Arrium

Arrium

Arrium Limited (and others according to schedule in Company Information) (All Administrators appointed)

VID1010/2017

On 15 September 2017, the Deed Administrators commenced a proceeding in the Federal Court seeking a direction that they are justified in admitting the proofs of debt submitted by the lenders and noteholders to the Arrium Group (Financiers), without deducting any of the proceeds of sale of the MolyCop entities.

On 3 November 2017, a directions hearing was held before Justice Davies, who ordered, amongst other things, that:

  1. the first defendant, Epic, be appointed to represent the interests of all unsecured creditors, other than the Financiers;

  2. Massachusetts Mutual Life Insurance Company be joined as the second defendant and appointed to represent the interests of the Financiers;

  3. the legal expenses reasonably incurred by the first and second defendants in acting in their respective capacity as a representative party, up and until 8 November 2017, be paid out of the Arrium Distribution Fund;

  4. a preliminary question be listed for hearing on 8 November 2017, which deals with whether certain agreements between the Deed Administrators and Financiers permitted the Financiers to prove for the full amount owing to them without deducting the MolyCop sale proceeds, and if they did, whether the Deed Administrators are justified in admitting the Financiers to proof accordingly.

The hearing of the preliminary question was held on 8 November 2017 before Justice Davies.  Justice Davies has reserved her decision. 

On 7 November 2017, Epic also issued an interlocutory process seeking an order that the Court undertake an inquiry into the external administration of the Arrium Group in relation to specific matters set out in the affidavit of Richard Lyne affirmed on 7 November 2017.  The Court has not listed this application for directions.

In the matter of ACN 004 410 833 (formerly Arrium Limited (subject to deed of
company arrangement) & Ors
15 Sep 17 Originating Process  (1.1Mb)
15 Sep 17 Affidavit of Leon Zwier  (1.3Mb)
18 Sep 17 Affidavit of Dajana Malnersic  (683Kb)
20 Sep 17 Plaintiffs' Concise Statement  (1.3Mb)
21 Sep 17 Affidavit of Mark Korda  (2.2Mb)
26 Sep 17 Orders  (248Kb)
4 Oct 17 Second Defendant's Concise Statement  (467Kb)
9 Oct 17 Affidavit of Richard Lyne  (1.8Mb)
9 Oct 17 First Defendant's Concise Statement  (409Kb)
13 Oct 17 Plaintiffs' Concise Statement in Reply  (1.4Mb)
23 Oct 17 Affidavit of Richard Lyne  (1Mb)
2 Nov 17 Affidavit of Richard Lyne  (683Kb)
3 Nov 17 Orders  (232Kb)
7 Nov 17 Interlocutory process  (313Kb)
7 Nov 17 Affidavit of Richard Lyne  (6.7Mb)

 

VID955/2017

On 31 August 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking relief:

  1. Limiting their personal liability in relation to contracts entered into or varied during the voluntary administration period (from 7 April 2016 to 4 November 2016) by excluding personal liability for any debts or liabilities incurred in that period which fall due for payment after the completion of the sale of the Arrium Sale Entities.
  2. Limiting their personal liability for rent or other amounts payable by the Arrium Sale Entities in connection with property and equipment used, occupied or possessed by the Arrium Sale Entities during the voluntary administration period by excluding personal liability for any amounts, debts, claims or liabilities which have not been paid as at the completion of the sale of the Arrium Sale Entities.
  3. Amending the Transaction Support DOCAs to correct a typographical error in clause 7.11(c) and clause 7.11(d).
  4. Amending clause 18.4(c) of each DOCA to nominate a different foreign exchange benchmark for the conversion of debts in the proof of debt adjudication process, to account for the fact that the Commonwealth Bank no longer provides the rate specified in the DOCAs and the Corporations Act.
  5. That the Deed Administrators are justified in causing the Arrium Sale Entities to execute a deed of indemnity under which the Arrium Sale Entities agree to indemnify the Deed Administrators for any claims that may be made by the purchasers of the shares in the Sale Entities in relation to the sale.
  6. Authorising the Deed Administrators to continue pay money into and out of the existing bank accounts of the Arrium Administration Group companies in accordance with the practice established prior to 1 September 2017, and to hold all non-cheque negotiable instruments and securities received by the Deed Administrators in a safe.

The matter was part-heard on 1 September 2017. At that hearing, Justice O’Callaghan made directions in relation to funds handling, and ordered that Exhibit BW-3 and the document at Tab 8 of Exhibit BW-2 be kept confidential. The remainder of the application (paragraphs 1, 2, 3, 4, 7, 8 and 9 of the Originating Process dated 30 August 2017) was adjourned to 10.15am on Friday, 8 September 2017 before Justice Middleton.

