Corporate Reorganisations and Restructurings

Sector focused legal advice for corporate transactions

We have an international corporate team with extensive experience of advising on high value, domestic and cross-border transactions. Our team draws on the firm's in-depth sector expertise and works closely with clients to acquire, dispose, finance, or restructure companies, or to form strategic partnerships or joint ventures. We also regularly advise clients on day-to-day issues relating to company law and corporate governance.

What we do in Corporate Reorganisations and Restructurings

We have considerable experience of cross-border corporate reorganisations and restructurings of international groups, including by way of debt for equity swaps. We also have extensive experience of advising on re-domiciliations by way of merger or transfers of businesses, Part VII transfers and schemes of arrangement.

The international nature of our practice means that our lawyers are routinely involved in cross-border issues and we are able to form teams across our worldwide offices. We have particular experience in dealing with the interaction between Chapter 11 of the US Bankruptcy Code and the administration procedure under the UK Insolvency Act.

Across the full spectrum of work we have a long tradition of successful involvement for our clients in the business recovery sector, acting for banks and other lenders, corporate debtors, company directors, turnaround investors and managers, insolvency practitioners, corporate purchasers, private equity and other investors as well as creditors and other stakeholders.

Our experience in Corporate Reorganisations and Restructurings

We have considerable experience of cross-border corporate reorganisations and restructurings of international groups, including by way of debt for equity swaps. We also have extensive experience of advising on re-domiciliations by way of merger or transfers of businesses. We provide below some examples of our work in this area:

• Advising Kiln Limited (a newly formed Bermudian holding company) on its acquisition of Kiln Plc by scheme of arrangement and listing on the Main Market of the UKLA. This redomiciled the group holding company from London to Bermuda and also involved a capital reduction and group reorganisation under which funds at Lloyd’s were transferred from the UK to Bermuda.
• Advising Omega Insurance Holdings Limited, a newly formed Bermuda holding company, in connection with its acquisition of Omega Underwriting Holdings Plc by scheme of arrangement, its admission to AIM and placing (coupled with a capital reduction and group reorganisation).
• Advising a NYSE-listed ship owning company, along with one of its three largest individual shareholders, in connection with a major reorganisation of the company.
• Advising a group of companies on the reorganisation of share capital to allow the return of substantial multi-million dollar sums being built up as a result of depreciation policies, coupled with negative distributable reserves.

• Advising on the Part VII transfer of the business of Domestic & General Life Assurance and court sanctioned reduction of capital and winding-up.
• Advising Integer, a stop loss mutual for members of Lloyd's, on implementing an estimation scheme of arrangement to scale-down claims and resolve litigation, and on a Part VII transfer of its remaining business.
• Acting for creditors of a leading sub-sea cable-laying company with a global business in relation to a company voluntary arrangement designed to restructure the company's business.
• Advising on various legacy capital solutions including the implementation of solvent schemes of arrangement under the UK Companies Act, including the first Companies Act Scheme of Arrangement to be implemented in relation to the UK branch of a United States corporation.
• Advising a Hong Kong owned group of companies in the transport sector on their restructuring in a managed process and eventual sale.
• Advising certain participants in relation to the consequences for co-venturers and contractors in respect of the Oilexco administration.
• Advising a mutual on implementing an estimation scheme of arrangement to scale down claims and resolve litigation, and on the portfolio transfer of its remaining business.