Dec 4, 2021
SMCP group: Paris trade courts decides to convene AGM
Dec 4, 2021
The Paris trade court has ruled in favour of the creditors of European Topsoho, the owner of fashion group SMCP (Sandro, Maje, Claudie Pierlot and Fursac). The creditors, which now hold a 29% stake in the group, wanted to convene an AGM to solve the group's ownership issues. SMCP has announced that the AGM will be held in the coming days.
In a preliminary injunction issued on Tuesday, the “court ruled in favour of GLAS,” the debt administration specialist acting as a trustee for SMCP’s creditors - investment funds BlackRock, Carlyle, Anchorage, Boussard and Gavaudan - by appointing “a judicial representative charged with convening an AGM for SMCP,” as indicated in a press release issued on Wednesday.
SMCP, whose board had met on November 17, refusing to consider GLAS’s request to convene an AGM, “will shortly notify the market at large about the way in which the AGM will be held,” as was further stated in the press release.
SMCP’s majority shareholder was European Topsoho, a company owned by Chinese conglomerate Shandong Ruyi. But European Topsoho defaulted on a €250 million repayment for a bond issue, a debt that could be exchanged for shares and was equivalent to approximately 37% of SMCP's share capital.
The bond creditors, under the trusteeship of GLAS, now hold a 29% stake in SMCP, and are planning to sell the stake to one or more buyers to recover the debt, putting an authorised representative in charge of the sale.
Before the sale, the creditors are keen to convene an AGM in order to remove from the board the directors representing European Topsoho and Shandong Ruyi, and appoint four new independent members.
Various judicial appeals have been filed in the meantime. In October, European Topsoho announced it had asked a British court to investigate a rumoured understanding between the firm's creditors and their consultants, aimed at allowing the creditors to “take control of SMCP at an undervalued price.”
GLAS has instead filed a lawsuit in Luxembourg to open insolvency proceedings against European Topsoho, asking the court to appoint a receiver.
In 2020, SMCP was severely impacted by the Covid-19 crisis, but in Q3 its sales were nearly back to pre-crisis levels, and the group is forecasting an annual revenue of €1 billion for 2021.
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