At MFW Fiałek, we offer advisory services in the field of restructuring and optimisation of operations and in the field of judicial bankruptcy and restructuring procedures, in particular in the event of deteriorating market conditions, difficulties meeting obligations, and the threat of insolvency.
We understand how important it is to react quickly and effectively in the face of dynamic changes in a business’s financial situation.
Our team has many years of experience in advising clients on restructuring and optimisation projects implemented for both whole capital groups and individual entities, including family companies. We provide services in this area to companies undergoing restructuring, and to creditors, debtors, investors, and asset managers, as well as banks and other financial institutions.
Our advisory services include support at every stage of the restructuring process, from preparing assumptions and concepts, to the structure of the planned restructuring or optimisation process, to implementation. We also conduct the necessary registrations with competent courts and registers as well as the relevant court proceedings.
We specialise in corporate and property restructuring, as well as debt restructuring, including bond debt.
We also advise clients on new types of restructuring procedures introduced in Poland in connection with the COVID-19 pandemic.
As part of restructuring, we advise clients on issues including:
- choosing and developing the structure for the optimal form of restructuring,
- mergers and acquisitions, divisions, transformations, and other forms of reorganisation of commercial companies, civil law partnerships, and sole proprietorships,
- share deal and asset deal transactions,
- the process of acquiring an investor and obtaining credit and bond financing for entities undergoing restructuring and restructuring of existing financing;
- advising investors when making investments as part of restructuring processes, including preparing and negotiating investment agreements as well as partners’ and shareholders’ agreements,
- issuing new shares and stocks to recapitalise the company,
- conducting due diligence in connection with the planned acquisition of rights and obligations in a partnership or shares or stocks in a capital company or enterprise; before making a decision to merge, divide, or transform business entities or a decision on capital investment,
- analysing problems regarding the succession of rights and obligations, the succession of permits, concessions, and reliefs, employee rights and obligations, responsibly for liabilities, and the impact of the planned restructuring on contractual obligations,
- post-restructuring activities.
In addition, we often advise clients on the processes of obtaining financing and debt restructuring, with particular regard to:
- the process for debt restructuring, including bank debt,
- legal services for companies issuing bonds (issuers), entities purchasing bonds (bondholders), and investment companies servicing bond issues,
- advice on preparing and conducting bond issues, representing clients before the Central Securities Depository and the Polish Financial Supervision Authority, and supervising the performance of the obligations specified in the terms and conditions of issue,
- administration of collateral, including collateral established as part of a bond issue; we have experience in administering various types of collateral, including in particular sureties, pledges, mortgages, and collateral assignments, as well as declarations of submission to enforcement,
- debt restructuring and changes to bond issuers’ terms and conditions of issue (establishing or increasing collateral, deferring repayment, changing repayment rules, increasing bond debt after arranging repayment),
- establishing and administering collateral for bonds originally issued in unsecured form as a result of the deterioration of the issuers’ financial situation and bondholder requests to establish collateral,
- changes in the terms of bond issue as part of talks with creditors (bondholders), including adjusting the content of the terms of bond issue to the prepared arrangement proposals (in arrangement proceedings).
As part of our legal consultancy on restructuring, we also provide services in the following areas:
- employment restructuring, including as part of individual and group layoffs, changing forms of employment, transferring employees to another employer, outsourcing employees,
- outsourcing, including in the preparation and negotiation of outsourcing contracts, legal safeguards for the outsourcer’s interests and position, with particular regard to disclosed confidential information and the processing of personal data,
- negotiating, concluding, terminating, and properly securing the performance of agreements concluded with entities undergoing restructuring,
- advising members of the corporate bodies of companies undergoing restructuring or threatened with insolvency, with particular regard to their liability for any actions taken,
- advice on establishing collateral in concluded contracts, protecting clients and contractors against the effects of insolvency,
- court restructuring, including representing both debtors and creditors in all restructuring proceedings, including recovery proceedings,
- submitting claims in bankruptcy proceedings and representing creditors in bankruptcy proceedings,
- representing creditors in arrangement proceedings (advice on concluding an arrangement, representation at a creditors’ meeting).
