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restructuring

Should Companies Announce Reviews of Strategic Alternatives?

By Jenny Zha Giedt May 13, 2024 by renholding

A company’s announcement that it is undertaking a “review of strategic alternatives” is Wall Street code for exploring a potential sale or merger. Though no transaction may occur, the announcement signals that the company is due for a shake up, …

How Alliance Politics Skews Corporate Debt Restructurings

By Diane Lourdes Dick March 21, 2024 by renholding

Traditionally, senior lenders have wielded all the control in bankruptcy and out-of-court restructurings. They usually hold liens on all or substantially all the debtor’s assets and enjoy payment priority over virtually all other claimants. Meanwhile, modern debt instruments often contain …

How the Automated Restructuring of Tokenized Securities Can Lower the Cost of Capital

By Michael Schillig, Christoph Kletzer and Andrei Balcau February 8, 2024 by renholding

In a recent paper, we make the case for a smart contract-based automated restructuring framework that can be used by any firm that issues equity and debt securities in tokenized form. The paper is the basis for an actual smart-contract …

The Mass Tort Claimants’ Bargain

By Daniel J. Bussel January 2, 2024 by renholding

The bankruptcy system has long been the last, best hope for firms seeking to resolve overwhelming mass-tort liabilities.  The seminal case, Manville, resolved legacy asbestos liabilities through debtor and third-party funding of a claimant trust and an order channeling all …

Beyond the Twilight Zone: The Restructuring and Resurrection of Zombie Firms

By Christine Liu August 23, 2022 by renholding

Responses to financial crises can have the unfortunate effect of creating “zombie” firms, companies whose operating profits are insufficient to cover their debt service. These companies would probably have gone bankrupt without the forbearance of banks or regulators or other …

How Holdouts Put Restructuring at Risk

By Stephen J. Lubben November 23, 2021 by renholding

Corporate creditors, perhaps like Americans generally, like to think of themselves as rugged individuals who also work within a communal system.  The fundamental tension is clearest at the point of default: Too much individuality, and a small minority of creditors …

O’Melveny & Myers Discusses Predatory Priming

By Evan Jones, Jeff Norton, Sung Pak, John Rapisardi and Adam Longenbach September 23, 2020 by snehapandya

Priming transactions have been increasing in frequency during the current pandemic restructuring cycle.  Priming usually involves the debtor shifting collateral and assets away from their core lending group to support new tranches of debt that are structurally or directly senior …

Skadden Discusses UK Covid-19 Bill to Aid Business, Restructuring

By Dominic McCahill, Peter Newman and James D. Falconer May 29, 2020 by renholding

On 20 May 2020, the U.K. government published the Corporate Insolvency and Governance Bill (the bill), which includes measures designed to help businesses through the COVID-19 pandemic and features important substantive reforms to U.K. restructuring law, whose introduction has been …

The Case for Creditor Cooperation Duties in Corporate Workouts

By Horst Eidenmüller and Kristin van Zwieten May 13, 2020 by renholding

The COVID-19 pandemic is causing financial distress to economically viable firms on an unprecedented scale.  In this post, we introduce the novel idea of creditor cooperation duties to stabilize corporate workouts.

The prospect of widespread defaults by viable firms triggered …

Latham & Watkins Discusses Venezuelan Debt Dilemma

By Les Carnegie, Adam Goldberg, John Houghton, Luis Torres and Sandeep Savla November 27, 2017 by renholding

On November 2, 2017, President Maduro of the Bolivarian Republic of Venezuela announced the creation of a presidential commission, headed by Vice President El Aissami, for the “refinancing and restructuring” of Venezuela’s external debt, estimated at between US$100-150 billion.1…

Wachtell Lipton Discusses Corporate Bankruptcy and Restructuring for 2016 and 2017

By Harold S. Novikoff, Amy R. Wolf, Richard G. Mason, Eric M. Rosof and Emil A. Kleinhaus January 20, 2017 by renholding

Last year was an active but uneven one in the world of corporate bankruptcy and restructuring. On the one hand, default rates in the U.S. remained at relatively muted levels, with the continuation of low interest rates and strong (if …

