guildford Coal Limited. (Australia)
- Security Trustee for US$37.5 million Convertible Bonds issued by Hong Kong listed company in the food industry. (Hong Kong)
- Trustee of a co-investment trust which held up to US$40 million in Alibaba Group Holding Limited ordinary shares. Upon the expiry of the lock-up provision, we were instructed to convert the ordinary shares in the trust into American Depositary Securities (ADS) and the subsequent sale of those securities post Escrow. (Hong Kong)
- Security Agent for A$70 million subordinated bridge facility. (Australia)
- Global Offshore Security Trustee for note issuance for a pharmaceutical and biotechnology company headquartered in India. (India)
Special Situations
- Replacement administrative agent and facility agent for one of the world’s largest restructuring transactions (value of US$13.4 billion). Our roles involved liaising with stake holders including the borrower and an international group of creditors and bondholders as well as calculating complex corporate work-out interest/principal repayments, restructuring and recapitalisation fees and consideration, and overseeing and managing payments of these amounts. (Indonesia)
- Administrative and Facility Agent for US$492 million restructuring, exchange and cash tender offer. (Indonesia)
- Appointed as successor Trustee in relation to the US$200 million secured exchangeable bonds for a Chinese real estate company. (PRC)
- Onshore collateral Agent and Holding Period Trustee for a scheme of arrangement of a Cayman Islands company in provisional liquidation, the holding entity for a listed Chinese solar company. (Cayman Islands, US, PRC)
- Replacement Agent and Security Trustee for a US$198 million Convertible Loan Facility of L’Sea Holdings Limited. We assisted in the implementation of the negotiated settlement which included the release of security in China, Cayman and Hong Kong and the granting of a mortgage over Hong Kong listed shares. To facilitate the settlement process, we also act as the Custodian of listed shares and work with the all stakeholders and their advisors. Stakeholders included several international financial institutions. (Hong Kong)
- Replacement Facility Agent and Offshore Security Agent in respect of US$39 million defaulted loan transaction. International enforcement and anti-suit injunction proceedings commenced. Our roles involve working with Mauritius, Hong Kong, Indian and English counsel closely to preserve security and conduct enforcement actions, consulting on litigation strategy and otherwise working to protect and enforce the lenders rights. (India, Mauritius, Hong Kong, UK)
- Replacement Agent and Security Agent in relation to US$250 million Pre-Export Finance Facility to a project in Western Africa, in default. As part of that appointment, we were responsible for enforcing the security by conducting a sale process for the sale of all of the shares of the two companies that hold a controlling interest in the project in Western Africa following the successful defence of Hong Kong court proceedings brought by a party seeking to prevent the sale. (Western Africa, UK, Hong Kong)
- Replacement Trustee for a US$54 million defaulted corporate bond issuance by an Indian conglomerate. Enforcement proceedings undertaken in United Kingdom and ongoing inter-creditor negotiations with judicial administrators of a related entity in Singapore. Our work includes spearheading discussions with international bondholders, formulating litigation strategy and overseeing its implementation and conducting scheme of arrangement negotiations, with the aim of both expediting and maximising bondholder recovery. (India, Singapore, UK)
- Security Trustee of defaulted A$23 million notes issued by an Australian mining corporation. Subsequent to enforcement and our appointment of Receivers, we assisted in the distressed sale of the defaulted notes and the associated transactions that led to the discharge of Receivers. (Hong Kong, Singapore, Australia)
- Replacement facility agent and security trustee in relation to c.US$50 million secured shipping loan. (South Korea)
- Successor Facility Agent and Onshore Security Agent for restructured US$50 million facility to an Indonesian shipping company and its associated companies, secured by listed shares. (Indonesia, BVI)
Escrow & Custody
- Escrow Agent in respect of HK$1 billion deposited by the Facility Agent in relation to a HK$1 billion facility. The fund was deposited into the escrow account and transferred out before close of business on the same day. (Hong Kong)
- Escrow Agent for a US$31 million aircraft re-financing transaction. We provided a tailored, bespoke service to stakeholders where timely and efficient “bank-like” escrow arrangements such as real time funds processing and instruction confirmations, all carried out during a closing conference call.
- Escrow Agent in respect of a settlement agreement involving the sale and purchase of a marine vessel. The Escrow Agent role included liaising with the Maritime Port Authority of Singapore and holding funds in the amount of US$11.62 million along with original documents relating to the sale of the vessel. (Singapore, UK, India)
- Nominee of Lender and Calculation Agent on behalf of PRC bank mortgagee holding HK$3 billion worth of shares in a Hong Kong listco. (Hong Kong)
- Custodian for Receivers over shares of an unlisted investment trust. (Hong Kong, Curacao)
- Escrow Agent and Custodian the liquidators of a Cayman Islands fund in liquidation in respect of securities across a range of asset classes which are from a number of Asian jurisdictions including Hong Kong, Singapore, Taiwan and Korea. (Cayman Islands, Hong Kong, Singapore, Korea, Taiwan)
- Escrow Agent and Security Trustee for US$210 million note secured by US listed bond. (Hong Kong, USA)
Restructuring (Public)
Madison Pacific offers an inclusive range of services to facilitate the restructuring of private and public debt. For public debt exchanges these roles include Holding Period Trustee, Blocked Creditor Tabulation Agent & Escrow, Paying Agent, New Note Trustee, Collateral Agent, Calculation Agent, Registrar, Custodian (e.g. conversion shares), Escrow (e.g. consent fees, cash payments, existing debt issues). Madison Pacific can also step in as a replacement provider in these roles and the equivalent for private debt.
