We advised an ad hoc group of financial creditors in one of the first creditor-proposed Brazilian restructurings 

Davis Polk served as U.S. counsel to an ad hoc group of financial creditors of Samarco Mineração S.A. On December 1, 2023, Samarco consummated a consensual, cross-border restructuring of approximately $4.8 billion in funded debt. The restructuring transactions, which resolve a contentious, eight-year-long process, were implemented through a plan that was jointly filed by Samarco and the ad hoc group in Samarco’s Brazilian judicial reorganization proceeding. The joint plan was approved by the Brazilian court overseeing Samarco’s judicial reorganization proceeding on September 1, 2023, and was also granted enforcement in the United States by the United States Bankruptcy Court for the Southern District of New York on October 10, 2023.

The plan and restructuring followed the entry by members of the ad hoc group, Samarco and Samarco’s shareholders into a comprehensive restructuring support agreement that also provided for the settlement of numerous ongoing litigation proceedings.

The jointly filed plan is the first creditor-proposed Brazilian restructuring plan approved in an internationally significant case following a 2021 amendment to Brazil’s insolvency laws that, for the first time, made it possible for creditors to propose restructuring plans as an alternative to the debtor’s plan. Pursuant to the plan, members of the ad hoc group and most other financial creditors will receive approximately $3.7 billion of new senior notes due 2031. 

Headquartered in Belo Horizonte, Minas Gerais, Brazil, Samarco is a mining company with operations in Minas Gerais and Espírito Santo. Samarco’s products include direct reduction and blast furnace pellets and iron ore fines, which supply various industries in the Americas, Europe, the Middle East, North Africa and Asia.

The Davis Polk restructuring team included partners Timothy Graulich, Angela M. Libby and David Schiff and associates Jarret Erickson, Paavani Garg, Moshe Melcer and Motty Rivkin. The capital markets team included partner Yasin Keshvargar and associates Michael Stromquist and Christian Knoble. Partner Antonio J. Perez-Marques and counsel Matthew Cormack provided litigation advice. Partners Manuel Garciadiaz and Leo Borchardt provided general corporate advice. Partners Corey M. Goodman and Lucy W. Farr provided tax advice. Members of the Davis Polk team are based in the New York, London and São Paulo offices.