Restructuring and insolvency: foreign firms in China

DLA Piper

Combining China, regional and global-wide strength in restructuring and insolvency, DLA Piper is consistently instructed by leading global financial institutions (as lenders and bondholders) and troubled corporations on major restructuring and insolvency mandates in Greater China and Asia-Pacific region. The Hong-based practice advises across the whole spectrum of distressed work, from formal insolvency through to bank workouts, bond/note restructurings and other special situations; and the team has recently experienced an increase in instructions from funds. A driving force behind the firm’s prominence in this area, practice head Mark Fairbairn is a widely respected restructuring and special situations lawyer in Greater China; and Carolyn Dong has a wealth of experience in representing insolvency practitioners and special situation investors, particularly in relation to mainland China. Further key support is provided by associate Rosie Li, who represents high-profile, China-incorporated financial institutions in restructuring and special situation scenarios.

Practice head(s):

Mark Fairbairn

Other key lawyers:

Carolyn Dong; Rosie Li

Testimonials

The team has deep experience and expertise in matters of insolvency, and can offer creative solutions.

The team members are very proficient technically, and are approachable when we need to discuss legal solutions.

They are able to give creative advice, and are also able to access a wide network of people in China to facilitate talks when necessary.

Global reach and professionalism.

Technical capability and responsiveness.

Kirkland & Ellis

Leveraging one of the largest, stand-alone restructuring groups worldwide, Kirkland & Ellis‘ Hong Kong-based Asia restructuring and insolvency practice assists companies, bondholders and banks with the full range of contentious and non-contentious restructuring work. The five-partner team has enviable experience in both North and Southeast Asia deals, including debt rescheduling and refinancings, workouts and restructurings, debt trading, and distressed acquisitions and financings. Other areas of strength include receiverships and liquidations, shareholder disputes, directors’ duties and schemes of arrangement. Widely respected for his assistance to large global companies in financial distress, Neil McDonald advises on an expansive range of issues that arise in the restructuring and insolvency of troubled companies; Kelly Naphtali‘s practice includes insolvency-related disputes; and Daniel Margulies specialises in restructuring and insolvency matters, as well as cross-border and special situation financings. Wei-Yang Lim, who is particularly focused on advising institutions that invest in distressed, stressed or special situation credits, was promoted to partner in 2020.

Practice head(s):

Neil McDonald

Key clients

An ad hoc committee of holders of $300m senior notes issued by Rock International Investment

CAR Inc

Toys “R” Us

Committee of creditors of China Fishery Group

IL&FS Transportation Networks

Ad hoc committee of holders of notes (issued by subsidiaries of China Energy Reserve and Chemicals Group Company)

Ad hoc committee of holders of senior notes (issued by Huachen Energy Co)

CWT International HNA Group (International) Company

Ad Hoc Committee of certain holders of guaranteed senior notes issued by Reward International Investment

Ad hoc committee of holders of step up convertible bonds (issued by Suzlon Energy)

Affiliates of CarVal Investors

Dewan Housing Finance Corporation

Ad hoc committee of lenders of Jindal Steel & Power (Australia)

Ad hoc committee of holders of guaranteed notes (issued by Wise Source International)

China Minsheng Investment Group Corp

Akin Gump Strauss Hauer & Feld LLP

Widely recognised as one of the leading creditor practices in Asia, Akin Gump Strauss Hauer & Feld LLP’s Hong Kong restructuring team regularly works alongside the firm’s robust financial restructuring teams in the US and Europe. The practice was recently particularly active in cross-border financial restructuring, as well as several, large distressed matters in the Asia-Pacific region. Hong Kong-based Naomi Moore is a go-to lawyer for significant distressed debt and restructuring transactions and has a particular focus on schemes of arrangement and cross-border insolvency matters, as well as substantial experience in insurance and reinsurance insolvency and restructuring. At counsel level, Jeremy Haywood is also a name to note.

