A company changing the proportions of debt and equity in its capital structure. Usually the debt will be replaced by equity or vice versa.

The term ‘recapitalisation’ refers to a company changing the proportions of its debt and equity by a variety of means. In some cases, the company undertaking a recapitalisation will be distressed and be looking to make its outstanding debt burden more manageable or inject new money for liquidity purposes, but a solvent company may also consider a recapitalisation. This Practice Note focuses predominantly on distressed scenarios. This Practice Note examines some of the reasons a company (solvent or otherwise) might recapitalise, and the circumstances in which one recapitalisation method might be favourable over another. In addition, the Practice Note covers some of the key documents and considerations which could be involved. Types of recapitalisation A recapitalisation can encompass the injection of new money, a debt for equity swap or a simple write-down of debt, among other things. Recapitalisations often combine two or more of the methods described below, sometimes including a reduction of capital, a scheme of arrangement or restructuring plan and/or a pre-pack administration. Common types of recapitalisation include the following. Debt for equity swap In the case

‘Recapture’ specifies that a licence will expire and all rights automatically revert to the author/owner after a specified period if the producer has not by the end of that period carried out certain actions. ‘Turnaround’ gives the author/owner the right within a specified period to give notice to the producer requiring the producer to reassign certain rights in the project in return for the payment of certain sums of money.

A recast piece of EU legislation is the result of a mix of substantial amendment and codification; the new EU legal act will have its own new name and number as it will go through the full legislative procedure.

Also known as the Regulation (EU) 848/2015 of the European Parliament and of the Council of 20 May 2015 on insolvency proceedings (recast) (the Recast Regulation). It repeals the EC Regulation on Insolvency and is intended to improve the efficiency and effectiveness of insolvency proceedings with a cross-border element.

Regulation (EU) 2015/848 (OJ L141 5.6.2015 p 19). The EU Recast Regulation on Insolvency replaced the (original) EC Regulation on Insolvency 1346/2000 with the majority of the provisions taking effect from 26 June 2017. The EU Recast Regulation on Insolvency largely fell away for the UK from 31 December 2020 but has been partially retained into UK law by the Insolvency (Amendment) (EU Exit) Regulations 2019, SI 2019/146 (Retained Regulation (EU) 2015/848, Retained Recast Regulation on Insolvency).

Substantial reforms were made to the EC Regulation on Insolvency, Regulation (EC) 1346/2000 (EC Regulation on Insolvency) by the Regulation (EU) 2015/848 (OJ L141 5.6.2015 p 19), Recast Regulation on Insolvency [EU Recast Regulation on Insolvency]. For the full text of the Recast Regulation on Insolvency, click here. Although the EU Recast Regulation on Insolvency entered force on 26 June 2015, the majority of the provisions were only effective from 26 June 2017 onwards—this was to allow Member States to familiarise themselves with the new provisions (a Corrigendum was published by the EC on 21 December 2016 clarifying that the EU Recast Regulation on Insolvency only applies to insolvency proceedings opened from 26 June 2017; the previous text said ‘proceedings opened after 26 June 2017’. See LNB News 21/12/2016 61). The EC Regulation on Insolvency continues to apply to proceedings opened before 26 June 2017 (Article 84(2) of EU Recast Regulation on Insolvency). This destination table is taken from Annex 4 of the EU Recast Regulation

UK status Since 31 January 2020 (exit day) the UK is no longer an EU Member State. For a time, under the Withdrawal Agreement, the UK was in an implementation period, during which it continued to be subject to EU law. However from 1 January 2021, the main operative parts of the Regulation (EU) 2015/848 (OJ L141 5.6.2015 p 19), Recast Regulation on Insolvency (EU Recast Regulation on Insolvency) on automatic recognition are no longer applicable to the UK (see Practice Note: Brexit—impact on Recast Regulation on Insolvency). However, other Member States continue to apply the EU Recast Regulation on Insolvency where its requirements are satisfied and this Practice Note looks at how it applies between those Member States. EU Recast Regulation on Insolvency Substantial reforms were made to the EC Regulation on Insolvency, Regulation (EC) 1346/2000 (EC Regulation on Insolvency) by the EU Recast Regulation on Insolvency. For the full text of the EU Recast Regulation on Insolvency, click here. Although the EU Recast Regulation on

