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INTRODUCTION 2098 I. THE NEW COORDINATION PROBLEMS 2102 A. Key Features of Lending and Capital Structure 2103 1. Leveraged Loans, CLOs, and Pioneering Women 2103 2. Predominance of Secured Claims [...], The large companies that currently file for Chapter 11 look very different from the typical Chapter 11 cases of the past. The liability side of debtors' balance sheets is much more complex and now consists primarily of secured rather than unsecured obligations. Many firms that might once have borrowed on a secured basis from a bank and on an unsecured basis from bondholders now have first and second liens instead. Leveraged loans have further contributed to the prevalence of secured debt. While these developments are beneficial in many respects, they have exacerbated two serious problems in Chapter 11. The first is the unusually high variability in outcomes in large cases as lenders enter and exit the lending syndicates and as debtors and creditors exploit loopholes in the credit documents through "uptiering" and "dropdown" or "trapdoor" transactions. Second is a growing perception that insiders benefit from Chapter 11 and outsiders often do not. An unfortunate irony is that efforts (such as restructuring support agreements) to reduce the first problem--uncertainty--often exacerbate the second--insider control. Part I of the Article recounts the shift in debtors' capital structure due to the new financing techniques, highlighting a surprising feature of the emergence of the leveraged loan and CLO markets: women playing an unusually prominent role. Part II explores the close, though partial, relationship between private equity funds and these recent developments. The final part considers a series of potential solutions and interventions for addressing the downsides of the new financing techniques. The Part advocates an incrementalist approach while warning that, unless the perception that Chapter 11 is rigged in favor of insiders is addressed, pressure may build for more radical reform.

I. INTRODUCTION A. North Carolina's Document of Rescission Statute as Enacted In 2005 B. North Carolina's Document of Rescission Statute as Amended in 2011 II. NORTH CAROLINA LAW ON RESCISSION [...]

I INTRODUCTION A purchase money security interest, generally known as a PMSI, is a privileged form of security interest recognised by the Personal Property Securities Act 1999 (PPSA). PMSIs are [...], This article concerns the issue of purchase money security interest (PMSI) refinancing. Under current law, PMSI super-priority is lost on refinance regardless of whether the refinancier is the original PMSI holder or a third party financier. This article contends that such a position is uncommercial and frustrates the undergirding objective of the law of debt security to facilitate the provision of credit to business. This position is supported by theory, international treatment of the issue and policy.

CONTENTS I Introduction II Background to 'Free' Company Assets and ss 433 and 561 A The 'Free' Assets B Fixed Charges and Floating Charges C Section 433 D Section 561 [...], Sections 433 and 561 of the Corporations Act 2001(Cth) preserve the circulating assets of a company or their proceeds for the benefit of priority creditors including employee creditors. A number of recent decisions have contemplated or recognised a right of equitable subrogation available to secured creditors whose security has been diminished by the application of ss 433 or 561. However, it remains unclear whether ss 433 and 561 impose trust obligations and whether a breach of a trust obligation is necessary for equitable subrogation to be available. This article argues that a statutory right of subrogation should be enshrined in legislation whereby a secured creditor may recover from the free assets of the company to the extent that his or her security has been diminished.

This article explores the regulation of 'deemed' security interests over personal property by the Personal Property Securities Act 2009 (Cth). A deemed security interest arises 'whether or not the transaction [...]

Contract is the primary means through which creditors control a firm's debt-equity conflict. There is an irony here, however. Actions that may render a debtor insolvent are the events against [...]

Repossession of secured collateral is a fundamental component of the consumer credit industry. The Uniform Commercial Code authorizes a secured party to engage in self-help repossession of secured collateral under [...]

NOTE CONTENTS INTRODUCTION I. A TALE OF TWO DEBTORS A. In re Price: Ride-Through Before BAPCPA B. The BAPCPA Amendments C. In re Miller: The Death of Ride-Through II. RATIONAL [...], Following the 2005 amendments to the Bankruptcy Code, a Chapter 7 debtor hoping to retain an encumbered asset such as a motor vehicle after bankruptcy faces at least five options. The Bankruptcy Code allows a debtor to redeem the asset, reaffirm the debt, or convert to a Chapter 13 proceeding. Alternatively, a creditor may simply agree to forbear on its right to repossess collateral, leaving the asset in the debtor's possession. In certain circumstances a bankruptcy court may also impose a binding nonrecourse debt arrangement known colloquially as 'backdoor ride-through.' This Note employs an economic framework to show how these retention options fall short of Chapter 7's policy goals: a 'fresh start' for debtors, adequately protected interests for secured creditors, and national uniformity of bankruptcy law. After illustrating the shortcomings of the status quo, this Note argues that enacting a statutory ride--through provision-a successor to an option available in five circuit courts of appeals before 2005--would better accord with the principles and policy underlying bankruptcy law.

