This edition of Skadden’s quarterly Insights looks at the rising number of de-SPACed companies seeking Chapter 11 protection, the growth of a market designed to assume legacy liabilities, an effort to establish...more
4/20/2023
/ Acquisitions ,
Antitrust Division ,
Artificial Intelligence ,
Banking Sector ,
Capital Markets ,
Chapter 11 ,
Commercial Bankruptcy ,
Corporate Governance ,
Criminal Investigations ,
Department of Justice (DOJ) ,
Energy Tax Incentives ,
Federal Trade Commission (FTC) ,
Holding Companies ,
Inflation Reduction Act (IRA) ,
Innovative Technology ,
Intellectual Property Protection ,
Inventions ,
Liability ,
Mergers ,
Patents ,
Self-Disclosure Requirements ,
Special Purpose Acquisition Companies (SPACs) ,
Tax Credits
On March 17, 2023, the parent of Silicon Valley Bank (SVB) filed for Chapter 11 protection in the Southern District of New York. Unlike SVB itself, its parent, as a bank holding company, was eligible for Chapter 11. In the...more
The U.S. capital markets have experienced significant volatility since the arrival of COVID-19. After lockdowns resulted in a short recession in early 2020, the markets reopened in booming fashion, with M&A, equity and debt...more
12/14/2022
/ Acquisitions ,
Bonds ,
Borrowers ,
Business Plans ,
Capital Markets ,
Coronavirus/COVID-19 ,
Creditors ,
Debt Market ,
Debt Trading ,
Initial Public Offering (IPO) ,
Interest Rates ,
Lenders ,
Leveraged Finance ,
Liquidity ,
Loans ,
Mergers
The pandemic’s impact may be subsiding, but businesses are encountering new challenges across the globe, including the potential for an economic retrenchment, rising interest rates, shifting regulatory and litigation...more
12/14/2022
/ Acquisitions ,
Anti-Corruption ,
Antitrust Division ,
Banking Sector ,
Big Tech ,
Board of Directors ,
Bonds ,
Borrowers ,
Capital Markets ,
Capital Raising ,
China ,
Climate Change ,
Convertible Notes ,
Corporate Counsel ,
Corporate Governance ,
Corporate Restructuring ,
Creditors ,
Cross-Border ,
Cryptocurrency ,
Digital Assets ,
Due Diligence ,
Economic Sanctions ,
Enforcement ,
Environmental Social & Governance (ESG) ,
EU ,
Executive Compensation ,
Financial Services Industry ,
Forum Selection ,
Investigations ,
IRS ,
Lenders ,
Mergers ,
Money Laundering ,
Partnerships ,
Publicly-Traded Companies ,
Recessions ,
Repurchases ,
Russia ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Taxation ,
Technology ,
UK ,
Vertical Mergers
Takeaways -
“Make-wholes” — one-off payments required if debt is prepaid or, in certain cases, otherwise accelerated — have generated litigation, with debtors contending they can continue to pay lenders under the debt’s...more
Takeaways - Loan agreement provisions allowing borrowers to repurchase their loans to take advantage of steep debt discounts and restructure their debt became popular in the wake of the financial crisis. The meaning of some...more
Many upstream and midstream companies are grappling with the prospect of severe liquidity constraints due to the rapid deterioration of both the commodity markets and the debt capital markets. While upstream companies have...more
3/24/2020
/ Debt Market ,
International Tax Issues ,
Market Pricing ,
Midstream Contracts ,
Oil & Gas ,
Oil Prices ,
REIT ,
Risk Assessment ,
Tax Liability ,
Tax Planning ,
Upstream Contracts
In March 2019, Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York ruled that lenders using clear and unambiguous language in their loan agreements may be entitled to prepayment...more
6/18/2019
/ Accelerated Payments ,
Chapter 11 ,
Commercial Bankruptcy ,
Contract Terms ,
Creditors ,
Debtors ,
Default ,
Exceptions ,
Forfeiture ,
Intentional Acts Exception ,
Lenders ,
