About the Course
Introduction
This CLE webinar will cover the fundamentals of liability management transactions (LMTs); the use of LMTs in Chapter 11 financing through "non-pro rata" debtor-in-possession roll-ups; "sacred rights" and how they operate; strategies for addressing pre-petition lenders; and the latest LMT developments from the American Tire, ConvergeOne, Anthology, and Del Monte decisions. The faculty will also share practical documentation tips practitioners should consider when negotiating deals.
Description
Businesses in financial distress have made widespread use of LMTs with all of their variations, notwithstanding that the data shows such transactions generally fail to avoid defaults or bankruptcy, and notwithstanding the litigation expenses, or even an adverse judgment as seen in the recent Serta decision from the Bankruptcy Court in the Southern District of Texas.
While the market may yet see a return to more traditional (and inclusive) restructuring transactions, particularly as lenders continue to push back on terms in credit documents in order to preserve the senior secured position in the capital structure that was the basis for their loans in the first place, the issues around LMTs have found their way into the realm of Chapter 11 financings in the form of "non-pro rata" debtor-in-possession "roll ups." There have been a series of cases, most conspicuously starting with American Tire and through ConvergeOne, Anthology, and Del Monte, where syndicates of pre-petition lenders have confronted the impact of pre-petition documents on the ability to finance the Chapter 11 debtor.
The program will look at these cases involving in-court LMTs to see how the strategies of putting together a syndicated Chapter 11 facility are impacted by these cases and what lenders should be considering in their documentation to navigate through the Chapter 11 financing process.
Listen as our authoritative panel examines the inter-lender issues surrounding LMTs in the sharp focus of a Chapter 11 proceeding. After attending, counsel and their lender clients will fully understand these complicated dynamics and more.
Presented By
For over 20 years, Mr. Fiorillo has specialized in the representation of banks, commercial finance and factoring companies, specialty lenders, hedge funds, real estate lenders, private equity groups, corporations, fiduciaries and other institutional clients in all aspects of restructuring transactions, workouts, bankruptcy and other insolvency proceedings, including debtor-in-possession financing, cash collateral use arrangements, exit financing, distressed acquisitions of assets, assignments for the benefit of creditors, state and federal receivership proceedings, foreclosures and secured party sales. He has represented lender and borrower clients in various financing transactions, including asset-based revolving credit facilities, senior and junior secured term loans, mezzanine debt facilities, unitranche facilities, construction loans and cash flow loans. Mr. Fiorillo has appeared before numerous federal and state courts across the country representing bank, commercial finance, hedge fund and private equity clients. He has lectured before numerous financial, trade and professional associations, and has published articles in various trade periodicals.
Mr. Morse is member of the firm and presently co-chair of the firm's finance practice group. He represents banks, private debt funds, commercial finance companies and other institutional lenders in structuring and documenting loan transactions, as well as loan workouts and restructurings. He has worked on numerous financing transactions confronting a wide range of legal issues raised by Federal, state and international laws.
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This 90-minute webinar is eligible in most states for 1.5 CLE credits.
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Date + Time
- event
Wednesday, September 16, 2026
- schedule
1:00 PM ET /10:00 AM PT
I. The basics of LMTs
II. "Sacred rights" and how they work
III. Serta blockers, including a DIP financing carve-out
IV. Common Chapter 11 financing structures
V. Dealing with pre-petition lenders
VI. Case review
A. American Tire
B. ConvergeOne
C. Anthology
D. Del Monte
VII. Documentation points
The panel will review these and other key issues:
- How are the strategies for putting together a syndicated Chapter 11 facility impacted by these cases?
- What should lenders consider including in their documentation to help navigate the Chapter 11 financing process?
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