Presentation on theme: "Corporate Restructuring Summit David Baxter A&L Goodbody 25 September 2013."— Presentation transcript:
Corporate Restructuring Summit David Baxter A&L Goodbody 25 September 2013
Recent legal developments in Restructuring Current landscape New & forthcoming legislation Pensions & insolvency Deleveraging update
Current Landscape Retail examinerships still in vogue NAMA’s first Irish portfolio loan sale (including a JV arrangement) Large corporate restructurings - out of court & consensual New debt holders working through loan books; inter-creditor tensions remain within syndicates Steps taken to improve liquidity in property market e.g. R.E.I.T.s legislation Impact of IBRC liquidation
New & forthcoming legislation IBRC Act, 2013 Companies Bill, 2012 Amendments to EU Insolvency Regulation Personal Insolvency Act, 2012 Land and Conveyancing Law Reform Act, 2013
Land and Conveyancing Law Reform Act, 2013 The legislation addresses a specific loophole arising from …. …. Start Mortgages Limited v Gunn decision 2009 Act unintentionally removed right of a lender to seek repossession of registered property where mortgage created pre 1 December 2009 Act does not have retrospective application; key date: 24 July 2013 Possibility of adjournments when principal private residence at play
Companies Bill, 2012 Codification of directors’ duties Receivership »More extensive powers; although short of NAMA receivers’ powers Examinership »SME examinerships at Circuit Court Liquidation »Reducing court’s supervisory role »Threshold to petition to wind up is now €10,000
Amendment of EU Insolvency Regulation Review after a decade timely EC publishes reform proposals in December 2012 Key proposed changes: »More clarity around COMI – impact on forum-shopping? »Scope of Regulation extended – inclusion of UK schemes?
Pensions & Insolvency Key English Supreme Court decision (Nortel/Lehman) on 24 July 2013 Broad powers of UK Pensions Regulator; ranking of contribution notices Relevance in Ireland »Irish subsidiary part of group that sponsors a UK DB scheme »IrishCo a target for UK Pensions Regulator »Secured and preferential creditors now not at risk Challenges for DB pension trustees in Ireland
Deleveraging Source: Department of Finance and NTMA Cumulative deleveraging at AIB, BOI & PTSB to end-Dec 2012 of €57bn (81% of 3yr target); €20.8bn achieved in 2012 AIB - disposals are ahead of plan and the programme is nearing completion. Remaining deleveraging required to reach their target is to be achieved through loan work-out and amortisation. BOI - has completed it’s disposal plan and the remaining deleveraging is on target and forecast to be achieved through rundown of non-core loan books. PTSB - deleveraging programme postponed pending consideration of EC Restructuring Plan.
Loan Portfolio Sales Why not more portfolio loan sales in 2013? Impact of IBRC loan sales Some unhelpful domestic case law Preference to sell single assets For some banks, deleveraging targets have been met Reaction to pricing on 2012 loan portfolio sales Banks not in a position to to crystallise losses Stress-testing banks’ balance sheets in H1 2014