Distressed Debt, Restructuring & Insolvency

Our Practice

The practice provides prompt and reliable advice on all aspects of rescues, reconstructions, receiverships, administration, liquidations, distressed debt and international insolvencies. 

Our distressed debt, restructuring and insolvency practice is highlighted in Chambers 2015 as having a “strong reputation as a versatile practice capable of acting in all areas of insolvency and restructuring” and are again noted in Legal 500 2014 for our “strong reputation” in the market.

In 2016 we were shortlisted by Legal Business as Restructuring Team of the Year and by Legal Week as Banking, Finance or Restructuring Team of the Year.

Experience

ACSRE Student Accommodation Platform

  • ongoing role advising Avenue Europe on acquisitions for and ongoing management of its student accommodation platform, involving seven additional acquisitions of student developments from distressed sellers, in addition to the former Opal sites acquired from KPMG as administrators and the launch of an innovative bond (and further tap) to refinance part of the original acquisition financing.

Alitalia

  • advising the director of the French branch of Alitalia on the impact of the bankruptcy proceedings of Alitalia (in Italy) on the French subsidiary (in particular its relationship with SNAV and AITA) (France, Italy).

Application to annul/rescind Mr Kekhman’s bankruptcy order in England

  • extremely high profile English bankruptcy of a Russian debtor (and prominent media figure) owing sizeable amounts to creditors. Acted for the debtor, Mr Kekhman, a Russian national who presented a debtor’s petition for bankruptcy in England & Wales; two of his creditors applied to have the bankruptcy order obtained by him annulled and/or rescinded.

Bank of America Merrill Lynch

  • in relation to German Trevira GmbH and its roles as (i) lender of a secured credit facility, and (ii) clearing account bank. Including advising on an international cash sweeping (zero balancing) arrangement covering various European jurisdictions, as well as enforcing over securities located in Germany and abroad.

BBVA

  • in respect of the Bank’s claim for €125m in the insolvency proceedings of Fernando Martin (a major shareholder in Martinsa-Fadesa, which is the largest ever Spanish insolvency), including enforcing a pledge over an insurance policy for €35m issued by a Luxembourg insurance company.

Codere

  • advising a UK commercial bank on litigation relating to back to back trades entered into between the UK commercial bank, Houston Casualty Corporation (HCC) and GSO Capital in relation to the borrowings of Codere SA, a Spanish gambling company.

Dutch real estate developer

  • acting for a Dutch real estate developer on the restructuring of its real estate portfolio. Total financed amount (including JVs) >€750m. In a series of transactions, real estate properties were ring fenced by means of an intra-group transfer, which involved approximately 60 real estate properties as well as five banks (only part of the debt was syndicated; larger part was bilateral).

GHG Property Group

  • GHG is the freeholder for most of the hospitals operated by BMI, which is the UK’s largest private hospital operator. 

    GHG has engaged in a complicated balance sheet restructuring involving multiple layers of debt, including 2 CMBS structures and a number of cross-border elements. We acted for GHG in its restructuring as well as providing advice on all aspects of its business, which included making submissions to and appearing before the Competition Commission in relation to its investigation into the private healthcare sector.

ICS Building Society

  • acting for the purchaser on a high profile sale (ordered by the European Commission competition authorities) by Bank of Ireland of its ICS Building Society business (a building society that has been in business for 150+ years) and €223m Irish residential mortgage portfolio to Dilosk Limited (a new Irish authorised retail credit firm), and on the debt and equity financing of the same, and subsequent securitisation.

Joint Administrators of Opal Property Group and related group companies

  • extremely high profile English insolvency of the management companies of this prominent student accommodation provider.
  • we continue to advise the administrators of Opal topco; various matters have arisen during the course of this year including various sales of debt and related activity (including a CVA by one of the group's property holding vehicles), recovery actions against officers and related party, assignment of swap and LIBOR claims against banks to a third party etc.

Landesbank Hessen-Thüringen

  • advised in the restructuring of a real estate financing relating to a portfolio of several thousand apartments and business premises acquired by SPVs managed by Corestate Capital AG from BGP Investment S.à.r.l.

