In the matter of CB & I UK Ltd

In the matter of CB & I UK Ltd

The Plan is a valid compromise or arrangement under s.901A(3) CA 2006, as even minimal consideration suffices for out-of-the-money creditors. The most likely Relevant Alternative is a worldwide formal liquidation, leaving dissenting creditors no worse off under the Plan. The Plan is fair, especially given the equity offered to Reficar, and the Court's discretion is exercised in favour of sanctioning the Plan.

Parties
Applicant: CB&I UK Limited; Supporting Creditor: Crédit Agricole Corporate and Investment Bank; Supporting Creditor: Ad hoc group of supporting creditors; Dissenting Creditor: Refinería de Cartagena S. A. S.
Jurisdiction
England and Wales
Judgment Date
11 October 2024
Procedural Posture
Restructuring Plan Sanction Application / Final Judgment
Outcome
Plan sanctioned
Legal Topics
Cross Class Cram Down, Restructuring Plan, Compromise or Arrangement, No Worse Off Test, Discretion, Creditor Fairness
Insolvency Company Law Cross Class Cram Down Restructuring Plan Compromise or Arrangement No Worse Off Test Discretion Creditor Fairness

Case Brief

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Parties

CB&I UK Limited

Applicant

Crédit Agricole Corporate and Investment Bank

Supporting Creditor

Ad hoc group of supporting creditors

Supporting Creditor

Refinería de Cartagena S. A. S.

Dissenting Creditor

Procedural Posture

Restructuring Plan Sanction Application / Final Judgment

Legal Issues

  1. 1 Is the plan a 'compromise or arrangement' within s.901A(3) CA 2006 vis-à-vis dissenting creditors?
  2. 2 What is the Relevant Alternative to the Plan?
  3. 3 Is the 'no worse off' condition in s.901G(3) CA 2006 met for dissenting classes?

Ratio Decidendi

The Plan is a valid compromise or arrangement under s.901A(3) CA 2006, as even minimal consideration suffices for out-of-the-money creditors. The most likely Relevant Alternative is a worldwide formal liquidation, leaving dissenting creditors no worse off under the Plan. The Plan is fair, especially given the equity offered to Reficar, and the Court's discretion is exercised in favour of sanctioning the Plan.

Court Disposition

Plan sanctioned

Orders

  • The restructuring plan under Part 26A CA 2006 is sanctioned.
  • Dissenting classes are bound by the Plan via cross-class cram down.