UK status Since 31 January 2020 (exit day) the UK is no longer an EU Member State. For a time, under the Withdrawal Agreement, the UK was in an implementation period, during which it continued to be subject to EU law. However from 1 January 2021, the main operative parts of the Regulation (EU) 2015/848 (OJ L141 5.6.2015 p 19), Recast Regulation on Insolvency [EU Recast Regulation on Insolvency] on automatic recognition are no longer applicable to the UK (see Practice Note: Brexit—impact on Recast Regulation on Insolvency). However, other Member States continue to apply the EU Recast Regulation on Insolvency where its requirements are satisfied and this note looks at how it applies between those Member States. Recast Regulation on Insolvency Substantial reforms were made to the EC Regulation on Insolvency, Regulation (EC) 1346/2000 (EU Regulation on Insolvency) by the EU Recast Regulation on Insolvency. For the full text of the EU Recast Regulation on Insolvency, click here. Although the EU Recast

UK status Since 31 January 2020 (exit day) the UK is no longer an EU Member State. For a time, under the Withdrawal Agreement, the UK was in an implementation period, during which it continued to be subject to EU law. However, from 1 January 2021, the main operative parts of the Regulation (EU) 2015/848 (OJ L141/19), Recast Regulation on Insolvency [EU Recast Regulation on Insolvency] on automatic recognition are no longer applicable to the UK (see Practice Note: Brexit—impact on Recast Regulation on Insolvency). However, other Member States continue to apply the EU Recast Regulation on Insolvency where its requirements are satisfied and this note looks at how it applies between Member States. EU Recast Regulation on Insolvency Substantial reforms were made to Regulation (EC) 1346/2000 (EC Regulation on Insolvency) by the Recast Regulation on Insolvency. For the full text of the EU Recast Regulation on Insolvency, click here. Although the EU Recast Regulation on Insolvency entered force on 26 June 2015, the majority of the provisions

UK status Since 31 January 2020 (exit day) the UK is no longer an EU Member State. For a time, under the Withdrawal Agreement, the UK was in an implementation period, during which it continued to be subject to EU law. However from 1 January 2021, the main operative parts of the Regulation (EU) 2015/848 (OJ L141 5.6.2015 p 19), Recast Regulation on Insolvency (EU Recast Regulation on Insolvency) on automatic recognition are no longer applicable to the UK (see Practice Note: Brexit—impact on Recast Regulation on Insolvency). However, other Member States continue to apply the EU Recast Regulation on Insolvency where its requirements are satisfied and this Practice Note looks at how it applies between those Member States. EU Recast Regulation on Insolvency Substantial reforms were made to the EC Regulation on Insolvency, Regulation (EC) 1346/2000 (EC Regulation on Insolvency) by the EU Recast Regulation on Insolvency. For the full text of the EU Recast Regulation on Insolvency, click here. Although the EU Recast Regulation on

UK status Since 31 January 2020 (exit day) the UK is no longer an EU Member State. For a time, under the Withdrawal Agreement, the UK was in an implementation period, during which it continued to be subject to EU law. However, from 1 January 2021, the main operative parts of the Regulation (EU) 2015/848 (OJ L141 / 19), Recast Regulation on Insolvency [EU Recast Regulation on Insolvency] on automatic recognition are no longer applicable to the UK (see Practice Note: Brexit—impact on Recast Regulation on Insolvency). However, other Member States continue to apply the EU Recast Regulation on Insolvency where its requirements are satisfied and this note looks at how it applies between Member States. EU Recast Regulation on Insolvency The EU Recast Regulation on Insolvency which applies between Member States specifies that main, secondary or territorial proceedings may be opened (see Practice Note: Recast Regulation on Insolvency as between Member States—main, secondary and territorial proceedings). The table below compares the differences