Sidley represented GLAS in Financial List proceedings brought by Galapagos Bidco SARL (“Bidco”) seeking declaratory relief to validate the c. US$1 billion multi-jurisdictional financial restructuring of the Galapagos Group. Sidley had previously acted for GLAS on the restructuring, in which GLAS, in its capacity as Security Agent, facilitated the distressed disposal of shares in Bidco to Mangrove Luxco IV SARL (an entity owned by Triton Partners).
One of Bidco’s junior creditors contested the validity of the restructuring and counter-claimed for declarations that the restructuring was invalid and that the Security Agent had acted in breach of the English-law governed Intercreditor Agreement.
The High Court has today granted the declaratory relief sought by Bidco, and supported by GLAS, finding that the restructuring was carried out in accordance with the terms of the Intercreditor Agreement. This landmark case is the first to deal with certain issues of construction of the distressed disposal provisions in an Intercreditor Agreement and will be a key restructuring authority for future transactions.
The Sidley team was led by partners and co-heads of Sidley’s London Restructuring team Jifree Cader and Mark Knight, supported by managing associate Luke Mason, with the litigation being led by senior managing associate Sarah Lainchbury. The core team was assisted by further support from the litigation team in London and trainee solicitor Naemi Melvin.