Lehman Brothers International Europe

  • advising in excess of 120 clients of the firm in relation to the failure of Lehman Brothers. This involved lawyers in all of the firm’s offices, but in particular the UK, Netherlands, Italy, Germany and France, including in relation to LBIE, Lehman Treasury BV in the Netherlands and Lehman Bankhaus in Germany. In addition we have taken lead roles in the client money and client asset litigation in the UK involving significant interaction with US clients and their local counsel (UK, France, Germany, the Netherlands, Italy).
  • we have advised many of the key secondary purchasers of Lehman claims, acting in relation to the trading billions of dollars of claims, and the subsequent conduct of those claims.

Lehman Brothers

  • advising noteholders/members of the creditors committee of Lehman Brothers Securities N.V. (Curaçao), on the wind down of LBS. It involves an in kind distribution, which is quite novel Dutch/Curaçao law.

Liquidator of the BVI based Fairfield Funds

  • advising and representing the liquidator of the BVI based Fairfield Funds to recover damages following the collapse of the Madoff funds.

Marme Inversiones

  • extremely high profile Spanish insolvency of Marme which owns Santander’s headquarters in Spain (at the time of the original financing in 2008, this was the biggest single-asset deal in European property history). Advising a creditor on ongoing restructuring negotiations and related litigation in Madrid and the UK.

Morgan Stanley

  • in relation to its claim in the insolvency proceedings of Construcciones Accesorios Turbopaconsa, S.L.

OW Bunker

  • acting for various creditors to OW Bunker.

Project Duck

  • extremely high profile restructuring and/or insolvency of an AIM listed holdco of West African iron ore and related developments. Holdco has a complex capital, bank and bond financing structure, subject to English law, however, our advice has had to cover practical implementation and security of the restructuring plan/options in West Africa and Bermuda. We are acting for one of the major creditors, China Railway Materials, a Beijing based entity. The matter is of significant political, financial and social importance in West Africa and also in respect of Chinese/African relations in the field of natural resource/commodities and infrastructure financing and investment.

Project Gold – restructuring of commodities business with companies in 10 different jurisdictions

  • managed the multi-jurisdictional (Cyprus, Switzerland and 8 West African countries, headquartered in Ghana) financial restructuring of this commodities business. This matter not only required an ability to manage a complex restructuring, managing firms and advice in multiple jurisdictions, but also an in-depth understanding of commodities financing (and restructuring) and a sensitive approach given the political and cultural issues at play in regard to the supply and financing of staple foodstuffs to the region. We negotiated and finalised a standstill followed by a restructuring agreement between our client and its major creditor, both subject to English law.

Punch Taverns

  • advised two key stakeholders on the restructuring of two securitisations issued by the Punch Taverns group, which was one of the most high profile and long running restructurings taking place in the UK market in recent years.

Real Estate Securitisation Restructuring

  • advising a bank on its exposure to a listed Real Estate securitisation vehicle as a senior swap provider. This is a significant instruction, as the exposure is the largest position currently held over client’s internal bad bank. This is also an example of our expertise in advising on the restructuring of securitisation vehicles, which tend to be more complex due to the lack of a dominant creditor class which is able to drive through a restructuring plan.

Royal Imtech

  • advising a significant financial creditor in the over €2bn financial restructuring and insolvency of the Royal Imtech Group (Dutch headquartered engineering services business with significant operations across Benelux, Germany, Scandinavia and Eastern Europe).

Shopping Centre

  • advising Avenue on a distressed investment with Ellandi in a shopping centre in Northern England.

Socotherm

  • advising the Judicial Commissioner (appointed by the court) in relation to the concordato preventivo (the Italian version of US Chapter 11) of this Italian listed company. The restructuring is exceptionally complex, and has a significant international element including subsidiaries in South America, Africa and Malaysia.

Solocal Group (formerly Pages Jaunes)

  • advising Praxient Capital as creditor and underwriter of Solocal’s rights issue in relation to the rescheduling of Solocal’s debt.

Spanish subsidiary of a UK commercial bank

  • acting for the bank in relation to a number of matters on the refinancing of a syndicated loan agreement to a Spanish corporate, arrangements for the repayment of €380m (from the sale of properties) and terms for refinancing the remaining €254m, including the debt restructuring implementation process. The matter involved the assessment, under both English and Spanish law, of (i) the validity of guarantees arising from the substitution of loans subject to Spanish law, by loans (and their guarantees) subject to English law, (ii) the risks for the refinancing agreement as a whole and (iii) repayments made from possible claw-back actions (Spain, UK).