Practice head(s):

Naomi Moore

Other key lawyers:

Jeremy Haywood

Key clients

Voluntary administrators of Virgin Australia

Deed administrators of Virgin Australia

Ad hoc committee of Noteholders of New Cotai

Informal steering committee of noteholders of Hyflux

Payless ShoeSource

Ad hoc group of Noteholders of Valaris

Holders of various private placement notes issued by ED&F Man Treasury Management

Work highlights

  • Acted for the voluntary administrators (and later, deed administrators), as special noteholder liaison counsel of Virgin Australia, in connection with the company’s voluntary administration.
  • Represented an ad hoc committee of holders of payment-in-kind notes, issued by New Cotai and New Cotai Capital Corp, in a restructuring through Chapter 11 proceedings in the United States Bankruptcy Court.
  • Representing an informal steering committee of holders of S$265m medium term notes that were issued by Hyflux, an SGX-listed, global environmental solutions company, which was subject to s211B moratorium proceedings and recently placed into judicial management proceedings in Singapore.

Allen & Overy LLP

In addition to its provision of specialist advice on the restructuring and insolvency laws of Hong Kong, Singapore, Indonesia and Australia, Allen & Overy LLP fields dedicated domestic PRC law experts through its joint operation with Shanghai-headquartered Lang Yue Law Firm, which hired Melody Wang (and her team) in 2021 from Fangda Partners, adding PRC litigation, investigation, bankruptcy, restructuring and insolvency capabilities. The large practice in Asia regularly also collaborates with the firm’s regional finance colleagues, and is well known for its experience in complex regional restructurings and insolvencies. Heading the restructuring practice from Shanghai, Jane Jiang is equally comfortable with inbound and outbound cross-border transaction structures and is widely lauded for her knowledge of restructuring-related policy developments. In Hong Kong, Richard Woodworth leads the firm’s Asia-Pacific restructuring practice, and Ian Chapman has over 30 years’ restructuring and insolvency experience.

Practice head(s):

Jane Jiang

Testimonials

Allen and Overy has a very established restructuring and insolvency team in APAC, with many years of experience in dealing with some of the most high- profile restructurings of the last two decades.

Richard Woodworth is very calm and professional, and provides very user-friendly advice – clearly someone you want on your side in a complicated situation.

Key clients

China Development Bank

HSBC

Hang Seng Bank

ICBC

PwC

Borrelli Walsh

Bank of China Hong Kong

Alvarez & Marsal

PAG

BNY Mellon

Grant Thornton

Clifford Chance

Sought out for high-value, complex cross-border matters in the region, Clifford Chance‘s Hong Kong-based team acts for creditors, lenders, co-ordinating committees, private equity sponsors, insolvency practitioners and debtors; and it is able to combine robust transactional experience with contentious expertise while supported by industry specialists in oil and gas, telecoms, construction and transport, maritime and shipping sectors. Finance partner Scott Bache leads the firm’s Asia-Pacific restructuring and insolvency group. Bache specialises in advising financial institutions, hedge funds, private equity funds, financial advisers and turnaround professionals on the full spectrum of restructuring matters, including corporate restructuring, distressed M&A and special situations investment. Also integral to the practice are experienced partner Donna Wacker, who heads the contentious regulatory and contentious insolvency practice in Hong Kong; and consultant Phoebe Lo, who acts for creditors, debtors and insolvency office holders, and specialises in non-contentious work.

Practice head(s):

Scott BacheDonna Wacker

Other key lawyers:

Thomas Walsh; Yvonne Shek

Key clients

FTI Consulting

HSBC

Coutts

Davidson Kempner

Deutsche Bank

King Street

Carlyle Credit

Asia Broadcast Satellite

China Development Bank

Work highlights

  • Advised the senior lenders to Trans Maldivian Airways Private on its exposure under a $305m senior facilities agreement.
  • Advised ABS Group, a global satellite operator, on its restructuring proposal.
  • Advised gategroup Holding and gategroup Guarantee (as restructuring counsel) on the restructuring of its financial indebtedness.

