17th January 2023
Walker Morris has acted as legal advisors to NGI Systems & Solutions Limited (NGI) in what is understood to be the first sanctioning of a Part 26A Restructuring Plan outside of London. On 16th January 2023, His Honour Judge Davis-White KC, sitting in the Business and Property Court in Leeds, sanctioned NGI’s proposed Restructuring Plan of The Good Box Labs Co Ltd (GoodBox).
GoodBox is a provider of payment services to the charities sector, whose technology allows individuals to make donations to charities via contactless donation boxes. Charities supported by GoodBox’s technology include The British Red Cross, National Portrait Gallery, Church of England and Pret A Manger Foundation. The company encountered financial difficulties which led to its entry into administration in June 2022. The primary objective of the administration was to pursue a rescue of the company by way of a Part 26A Restructuring Plan. NGI was a key technology provider and creditor of GoodBox and provided significant funding to the administration to allow trading to continue whilst the rescue of the company was pursued.
The terms of the Plan include certain debt of GoodBox being converted into shares, trade creditors being paid in full (subject to adjudication of claims by the Plan Administrators) and the existing shareholders of the company retaining an equity interest.
In sanctioning the Plan, HHJ Davis-White applied the cross-class cram down provisions of Part 26A and considered several interesting points of law, including the ability of the Court to sanction a Part 26A Restructuring Plan without consent of the company (applying Re Savoy Hotel Ltd). We look forward to sharing a full case update with you shortly.
Gawain Moore led the Walker Morris team, supported by Ashley Armitage and Oliver Wheeler and instructed Matthew Maddison, of Enterprise Chambers, as Counsel.
GoodBox: www.goodbox.com
NGI: www.ngi.systems