Casino: Chapter 15 Recognizes French Accelerated Safeguard Restructuring
Casino Feb 2024 SDNY ch. 15 recognized French accelerated safeguard proceedings; U.S. case closed June 2024.
Casino, Guichard-Perrachon S.A. used a chapter 15 case in the Southern District of New York to give U.S. effect to the group's French accelerated safeguard plans. The company filed the chapter 15 petition in February 2024 after creditor and shareholder voting in France and as the restructuring implementation steps were moving from court approval into execution. In practice, the U.S. filing was about cross-border enforceability for debt instruments tied to New York law and New York market infrastructure, not a U.S. operating reorganization.
The French transaction was widely described as an approximately €8.2 billion restructuring built around a €4.9 billion debt-for-equity swap and a €1.2 billion new equity injection led by Daniel Křetínský's investment platform. Casino's investor-relations timeline shows the accelerated safeguard proceedings were opened on October 25, 2023, the plans were approved by a Paris court on February 26, 2024, and the restructuring was implemented at the end of March 2024.
| Debtor(s) | Casino, Guichard-Perrachon S.A. et al. (chapter 15) |
| Court | U.S. Bankruptcy Court, Southern District of New York |
| Case Number | 24-10252 |
| Petition Date | February 15, 2024 |
| Judge | Hon. David S. Jones |
Recognition Relief and U.S. Case Mechanics
Chapter 15 recognition. Casino's U.S. filing was a recognition proceeding designed to ensure U.S. enforceability of the French accelerated safeguard plans for debt documentation governed by New York law, as described in the chapter 15 petition. The Recognition Motion describes the chapter 15 relief as targeted at preventing parties from trying to "enforce or collect" on debt cancelled under the French process and at ensuring plan implementation steps could be carried out for New York law-governed instruments.
The Recognition Order granted foreign main recognition, applied section 1520(a) relief including automatic-stay-like protections, and entered injunctions to prevent actions inconsistent with the French plans. The order restrained actions that would "interfere or disrupt" the plan treatment of the TLB loan, Quatrim bonds, or high-yield bonds, and directed Citibank (identified as agent/trustee in multiple capacities) to carry out cancellation and termination steps for guarantees and indenture obligations.
Business Footprint and Operational Reset
Business footprint. Casino is a European retailer with a broad French store network including Géant Casino hypermarkets, Casino supermarkets, Monoprix and Franprix convenience formats, and e-commerce exposure as described in the Ravalais Declaration.
Casino reported an operating loss in the first half of 2023 and negative French cash flow of approximately €1.6 billion as it sought a creditor-backed recapitalization. IFR Awards described the completed transaction as one of the largest restructurings in Europe, the Middle East, and Africa in 2024, driven by the speed of France's accelerated safeguard regime.
New York Law Debt Perimeter and Capital Structure
New York law debt perimeter. The Ravalais Declaration describes several instrument families governed by New York law: a term loan "TLB" facility, Quatrim-issued bonds, and two series of euro-denominated high-yield notes. Industry coverage described approximately €1.5 billion of New York law-governed debt in the perimeter of the chapter 15 recognition effort.
Bankruptcy filings describe the following instruments, principal amounts, and key terms, as set out in the Ravalais Declaration:
| Instrument (as described in filings) | Principal outstanding as described in bankruptcy filings | Maturity as described in bankruptcy filings | Rate / key terms as described in bankruptcy filings | Security / guarantees as described in bankruptcy filings |
|---|---|---|---|---|
| TLB loan (Senior Facilities Agreement dated April 1, 2021) | €1.4 billion | August 31, 2025 | EURIBOR + 4% (with a default step-up described) | Citibank identified as security agent; guarantees from Casino Finance, DCF, Monoprix, and Ségisor |
| Quatrim bonds (Indenture dated November 20, 2019) | €553 million | January 15, 2024 | 5.875% | Secured by specified Quatrim accounts, intragroup receivables, and related collateral described in the declaration; guaranteed by CGP, Casino Finance, CPF, DCF, Monoprix, and Ségisor |
| 2026 high-yield bonds (Indenture dated December 22, 2020) | €371 million | January 15, 2026 | 6.625% | Described as unsecured and not guaranteed |
| 2027 high-yield bonds (Indenture dated April 13, 2021) | €516 million | April 15, 2027 | 5.25% | Described as unsecured and not guaranteed |
French safeguard proceedings. Casino said it reached an agreement in principle on a restructuring involving a €1.2 billion equity injection led by Daniel Křetínský, with a roadmap that contemplated a binding lock-up in September 2023, the opening of accelerated safeguard proceedings in October 2023, and completion in the first quarter of 2024. Casino’s investor-relations timeline provides the core procedural milestones: the court opened accelerated safeguard proceedings on October 25, 2023, creditor classes voted in mid-January 2024, the plans were approved on February 26, 2024, and the restructuring was implemented at the end of March 2024.