Latham & Watkins LLP

Latham & Watkins LLP’s Greater China restructuring and insolvency practice is frequently instructed on an impressive array of both debtor-side and creditor-side mandates, including workouts, restructurings and bankruptcy cases. The team recently advised on offshore debts borrowed or issued by Chinese corporations, and was involved in matters across the capital structure on behalf of borrowers, sponsors, institutional and distressed investors (individually and as ad hoc committees). Clients additionally benefit from the team's local expertise in public high-yield bonds and private bank debts, as well as its consistent collaboration with the firm’s pan-European and US restructuring and special situations teams. In Hong Kong, Howard Lam is a trusted adviser on China-related and Asia-based restructuring and insolvency matters; and Josef Athanas has over 30 years’ experience in representing debtors, secured creditors and other parties of interest in US bankruptcy and reorganisation cases.

Practice head(s):

Howard Lam

Other key lawyers:

Josef Athanas; Flora Innes

Key clients

Huachen Energy

DongYing Fangyuan Nonferrous Metals Co

DongYing Lufang Metals Material Co

Offshore Partners Pte

PWC

BFAM Partners

The Ad Hoc Committee of Noteholders of USD Notes

issued by Top Wise Excellence Enterprise Co

Ad Hoc Committee of Noteholders of Hidili Industry

International Development

Bank of China

EY

Hang Seng Bank

China Orient Asset Management

FTI Consulting

Hong Kong Bank

Linklaters

Linklaters‘ ‘market-leading team is involved in many of the biggest restructurings around‘, including high-profile and complex refinancing transactions, cross-border special situations, distressed debt, and related contentious matters. The team is particularly noted for its specialisms in the recovery and preservation of value from financially troubled investments; structured lending transactions across Asia, including advising funds and other alternative credit providers on direct lending deals; and representing clients, both in court and during out of court restructuring processes. The practice is co-headed by Hong Kong-based James Warboys, ‘one of the go-to people in the market‘, whose recent restructuring and insolvency experience includes complex and high-profile, cross-border transactions; and restructuring and special situations transactions expert Andrew Payne in Singapore. Also in Hong Kong, managing associate Suzi Duncan is also noted.

Practice head(s):

James Warboys; Andrew Payne

Other key lawyers:

Janice Ng; Suzi Duncan

Testimonials

A market-leading team that is involved in many of the biggest restructurings around.

Really good to work with, delivering really clear and commercial advice.

James Warboys is one of the go-to people in the market – a good person to work with and stays cool under pressure. One of the best around.’

Managing associate Suzi Duncan has a real grasp of her mandates, is always on top of the detail and keeps things moving forward.

Key clients

Deutsche Bank

HSBC

Goldman Sachs

Tor Investment

Genting Hong Kong

Bank of America

Standard Chartered Bank

Jindal Steel & Power (Mauritius)

Jindal Steel & Power

Jindal Steel and Power (Australia) Pty

Wollongong Coal

Arkkan Capital

Work highlights

  • Advising Genting Hong Kong on the proposed restructuring of its (and its wider group’s) financial indebtedness and recapitalisation of its business.
  • Advised the lenders to MMI International (a Singaporean-headquartered hard drive manufacturer) on the restructuring of  loan facilities.
  • Advising HSBC (as agent), and the lenders, in relation to the restructuring of the indebtedness of the ABS group of companies.

Ropes & Gray LLP

Ropes & Gray LLP‘s China-based restructuring team regularly advises creditors on complex and high-end restructurings in the Asia-Pacific region. Restructuring-related bondholder work remains at the heart of the practice; and alongside the firm’s restructuring work, the team acts in both contentious and non-contentious insolvency mandates. It also advises credit and special situations funds on private scenarios; and, in a recent 12-month review period, the group experienced an increase in contentious insolvency work. Heading the Hong Kong-based practice, Daniel Anderson is a highly rated restructuring and special situations practitioner, who brings a wealth of finance experience to all areas of restructuring; and Kathleen Aka is an experienced practitioner with approximately two decades of experience in restructuring and insolvency practice in the Asia-Pacific region.

Practice head(s):

Daniel Anderson

Other key lawyers:

Kathleen Aka

Testimonials

Good client-management skills.

