Agreement with BB and Bradesco includes out-of-court reorganization

04/29/2024

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Renato Franklin — Foto: Rogerio Vieira/Valor

The Casas Bahia group informed the market on Sunday (28) that it has reached an out-of-court reorganization agreement with its main creditors, Banco do Brasil and Bradesco, to carry out a reprofiling of the entire company’s debt.

The payment term for the R$4.1 billion of gross debt—in updated values—was extended to 72 months from 22 months, with a 1.5 percentage points reduction to the average cost, which will now be the CDI plus 1.2% per year. A grace period of 24 months to pay interest and 30 months to pay the principal has been set. The CDI, or interbank deposit rate, is an investment benchmark in the Brazilian financial system.

With the changes, the company will no longer have to disburse R$4.3 billion by 2027.

The two banks hold 54.5% of Casas Bahia’s debt and have agreed to the reprofiling. As a result, the other creditors, which are pulverized, will automatically follow suit, according to Casas Bahia CEO Renato Franklin. “When you have the approval of more than 50% [of creditors], it’s automatic. That is the advantage of having an out-of-court agreement.”

According to him, the retailer’s lawyers are optimistic about the approval. The out-of-court reorganization request was filed on Sunday (28) and should be analyzed by the courts for up to a week. After that, there are 30 days to raise objections before ratification. Once these steps have been completed, the group can implement the out-of-court reorganization and replace the current financial debt with new instruments.

The debt will be swapped into debentures of R$4.1 billion, with two series. The first one, representing 37% of the amount, has a rate of the CDI plus 1.5% per year. The second series has two versions: one includes “partner” creditors, described as such either because they will maintain the current loan facility terms that are not in the reorganization or make new funds available to the group. They will be able to swap the debt into shares by Casas Bahia within 18 to 36 months.

The shareholders will have preemptive rights to avoid dilution. According to Mr. Franklin, Banco do Brasil and Bradesco fit into that category. Non-partner creditors, in turn, will not have that option. The rate for partner and non-partner creditors will be the CDI plus 1% per year.

The negotiation of the reorganization involves only unsecured financial debts. Labor and supplier issues are not included in the agreement. There is also no discount on the principal amount.

In February, Casas Bahia restructured part of its debt, amounting to R$1.5 billion. However, according to the CEO, the debt extension of 3 years obtained at that time was insufficient to solve the company’s problem. “It remained tight. Therefore, we were seeking to build something permanent.”

According to him, the business restructuring plan announced in August 2023 requires cash, as it involves layoffs and store closures. The debt pile has put pressure on the retailer and “tarnished” its image in the market. “It hinders the company’s valuation and some of its businesses,” the CEO said. With the reorganization, the company expects to improve its credit outlook and relationship with suppliers.

The agreement with creditors solves the financial part of Casas Bahia’s restructuring plan, Mr. Franklin says. The operational part remains unsolved.

The company has laid off 8,600 employees, including 42% of top management positions. There was a plan of closing 100 stores but the CEO says only 55 were closed. “We managed to recover the others by reducing rental costs.” No new “restructuring” layoffs are planned.

Also on the operational side, the company is expected to continue reviewing product assortment and pricing, which will become more dynamic, according to Mr. Franklin. There is also an effort to expand services—which includes offering insurance and extended warranties—, the new digital advertising platform, and a store-in-store model with supplier points of sale.

The company ended the fourth quarter with a net loss of R$1 billion. In 2023, the loss was R$2.6 billion, almost eight times the total recorded a year earlier. Net revenue fell 6.6% in the same period, to R$28.8 billion.

Mr. Franklin says the effects of the reorganization should be seen in the second quarter’s results. “We are very happy.”

*Por Ana Luiza Tieghi — São Paulo

Source: Valor International

https://valorinternational.globo.com/