Sullivan & Cromwell Discusses Sovereign Debt Litigation

By Joseph E. Neuhaus and Yuliya Neverova January 6, 2017 by renholding

In a December 22, 2016, decision in the long-running Argentine debt litigation, the United States District Court for the Southern District of New York spelled out significant limitations on prior rulings it had issued that were based on the pari …

A New Take on Solvency and Adequate Capitalization in Bankruptcy

By Michael Simkovic September 7, 2016 by renholding

Valuation, solvency, and adequate capitalization analyses play a crucial role in the process of reorganizing U.S. companies in bankruptcy.  They are central to allowance of claims, adequate protection, avoidance actions such as fraudulent transfer and preference, rejection …

Clifford Chance discusses How to Leave the EU: The Key Article 50 Issues and UK Constitutional Questions

By Kate Gibbons, Jessica Gladstone, Simon James, Dan Neidle and Phillip Souta July 12, 2016 by ilyabeylin

Much has been written and spoken in the immediate aftermath of the UK’s EU referendum about what the UK must do to leave the EU. We look at the key questions in this area, such as whether the UK has …

1 Comment  

The Fed’s TLAC Proposal Would Impose the Costs of Resolving Failed Megabanks on Ordinary Investors and Taxpayers

By Arthur E. Wilmarth, Jr. December 16, 2015 by ilyabeylin

In two previous posts,[1] I described the financial industry’s “single point of entry” (SPOE) strategy for resolving failed megabanks. The SPOE approach – which has been endorsed by the Federal Reserve Board (Fed) and other regulators – could be …

Taxes and Ability to Pay in Municipal Bankruptcy

By John P. Hunt December 1, 2015 by ilyabeylin

After languishing relatively disused for nearly eighty years, municipal bankruptcy is part of the new normal. The eyes of the nation were riveted on Detroit, and smaller filings across the country have proliferated in recent years. As Warren Buffett has …

The Financial Industry’s Bankruptcy Plan for Resolving Failed Megabanks Would Give Unwarranted Benefits to Their Executives and Wall Street Creditors

By Arthur E. Wilmarth, Jr. November 3, 2015 by ilyabeylin

In a recent post,[1] I summarized my forthcoming article critiquing the financial industry’s plan for resolving failed megabanks under Title II of the Dodd-Frank Act.[2] My article describes the industry’s “single point of entry” (SPOE) strategy for recapitalizing …

Wachtell Lipton discusses Treasury Department Seeking to Curb “Cash-Rich” and REIT Spin-Offs

By Jodi J. Schwartz, Joshua M. Holmes and David B. Sturgeon September 16, 2015 by ilyabeylin

The Treasury Department and the Internal Revenue Service have announced (in Notice 2015-59) that they are studying issues related to the qualification of certain corporate distributions as tax-free under Section 355 of the Internal Revenue Code in situations involving …

Governor Lael Brainard on Dodd-Frank at Five: Assessing Progress on Too Big to Fail

By Governor Lael Brainard July 20, 2015 by ilyabeylin

If there is one simple lesson from the crisis that we all can embrace, it is that no financial institution in America should be so big or complex that its failure would put the financial system at risk.1 Congress …

Gibson Dunn discusses MPM Silicones, LLC – The Dawn of a New Golden Age for Debtors?

By Michael A. Rosenthal, Jeffrey C. Krause and Alan Moskowitz June 23, 2015 by AJ

On May 4, 2015, the District Court for the Southern District of New York affirmed Bankruptcy Judge Robert D. Drain’s ruling confirming the chapter 11 plan of MPM Silicones, LLC. The holdings of the District Court and the Bankruptcy Court …

