Dates                                                                          

 
8 October 2008
12 February 2009
9 July 2009
2 December 2009

Course Overview

In response to difficult market conditions and continued pressure from institutional investors, corporate restructuring seeks to maximise shareholder value through the re-arrangement of the equity ownership and debt obligations of parent companies and their subsidiaries.

The processes described in this course allow a company to release cash, revert to core competencies, improve profits and, where publicly quoted, to enhance a stockmarket following.

If, however, it appears that a company is sliding towards insolvency, its directors and advisers will benefit from a clear understanding of the options available for companies in financial distress so that appropriate action can be taken while there is still time to make a difference. The role of a turnaround manager is explained and discussed.

Course Content

 Background
Forces driving the market
What is corporate restructuring
When and why does it happen

 Equity restructuring & divestitures
Rationale
Carve-outs & partial spin offs
Spin-offs, split-offs & split ups
Tracking stock
Valuation of a subsidiary
Pre-sale hive-downs
Share buy backs
Reduction of capital

Demerger Mechanics
Tax planning and tax reliefs
Direct dividend and triangular structures
Statutory demergers
Schemes of reconstruction
Liquidation schemes
Schemes of arrangement

When things go wrong
Heading towards insolvency
Gradual decline/quick descent
Conflicting interests
Major rescheduling of debt
Banks, bondholders & other creditors
The distressed debt market
Handling vultures & freeloaders
The role of the lead bank
Who calls the shots?
Appointing a Chief Restructuring Officer
Restructure out of court or in court

Managing a Turnaround
Qualities required in a turnaround manager
Assessment of the management team
Directors’ responsibility
Is a turnaround possible?
Dealing with claimholders
Immediate action & crisis mentality
Cash flow focus & crisis stabilisation
Formulating a workable restructuring plan
Negotiating the options
Completion