Insolvency and Restructuring
In connection with financial distress and pre-bankruptcy circumstances, Studio Chiomenti assists private equity funds and banks confronting various types of business crisis situations both froma business and credit perspective. Particularly relevant is the assistance to bank creditors of large groups in financial distress and the assistance in making convertible loans available and in developing other innovative instruments aimed at resolving crisis conditions. Studio Chiomenti assists its banking clients in identifying the most appropriate legal structure to manage debt renegotiation, in the choices related to the management of the most delicate phase of initial negotiations with borrower in distress (and, therefore, in the preparation and negotiation of standstill agreements, pacta de non petendo and in identifying structures for the granting of bdridgte financing), in the negotiation of restructuring agreements and amendments to the underlying contractual documentations, in identifying the most appropriate structures for debt conversion, from legal, tax and regulatory perspective and related corporate governance implications and exit strategies. When assisting borrowers, Chiomenti Studio Legale advises in connection with corporate documentation, relations with financial and industrial consultants, directors and officers liability, formulation of the plan to be submitted to creditors, negotiations of contractual documentation for assets disposal (participations and real estate) and recourse to the Italian supplemental earnings fund (Cassa Integrazione Guadagni or CIG) and other employment law implications. In addition, the Firm assists clients with the legal aspects of obtaining approval of the restructuring plan pursuant to Article 67 of the Bankruptcy Law, preparing the various filings and motions for restructuring agreements pursuant to Article 182 bis, (including oppositions) compiling the preparatory documentation and analysis in connection with the application for pre-bankruptcy settlement (division of creditors into classes, business leases, and so called "group settlements") or structuring the pre-bankruptcy settlement.
When pre-bankruptcy restructuring is not possible, Studio Chiomenti assists creditors and potential acquirers of assets and businesses out of the bankruptcy estate and the special administration management bodies. In addition to having assisted the special administration bodies conducting proceedings of national importance (for their impact on both employment levels and on the country's general economy), Studio Chiomenti has also contributed to the recent legislative amendments regarding the special administration of enterprises conducting essential public services. Assistance to the administrative bodies managing proceedings typically includes assistance with identifying assets and creditors, determining a course of action with respect to existing legal relationships (from contracts with suppliers to those with customers and financial contracts, including derivative instruments), entering into agreements, including financing agreements, required for the conduct of the business leading up to the implementation of the restructuring plan, selling assets, defining the settlement proposal, preparing and negotiating contracts required to implement the plan, and taking revocation action and actions for damages and liability. In this context, Studio Chiomenti also assists the funds and other enterprises acquiring assets from the insolvency proceedings with due diligence investigations, preparation and negotiation of purchase agreements, business leases and the development of alternative structures and their lending banks.
The Firm has also assisted the principal international investment banks in the context of insolvency proceedings of primary Italian listed companies, including in connection with actions for damages and revocation actions.
Studio Chiomenti has closely followed recent developments in bankruptcy law through its academic and research professionals who have also participated in, and contributed to, meetings of the various commissions formed to draft the new legislation.
The insolvency and corporate restructuring practice area benefits from a dedicated business unit comprised of professionals who, in light of their experience in various relevant areas (finance, litigation, corporate, tax, employment) co-ordinate their advice to better serve client needs and draw on the Firm's aggregate experience.
- Insolvency and Pre-Insolvency Proceedings
- Financial Restructuring