(News Bulletin 247) – Shareholders and debt holders approved by a majority but not unanimously the financial rescue plan for the operator of retirement homes. The company will ask the commercial court to apply the safeguard plan.

The consultation of the “classes of affected parties” (that is to say the creditors and the shareholders) on the plan of financial restructuring of Orpea has not been full board. These classes, nineteen in number for the creditors, to which is added that of the shareholders, had to decide on Wednesday on this plan for the group of retirement homes, currently in the accelerated safeguard procedure.

According to the results of the votes communicated by the company, of these ten classes, six approved the draft accelerated safeguard plan by the required majority (more than two-thirds), three others, including that of the shareholders, supported the draft backup plan accelerated to more than 50%. For the shareholders, the “yes” won by a thread (50.8%).

And on the contrary, the holders of Oceane bonds (convertible bonds exchangeable into new or existing shares) rejected this plan at 50.8%.

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A plan that could be finalized in the second half of 2023

Insofar as not all the classes have approved this plan, Orpea will request in the coming days from the Commercial Court of Nanterre the decree of the safeguard plan accelerated by “forced application between classes”. This procedure allows justice to apply this type of plan even though all the classes have not given the green light.

This under certain conditions. For example, as an information report from the Senate explains, the plan must have been approved by classes other than the owners of capital, which is also the case here.

If the court considers that the legal conditions are met to implement this application, Orpea will be able to finalize its financial restructuring, which is planned for the second half of this year.

“To the extent that the draft accelerated safeguard plan has not been approved by all classes of parties affected by the majority required, and in the event that the plan is stopped by the court, the existing shareholders should hold, after completion of the capital increases and in the absence of reinvestment, approximately 0.04% of the company’s capital”, underlines Orpea. In other words, the dilution would reach 99.96%. “The theoretical value of the action would also come out at around 0.02 euros,” adds the group.

On the Paris Stock Exchange, Orpea shares plunged again, losing 15.6% to 1.87 euros around 10 a.m.

Negative equity

As a reminder, the financial restructuring of the group provides for debt relief of nearly 4 billion euros as well as the takeover of the company by a group of investors led by the Caisse des dépôts et consignations (CDC).

Friday evening, the group had published two reports published by the Ledouble cabinet, valuing the company between 6 billion and 7 billion euros in continuity of operation and between 2.6 billion euros and 3.7 billion euros in liquidation.

Following the surge of the title – which had taken more than 30% Monday at the start of the session – the group then provided details, stressing that these estimates related to a value of companies and not to equity.

Which quite simply means that in view of the evaluations of the Ledouble cabinet, the value of the company’s equity is very largely negative, given that the group had a gross debt of 9.7 billion euros at the end of December 2022…