Key clients

LDK liquidators

Bain Capital Credit Asia

Goldman Sachs Asia

Tor Investment Management

Cosimo Borrelli

Baker McKenzie FenXun

Baker McKenzie FenXun‘s large, full-service restructuring and insolvency team fields experienced practitioners in Hong Kong, Shanghai, and Beijing. Further to the onset of COVID-19, the practice assisted, in a recent 12-month period, with several sizeable and complex restructurings and insolvencies in Asia-Pacific, which were coordinated through the firm’s local and international network. On the contentious side, its experience also covers the representation of insolvency office holders and groups of creditors in the liquidation of public and private companies. The practice of Hong Kong-based Kwun Yee Cheung includes compulsory and voluntary liquidations, receiverships, corporate restructuring and schemes of arrangement.

Practice head(s):

Kwun Yee Cheung

Other key lawyers:

Gary Seib

Key clients

CWT International

Fergal Power (KPMG)

Fok Hei Yu

John Batchelor (FTI Consulting)

Guardian Trust Company (Asia)

The Official Receiver of Hong Kong and KPMG

Samson Paper Holdings

Westinghouse Electric UK Holdings

Work highlights

  • Acted for the members of Deloitte (HK), in their capacity as soft-touch provisional liquidators of Samson Paper Holdings (for restructuring purposes), in the urgent application for provisional liquidation in the face of demands and writs issued by over 50 banks.
  • Acting for Westinghouse Electric UK Holdings’ direct and indirect subsidiaries (as co-counsel), in connection with Chapter 11 cases of Westinghouse Electric Corporation and its subsidiaries.
  • Assisted Fok Hei Yu and John Batchelor (of FTI Consulting), as  liquidators of General Nice Resources (Hong Kong), with all aspects of the liquidation across multiple jurisdictions.

Mayer Brown

The cross-border work of Mayer Brown‘s Asia-Pacific restructuring practice is further supported by restructuring practices in Europe and the Americas. Key areas of focus for the practice include multi-jurisdictional restructuring, multi-bank workouts, liquidations, resumption of trading in listed shares through provisional liquidation mechanisms, and bond restructurings. Hong Kong-based John Marsden leads the team that regularly acts in high-profile and large-scale restructurings and insolvencies mandates, and is supported by Tom Pugh.

Practice head(s):

John Marsden

Other key lawyers:

Tom Pugh; Terence Tung

Testimonials

Innovative, experienced and efficient.

Key clients

Huarong Asset Management

China Construction Bank (Asia) Corporation

Industrial and Commercial Bank of China

China Development Bank

Bain Capital

PricewaterhouseCoopers

KPMG

Ernst & Young

FTI Consulting

International Finance Corporation

Malayan Banking Berhad

OCBC

DHB

CIMB

KfW

CACIB

DNB

RHB

HNA Group

Stephenson Harwood

Stephenson Harwood‘s large contentious insolvency practice in Hong Kong regularly acts on cases with complex cross-border elements, including matters involving fraud issues, as well as major court actions on behalf of insolvency practitioners. Greater China practice head Jamie Stranger acts for liquidators, provisional liquidators, receivers and bankruptcy trustees in formal insolvency proceedings, as well as creditors, debtors and shareholders on corporate restructuring, debt restructuring, schemes, buy-outs and other work-out arrangements.

Practice head(s):

Jamie Stranger

Testimonials

The Stephenson Harwood team is well known in the restructuring and insolvency field for getting the job done quickly and efficiently, and at rates that are very reasonable compared to its peers.

Alexander Tang is well known for his restructuring and insolvency expertise and knowledge. He is devoted to his clients, and gets the job done quickly and efficiently.

Key clients

PwC

Soc Gen

Rabobank

Safe Castle

Xio Cayman

GT

Less Longmen

Duff & Phelps

Finance & Risk Services (Bermuda)

Grant Thornton

Work highlights

  • Acted for the joint and several provisional liquidators of CECEP COSTIN New Materials Group on various matters, including debt restructuring issues.
  • Assisted the liquidators of Shanghai Huaxin Group (Hong Kong) with the sale of assets.
  • Acted for Société Générale (SG) in relation to the liquidation of a Singapore-based marine bunkering business, to which SG had provided banking facilities.