On 8 September 2017, the Federal Court of Australia made Orders in relation to the Arrium Sale Entities that exclude the Voluntary Administrators’ personal liability for:

  • debts which fall due for payment after 31 August 2017 which were incurred during the period of voluntary administration from the date of their initial appointment to 4 November 2016 (when each of the Arrium Sale Entities executed a deed of company arrangement) in respect of goods bought or services rendered; and 
  • amounts payable in connection with property and equipment used by the Arrium Sale Entities during the voluntary administration period (7 April 2016 to 4 November 2016) and which have not been paid as at 31 August 2017.

Any affected creditor of the Arrium Sale Entities has until Friday 13 October 2017 to apply to the Court to set aside or otherwise challenge the Orders. Any creditor that does not apply by that date will be unable to set aside or otherwise challenge the Orders at a later date.  

On 9 October 2017, following an application by the Deed Administrators, Justice O’Callaghan made an order varying Order 1 of the orders made on 1 September 2017.

In the matter of ACN 004 410 833 Limited (formerly Arrium Limited) (subject to Deed
of Company Arrangement) & Ors
30 Aug 17 Originating Process  (7.8Mb)
30 Aug 17 Affidavit of Bryan Webster  (2.3Mb)
30 Aug 17 Affidavit of Susanna Ford  (4.9Mb)

30 Aug 17

Exhibit BW-2 to the Affidavit of Bryan Webster – excluding confidential Tab 8

Tab 1  (2.4Mb)

Tab 2  (329K)

Tab 3  (3.3Mb)

Tab 4  (305Kb)

Tab 5  (3.5Mb)

Tab 6  (36Mb)

Tab 7  (8.8Mb)

Tab 8 (omitted)

Tab 9  (913Kb)

Tab 10  (452Kb)

Tab 11  (451Kb)

Tab 12  (1.1Mb)

Tab 13  (148Kb)

31 Aug 17 Affidavit of Susanna Ford  (3.4Mb)
1 Sep 17 Order of the Court  (171Kb)
6 Sep 17 Affidavit of Bryan Webster  (7.4Mb)
6 Sep 17 Affidavit of Susanna Ford  (1.4Mb)
7 Sep 17 Affidavit of Justin Vaatstra  (1.6Mb)
7 Sep 17 Outline of Submissions  (2.6Mb)
8 Sep 17 Orders of the Court  (3.7Mb)
4 Oct 17 Affidavit of Bryan Webster  (3.3Mb)
5 Oct 17 Affidavit of Stephen Lloyd  (1.8Mb)
10 Oct 17 Order of the Court  (153Kb)

 

VID608/2017

On 7 June 2017, the liquidators commenced a proceeding in the Federal Court of Australia seeking orders in relation to the registration of security interests granted to the National Australia Bank as security trustee in respect of a standby loan facility.

The matter was heard on 6 July 2017 and orders made that day.

Mentha, in the matter of Arrium Finance Limited v National Australia Bank Limited
7 Jun 17 Originating Process  (440Kb)
5 Jun 17 Affidavit of Martin Madden  (605Kb)
5 Jul 17 Affidavit of Martin Madden  (1.80Mb)
5 Jul 17 Plaintiffs’ Submissions  (392Kb)
6 Jul 17 Orders  (559Kb)
24 Jul 17 Judgment  (288Kb)

 

VID491/2017

On 16 May 2017, Alleasing Pty Ltd commenced a proceeding in the Federal Court of Australia seeking orders in relation to the registration of security interests it holds over certain property used in Arrium’s operations.

The matter was heard on 29 May 2017 and orders made that day.

Alleasing Pty Ltd v Onesteel Manufacturing Pty Ltd
15 May 17 Originating Process  (344Kb)
15 May 17 Affidavit of Thomas Robert Schinckel  (12.4Mb)
15 May 17 Affidavit of Daniel Blizzard  (11.5b)
17 May 17 Interlocutory Process  (334Kb)
17 May 17 Affidavit of Justin Taede Vaatstra  (559Kb)
22 May 17 Notice of Appearance  (288Kb)
26 May 17 Orders  (543Kb)
26 May 17 Affidavit of Justin Taede Vaatstra  1.7Mb)
26 May 17 Affidavit of Justin Taede Vaatstra  (750Kb)
26 May 17 Amended originating process  (394Kb)
29 May 17 Orders  (229Kb)
9 June 17 Judgment  (150Kb)

 

VID1477/2016

On 13 December 2016, K.J. Renfrey Nominees Pty Ltd as trustee for the Renfrey Family Trust commenced a proceeding in the Federal Court of Australia seeking orders in relation to the registration of security interests it holds over certain leased property used in Arrium’s operations.

