Rights Offerings in Bankruptcy: Negotiating and Executing New Equity Financing, Overcoming Creditor Challenges

Recording of a 90-minute CLE webinar with Q&A


Conducted on Wednesday, February 5, 2020

Recorded event now available

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Program Materials

This CLE webinar will provide bankruptcy counsel with an examination of recent trends in the use of rights offerings as a financing mechanism, review the rights offerings process under the Bankruptcy Code, and discuss debtor and creditor strategies in negotiating and executing a rights offering.

Description

With the relative scarcity of distressed investment opportunities, rights offerings have gained popularity in bankruptcy financing and have been a critical component in many recent Chapter 11 cases. In a rights offering, the current stakeholders (shareholders, bondholders) of the debtor have the opportunity to fund a debtor's emergence from Chapter 11 by purchasing equity in the reorganized debtor.

Rights offerings, which are almost always accompanied by a backstop agreement, can encourage plan acceptance by providing stakeholders an opportunity to enhance their recoveries through new investment, at a discount. The debtor's equity holders can use a rights offering to protect their original investment from total elimination while avoiding the thorny legal issues arising under a new value plan.

Rights offerings often draw objections from creditors. Washington Mutual, Peabody Energy, SunEdison, Pacific Drilling, and other high-profile cases provide insight into the developing jurisprudence in this area. Debtors can minimize creditor challenges and maximize their chances of court approval with a well-executed strategy and consensus building with the relevant constituencies.

Listen as our authoritative panel of practitioners discusses rights offerings in Chapter 11 bankruptcies and strategies for debtors and creditors proposing or objecting to a rights offering.

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Outline

  1. Trends in use of rights offerings
    1. Use by senior constituencies to validate plan values
    2. Use by junior participants to raise capital to pay off senior indebtedness
    3. Offensive use by market participants to capture a share of equity at a discount to plan value
    4. Backstop commitments
  2. Structuring the rights offering
    1. Registration exemptions under Section 1145/private placements
    2. Planning and execution
    3. Valuation
  3. Objections from creditors
    1. Market test/valuation
    2. Investor incentives/protections
    3. Unequal treatment

Benefits

The panel will review these and other essential matters:

  • What are the recent trends in the use of rights offerings for restructuring debtors?
  • What are the benefits of a rights offering for the various constituents in a Chapter 11 reorganization?
  • What are the best ways to structure a rights offering to ensure court approval?

Faculty

Husnick, Chad
Chad J. Husnick, P.C.

Partner
Kirkland & Ellis

Mr. Husnick represents debtors, creditors, equity holders, and other stakeholders in all aspects of corporate liability...  |  Read More

Mazza, James
James J. Mazza, Jr.

Partner
Skadden Arps Slate Meagher & Flom

Mr. Mazza represents debtors, creditors, asset purchasers and private equity investors in corporate restructuring...  |  Read More

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