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Bloomberg
Honda to Halt Last U.S. EV Sales
July 16, 2026
Dealbook
Anthropic Inches Toward Mega-IPO
July 16, 2026
The Governance Beat
SEC Seeks Record Rulemakings
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Financial Times
Chevron, Iraq Seek Hormuz Bypass
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Federal Trade Commission
HSR Filing Failure Brings Record Fine
July 16, 2026
Wall Street Journal
Wall Street Firms to Tokenize Stocks
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Delaware Business Litigation Report
Delaware Chancery Dismisses Fiduciary Duty and Veil-Piercing Claims
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Dealbook
Is IBM a Canary in Tech Coalmine?
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Financial Times
Stripe, Advent Bid $53 Billion for PayPal
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Sidley Enhanced Scrutiny
Delaware Chancery Clarifies Which Law Governs Inspection Rights
July 15, 2026
Wall Street Journal
Scotus Justices Testify to Congress
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Bloomberg
UK May Make Firms Publish Salaries
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New York Times
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FTC John Deere Settlement Signals Scrutiny of Aftermarket Repair Limits
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New York Times
States Sue to Block Paramount-Warner
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The Governance Beat
Pharma Firms Ready to Go Semi-Annual
July 13, 2026
Financial Times
Suit Over Tylenol-Autism Link Revived
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D&O Diary
AI-Related Securities Suits Evolving
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Sidley Enhanced Scrutiny
Delaware Chancery Draws a Line on Release Conditions in M&A
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Bloomberg
Trump Embraces Australian Retirement System Backed by Larry Fink
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Delaware Business Litigation Report
Delaware Supreme Court Clarifies Distinction Between Void and Voidable
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Freshfields' A Fresh Take
Federal Regulators Propose New Rules for Payment Stablecoin Issuers
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Financial Times
Big Tech to Face Big EU Fines for Consumer Protection Failures
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Business Law Prof Blog
How Comment Letters Stack Up on SEC Semi-Annual Reporting Rule
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Wall Street Journal
Netflix Exploring Live TV, Bundles
July 9, 2026
Bloomberg
Goldman Bans Staff From Prediction-Market Bets on Finance, War
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Cleary Securities Watch
SEC Issues 2026 Rulemaking Agenda
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Securities Regulation and Corporate Governance Monitor
SEC Guidance on Activism, Tender Offers, Proxy Matters, Crowdfunding
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Business Law Prof Blog
The Latest on Reincorporations
July 9, 2026
Bloomberg
Supreme Court’s Originalism Is Dead
July 8, 2026
Wall Street Journal
Why Smucker’s Bet on Twinkie Flopped
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Delaware Business Litigation Report
Chancery Applies “Heightened” Presumption of Director Independence
July 8, 2026
New York Times
Lawyer William D. Zabel Dies
July 8, 2026
D&O Diary
New Lawsuit Suggests Evolution in Cross-Border Securities Fraud
July 8, 2026
Wall Street Journal
U.S. Revokes Iranian Oil-Sales Waiver
July 7, 2026
Bloomberg
Fed Proposes Changes to Anti-Money Laundering Rules for Banks
July 7, 2026
D&O Diary
Private Credit Firm Sued Over Excessive Payment-in-Kind Fee
July 7, 2026
Sidley Enhanced Scrutiny
Chancery Rules Indemnification Can Fix Bad Purchase-Price Adjustment
July 7, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Clarifies Implied Covenant of Good Faith and Fair Dealing
July 7, 2026
Wall Street Journal
Banks Mull Deal to Shake Up Payments
July 6, 2026
Bloomberg
Toyota to Make Truck in Texas Not Mexico
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Freshfields' A Fresh Take
SEC Expanding Regulatory Perimeter
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Financial Times
Microsoft to Axe 4,800 Jobs