The matter was heard on 30 January 2017 with judgment handed down and orders made on 30 March 2017.

K.J. Renfrey Nominees Pty Ltd v Onesteel Manufacturing Pty Ltd
13 Dec 16 Originating Process  (380Kb)
13 Dec 16 Affidavit of Kevin Renfrey  (12.5Mb)
14 Dec 16 Affidavit of Thomas Schinckel  (7.3Mb)
23 Dec 16 Notice of Appearance  (279Kb)
23 Dec 16 Orders  (89Kb)
13 Jan 17 Affidavit of Thomas Schinckel  (355Kb)
30 Mar 17 Judgment and orders  (269Kb)

 

VID1260/2016

On 21 October 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking orders and directions in relation to voting at the concurrent second creditors’ meetings of the Arrium entities in administration and the form of the section 439A report to be sent to creditors.

The matter was heard in the Federal Court of Australia in Melbourne on 25 October 2016.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
21 Oct 16 Originating Process  (598Kb)
21 Oct 16 Affidavit of Bryan Webster  (1.4Mb)
24 Oct 16 Affidavit of Justin Vaatstra  (577Kb)
26 Oct 16 Orders of The Hon Justice Davies  (305Kb)
26 Oct 16 Affidavit of Leon Zwier  (7.7Mb)

 

VID792/2016

On 13 July 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking relief from personal liability and directions in relation to two agreements for the financing, construction and commissioning of two beneficiation plants at mining sites near Whyalla, South Australia.

The matter was heard in the Federal Court of Australia in Melbourne on 21 July and 22 July 2016.

On 22 July 2016, Justice Davies made the orders sought by the Administrators.

On 17 August 2016, Justice Davies published her reasons for judgment.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
13 Jul 16 Originating process  (517kb)
13 Jul 16 Affidavit of Leon Zwier  (479kb)
22 Jul 16 Affidavit of Scott Langdon  (1.2Mb)
22 Jul 16 Affidavit of Justin Vaatstra  (1.9Mb)
22 Jul 16 Orders of The Hon Justice Davies  (3.3Mb)
29 Jul 16 Affidavit of Leon Zwier  (28Mb)
17 Aug 16 Reasons for Judgment  (3.4Mb)

 

VID527/2016

On 26 May 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking directions and declaratory orders from the Court relating to security arrangements entered into by certain subsidiaries of Arrium Limited (prior to the Administrators’ appointment) and a Recapitalisation Deed entered into by Arrium Limited and GSO Capital LP (also prior to the Administrators’ appointment). GSO Capital Partners LP and the Security Trustees brought Cross-Claims in the proceeding.

The trial of the proceeding was heard on 27 and 28 October 2016 before the Honourable Justice Davies and judgment was delivered on 15 November 2016. Her Honour made final orders in the proceeding on 1 December 2016, which, amongst other things, require the security arrangements to be unconditionally and irrevocably released and discharged by 15 December 2016.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
26 May 16 Originating process  (659kb)
26 May 16 Affidavit of Leon Zwier  (1.08Mb)
31 May 16 Affidavit of Leon Zwier  (887kb)
31 May 16 Orders of The Hon Justice Davies  (185kb)
3 Jun 16 Statement of Claim  (466Kb)
15 Jun 16 Affidavit of Justin Vaatstra  (3.8Mb)
15 Jun 16 Affidavit of Samuel Delaney  (396kb)
16 Jun 16 Orders of The Hon Justice Davies  (93kb)
19 Jul 16 First Defendant's Defence  (790kb)
19 Jul 16 First Defendant's (Cross-Claimant's) Statement of Cross-Claim  (1.5Mb)
20 Jul 16 First Defendant's (Cross-Claimant's) Notice of Cross-Claim  (429kb)
27 Jul 16 Second to Fourth Defendants' Defence  (455kb)
28 Jul 16 Second to Fourth Defendants' (Cross-Claimants') Notice of Cross-Claim  (320kb)
28 Jul 16 Second to Fourth Defendants (Cross-Claimants’) Statement of Cross-Claim  (798kb)
10 Aug 16 Defence to First Defendant’s (Cross-Claimant’s) Statement of Cross-Claim  (497kb)
10 Aug 16 Defence to Second to Fourth Defendants’ (Cross-Claimants’) Statement of Cross-Claim  (494kb)
22 Aug 16 Affidavit of Sam Delaney  (5.4Mb)
23 Aug 16 Orders  (165kb)
24 Aug 16 Amended Originating Process  (625kb)
24 Aug 16 Amended Statement of Claim  (644kb)
24 Aug 16 Amended Defence to First Defendant’s (Cross-Claimant’s) Statement of Cross-Claim  (566kb)
8 Sep 16 First Defendant’s Amended Defence  (1Mb)
8 Sep 16 Second to Fourth Defendants’ Amended Defence  (1.4Mb)
15 Sep 16 Affidavit of Martin Madden  (167kb)
16 Sep 16 Affidavit of Mark Rutledge  (1.2Mb)
16 Sep 16 Affidavit of John Martin  (1.5Mb)
6 Oct 16 Orders  (98Kb)
13 Oct 16 Affidavit of Leon Zwier  (648Kb)
18 Oct 16 Affidavit of John Martin  (2.3Mb)
20 Oct 16 Affidavit of Patrick Trostle  (168Kb)
20 Oct 16 Plaintiffs’ Interlocutory Application  (369Kb)
22 Oct 16 Affidavit of Michael Whitman  (368Kb)
24 Oct 16 Orders  (98Kb)
25 Oct 16 Affidavit of Andrea Ruver  (301Kb)
28 Oct 16 First Defendant’s (Cross-Claimant’s) Amended Statement of Cross-Claim  (1.6Mb)
28 Oct 16 First Defendant’s Further Amended Defence  (1.1Mb)
15 Nov 16 Judgment  (2Mb)
1 Dec 16 Orders  (224Kb)
1 Dec 16 Orders  (228Kb)

