Viridien · EURONEXT:VIRI
Viridien — CGG — Debt Investor Presentation (August 2017)
26 slides from Viridien's debt investor presentation, Aug 7, 2017
Slide 1: Presentation of the French Safeguard Plan
Exhibit 99.2 Presentation of the French Safeguard Plan Bondholders’ general meeting – July 28, 2017 All results are presented before Non-Recurring Charges & write-off, unless stated otherwise
Slide 2: Forward-looking statements
Forward-looking statements This presentation contains forward-looking statements, including, without limitation, statements about CGG (“the Company”) plans, strategies and prospects. These forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore,
Slide 3: Agenda
Agenda Financial restructuring in progress Headline Terms of the Plan Financial objectives met
Slide 4: Financial restructuring in progress
Financial restructuring in progress
Slide 5: CGG's Priorities
CGG’s Priorities Protect the corporate interest of the Company and the full value of its businesses Timetable to deliver the targeted financial restructuring is of the essence in the present market environment Preserve the Group’s integrity Highly interlinked technologies, production units and geogr
Slide 6: Financial restructuring objectives
Financial restructuring objectives Norwegian legacy Maritime Liabilities and Nordic Debt fully addressed in Q1 c. $200m nordic debt externalization and extension from 2019 up to 2027 Full equitization of the principal amount of the unsecured debt leading to substantial Group deleveraging $1.9bn comi
Slide 7: Restructuring of the debt according to its seniority
Restructuring of the debt according to its seniority c. $800m fully secured and guaranted Level of seniority - + c. $1,500m unsecured with guarantees Maturity extended by 5 years to 2023 Up to $150m repayment No claim equitization Gross amount Restructuring Full equitization at €3.12 per share Conve
Slide 8: Pre-arranged restructuring in France and in the US
Pre-arranged restructuring in France and in the US Comprehensive safeguard proceedings Opening of French Safeguard proceedings (procédure de sauvegarde) in respect of CGG SA, the group parent company, on June 14, 2017 Helene Bourbouloux, former mandataire ad hoc, appointed as judicial administrator
Slide 9: Headline Terms of the Plan
Headline Terms of the Plan GWcGG Passion for Geoscience
Slide 10: Equitization of the Unsecured Debt
Equitization of the Unsecured Debt Summary of Main Economic Terms Treatment of the Unsecured Debt Coupon HYB: up to $86m accrued and unpaid interest to be paid on closing with new HY Bonds or termed-out over a 10 year period (Y1 and Y2: 1%/ Y3–Y9: 5%/ Y10: 63%) CB: $5m1 accrued and unpaid interest t
Slide 11: Secured Debt Headline Terms
Areas to Be Addressed Headline Terms OPTION 1 to be expressly chosen by French RCF lenders // Only option for US RCF and TLB lenders Borrower CGG Holding (US) Inc. Form Bond format NY Law Guarantors Adjusted guarantee package compared to existing package, reflecting release of following guarantors:
Slide 12: Secured Debt Headline Terms: Upfront Paydown and Covenants
Areas to Be Addressed Headline Terms Upfront Paydown Any net new money amount above $250m (incl. New money capital increase) after fees would pay-down secured debt subject to a cap of $150m (on a pro rata basis between French RCF, US RCF and TLB) Covenant No maintenance covenants except a minimum ca
Slide 13: New Money: $125m Rights Issue with Warrants
New Money Summary of Main Economic Terms $125m Rights Issue with Warrants (ABSA) limited to Existing Shareholders Issuing New Shares at $1.75 coupled with Warrants #2 with a strike price per new share of $4.5 / 5 year maturity Each new money share gives access to 1 warrant #2. 3 Warrants # 2 give ri
Slide 14: New High Yield Bond Headline Terms
Areas to Be Addressed Headline Terms Issuer CGG SA Format: US$ documentation consistent with existing US$ HYB Amount $375m in cash (i) USD Tranche and (ii) EUR Tranche for up to USD100 million Up to $86m from the payment of accrued and unpaid Coupon (if the HYB holders opted for such treatment of th
Slide 15: New High Yield Bond Terms: Call, Covenants, Fees
Areas to Be Addressed Headline Terms Call Year 1: 120% Year 2: 120% Year 3: 112.5% From Year 4: par Covenants Incurrence based covenants only, consistent with existing US$ HYB due 2022 subject to increase in baskets for operational purposes and flex for incurrence of $200m additional debt for new se
Slide 16: Shareholding post financial restructuring
Shareholding Pre New Money (Pre Penny Warrants) Post Debt Equitisation Including Warrants 1 Existing shareholders 4,4% 9,8% Convertible bondholders 7,0% 6,6% Senior Notes holders 88,5% 83,6% Total 100% 100% Shareholding Post New Money Post Debt Equitization Including Warrants 1 Including Warrants 2
Slide 17: Governance
Governance Governance The structure and composition of the Company’s board of directors after completion of the Restructuring will be determined in consultation with DNCA and the members of the Ad Hoc Senior Noteholder Committee who will have become and remain shareholders of the Company. Such propo
Slide 18: Financial objectives met
Financial objectives met GWcGG Passion for Geoscience
Slide 19: Nordic debt restructuring
Nordic debt restructuring Norwegian legacy Maritime Liabilities and Nordic Debt fully addressed in Q1 c. $200m nordic debt externalization and extension from 2019 up to 2027
Slide 20: $2.1bn Net Debt reduction by YE 2017 on pro forma basis
$2.1bn Net Debt* reduction by YE 2017 on pro forma basis Net Debt before restructuring $2.45bn by YE 2016 $2.85bn target by YE 2017 * Net Debt including Capital Leases and excluding IFRS adjustments / Round figures / FX rate at 1.12 (June 14th) Net Debt after restructuring $0.45bn by YE 2016 (pro fo
Slide 21: Senior debt profile: maturities moved to 2023/2024
Senior debt profile: maturities moved to 2023/2024 Senior debt down from $2.75bn before Restructuring to $1.1bn post restructuring Maturities extended to January 2023 and January 2024, assuming January 2018 for the Restructuring completion date Average cost of debt at 7.0% cash + 5.0% PIK c. $85m ca
Slide 22: Group Leverage: back below 2x beginning of 2018
Based on mid-point of Business Plan targets, post Restructuring, Net Financial Debt* over EBITDA ratio below 2x Group Leverage: back below 2x beginning of 2018
Slide 23: Restructuring Savings and Additional Liquidity
Restructuring Savings (over 2017-2019) ML mitigation & Nordic Loan: c. $300m Cost of Debt reduction net of fees: c. $200m Additional Liquidity Net New Money: c. $300m Basket allowing for new Secured debt: c. $200m Group Liquidity: $1bn improvement at YE 2019 horizon
Slide 24: Appendix
Appendix
Slide 25: Business Allocation Grid to Relevant Sub-Groups
MC North Sea partially owned by CGG Services SA MC Australia partially owned by CGG Services SA c. 20% SI RoW concerning North Sea (through CGG Norway SA) Marine Equipment located in Sercel Inc for c. 65% in revenues, but only for c. 50% in margin JVs Land: ARGAS & SBGS JVs Marine: VC & Vietnam Busi
Slide 26: Thank you
Thank you ccc Visit our website at egg.com Passion for Geoscience