Bigben Interactive: Planned Capital Increases Will Result in Significant Shareholder Dilution
The group based in Fretin has detailed the terms of its financial restructuring, undertaken as part of an accelerated safeguard procedure opened by the Lille Métropole Commercial Court. The restructuring includes a disposal, capital increases and debt conversions. Bigben Interactive indicates that the planned capital increases will result in significant dilution for existing shareholders.
Procedure Opened on August 17, 2026 by the Lille Commercial Court
Bigben Interactive (ISIN FR0000074072) recalled that, by a judgment of August 17, 2026, the Lille Métropole Commercial Court opened an accelerated safeguard procedure for its benefit, in accordance with articles L. 628-1 et seq. of the Commercial Code, as part of its financial restructuring. This procedure followed the principle agreement announced to the market on August 4, 2026, obtained from the main creditors and then formalized in a lock-up agreement. The signatories include holders of exchangeable bonds in Nacon shares representing approximately 67.6% of the total nominal amount of bonds, the five lenders of the syndicated credit (100% of the amount), as well as credit institutions benefiting from guarantees granted by the company.
Fresh Capital, Bigben Connected Disposal and Debt Conversion
The agreement provides for a New Money contribution of between €55 million and €60 million. It is based in particular on the sale of Bigben Connected for €35 million at closing and a capital increase with maintenance of preferential subscription rights of €25 million, guaranteed up to €20 million by converting creditors acting as backstop guarantors. The restructuring also provides for the conversion of €47.2 million of debt into Bigben Interactive shares and, if Bigben Connected is not disposed of before their issuance, €26 million into repayable bonds with a 36-month maturity (ORAR). This conversion applies to convertible bonds, namely €59.4 million, and to the balance of Nacon bank guarantees provided by Bigben Interactive, namely €13.7 million. The balance of the syndicated credit of €0.9 million is abandoned without consideration.
Significant Dilution and Vote Scheduled for Fourth Quarter 2026
The company has drawn market attention to the fact that the planned capital increases will result in significant dilution for existing shareholders. By way of illustration, Bigben Interactive assumes that in the absence of subscription by existing shareholders, only the backstop guarantors would subscribe, for an amount corresponding to the guaranteed commitments as of the date of the announcement, namely €20.00 million. The company held 56.72% of the capital and 68.74% of the voting rights of Nacon as of August 31, 2026. A backstop syndication period has been opened, with a reference date set for October 5, 2026 at 18:00 and a deadline of October 12, 2026. Creditors and shareholders will be called to vote on the draft plan by classes of affected parties before the Court rules in the fourth quarter of 2026. The completion of operations is expected by the end of the first quarter of 2027.
