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- Corporate Law; Corporate Control; Insolvency; Zone of Insolvency;Takeover; Bankruptcy; Bankruptcy Law; Liquidation; Recapitalization; Governance Power; (1)
- Corporate Law; Corporate Control; Insolvency; Zone of Insolvency;Takeover; Bankruptcy; Bankruptcy Law; Liquidation; Recapitalization; Governance Power; Asset Sale; Section 363(b); RSA; RSAs; Chapter 11; Debtor (1)
- Federal Securities Law; Securities; Securities Law; Information; Informational Asymmetries; Financial Distress; Credit Default Swaps; CDS; Decoupling; Compliance; Final Period; Class Action Certification; Rule 10b-5; Management's Discussion and Analysis; Disclosure Requirements; Extra-company; Decoupling Activities; Information Asymmetry; Third-party Activities; Public Information; Empty Creditors; Bankrupt; Bankruptcy Law; Default; Net Short; Norske Skog; Hovnanian; Windstream Services; GSO Capital Partners (1)
- Federal; Insider Trading; Insolvent; Insolvency; Bankrupt; Bankruptcy; Debt-trading; Creditor; Securities; Securities Law; Trading Restrictions; Policy; 16(b); 1934 Act; 10b-5; 14e-3 (1)
- Trump; Trump Administration; Dodd-Frank; Consumer Protection Act; OLA; Orderly Liquidation Authority; Title II of Dodd-Frank; Bailout; Failing Financial Institution; Financial Institution; Financial CHOICE Act; CHOICE Act; Bankruptcy; Bankruptcy Code; Liquidations; Distressed Debt; Distressed Financial Institutions; Financial Regulation; FDIC; Taxpayer-funder Bailout; Liquidity; Creditors (1)
Articles 1 - 5 of 5
Full-Text Articles in Securities Law
The Market For Corporate Control In The Zone Of Insolvency: Symposium Introduction, Edward J. Janger
The Market For Corporate Control In The Zone Of Insolvency: Symposium Introduction, Edward J. Janger
Brooklyn Journal of Corporate, Financial & Commercial Law
No abstract provided.
Corporate Distress, Credit Default Swaps, And Defaults: Information And Traditional, Contingent, And Empty Creditors, Henry T. C. Hu
Corporate Distress, Credit Default Swaps, And Defaults: Information And Traditional, Contingent, And Empty Creditors, Henry T. C. Hu
Brooklyn Journal of Corporate, Financial & Commercial Law
Federal securities law seeks to ensure the quality and quantity of information that corporations make publicly available. Informational asymmetries associated with companies in financial distress, but not in bankruptcy, have received little attention. This Article explores some important asymmetries in this context that are curious in their origin, nature, and impact. The asymmetries are especially curious because of the impact of a world with credit default swaps (CDS) and CDS-driven debt “decoupling.” The Article explores two categories of asymmetries. The first relates to information on the company itself. Here, the Article suggests there is fresh evidence for the belief that …
Insider Trading: Are Insolvent Firms Different?, Andrew Verstein
Insider Trading: Are Insolvent Firms Different?, Andrew Verstein
Brooklyn Journal of Corporate, Financial & Commercial Law
Federal law restricts insider trading. Yet these restrictions operate differently on insolvent or bankrupt firms. The law is more constraining in some respects: federal law extensively regulates the trading of residual claims in solvent firms but not insolvent firms. However, the law is more constraining in other respects: insider trading law does little to limit debt-trading at solvent firms, but a bankruptcy enmeshes all creditors in a web of insider trading rules. This Article identifies insolvency’s economic and legal influence on insider trading law and then normatively evaluates this transformation.
Badges Of Opportunism: Principles For Policing Restructuring Support Agreements, Edward J. Janger, Adam J. Levitin
Badges Of Opportunism: Principles For Policing Restructuring Support Agreements, Edward J. Janger, Adam J. Levitin
Brooklyn Journal of Corporate, Financial & Commercial Law
Bankruptcy is a market for corporate control. Current bankruptcy practice offers two alternative mechanisms for effectuating changes in control of a firm: (1) a pre-plan all-asset sale under section 363(b) of the Bankruptcy Code; or (2) an asset sale or recapitalization pursuant to a plan of reorganization under section 1129 of the Code. Pre-plan sales under section 363(b) are fast, but lack the procedural protections associated with a restructuring or sale pursuant to a plan. Plan confirmation can be costly and uncertain, however. Restructuring support agreements (“RSAs”)—contractual agreements to support a future restructuring that has certain agreed-upon characteristics—appear to offer …
Backstop, Not Bailout: The Case For Preserving The Orderly Liquidation Authority Under Dodd-Frank, Mark R. Maciuch
Backstop, Not Bailout: The Case For Preserving The Orderly Liquidation Authority Under Dodd-Frank, Mark R. Maciuch
Brooklyn Journal of Corporate, Financial & Commercial Law
The Trump Administration and Republicans have initiated efforts to repeal certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), one of which is the Orderly Liquidation Authority (OLA) under Title II of Dodd-Frank. Critics of the OLA argue that it enables, rather than prevents, future bailouts funded by taxpayers. These critics are concerned with the Federal Deposit Insurance Corporation’s (FDIC) discretion to decide when and how to resolve distressed financial firms, as well as the FDIC’s access to large amounts of funds from the U.S. Department of the Treasury to carry out these functions. Proponents of …