Key Timeline
| Date | France restructuring milestone (as reported) |
|---|---|
| 2023-07-28 | Casino announced a creditor/investor agreement in principle featuring a €1.2B capital injection and a timeline toward accelerated safeguard |
| 2023-10-25 | Accelerated safeguard proceedings opened |
| 2024-01-11 to 2024-01-12 | Classes of affected parties voted on draft plans, per the class votes |
| 2024-02-26 | Accelerated safeguard plans approved by the Paris court |
| 2024-03-28 | Restructuring implemented (company reporting) |
Investor consortium. Reporting on the transaction emphasized both the scale of the debt reduction and the governance shift away from the historical holding-company control structure. IFR Awards described the financial restructuring as a roughly €8.2 billion deal featuring a €4.9 billion debt-for-equity swap and a €1.2 billion new equity injection by an investor consortium. ESM Magazine described the investor group as including EP Equity Investment III (Daniel Křetínský), Fimalac, and Attestor, with the EU authorization for the consortium to take control reported in early January 2024.
ESM Magazine reported that the consortium would hold ~53.7% of Casino's share capital, with existing shareholders diluted to around 0.3%. Reporting framed the deal as ending Jean-Charles Naouri's control through the Rallye holding company structure. Retail Detail later reported a post-closing stake of ~52.1% for the Křetínský consortium.
Deal Terms and Store Disposals
| Deal element | Reported metric / description |
|---|---|
| Headline deal value | ~$8.2B / €8.2B (as characterized in awards coverage) |
| Debt-for-equity swap | €4.9B |
| New equity injection | €1.2B |
| Investor consortium | EP Equity Investment (Daniel Křetínský), Fimalac, Attestor, per the investor group |
| Post-transaction control | ~53.7% stake reported for consortium; existing shareholder dilution reported at ~0.3% |
| Regulatory approvals (high level) | EU authorization reported; coverage also references additional required approvals in France/Luxembourg |
Key professionals. Awards coverage identified Rothschild & Co as a key advisor to Casino and described the restructuring as moving from proposal to closing over roughly nine months, from July 2023 to March 2024. Reporting referenced major international firms including Freshfields, Latham & Watkins, and Weil Gotshal & Manges.
The Recognition Motion identifies Weil Gotshal & Manges LLP as U.S. counsel. Bankruptcy filings also identify Kroll Restructuring Administration LLC as noticing agent.
Store disposals. In early 2024, reporting described a multi-party agreement for the acquisition of approximately 287–288 Casino stores by Auchan, Intermarché/Les Mousquetaires, and Carrefour, with enterprise value reported around ~€1.3–€1.35 billion (excluding real estate and before inventory sale), and with negotiations described as compressed into roughly six weeks. The French Competition Authority later reported granting derogations allowing certain takeovers to proceed before the completion of full competition review, referencing notifications for Intermarché, Auchan, and Carrefour and a total set of 323 notified stores.
In April 2024, Casino announced the first tranche of transfers: 121 stores (including supermarkets and hypermarkets) at an enterprise value of €698 million, with subsequent tranches scheduled for later in 2024 and with protections for employees assigned to transferred stores (including continuation of key collective agreement provisions for 15 months) described in the release.
| Store transfer disclosure | Date / scope | Reported details |
|---|---|---|
| Multi-buyer agreement (public reporting) | January–February 2024 | ~287–288 stores; Intermarché ~190, Auchan ~98, Carrefour ~26; EV ~€1.3–€1.35B (excluding property) |
| Competition authority derogations | 2024 notifications | 323 food retail stores notified; derogations granted for early takeover pending full review |
| First tranche press release | April 30, 2024 | 121 stores; EV €698M; allocation across Les Mousquetaires, Auchan, and Carrefour; employee protections described |
Casino's 2024 operating results release reported that 366 hypermarket/supermarket stores were sold with disposal proceeds of €1.773 billion, alongside a broader transformation in which 768 convenience outlets were closed (with the company reporting that most were franchisee-operated), 95 stores were converted to franchises, and 3,230 job positions were eliminated. Retail Detail separately framed the workforce/footprint shift as a reduction from approximately 56,000 to 28,000 employees and a strategic focus narrowing toward the Monoprix format in the Paris region.
Competition approvals and labor protections. The French Competition Authority granted derogations allowing certain takeovers to proceed before the completion of full competition review.
Casino's first-tranche press release described buyers committing to take over employment contracts of employees assigned to transferred stores, with protections including a 15-month period maintaining certain collective agreement provisions. Reporting described union concern and strike threats tied to employment impacts.
Leadership transition and Rallye unwind. In late March 2024, reporting described a management transition at Casino, with Jean-Charles Naouri resigning, Laurent Pietraszewski becoming chairman, and Philippe Palazzi becoming CEO. Naouri had controlled Casino through the Rallye holding company structure.
Rallye disclosed that the Commercial Court of Paris ordered the liquidation/winding-up of Rallye and related holding companies (Foncière Euris, Finatis, and Euris) in April 2024, with listed instruments expected to be delisted.
U.S. chapter 15 proceedings. The Scheduling Order entered on February 16, 2024 set an evidentiary recognition hearing for March 21, 2024, with Kroll Restructuring Administration LLC as noticing agent. The U.S. court entered the Recognition Order on March 14, 2024, granting foreign main recognition and extending relief under sections 1520(a) and 362.
