US-based Syncreon chooses English scheme of arrangement over Chapter 11 for financial and corporate restructure (Re Syncreon Group BV)

US-based Syncreon chooses English scheme of arrangement over Chapter 11 for financial and corporate restructure (Re Syncreon Group BV)

On 11th September 2019 the English High Court sanctioned two schemes of arrangement which are integral to the restructure of Syncreon, a US-headquartered global logistics business. This decision, the first where a US-headquartered group has openly favoured an English scheme of arrangement over Chapter 11 proceedings, could lead to more US companies seeking to use the English courts and statutory provisions to restructure their financial liabilities as an alternative to Chapter 11 proceedings. Simon Thomas and Oonagh Steel (Nee Kenneally) of Goodwin Procter LLP take a detailed look at this case.

Re Syncreon Group BV [2019] EWHC 2412 (Ch), [2019] All ER (D) 38 (Sep)

What is a scheme of arrangement?

A Scheme of Arrangement (Scheme) is an English statutory procedure set out in Part 26 of the Companies Act 2006 which enables a company to implement a compromise or arrangement with any of its members or creditors (or any class of the same). It requires a requisite number of affected members or creditors to vote in favour of the Scheme and two court hearings, the second of which is for the Scheme to be approved by the court. Once approved, the Scheme becomes effective and binding on all creditors and members. It is not, strictly speaking, an insolvency proceeding as the process emanates from the Companies Act 2006 (which is not within the UK’s insolvency legislation) but is commonly used by companies to restructure existing liabilities.

The advantages of the English law Scheme are that:

  •  it avoids the need to enter into formal insolvency proceedings and in turn avoids the stigma and negative impact that can arise from such proceedings
  • it is flexible—the objective of the Scheme and the rights affected are not prescribed by the legislation
  • the time from filing the application to approval of the Scheme is relatively quick
  • the English judges generally take a commercial view when deliberating over the applications
  • it can be used to cram down the rights of

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About the author:
Kathy specialises in restructuring and cross-border insolvency. She qualified as a solicitor in 1995 and has since worked for Weil Gotshal & Manges and Freshfields. Kathy has worked on some of the largest restructuring cases in the last decade, including Worldcom, Parmalat, Enron and Eurotunnel.