State of Hessia

  • advising in relation to the refinancing of a bridge loan provided to Adam Opel GmbH as part of the restructuring of General Motors/ Adam Opel GmbH.

STX Pan Ocean

  • advising in relation to the insolvency of STX Pan Ocean, the bulk-transportation unit of STX Group, Korea’s 13th-biggest company by assets. The purchase of insolvency claims from shipping trade creditors in various jurisdictions (including Hong Kong, Korea, Denmark) were highly structured and bespoke to take account of the difficulties of taking title over the proceeds of the claims (including equity instruments and unsecured claims) and lack of recognition of trusts and other standard protections for claim purchasers/participants.

The Law Debenture Trust Corporation – Cerruti

  • assisting The Law Debenture Trust Corporation in its capacity as trustee of the holders of notes issued by Cerruti Finance SA (now C Finance) and guaranteed by Finpart S.p.A., in the insolvency of debtors C Finance and Finpart.

Titan Europe 2007-1 (NHP) Limited / NHP Care Homes and HC-One

  • advised partners of Grant Thornton as receivers on the £477m sale of this very large care homes chain. The receivers were appointed by the special servicer of £638m securitised lending to the group.

Yukos Oil Company

  • advising and representing the Russian court-appointed receiver of this Russian energy giant in relation to the sale of its Dutch subsidiary and related litigation, including whether the Dutch courts were prepared to recognise the Russian insolvency proceedings.

Specialist Expertise

The distressed debt, restructuring and insolvency practice comprises over 60 legal staff, including over 30 partners, based in our offices in Amsterdam, Beijing, Bristol, Brussels, Doha, Dubai, Düsseldorf, Frankfurt, Funchal, Hong Kong, Jeddah, Lisbon, London, Luxembourg, Madrid, Milan, Munich, Paris, Riyadh, Shanghai, Singapore and Tokyo.

The following are some of the areas in which we regularly advise:

Rescues and reconstructions

  • we advise on multi-bank rescues and reconstructions outside formal insolvency proceedings, including areas such as work-outs, debt restructurings, standstill arrangements and formal court driven arrangement to bind dissenting creditors.

Advice to directors

  • we provide responsive lawyers who can focus on the crucial issues and who fit in quickly and sensitively with the existing management and professional team.

Court driven reorganisations

  • we assist in conducting a review of the strategic options open to a company, the potential benefits of formal reorganisations and the anticipated exit route. We advise on preparing the necessary documentation and reports to support any court applications. Once the order has been made, we advise on the financing of the company's operations, the disposal of its business and key assets, and compromise arrangements with creditors. We can also advise on the proposals to be put to creditors' meetings and compliance with other statutory requirements.

Security enforcement

  • we provide comprehensive advice to banks, including a full security review as to the enforceability of the security, drafting the documentation for the enforcement of the security and co-ordinating the service of demands.

Liquidations

  • we advise liquidators and creditors on all aspects of insolvent liquidations, including trustees' protection of assets, the validity of creditors' claims, claw-back actions and set off. We also advise corporate clients on the use of solvent means of efficiently restructuring their corporate groups.

Insolvency litigation

  • the emphasis of our insolvency litigation practice is on cost efficient settlement and maximum recoveries, using procedures such as alternative dispute resolution where appropriate and available. Where cases do go to court, we have expertise in all forms of insolvency application and enforcement procedures. We will also, where appropriate, share the litigation risk through the use of conditional fee agreements, as well as provide cost-saving services such as in-house advocacy for straightforward applications.

Distressed debt analysis and trading

  • we advise on all aspects of distressed debt investment, acting both for buy-side and broker/dealers, including analysis of situations, distressed financings and restructurings and secondary trading loans, bonds, trade debt, derivatives and insolvency claims. 

Debtors

  • in the last three years we have spent an increasing amount of time advising debtors on all aspects of restructuring, both in relation to financial and operational turnarounds.

Distressed debt funds

  • we advise independent and institutional sponsors on all aspects of the establishment of private funds investing in both private and public distressed debt, including structuring, fund documentation, regulatory issues and tax
  • we also have knowledge of the laws and regulations relating to insolvency in the Middle East, Asia and North Africa regions.