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Corporate Restructuring Corporate Restructuring guidance Navigate restructuring challenges and risk with experience that runs deep People. Partnership. Performance. How we deliver Vast professional expertise Our smart teams comprise industry experts —financial advisors, attorneys, and claims agent professionals who have worked at Big Four accounting firms, the largest international law firms and in government agencies. We are personally accountable for exceptional results. 200+ years of combined experience faster Substantive, relevant, technological superiority Epiq’s powerful and intuitive technology tools reduce the burdens of the restructuring process. Our highly secure, geographically dispersed data centers exceed industry standards. Expect intuitive, dependable, relevant and secure technology at your disposal at all stages of your case largest chapter11 turnarounds in history Platinum standard in solicitation and balloting Epiq is the industry leader in helping solve restructuring challenges—no Epiq has built the industry’s most experienced, sought-after balloting team, especially when public securities are involved. We’ve outperformed in hundreds of matters and we continue to matter how complex—with clarity, confidence and speed. Our hallmark develop customized, cutting-edge procedures to reduce case time and execution cost. is innovative technology with superior consulting and administrative support, customized to your needs. Strategic communications Our strategic communications team is expert in creating plans critical to managing employee, customer, and investor perceptions during uncertain times. Epiq’s team can provide impactful, scalable, and cost-effective communication to instill confidence and 1,000+ 25+ promote stability. restructuring years serving State-of-the-art at the core matters handled the restructuring industry From two modern printing facilities with unlimited coverage and 24/7 call centers staffed by highly-trained multilingual operators, and flexible reliable disbursement services, we never have to outsource; we completely control the process, so you avoid risk. Epiq is state-of-the-art in corporate restructuring support. Epiq Corporate Restructuring 2 leading the field guided Energy helped CIT supported the Future Holdings Financial emerge trustee in the through complex, from bankruptcy liquidation of MF customized in 40 days, Global Inc., the Chapter 11 case involving 145,000 U.S. broker dealer administration bondholder of MF Global results participants We’re best of breed in taking on large-scale, increasingly enabled General developed claim led adminstration complex tasks with greater efficiency, speed and confidence. Call it competitive advantage gained. Motors to filing and transfer of the $600B complete the procedures that Lehman Bros. SOC1, SOC2 world’s largest assisted Iceland’s Chapter 11, 1.6+ 2M+ IPO three largest the largest million claims daily print & HIPAA banks after bankruptcy in processed capacity compliant historic collapse history Epiq Corporate Restructuring 4 high-performance resources Services Technologies Pre-filing consulting Claims management Customized case websites We work as an extension of your team, Our easy-to-use, secure claims portal Secure 24/7 access to your latest case collecting all essential data prior to filing. optimizes your time and delivers data and claims information through our efficiencies. comprehensive, customizable web portal. Post-filing consulting We leverage all pre-filing information to Disbursements Online claim filing efficiently support your financial advisors. Our dedicated disbursement team Our proprietary, court-approved electronic works with you to coordinate and agility claims filing tool streamlines filing, cutting Noticing ensure accurate, timely disbursement processing costs and providing efficient, We deliver flawless, high-volume noticing of proceeds to creditors. cost-effective claims management. While investment in state-of the-art technologies and our under the tightest deadlines, anywhere in the world. Strategic communications Online claims reconciliation international footprint are core to delivering the efficiencies Delivering consistent, clear messaging Epiq’s innovative claims reconciliation clients need in their work, our poised, prepared, on-point Balloting and solicitation to protect and reinforce your brand and tool puts you in convenient control of the Our reliable, proven balloting and experts help clients outperform expectations. human capital. entire reconciliation process. solicitation solutions save you time and money. 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  • UK (England and Wales)
    Restructuring and Insolvency 2006/07 Country Q&A UK (England and Wales) UK (England and Wales) Lyndon Norley, Partha Kar and Graham Lane, Kirkland and Ellis International LLP www.practicallaw.com/2-202-0910 SECURITY AND PRIORITIES ■ Floating charge. A floating charge can be taken over a variety of assets (both existing and future), which fluctuate from 1. What are the most common forms of security taken in rela- day to day. It is usually taken over a debtor's whole business tion to immovable and movable property? Are any specific and undertaking. formalities required for the creation of security by compa- nies? Unlike a fixed charge, a floating charge does not attach to a particular asset, but rather "floats" above one or more assets. During this time, the debtor is free to sell or dispose of the Immovable property assets without the creditor's consent. However, if a default specified in the charge document occurs, the floating charge The most common types of security for immovable property are: will "crystallise" into a fixed charge, which attaches to and encumbers specific assets. ■ Mortgage. A legal mortgage is the main form of security interest over real property. It historically involved legal title If a floating charge over all or substantially all of a com- to a debtor's property being transferred to the creditor as pany's assets has been created before 15 September 2003, security for a claim. The debtor retained possession of the it can be enforced by appointing an administrative receiver. property, but only recovered legal ownership when it repaid On default, the administrative receiver takes control of the the secured debt in full.