Liquidated Damages ,
Loans ,
Make-Whole Premium ,
Mortgages
On February 25, 2019, the U.S. Court of Appeals for the Second Circuit vacated the bankruptcy court’s dismissal of avoidance actions brought by Irving Picard, the trustee (Trustee) for the liquidation of Bernard L. Madoff...more
3/9/2019
/ Appeals ,
Avoidance ,
Bankruptcy Code ,
Bankruptcy Court ,
Bernie Madoff ,
Comity ,
Commercial Bankruptcy ,
Debtors ,
Dismissals ,
Extraterritoriality Rules ,
Feeder Funds ,
Foreign Jurisdictions ,
Fraudulent Transfers ,
International Litigation ,
Liquidation ,
Ponzi Scheme ,
Split of Authority ,
Trustees ,
Vacated
Crude oil and natural gas prices reached multiyear lows of approximately $26 per barrel for crude oil (as of January 2016) and $1.50 per million British thermal units (mmbtu) for natural gas (as of March 2016). This...more
1/31/2017
/ Acquisitions ,
Borrowers ,
Commercial Bankruptcy ,
Corporate Restructuring ,
Energy Contracts ,
Energy Policy ,
Exploration and Production Assets ,
Loans ,
Mergers ,
Midstream Contracts ,
Oil & Gas ,
Oil Prices ,
OPEC ,
Trump Administration
On March 8, 2016, a bankruptcy court in the Southern District of New York issued a much-anticipated decision, In re Sabine Oil & Gas Corporation, that will undoubtedly influence the reorganization strategies of certain...more
Precipitous commodity price declines that began in mid-2014 continued to disrupt the oil and gas industry in 2015, outlasting the expectations of many analysts. By the end of 2015, prices for both Brent and WTI crude were...more
For most of 2015, industry observers have predicted that depressed commodity prices will result in a surge in M&A activity among domestic exploration and production (E&P) companies, as well as a large number of bankruptcy...more
10/20/2015
/ Acquisitions ,
Banks ,
Borrowers ,
Capital Requirements ,
Chapter 11 ,
Commercial Bankruptcy ,
E&P Companies ,
Exploration and Production Assets ,
FDIC ,
Lenders ,
Mergers ,
OCC ,
Oil & Gas ,
Redeterminations
On September 9, 2015, the Department of Justice (the Department) publicly announced that it had issued guidance to its criminal and civil prosecutors that purports to change, at least in part, the Department’s approach to...more
9/16/2015
/ Civil Investigation Demand ,
Civil Monetary Penalty ,
Cooperation Agreement ,
Corporate Crimes ,
Corporate Investigations ,
Criminal Prosecution ,
Department of Justice (DOJ) ,
False Claims Act (FCA) ,
FIRREA ,
Government Investigations ,
Personal Liability ,
White Collar Crimes ,
Willful Misconduct ,
Yates Memorandum
In a May 4, 2015, decision, the U.S. District Court for the Southern District of New York rejected secured lenders’ appeals of a controversial bankruptcy court decision confirming the Chapter 11 plan of reorganization of MPM...more
The Bankruptcy Code's so-called "cramdown" statute provides debtors with a significant tool that can be used to impose a reorganization plan upon recalcitrant secured lenders, subject to fulfillment of certain requirements....more
Despite lower-than-average Chapter 11 activity in 2014, the legal landscape for distressed investors has continued to evolve, with significant legal developments in credit bidding, make-whole premiums and intercreditor...more
On November 4, 2014, Asahi Tec Corporation (Asahi), a Japanese corporation that acquired U.S.-based Metaldyne Corporation (Metaldyne) in 2007, announced a settlement of its long-running dispute with the Pension Benefit...more
Private equity funds (PE funds) and their advisors long have been concerned that a fund (or its other portfolio companies) may be liable for unfunded pension plan liabilities of one of its portfolio companies. However, in a...more