Intro

This chapter explores the evolving landscape of mergers and acquisitions, focusing on buyer-led deals that enhance control and efficiency. Listeners will gain insights from industry leaders and tactical advice for successfully executing rapid acquisition strategies in a complex global environment.

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Ben Beller, Partner at Sullivan & Cromwell LLP

Ben Beller, Partner at Sullivan & Cromwell LLP, joins the podcast to walk through how companies can strategically navigate bankruptcy and restructuring during M&A. Drawing from experience on major cases like FTX and Silicon Valley Bank, Ben shares practical insights into Chapter 11 processes, planning strategies, liability management transactions, and how buyers can successfully acquire distressed assets. A must-listen for corporate development professionals, acquirers, and M&A legal teams looking to build competency around distressed transactions.

Things you will learn:

The differences between Chapter 7, 11, and 13 bankruptcies and when to use each
How liability management transactions work and their growing role in restructuring
What buyers need to know about acquiring businesses in bankruptcy

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Episode Timestamps:

[00:04:00] Ben Beller’s background and major bankruptcy cases (FTX, SVB, Mallinckrodt)

[00:07:30] Chapter 7 vs. Chapter 11 – key differences

[00:11:30] Signs companies should begin planning for bankruptcy

[00:14:00] Prepackaged vs. prearranged vs. freefall bankruptcies

[00:17:30] Importance of lender relationships and communication

[00:22:00] Role of private credit and debt trading in distressed situations

[00:28:00] Liability management transactions explained: dropdowns, up tiers, and more

[00:35:00] Trends in liability management and how they defer bankruptcy

[00:41:00] M&A in bankruptcy: How buyers can seize opportunities

[00:46:30] Understanding stalking horse bids and auction dynamics