The Recognition Order included four layers of relief: foreign main recognition with a COMI finding in France, section 1520(a) automatic-stay-like protections, injunctions against enforcement of cancelled or restructured liabilities, and targeted restraint on actions inconsistent with the French plans' treatment of the TLB loan, Quatrim bonds, and high-yield bonds. The order directed Citibank to carry out cancellation and termination steps for guarantees and indenture obligations. The Scheduling Order described notice dissemination through clearing systems and agents, and contemplated publication notice in The New York Times.
| Date | U.S. chapter 15 milestone (as described in filings) |
|---|---|
| 2024-02-15 | Chapter 15 petition(s) and recognition motion filed in SDNY |
| 2024-02-16 | Scheduling Order entered; noticing procedures approved; Kroll identified as noticing agent |
| 2024-03-11 | Objection deadline for recognition motion (4:00 p.m. ET) |
| 2024-03-14 | Recognition Order entered (foreign main recognition; section 1520/1521 relief) |
| 2024-03-27 | Restructuring effective date occurred |
| 2024-04-26 | Motion to Close filed |
| 2024-06-04 | Closing Order entered |
The Motion to Close described closure as appropriate because the restructuring effective date occurred and restructuring implementation steps were completed in late March 2024. The motion also requested cancellation of a later-scheduled status conference.
Post-restructuring performance. Casino's 2024 full-year results release reported a consolidated net loss of €295 million (improving from a much larger 2023 loss), net sales of €8.474 billion, and adjusted EBITDA of €576 million. It also reported net debt reduced to €1.203 billion, with restructuring-related debt reduction of €4.978 billion, and liquidity reserves described as approximately €1.5 billion.
| Metric (as reported) | Reported figure |
|---|---|
| Net sales (2024) | €8.474B |
| Adjusted EBITDA (2024) | €576M |
| Consolidated net loss (2024) | €295M |
| Net debt (2024) | €1.203B |
| Debt reduction via restructuring | €4.978B |
| Cash and equivalents | €763M |
| Total liquidity reserves | ~€1.5B |
| Hypermarket/supermarket disposals | 366 stores |
Separately, Casino’s restructuring timeline highlights that the equity mechanics continued after implementation. The company reported launching a reverse share split on April 24, 2024 and completing a 1-for-10 reverse share split on June 14, 2024. The same timeline also references capital increases reserved for secured creditors, noteholders, holders of deeply subordinated notes, the investor consortium, and employee savings plan participants.
In 2025, K2 Partners argued that a "second restructuring" risk had emerged less than two years after the first, citing operating losses, covenant pressure metrics, and continued leverage concerns.
Frequently Asked Questions
What is Casino’s U.S. bankruptcy case, and why was it filed?
Casino’s U.S. case is a chapter 15 recognition proceeding filed in the Southern District of New York in February 2024 to obtain U.S. recognition and enforcement of French accelerated safeguard proceedings and restructuring steps that affected New York law debt. It was not a U.S. operating reorganization under chapter 11.
What foreign proceeding was recognized in the U.S. chapter 15 case?
The U.S. chapter 15 case sought recognition of French accelerated safeguard proceedings in Paris, overseen by the Commercial Court of Paris, as reflected in the company’s restructuring timeline and described in bankruptcy filings.
When did the U.S. court grant recognition and when did the chapter 15 case close? The U.S. court entered the Recognition Order on March 14, 2024 and closed the chapter 15 cases by Closing Order entered June 4, 2024.
How much New York law-governed debt was in scope?
Industry coverage described approximately €1.5 billion of New York law-governed debt in the recognition perimeter, including the TLB loan, Quatrim bonds, and two series of high-yield notes.
What were the headline financial terms of Casino’s French restructuring?
The restructuring was widely described as featuring a €4.9 billion debt-for-equity swap and a €1.2 billion new equity injection, with deal value characterized around €8.2 billion.
Who led the investor consortium and what ownership stake did it receive?
Reporting described the investor group as led by Daniel Křetínský (through EP Equity Investment), with participation from Fimalac and Attestor, and described the consortium as receiving a post-transaction stake around 53.7% (with other reporting later describing ~52.1% post-closing).
How many stores were sold or transferred, and to which buyers?
Public reporting described a multi-buyer program involving Auchan, Intermarché/Les Mousquetaires, and Carrefour covering approximately 287–288 stores. Casino also disclosed a first tranche of 121 stores, and the company later reported that 366 hypermarket/supermarket stores were sold during 2024.
What happened to the Rallye holding-company structure after the restructuring?
Rallye disclosed that the Commercial Court of Paris ordered the winding-up/liquidation of Rallye and related holding companies in April 2024, with delisting expected.
Who is the claims agent for Casino?
The Scheduling Order identifies Kroll Restructuring Administration LLC as noticing agent in the U.S. chapter 15 proceeding.
For more chapter 11 case coverage, visit the ElevenFlo bankruptcy blog.
