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Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies. The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored, as well as issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.
What You Will Learn
• Current marketplace developments and potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
• Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts
• Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
• Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
• Inter-creditor agreements, subordination, voting, and distribution — Momentive, Euro Directories, Westpoint Stevens, Ion Media
• Negotiating restructuring agreements and exchange offers; lockups; valuations
• Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
• Releases and exculpations; attacks on Restructuring Plans
Program Level: Update
Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.
Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.
Advanced Preparation: None