AUS
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UK
CA
USA
IND
Highlights
- $145 Million Recapitalisation Agreement: Jervois Global secures new pre- and post-recapitalisation equity capital from Millstreet Capital Management to fund business operations and restart the São Miguel Paulista (SMP) nickel-cobalt refinery in Brazil.
- Chapter 11 Filing Planned: Jervois and its subsidiaries will initiate a prepackaged Chapter 11 process in the U.S. in January 2025 to implement the restructuring efficiently.
- Key Stakeholder Terms: The recapitalisation plan includes asset transfers, debt-to-equity conversion, and continued operations, with no anticipated disruptions to customers, suppliers, or employees.
- Delisting and Winding Up: Jervois intends to delist from the ASX post-recapitalisation, with no expected returns for current shareholders.
Jervois Global Limited (ASX:JRV) has announced a comprehensive $145 million recapitalisation plan in partnership with Millstreet Capital Management, a key lender and alternative investment firm. The initiative aims to strengthen the company’s balance sheet and fund critical projects, including the restart of the São Miguel Paulista (SMP) nickel-cobalt refinery in Brazil.
To execute the plan, Jervois will commence a prepackaged U.S. Chapter 11 procedure in January 2025, allowing for a timely and efficient restructuring process. The Company has confirmed that all operations will continue without disruption during this period, ensuring stability for its employees, vendors, suppliers, and customers.
Recapitalisation Details
Under the Restructuring Support Agreement (RSA) between Jervois and Millstreet:
- Millstreet will provide $145 million in equity capital, including $70 million dedicated to restarting the SMP refinery.
- Jervois will transfer its operating subsidiaries (JFO, SMP, and ICO) to a reorganised parent entity. Outstanding Idaho Cobalt Operations (ICO) bonds and convertible notes (CN) will be converted into equity in the reorganised entity.
- The recapitalisation will be extended to Australia through an interconditional deed of company arrangement following the confirmation of the Chapter 11 Plan.
- Millstreet will maintain the $150 million Jervois Finland Working Capital Facility under revised terms to support the group’s ongoing operations.
Impact on Shareholders and Delisting
Post-recapitalisation, Jervois plans to delist from the ASX (subject to ASX approval) and will ultimately be wound up. As part of the restructuring, current equity holders are not expected to receive any returns. The Company will also seek a waiver from ASX listing rules requiring shareholder approval for the recapitalisation.
Jervois has agreed to exclusivity provisions with Millstreet under the RSA but retains the right to terminate the agreement if required by directors’ fiduciary duties.
Timeline and Next Steps
The recapitalisation process, including Chapter 11 and the subsequent deed of company arrangement, is expected to be completed by 30 April 2025.