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Deal Lawyers.com
Delaware Supremes Say Fraudulent-Reps Reliance OK Despite Diligence Gaps
July 6, 2026
Reuters
UK Budget Airline to Accept Takeover
July 5, 2026
Wall Street Journal
Why Billionaire Wants to Pay More Tax
July 5, 2026
Cleary Securities Watch
SEC Updates Debt Tender-Offer Rules
July 5, 2026
D&O Diary
Solar Panel Company Hit with Tariff-Related Securities Suit
July 5, 2026
Delaware Corporate & Commercial Litigation Blog
Delaware Chancery Harmonizes Conflicting Forum Selection Clauses
July 5, 2026
Reuters
US to End North American Trade Deal
July 1, 2026
Wall Street Journal
Scandals Shake Up McKinsey Board
July 1, 2026
Bloomberg
Exxon to Change Name Post-Redomicile
July 1, 2026
Financial Times
White House Lifts Anthropic Ban
July 1, 2026
D&O Diary
Federal Contractors Claim Fuzzy DEI Requirements Put Them at Risk
July 1, 2026
Delaware Corporate & Commercial Litigation Blog
The Key Delaware Corporate and Commercial Decisions of 2026 So Far
July 1, 2026
Bloomberg
TikTok Finalizes Addiction-Suit Deal
June 30, 2026
Cleary M&A Watch
Shareholder Activism at 2026 Midpoint
June 30, 2026
New York Times
AOL, Vimeo, Other Oldies Live Again
June 30, 2026
Financial Times
New “Claude” Seeks Pharma Revenue
June 30, 2026
D&O Diary
Securities Suits Up in Year’s First Half
June 30, 2026
Wall Street Journal
Remote Work Shrinks New-Grad Jobs
June 29, 2026
Dealbook
Comcast to Spin Off NBCUniversal
June 29, 2026
Financial Times
Scotus Rules Fed Governor Can Stay
June 29, 2026
D&O Diary
FTC, Then Shareholders, Sue Zillow
June 29, 2026
Yahoo Finance
SEC Probing PE Continuation Funds
June 29, 2026
Wall Street Journal
FIFA Ban a Stadium Sponsor Boon
June 28, 2026
Bloomberg
Flawed Robotaxis Making Headway
June 28, 2026
New York Times
OpenAI IPO May Wait Until Next Year
June 28, 2026
Cleary Securities Watch
Update on 2026 Shareholder Activism
June 28, 2026
Sidley Enhanced Scrutiny
Delaware Chancery Clarifies Limits of Delaware Notice Pleading
June 28, 2026
D&O Diary
Delaware Court: Bump-Up Clause Bars Shareholder-Suit D&O Coverage
June 28, 2026
D&O Diary
AI Governance Is a Fiduciary Duty
June 25, 2026
Justice Department
SPAC Ex-CEO Sentenced to 3 Years
June 25, 2026
Bloomberg
SEC Joins Prediction Market Fray
June 25, 2026
Deal Lawyers.com
Texas Biz Court Adresses “Affiliate” Under Drag-Along Rights Provision
June 25, 2026
Business Law Prof Blog
Nevada Starts Business Court Pilot
June 25, 2026
Bloomberg
Anthropic Accuses Alibaba of “illicitly” Accessing AI Models
June 24, 2026
Financial Times
Bitcoin Hits 20-Month Low
June 24, 2026
Cleary Securities Watch
CFTC Proposes New Rule on Oversight of Prediction Markets
June 24, 2026
D&O Diary
Case Shows How Pre-IPO Share Repurchases Create D&O Risks
June 24, 2026
Deal Lawyers.com
SEC Issues New CFI on Rights Listings in Business Combinations
June 24, 2026
Wall Street Journal
CEO Paydays Soar Past $200 Million
June 23, 2026
Bloomberg
Banks Capping Private Credit Exits
June 23, 2026
The Governance Beat
Audit-Committee Chair Top 10 Wishes
June 23, 2026
Financial Times
Paul Weiss Snags Bankruptcy Star
June 23, 2026
D&O Diary
Derivative Suit Alleges Uber is a “Serial Compliance Offender”
June 23, 2026
Wall Street Journal
SpaceX Readies Bond Market Debut
June 22, 2026
Bloomberg
Former Fed Chair Greenspan Dies
June 22, 2026
The Governance Beat
PwC Report Says Effective Governance Requires Boards and Management
June 22, 2026
D&O Diary
Texas Anti-ESG Effort Targets ISS
June 22, 2026
Deal Lawyers.com
U.S. Court Allows Shareholder Claims Over Regulatory Approval Disclosure
June 22, 2026
Reuters
Trump: Anthropic No Security Threat
June 21, 2026
Wall Street Journal
Hollywood Hits Pre-Pandemic Highs
June 21, 2026
Financial Times
Wars Drawing VCs to Defense Tech
June 21, 2026
D&O Diary
SEC’s Proposal to Ditch Quarterly Reporting Draws Heated Comments
June 21, 2026
Business Law Prof Blog
Delaware Chancery Issues First Decision Interpreting DGCL Section 144
June 21, 2026
Reuters
Startups Explore Orbital AI Data Centers
June 18, 2026
Bloomberg
AI Learns to Spot Toxic Bosses
June 18, 2026
Wall Street Journal
More Investors Seek Private Credit Exit
June 18, 2026
Financial Times
JPMorgan Cuts Claude Access in Asia
June 18, 2026
Deal Lawyers.com
Chancery Finds Selling Shareholders Didn’t Breach Right of First Refusal
June 18, 2026
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