Colouroz Investment 2 LLC & Ors, Re

Colouroz Investment 2 LLC & Ors, Re

The court ordered the convening of meetings of creditors for each scheme company, holding that the proposed class composition was appropriate, adequate notice had been given in the circumstances, the court had jurisdiction under English law and the Recast Judgments Regulation (assuming it applies), and that the schemes constituted valid arrangements under Part 26. Consent fees and lock-up agreements did not require further subdivision of classes. No jurisdictional or procedural roadblocks were identified that would prevent sanction of the schemes.

Parties
Applicant/company: ColourOz Investment 2 LLC; Applicant/company: Flint Group Packaging Inks North America Holdings LLC; Applicant/company: Flint CPS Inks Holdings LLC; Applicant/company: ANI Printing Inks B.V.; Applicant/company: Flint Digital Solutions Holdings B.V.; Applicant/company: Flint Group GmbH; Applicant/company: Flint Group Sweden Holding AB; Respondents/creditors: Scheme Creditors
Jurisdiction
England and Wales
Judgment Date
13 July 2020
Procedural Posture
Scheme of Arrangement (companies Act 2006, Part 26) / Convening Hearing for Creditors' Meetings
Outcome
Order granted to convene meetings of creditors for each scheme company with specified class composition and directions for conduct of meetings.
Legal Topics
Schemes of Arrangement, Jurisdiction Under Companies Act 2006, Class Composition of Creditors, Notice Requirements for Creditor Meetings, Recognition of Foreign Schemes, Consent Fees and Lock Up Agreements
Insolvency Law Company Law Cross Border Restructuring Schemes of Arrangement Jurisdiction Under Companies Act 2006 Class Composition of Creditors Notice Requirements for Creditor Meetings Recognition of Foreign Schemes +1 more

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Parties

ColourOz Investment 2 LLC

Applicant/company

Flint Group Packaging Inks North America Holdings LLC

Applicant/company

Flint CPS Inks Holdings LLC

Applicant/company

ANI Printing Inks B.V.

Applicant/company

Flint Digital Solutions Holdings B.V.

Applicant/company

Flint Group GmbH

Applicant/company

Flint Group Sweden Holding AB

Applicant/company

Scheme Creditors

Respondents/creditors

Procedural Posture

Scheme of Arrangement (companies Act 2006, Part 26) / Convening Hearing for Creditors' Meetings

Legal Issues

  1. 1 Whether the court should order meetings of creditors to consider the proposed schemes of arrangement under Part 26 of the Companies Act 2006
  2. 2 Whether the proposed class composition for creditor meetings is appropriate
  3. 3 Whether adequate notice of the convening hearing was given to creditors

Ratio Decidendi

The court ordered the convening of meetings of creditors for each scheme company, holding that the proposed class composition was appropriate, adequate notice had been given in the circumstances, the court had jurisdiction under English law and the Recast Judgments Regulation (assuming it applies), and that the schemes constituted valid arrangements under Part 26. Consent fees and lock-up agreements did not require further subdivision of classes. No jurisdictional or procedural roadblocks were identified that would prevent sanction of the schemes.

Court Disposition

Order granted to convene meetings of creditors for each scheme company with specified class composition and directions for conduct of meetings.

Orders

  • Meetings of creditors to be convened for each company as per the proposed class composition (First Lien and Second Lien creditors as separate classes where applicable).
  • Scheme creditors given until 17 July 2020 to apply to vary or discharge the convening order.