Restructuring plans on the rise
Restructuring plans, introduced in 2020 in response to the Covid crisis, have become a go-to tool in the restructuring and insolvency kit. The ability to use the cross-class cram down mechanism allows for companies to ensure deals take place in spite of possible dissenting groups of creditors. The increase in the use of these plans has, perhaps inevitably, led to an increase in contentious claims in the space with groups involved in the restructuring bid opposed to aspects of the plans.
Key Court of Appeal Cases
Over the last two years these restructuring plans have come to dominate the news in this space with three high profile plans finding their way into the Court of Appeal.
The first plan to appear in the Court of Appeal was that of German real estate company Adler. The restructuring plan was disputed by a group of noteholders. The Court ruled against the plan in January 2024.
The second restructuring plan was that of Thames Water which the Court of Appeal upheld in April 2025 after the plan was disputed by a group of creditors, a subordinated creditor and a Member of Parliament, and the third plan was brought by Petropac, which had been approved by the High Court by which was overruled by the Court of Appeal in July 2025, the appeal was brought by two major creditors.
Market view
During this year’s UK research cycle numerous barristers and solicitors cited restructuring plans as a key trend in this space.
“There has been a market shift to contentious restructuring plans.”
“… the restructuring plan challenge work has taken off most. We have seen two to three times as much of that work.”
“Restructuring plans have generated lots of extra work. Any new bit of law won't get used at first, then it will increasingly be used, and then you get tests etc. Going through the motions, testing alternatives. I expect you'll see plans being trickled down to the mid-market, where it isn't just the biggest and niche US firms dealing with it, you'll see the higher mid-market tier firms dealing with slightly smaller plans.”
“There is a rise of schemes in arrangement and related contests. We have had a few really controversial ones likes Thames Water and the Court of Appeal is taking up loads of these cases, becoming more heavily contested and turning into mini trials.”
Who is involved?
For the Thames Water Court of Appeal case:
Mark Phillips KC, Tony Singla KC, Matthew Abraham, Jamil Mustafa and Imogen Beltrami, instructed by Quinn Emanuel Urquhart & Sullivan LLP, for the First Appellant, Kington S.À.R.L. appearing on behalf of an ad hoc group of Class B creditors
Andrew Thornton KC and Georgina Peters, instructed by Freshfields LLP, for the Second Appellant, Thames Water Limited
William Day, Dr Riz Mokal, Rabin Kok, Niamh Davis and Lucas Jones (instructed pro bono by Marriott Harrison LLP) for the Third Appellant, Mr Maynard MP
Tom Smith KC, Charlotte Cooke and Andrew Shaw, instructed by Linklaters LLP, for the First Respondent
Adam Al-Attar KC and Edoardo Lupi, instructed by Akin Gump LLP, for the Second Respondent
For the Adler Court of Appeal case:
Tom Smith KC and Adam Al-Attar, instructed by Akin Gump LLP, for the Appellants
Daniel Bayfield KC, Ryan Perkins and Annabelle Wang, instructed by White & Case LLP, for the Respondent
For the Petrofac Court of Appeal case:
Andrew Thornton KC and Jon Colclough, instructed by Mayer Brown International LLP, for the Appellants
David Allison KC, Henry Phillips, Ryan Perkins and Stefanie Wilkins, instructed by Linklaters LLP, for the Respondents.
Daniel Bayfield KC and Riz Mokal, instructed by Weil, Gotshal & Manges (London) LLP, for Boundary Creek Advisors LP, FIL Investments International, Fortress Investment Group LLC, Sparta Capital Management Ltd and Mason Capital (the “Ad Hoc Group”).