GB - PGS ASA, Re (Companies Act 2006)

MR JUSTICE MILES:

This is the hearing of an application by PGS ASA ("PGS") for an order pursuant to section 899 of the Companies Act 2006, sanctioning a scheme of arrangement (the "Scheme"). The application was made by a Part 8 claim form dated 16 December 2020. By a convening order dated 21 December 2020 I directed that a single meeting of Scheme creditors be convened. The convening judgment is reported at [2020] EWHC 3622 (Ch) (the "Convening Judgment").

The Scheme meeting was held virtually on 20 January and 27 January 2021. The vote took place on 27 January 2021. At the meeting, 186 out of the 190 Scheme creditors attended in person or by proxy: 99.88% by value of the Scheme creditors and 97.89% by number of Scheme creditors. The only four Scheme creditors who did not vote at the meeting had, in fact, acceded to a Lock-Up Agreement prior to 20 November 2020, by which they undertook to submit a proxy form to vote in favour of the Scheme, but they did not, in the event, do so. 185 of the 186 Scheme creditors present and voting at the Scheme meeting, representing 95.33% by value of Scheme creditors present and voting, voted in favour of the Scheme. The one creditor which voted against did not appear at this hearing to oppose the sanction of the Scheme and, indeed, no creditors of the company were separately represented before me.

I set out the factual background to the Scheme and the application for the convening order in paragraphs 20-29 of the Convening Judgment:

"20. Before the pandemic PGS had already commenced a process to address its 2020 debt maturities. In February 2020 it completed the refinancing of its debts, and the group at that stage expected to be in a position to service the refinanced debts. However, since that time, as a result of the pandemic, the group's financial performance has sharply deteriorated. Its revenues declined markedly during 2020 and its cash flow has declined steeply. This has materially affected the group's business, rendering its current financial position unsustainable. The group has adopted a number of operational measures and reductions in expenditure in an attempt to mitigate its falling revenues. However, its current levels of financial indebtedness remain unsustainable.

The proposed financial restructuring of which the scheme is part is a product of negotiations with scheme creditors as well as lenders under the export credit facilities. In March 2020 PGS initiated discussions with creditors on a one-to-on

MR JUSTICE MILES:

I set out the factual background to the Scheme and the application for the convening order in paragraphs 20-29 of the Convening Judgment:

PGS ASA, Re (Companies Act 2006)

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