News and insights | SGS


July 2021

THM advises SGS, one of the largest property sub-groups of intu and owner of Lakeside, Watford Atria, Victoria Centre and Braehead shoppingcentres, on its £1.3bn long term financial restructuring, supported by a new money facility of £87m

SGS Finco Limited and its subsidiaries (SGS) comprise one of the largest property sub-groups of intu Properties PLC (intu). SGS owns four of the UK’s leading regional shopping centres and leisure destinations, Lakeside, Atria Watford, Victoria Centre (Nottingham) and Braehead (Glasgow).

Andrea Trozzi of THM Partners was appointed Chief Restructuring Officer and Independent Executive Director to the SGS boards, prior to intu's administration. Neil Robson of THM Partners also joined the SGS boards as a Non-Executive Director. Andrea was supported by Mark Sweeting, Lauren Armstrong and Seppi Grant.

THM, working closely with SGS's asset and property managers, ensured the immediate stabilisation of the four shopping centres following intu's administration and through several COVID-19 lockdowns, successfully migrating the four shopping centres from intu's management to a standalone operational platform in November 2020.

As part of ensuring its stability, SGS secured a short term £30m financing facility along with the necessary waivers and extensions to provide time to migrate the assets and build SGS's operational, governance and reporting capabilities before a long term financial restructuring could be agreed with its stakeholders.

The consensual long term financial restructuring successfully concluded on 16 July 2021 and received overwhelming support from its lenders, with all Noteholders that voted (representing 88% of the three series of notes) and 100% of Term Loan Lenders voting in favour. The key objectives of the financial restructuring are to align stakeholder interests and establish an independent platform with a stable capital structure from which SGS can deliver its three year business plan and exit strategy to maximise value for stakeholders. This includes the extension of Series 1 Note and Term Loan maturities to 2024, "Pay if you can" interest across all debt and the provision of a new £87m super senior money facility.

"This project has demonstrated THM's ability to take directorships and bring leadership, independence, stability and robust governance to a board during unprecedented times. The completion of the long term financial restructuring is a major milestone for SGS, its stakeholders and retailers which have been impacted by the pandemic. It will provide a stable platform to deliver SGS's business plan and exit strategy to maximise value for SGS's stakeholders."

- Andrea Trozzi, THM Partner, Head of Real Estate and Independent Executive Director of SGS

Since June 2020, THM has worked closely with Linklaters, Osborne Clark and PwC as advisers to SGS, Global Mutual as Asset Manager, Savills as Property Manager, Moelis and Clifford Chance as advisers to the Ad-Hoc Committee of Noteholders and Grant Thornton and Freshfields Bruckhaus Deringer as advisers to the Term Lenders.

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