Private equity acquisition of Virgin Australia

Global private equity investor, Bain Capital, engaged us to provide transaction advice and a road map for acquiring Virgin out of voluntary administration.

Outcomes and benefits delivered

• Combining 333 Capital’s M&A expertise and KordaMentha’s restructuring and aviation history, we acted as Bain Capital’s Financial Advisor on their successful acquisition of Virgin Australia.
• Developed the deal strategy and structure, provided transaction management through to deal execution and, ultimately, implemented the strategy and the deal.  
• Maximised the benefits of the Voluntary Administration process for Virgin 2.0 while simultaneously negotiating with a plethora of creditors with competing interests and rights.
• Completed time-intensive and substantive due diligence, as part of the highly competitive sale process, to shape the future Virgin 2.0 and, ultimately, negotiate a transaction to achieve that business outcome.
• The purchasing structure and the implementation strategy will ensure Virgin 2.0 will be a lower and more flexible cost base with a refreshed commercial strategy and a business model to meet the challenges of the unprecedented market conditions.
• Successfully navigated the complexity and time-intensive nature of the transaction, undertaking wide-ranging, proactive stakeholder management and negotiations.
• The Virgin 2.0 acquisition and turnaround was awarded both the International Turnaround Management Association’s 2021 Company Turnaround/Transaction of the Year and the Australian TMA Restructuring Deal of the Year.

Background

Australia’s second largest airline, Virgin Australia, entered voluntary administration in early 2020 and the business was immediately placed on the international market for sale.

Leveraging both 333 Capital’s M&A expertise and KordaMentha’s aviation and restructuring experience, global private equity investor, Bain Capital, engaged us to provide transaction advice and a road map for acquiring Virgin out of voluntary administration.

With a high degree of public pressure surrounding the deal and significant stakeholder interests at risk, our insight and experience delivered an inventive solution to ensure our client’s pursuit of Virgin Australia was successful.

Approach

After Bain was announced as the successful purchaser and prior to acquisition, KordaMentha worked closely with Virgin Australia, Herbert Smith Freehills and Bain Capital to actively manage stakeholder relationships and renegotiate hundreds of contracts through the Deed of Company Arrangement period. 
Post-acquisition, the KordaMentha team worked with Bain Capital and Virgin Australia management on several key transformation implementation streams:

1. Fleet strategy and simplification
2. Employee management
3. Balance sheet restructure and contract renegotiation of disclaimed contracts
4. Stakeholder management. 

The objective of this work was to create a Virgin 2.0 with a flexible and reduced cost base, while providing short-term adaptability to manage COVID-19 uncertainty.