HEUKING advises Ferralum on financial restructuring

A joint team from several HEUKING offices, led by Shimon Merkel and Michael Neises, advised Ferralum Metals Group S.à r.l. (Ferralum) in context of the complex financial restructuring of Metalcorp Group S.A. (Metalcorp).

The background to the transaction, which closed in June 2024, was Ferralum’s acquisition of BAGR Non-Ferrous Group GmbH, along with its subsidiaries and shareholdings, as part of a management buy-out (MBO) from Metalcorp.

Following a respective request for approval by Metalcorp Group under the German Bond Act (SchVG), Metalcorp Group’s bondholders approved the MBO on the condition that, among other things, Metalcorp’s EUR 300 million bonds due in 2026 (2026 Notes) and EUR 70 million bonds due in 2023 (2023 Notes) would be exchanged for purchase rights for new secured notes totaling EUR 12.5 million, issued by MCOM Investments Limited, a subsidiary of Ferralum (the New Money Notes), and new secured notes totaling EUR 66 million, issued by Ferralum (the Ferralum Notes).

Ferralum is a holding company invested in specialized, sustainable, and profitable businesses within the aluminum and ferrous metals industry. The group’s key assets include BAGR Berliner Aluminiumwerk GmbH, STOCKACH Aluminium GmbH, STEELCOM Steel & Commodities GmbH, and a stake in Italiana Coke S.r.l. The group operates two secondary aluminum plants that process aluminum scrap, alloy additives, and small quantities of primary aluminum into high-quality aluminum slabs. Additionally, it includes a global procurement and marketing business for ferrous metals.

Counsel to Ferralum Metals Group S.à r.l.
HEUKING:
Michael Neises (Lead, Banking & Finance), Frankfurt,
Shimon Merkel, LL.M. (Lead, Corporate/M&A), Berlin,
Christian Staps (Banking & Finance, Restructuring & Insolvency), Frankfurt