Americas Core Credit: Interview with Elliot Ganz, General Counsel of LSTA (June 28, 2020)
Jun 28, 2020
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Elliot Ganz, General Counsel and Director of Public Policy for the LSTA, joins legal analyst Kevin Eckhardt to discuss pivotal topics in leveraged loan regulation. They dive into the Kirschner v. J.P. Morgan case, uncovering its implications for the financial landscape. Ganz highlights the challenges of classifying leverage loans as securities and the resulting regulatory complexities. The duo also navigates the effects of recent legal rulings on the multi-trillion-dollar syndicated loan market, all while considering the pandemic's financial uncertainties.
GNC Holdings is restructuring through a Chapter 11 filing while negotiating a potential $760 million sale to Harbin Pharmaceutical Group.
The Kirshner v. J.P. Morgan ruling clarified that leveraged loans are not classified as securities, impacting regulatory practices in capital markets.
Deep dives
GNC and CEC Entertainment Bankruptcy Filings
GNC Holdings Incorporated has filed for Chapter 11 bankruptcy, intending to restructure its operations while seeking a dual-track approach that includes a potential sale. The company plans to close 800 to 1,200 stores as part of its restructuring effort, supported by a restructuring support agreement from a significant majority of its lenders. Furthermore, GNC is also negotiating a $760 million sale to Harbin Pharmaceutical Group, which could shift the focus from standalone restructuring if finalized. If the sale does not occur, the company will pursue a standalone restructuring backed by a proposed $130 million dip facility.
Hertz's Lease Rejection Controversy
Hertz’s U.S. rental fleet lenders have contested the company's motion to reject leases for over 144,000 vehicles, arguing this move could jeopardize their financial interests. They claim Hertz's proposed strategy may undermine the historical agreements that supported their ABS securitization program. The lenders assert that their stake could be severely affected by Hertz’s request, which is anticipated to yield significant monthly savings. Meanwhile, the official committee of unsecured creditors supports the debtor's motion, asserting that the resources should not be wasted on idling vehicle leases.
Legal Analysis of Leveraged Loans and SEC Regulations
The recent Kirshner v. J.P. Morgan case has sparked crucial discussions regarding the classification of leveraged loans and their regulatory treatment under SEC laws. The court found that leveraged loans do not qualify as securities, thereby avoiding potential oversight which could greatly affect syndication practices. The ruling emphasized a four-pronged test, focusing on market expectations, distribution plans, and existing regulatory frameworks. If leveraged loans were deemed securities, it could lead to significant impacts on borrower access to the market and complex capital regulations for banks.
Puerto Rico's Fiscal Updates and Energy Sector Concerns
Puerto Rico is nearing a historic agreement with FEMA for post-hurricane funding while addressing the challenges of utility debt restructuring amid fluctuating energy market rates. Concerns have been raised about whether the current electricity rates can sustain a viable restructuring plan without risking a second bankruptcy for the Puerto Rico Electric Power Authority. Additionally, a $10.04 billion fiscal 2021 budget resolution is progressing through the legislature, highlighting ongoing financial management within the commonwealth. The Oversight Board's proposed measures include replenishing emergency disaster funds, reflecting the urgency in adapting to both fiscal and energy sector needs.
The Americas Core Credit team at Reorg previews what's to come in the week ahead and distressed debt legal analyst Kevin Eckhardt interviews general counsel and director of public policy of the LSTA Elliot Ganz on the details of the Kirschner case and the SDNY’s ruling.
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