Oi S.A.’s $20 Billion Restructuring

White & Case LLP has advised Oi S.A., a Brazilian telecommunications company, on its restructuring of more than US$20 billion of debt.

White & Case acted as international counsel, advising Oi with respect to its New York and English law governed bond debt and export credit agreements and with respect to US and English law issues arising in Oi’s various judicial insolvency cases, which spanned across Brazil, the United States, the United Kingdom, the Netherlands, Portugal and the Cayman Islands.

Following months of intense negotiations among its debt and equity stakeholders, Oi’s restructuring plan received overwhelming support from each class of creditors during the meeting of Oi’s creditors that began on December 19, 2017, and ended successfully in the early hours of December 20.

As part of the restructuring plan, certain bondholders agreed to backstop a new capital raise of R$4 billion to expand Oi’s fixed-line broadband used in homes and 4G cellular networks. The plan also creates a transitional board of directors for Oi, designed to maintain stability during the implementation of the restructuring, that will include existing board members and new members selected by Oi’s investors; existing statutory directors (officers) who were instrumental in achieving this successful restructuring of Oi’s indebtedness will continue in office.

Oi, founded in 1998 and headquartered in Rio de Janeiro, is one of the world’s largest integrated telecommunications service providers and a critical source of telecom services throughout Brazil. Oi provides fixed-line and mobile broadband and pay TV, landline, data transmission and internet services for more than 63 million customers, and employs more than 143,000 direct and indirect employees within Brazil. Oi also has more than two million Wi-Fi hotspots in Brazil.

The White & Case team that advised on the transaction included a large team of partners and associates, and was led by partners Richard Kebrdle (Picture) and Mark Bagnall in Miami and Laura Prater in London. The White & Case partner team also included John Cunningham and Jason Zakia in Miami; Donald Baker in São Paulo; Ian Wallace, Charles Balmain, Richard Pogrel and Christopher Czarnocki in London; Christopher Shore, Jonathan Michels and Ray Simon in New York; and John Willems and Christophe Von Krause in Paris.

In Brazil Barbosa Müssnich Aragão acted as Oi’s Brazilian Counsel with a team including Sérgio Savi, Rafael Calabria , Anna Carolina Malta, Cinthia Achao,  Christopher de Moraes Araruna Zibordi and Igor Lima.

Dias Carneiro Advogados and Clifford Chance have advised China Development Bank, holding  one of the largest individual credits amongst all creditors.

In Brazil, Dias Carneiro Advogados advised China Development Bank with Thiago Flores, Ricardo Sanches, Antonio Nachif, Eduardo Zilberberg, Gustavo Junqueira, Paulo Leme, Bruno Gozzi and Faiçal Cais Filho.

Clifford Chance advised China Development Bank with Scott Bache, Anthony Oldfield, Mark Hyde, Phoebe Lo, Robert Child, Clara Fung and Maggie Lo.

 

Involved fees earner: Richard Kebrdle – White & Case; Laura Prater – White & Case; Ian Wallace – White & Case; Mark Bagnall – White & Case; John Cunningham – White & Case; Donald Baker – White & Case; Richard Pogrel – White & Case; Christopher Czarnocki – White & Case; Jonathan Michels – White & Case; Jason Zakia – White & Case; Charles Balmain – White & Case; Chris Shore – White & Case; John Willems – White & Case; Christophe von Krause – White & Case;

Law Firms: White & Case;

Clients: Oi S.A.;