This paper is about the everyday occurrence of coming across an object in the world and evaluating whether or not it is up for grabs. My project explores the shared [...]

II. SPECTRUMS, NESTING, AND NOTICE: A WORKABLE SOLUTION. One is not an abandonee, a finder, a converter, or any other kind of re-possessor until one acts. A review of the [...]

NOTE CONTENTS INTRODUCTION I. THE DEMAND FOR LIQUIDITY AND THE ROLE OF BANK INSOLVENCY LAW A. Banking as Liquidity Creation B. Implications for Bank Resolution II. THE STRUCTURE OF SHADOW [...], The 2008 financial crisis has prompted widespread criticism of the bankruptcy safe harbors for repurchase agreements (repos) and derivatives, which allow a failed firm's counterparties to enforce these contracts outside of the bankruptcy process. The emerging consensus holds that these provisions facilitated a run on the assets of troubled institutions such as Lehman Brothers, and should be curtailed to afford such firms greater protection from their counterparties. In contrast, this Note argues that proposals to roll back the safe harbors would afford little relief to already-bankrupt firms while substantially undermining the efficiency and stability of the affected markets. Exposing these contracts to bankruptcy risk would render them unsuitable for a valuable function that they serve in the financial markets: offering institutional investors a liquid store of value akin to an insured bank deposit. And it would cause the supply of capital through these instruments to fluctuate, pro-cyclically, based on perceptions of risk to the financial system. The lessons of past crises suggest that a more promising approach would give distressed firms the emergency liquidity they need to weather a panic--not a stay on their obligations once they are already in bankruptcy.

INTRODUCTION The unfortunate reality that comes with a Ponzi scheme case in bankruptcy is a mass of deceived unsecured creditors clamoring for their money back, and few, if any, present [...]

INTRODUCTION The end game for defrauded investors and other creditors in a Ponzi scheme case is the recovery of the maximum amount on their claims. Depending on whether the Ponzi [...]

What did he know, and when did he know it? --Howard Baker (referring to Richard Nixon during Watergate) (1) A few months ago, two different federal district court judges in [...]

Abstract: Since Roman times, creditors have invoked the limited extrajudicial remedy of self-help repossession. Pre-colonial English laws also allowed for a limited repossession remedy outside of the courts, provided the [...]

[The Personal Property Securities Act 2009 (Cth) ('PPSA) came into effect on 30 January 2012. Among other things, the PPSA introduces a comprehensive new registration system for security interests in [...]

Abstract Based in part on Article 9 of the United States Uniform Commercial Code and comparable Canadian provincial laws, the Personal Property Securities Act 2009 (Cth) ('PPSA') is a wholesale [...]

INTRODUCTION I. BACKGROUND AND HISTORY OF USING INTELLECTUAL PROPERTY TO SECURE FINANCING A. Background On Patents B. Background on Trade Secrets C. Background on Trademarks D. Background on Copyrights E. [...]

Section 363(f) of the Bankruptcy Code provides five circumstances in which a debtor may be permitted to sell property free of all claims and interests, outside of the ordinary course [...]

Introduction I. The History of Nondebtor Releases and Injunctions A. Basics of a Chapter 11 Proceeding 1. Bankruptcy Courts' Traditional Exercise of Jurisdiction Under Chapter 11 2. Bankruptcy Courts' Equitable [...]

Introduction I. Functional Categories of Ex Post Debtor Protection II. Channels of Production of Ex Post Debtor Protection III. Implications of the Legal Infrastructure A. Should Debtor Protections be Bundled [...]

INTRODUCTION Advances in technology have allowed for tremendous growth in the use of online auctions over the past decade. In 1998, online auction sales accounted for roughly $2.1 billion of [...]