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    CHAPTER TWO Dealing with Secured Lenders1 David Hillman2 Mark Shinderman3 Aaron Wernick4 With investors continuing to pursue higher yields, the market for secured debt has experienced a resurgence since the depth of the fi nancial crisis of 2008. For borrowers, the lenders’ willingness to make these loans has translated to increased liquidity and access to capital for numerous purposes, including (i) providing working capital and funding for general corporate purposes; (ii) funding an acquisition-related transaction or a recapitalization of a company’s balance sheet; or (iii) refi nancing a borrower’s existing debt. The increased debt loads may lead to fi nancial distress when a borrower’s business sags, at which point management will typically turn to its secured lenders to begin negotiations on the restructuring of the business’s debt. Consequently, the secured lenders usually take the most active role in monitoring the credit and responding to problems when they fi rst arise. Secured loans come in many different forms and are offered from a range of different investors. The common feature for secured debt is the existence of a lien on all or a portion of the borrower’s assets. Following is a brief overview of the common types of secured lending: Asset-Based Loans. The traditional loan market consisted of an asset based lender (traditionally a bank or commercial fi nancing institution) providing revolving loans, term loans, and letters of credit secured by a fi rst priority lien on accounts receivable, inventory, equipment, and 1. Special thanks to Douglas R. Urquhart and Roshelle Nagar of Weil, Gotshal & Manges, LLP for their contributions to earlier editions of this chapter.
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  • Restructuring Risk in Credit Default Swaps: an Empirical Analysis∗
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  • Creating a Framework for Sovereign Debt Restructuring That Works 1
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    Expanding Debt Restructuring Options for Mortgage Lenders in Response to the COVID-19 Outbreak By Shavonda Brandon, Vaasavi Unnava, and Rosalind Z. Wiggins Original post here. With the outbreak of the COVID-19 virus, many countries have instituted some form of right to mortgage forbearance and protection from foreclosure or eviction. Homeowners may request a forbearance of payment for a negotiated or predetermined fixed period. At the end of the forbearance period, lenders work directly with borrowers to recoup the payments missed, by finding alternative payment schedules. Lenders may change the outstanding principal, interest rates, or term of the loan to help the borrower. Loan Classification Governments providing forbearance support to borrowers have taken steps to protect lenders who otherwise might experience a dramatic increase in their troubled debt. Typically, such restructuring constitutes a troubled debt restructuring for the lender. When debts are designated as troubled, they are categorized as a loss on balance sheets and a lender must adhere to strict reporting, tracking, and accounting requirements that are administratively costly. Several governments have changed accounting practices so that lenders may avoid classifying restructured mortgages as troubled. The United States provides such amnesty for mortgages modified pursuant to the CARES Act. Peru has pursued a similar strategy, with the Superintendence of Banks notifying financial institutions that any modifications to loan terms due to the COVID-19 pandemic would not change the classification of the loans. Russia allows banks to restructure loans without impacting their classification, so long as regulatory requirements continue to be satisfied. Regulatory Requirements Outside of loan classification, countries have modified regulatory requirements to provide greater flexibility in lending.
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  • A Primer on Second Lien Term Loan Financings by Neil Cummings and Kirk A
    A Primer on Second Lien Term Loan Financings By Neil Cummings and Kirk A. Davenport ne of the more noticeable developments in can protect their interests in the collateral by requiring the debt markets in the last year has been second lien lenders to agree to a “silent second” lien. Othe exponential increase in the number of Second lien lenders can often be persuaded to second lien fi nancings in the senior bank loan mar- agree to this arrangement because a silent second ket. Standard & Poor’s/Leveraged Commentary & lien is better than no lien at all. In addition, under Data Team reports that second lien fi nancings raised the intercreditor agreement, in most deals, the more than $7.8 billion in the fi rst seven months of second lien lenders expressly reserve all of the 2004 alone, compared with about $3.2 billion for all rights of an unsecured creditor, subject to some of 2003. important exceptions. In this article, we discuss second lien term loans All of this sounds very simple, and fi rst and second marketed for sale in the institutional loan market, lien investors may be tempted to ask why it takes with a goal of providing both an overview of the pages of heavily negotiated intercreditor terms to product and an understanding of some of the key document a silent second lien. The answer is that business and legal issues that are often at issue. a “silent second” lien can span a range from com- In a second lien loan transaction, the second lien pletely silent to fairly quiet, and where the volume lenders hold a second priority security interest on the control is ultimately set varies from deal to deal, assets of the borrower.
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  • Troubled Debt Restructurings
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  • Restructuring & Insolvency
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  • Guide to the Company Voluntary Arrangement Process
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