Argo Blockchain PLC, In the Matter Of [2025] EWHC 3395 (Ch) (23 December 2025)
The Plan is sanctioned under Part 26A of the Companies Act 2006. The Noteholders' meeting was not valid in the strict legal sense, requiring the use of cross-class cram down powers. All statutory requirements are satisfied, including the 'no worse off' test. The Plan is fair, provides a better outcome than administration, and the allocation of benefits and burdens is reasonable. The process was procedurally sound, and the Plan is likely to be recognised in the US. The Court exercises its discretion to sanction the Plan.
- Citation
- [2025] EWHC 3395 (Ch)
- Parties
- Plan Company: Argo Blockchain plc; Supporting Creditor: Growler Mining Tuscaloosa, LLC; Retail Advocate: Mr Jonathan Yorke
- Jurisdiction
- England and Wales
- Judgment Date
- 23 December 2025
- Procedural Posture
- Restructuring Plan Sanction Application / Sanction Hearing
- Outcome
- Plan sanctioned
- Legal Topics
- Restructuring Plan, Cross Class Cram Down, Shareholder Dilution, Scheme of Arrangement, Administration Alternative
Case Brief
Summary, issues, holding and outcome
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Parties
Argo Blockchain plc
Plan Company
Growler Mining Tuscaloosa, LLC
Supporting Creditor
Mr Jonathan Yorke
Retail Advocate
Procedural Posture
Restructuring Plan Sanction Application / Sanction Hearing
Legal Issues
- 1 Whether the Plan should be sanctioned under Part 26A of the Companies Act 2006
- 2 Whether the statutory requirements for cross-class cram down are satisfied
- 3 Whether the Noteholders' meeting was valid in law
Ratio Decidendi
The Plan is sanctioned under Part 26A of the Companies Act 2006. The Noteholders' meeting was not valid in the strict legal sense, requiring the use of cross-class cram down powers. All statutory requirements are satisfied, including the 'no worse off' test. The Plan is fair, provides a better outcome than administration, and the allocation of benefits and burdens is reasonable. The process was procedurally sound, and the Plan is likely to be recognised in the US. The Court exercises its discretion to sanction the Plan.
Court Disposition
Plan sanctioned
Orders
- The restructuring plan of Argo Blockchain plc is sanctioned under Part 26A of the Companies Act 2006.
- The Plan Company is authorised to proceed with the Plan Steps, including equity allocations, asset transfers, and LSE delisting.
Full Case Text
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