CHINA AOYUAN GROUP LIMITED (“Aoyuan”): Madison Pacific was appointed on the suite of service roles for Aoyuan’s restructuring of its offshore debt, which included 12 series of public notes totalling US$4bn of c.US$7.5bn in aggregate debt outstanding. (2024 – Active)
ZHONGLIANG HOLDINGS GROUP (“Zhongliang”): Madison Pacific acted as Holding Period Trustee and Blocked Creditor Tabulation Agent, and was appointed as Collateral Agent, Notes Trustee and Convertible Bond Trustee on the restructured US$1. 2bn notes and US$140mio Convertible Bonds, respectively (2024 – Active))
G.N. TERMINAL ENTERPRISES LIMITED (“GNTE”): Madison Pacific was appointed as Facility Agent and International Security Agent in respect of a USD75m loan provided to GNTE by certain funds. The GN Terminals group is an exporter of grain with significant operations in the Ukraine. The security is held in Cyprus, Ukraine, Switzerland and the UAE. Pursuant to a default, the lenders instructed Madison Pacific to enforce the security which included a successful application for a worldwide freezing order against key shareholders, and participation in arbitration proceedings relating to the transaction documents (2019 – Active).
FRIGOGLASS FINANCE B.V. (“Frigoglass”): Madison Pacific was appointed as Security Agent in respect of €260m senior secured notes issued by Frigoglass (a producer of commercial coolers and refrigerators). Security was held in the Netherlands, Cyprus, Romania, Russia and Nigeria. Madison Pacific was also subsequently appointed in December 2022 as Trustee and Security Agent of €35m bridge notes. Pursuant to a default of the bridge notes Madison Pacific was involved in the consensual security enforcement process through a Dutch WHOA scheme proceeding and included a Dutch law share pledge enforcement, following Dutch court approval. The enforcement process resulted in the restructuring of the Frigoglass group (2020/2022/2023 – Completed)
LONDON CAPITAL & FINANCE PLC (“LCF”): Madison Pacific was appointed by the High Court of London to replace Global Security Trustees Limited as security trustee for certain bonds issued by LCF, pursuant to an application made by the Administrators of LCF. The High Court felt it was necessary for there to be an independent security trustee. Madison Pacific worked with the Administrators to act in the interests of the bondholders throughout the administration process (2020 – Active)
INTERPIPE HOLDINGS PLC (“Interpipe”): Madison Pacific was appointed as replacement Note Trustee, Offshore Security Agent and Ukrainian Security Agent for the restructured debt debt (consisting of loans and notes) of Interpipe and its group, which produces steel, pipe and railway products. Madison Pacific was subsequently also appointed as Transaction Agent to assume certain duties to facilitate the closing of the restructuring. Security was held in Cyprus, Germany, Switzerland, Ukraine, UK and USA. Madison Pacific was also appointed in as Notes Trustee in respect of a subsequent issuance of USD300m guaranteed notes by Interpipe Holdings plc (2019 – Completed/2021 – Active)
METINVEST B.V., (“Metinvest”): Madison Pacific was originally appointed as Notes Trustee and Security Agent in respect of USD1,197,232,103 senior secured notes issued by Metinvest B.V., which is involved in mining and steel enterprises. These notes were refinanced through a tender offer process, resulting in a reduction of the debt and the release of the security, but with Madison Pacific remaining as Notes Trustee. Madison Pacific has subsequently been appointed as Notes Trustee in respect of several additional series of unsecured notes issued by Metinvest B.V. (2017 – Completed/2018/2019/2020/2022 – Active)
UK SPV CREDIT FINANCE PLC (“SPV”): Madison Pacific was appointed as replacement Trustee by the noteholders of two defaulted series of notes issued by SPV in connection with loans advanced to Privatbank, a Ukrainian bank. Madison Pacific was instructed to commence arbitration proceedings against Privatbank in order to recover the amounts due under the notes and was extensively involved in the process, including liaising with over a hundred noteholders (2017 – Completed).
AGROKOR d.d. (“Agrokor”): Madison Pacific was appointed as facility agent and security agent for EUR1.06 billion loan facilities provided to Agrokor (now part of the Fortenova Group) by a syndicate of over 70 lenders. The loan was part of the EUR 6BN complex restructuring of Eastern Europe’s Croatian food producer. The deal was recognised in landmark decisions in the UK, US and Switzerland (2017 – Completed)