 

VID383/2016

On 2 May 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking orders to extend the convening period for the second creditors’ meetings of the creditors of the Arrium entities in administration.  The Administrators also sought orders in respect of communicating with creditors about the second creditors’ meetings.

The matter was heard in the Federal Court in Melbourne on Tuesday 3 May 2016.

On 10 May 2016, Justice Davies made orders in the matter, including that the convening period for the second creditors’ meetings of the creditors of the Arrium entities in administration be extended to 28 February 2017.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
2 May 16 Originating Process  (733kb)
2 May 16 Affidavit of Bryan Webster (5.65Mb)
3 May 16 Affidavit of Justin Vaatstra  (591kb)
10 May 16 Order of the Hon Justice Davies  (328kb)
10 May 16 Judgment of the Hon Justice Davies  (1.0Mb)


VID317/2016

On 18 April 2016, the Administrators commenced a proceeding in the Federal Court of Australia seeking orders to prevent Morgan Stanley Bank N.A. from enforcing guarantees given to it until further order.

On 22 July 2016, the parties in the proceeding negotiated a standstill agreement. On 22 July 2016, Justice Davies made orders dismissing the proceeding.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
17 Apr 16 Affidavit of Mark Mentha  (3.8Mb)
18 Apr 16 Originating Process  (1.3Mb)
26 Apr 16 Order of the Hon Justice Davies  (94kb)
22 Jul 16 Orders of the Hon Justice Davies  (218kb)

 

VID298/2016

On 12 April 2016, certain creditors of the Arrium companies in voluntary administration applied to the Federal Court seeking orders that, upon Grant Thornton giving notice in writing of their resignation as administrators, Mark Mentha, Cassandra Matthews, Martin Madden and Bryan Webster be appointed jointly and severally as administrators of each of the Arrium companies in voluntary administration.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
12 Apr 16 Originating Process  (501kb)
12 Apr 16 Affidavit of Leon Zwier with Exhibits LZ1 to LZ8  (7.1Mb)
12 Apr 16 Applicant's Outline of Submissions  (252Kb)
12 Apr 16 Sealed Order of The Hon Justice Davies  (245Kb)
12 Apr 16 Heads of Agreement Transition and Indemnity KordaMentha Counterpart  (832Kb)
12 Apr 16 Heads of Agreement Transition and Indemnity Grant Thornton Counterpart  (633Kb)
12 Apr 16 Affidavit of Leon Zwier with Exhibits LZ9 to LZ11  (4.07Mb)


VID296/2016

On 11 April 2016, the Australian Workers' Union (AWU) applied to the Federal Court seeking orders that, at the meeting or meetings held pursuant to section 436E of the Corporations Act 2001 (Cth), each employee of the Arrium companies in voluntary administration who is a member of the AWU had duly appointed Mr Scott McDine to be his or her attorney for the meeting(s), save for any employee who attends any meeting(s) in person or who appoints an alternative proxy.

Arrium Limited (ACN 004 410 833) & Ors (all administrators appointed)
11 Apr 16 Originating Process  (501kb)
11 Apr 16 Affidavit of Kamal Farouque  (2.0Mb)
11 Apr 16 Sealed Order of the Hon Justice Davies  (178Kb)