Aegean Marine files Chapter 11 bankruptcy; Mercuria submits lead bid

By Caroline Salls

Pittsburgh, Nov. 9 – Aegean Marine Petroleum Network Inc. filed Chapter 11 bankruptcy on Nov. 6 in the U.S. Bankruptcy Court for the Southern District of New York, according to a company news release.

The company said the bankruptcy filing is designed to stabilize its business operations and address near-term debt maturities, including $94.5 million of unsecured convertible notes that matured on Nov. 1.

In addition, Aegean said Mercuria Energy Group Ltd. has agreed to provide more than $532 million in post-bankruptcy financing to fund the Chapter 11 process and the company’s working capital needs, as well as to serve as the stalking horse bidder in a sale process designed to optimize the value of Aegean Marine as a going concern.

The company said it is continuing to explore value-maximizing alternatives.

The DIP financing is comprised of a $160 million U.S. revolving credit facility, a $300 million global revolver and a multiple-delayed-draw term loan credit facility in a total principal amount of $72 million.

ABN Amro Capital USA LLC is the administrative agent.

The DIP financing will terminate on March 6, with an option for a two-month extension if specified conditions are met.

Interest will accrue at a rate of Libor plus 350 basis points for revolving loans and Libor plus 650 bps for term loans.

The company said the terms of the sale agreement would be filed with the court “in the near term.”

Aegean Marine also filed a series of first-day motions seeking approval to continue to conduct its business in the normal course, including in relation to employees, customers and suppliers.

According to court documents, Aegean Marine has $1 billion to $10 billion in assets and $500 million to $1 billion in debt. As of the bankruptcy filing date, the company said it had $855 million in funded debt.

The company’s largest unsecured creditors are U.S. Bank NA of New York, with a $172.5 million claim for the company’s 4.25% convertible unsecured notes due 2021; Deutsche Bank Trust Co. Americas, with a $94.55 million claim for the company’s 4% convertible unsecured notes due 2018; American Express Travel Services Co., Inc. of New York, with a $20 million contract claim; Petrojam Ltd. of Kingston, Jamaica, with a $3.18 million trade claim; and BP Europa SE of Bochum, Germany, with a $1.13 million trade claim.

In connection with its restructuring efforts, Kirkland & Ellis LLP is acting as legal counsel to Aegean, Moelis & Co. LLC is acting as investment banker, and EY Turnaround Management Services LLC is acting as restructuring adviser.

Aegean is a marine fuel logistics company based in Piraeus, Greece. The Chapter 11 case number is 18-13374.

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