13 th Annual Corporate Restructuring and Insolvency Conference

Transcription

1 13 th Annual Corporate Restructuring and Insolvency Conference The definitive annual conference tailored for corporate insolvency and recovery practitioners Register before 15 February 2014 and save up to $300 5, 6 & 7 March 2014, Hotel Pullman, Auckland A rare opportunity to hear from two internationally renowned insolvency experts The Honourable Regional Senior Justice Geoffrey B. Morawetz, Ontario Superior Court of Justice Faculty includes:, High Court of New Zealand, President of the Court of Appeal Stephen Toplis, Head of Research, BNZ Julie Read, EARN CPD POINTS with NZICA and NZLS Supported by: Gold Sponsors Joff Mitchell Senior Managing Director, Zolfo Cooper, New York Essential update on voidable transactions: interpreting Farrell v Fences & Kerbs Ltd, Steel Building Products (Central) Limited and Giant Engineering Limited In-depth look at the rural sector including commentary from a leading adviser and banker on the state of agriculture Hot topics on the horizon: emerging caselaw, insolvency practitioner regulation and the outlook for the economy in 2014 Insights into the Mainzeal liquidation: pooling, contribution issues and inter-company restructuring Pre-dinner drinks sponsor Serious Fraud Office s priorities for 2014 Interactive pre-conference masterclass on navigating voidable transaction claims and distressed M&A Wine Sponsor Workshop sponsor BOOK TODAY: Phone 0800 INSOLNZ ( ), conf@insol.org.nz or visit

2 Message from Chairman of INSOL New Zealand, Brendon Gibson It is a pleasure to welcome you to the leading conference for insolvency and restructuring practitioners, Corporate Restructuring and Insolvency The 2014 conference is looking to surpass the others, in terms of the subject matter, format and networking opportunities. has been a year punctuated with a number of large and smaller insolvencies. Certainly there have been a broad range of insolvencies. For example one of our largest construction companies, was liquidated and put into receivership in March and at the same time New Zealand s largest ever Ponzi scheme was unravelled. Given the number of important insolvencies and restructurings that have occurred (and are continuing to play out) we have endeavoured to include more case studies in the programme than ever before. What better way to develop your own strategies and techniques than to learn from the experiences of senior practitioners. You will also benefit by being involved in an interactive film case study developed by INSOL International, and we are most grateful to them for allowing us to utilise this as a learning tool. We are increasingly being challenged by landmark judicial decisions that can potentially have a significant impact on your practices and procedures. With that in mind, we have included a variety of topical discussions examining the latest case law, including an in depth discussion on the recent voidable transaction decisions. We have also included an analysis of the state of the property market, an update on the economy and the latest from the rural sector. We are pleased to welcome an excellent line-up of national and international speakers. From Canada, world renowned insolvency expert, Justice Geoffrey Morawetz will explore Ponzi schemes and will also discuss the well known Nortel case, in which he is the presiding judge. Also from New York, we be made bankrupt. The President of the Court of Appeal, Justice Mark O Regan gives his perspective on the development of the Personal Properties Securities Act 1999, legislation that regularly comes up in insolvency cases. I am pleased, once again, to thank Justice Heath for chairing this conference and for his continuing support of INSOL New Zealand. The conference dinner at the 2013 event was sold out and I am expecting this popular event to be sold out again at the 2014 conference. This is the only event where most senior members of the insolvency and restructuring profession, as well as members of the judiciary and banking community, gather from around New Zealand. The gala dinner is one of the thoroughly enjoyable aspects of the conference and provides an opportunity for delegates to meet up with colleagues and to network with the speakers. Book early for the dinner on the evening of 6 March because seats are limited. This year we will be entertained by comedy duo Ben Hurley and Urzila Carlson from the television programme 7 Please read through the conference programme enclosed and register early to secure your place at what promises to be another great conference. I look forward to seeing you in March Who Should Attend? Insolvency and banking lawyers Insolvency practitioners Turnaround professionals Banks Credit and Lending Professionals Corporate recovery professionals Brendon Gibson Chairman, INSOL New Zealand

3 Wednesday, 5 March 2014 Thursday, 6 March 2014 Pre-conference Interactive Masterclass 1.20 Welcome Remarks by Chair of Interactive Forums William Black, Partner, McGrathNicol 1.30 Masterclass Part One: Navigating a Voidable Transaction Claim Voidable preference claims are a useful tool in the liquidator s toolbox. They are being used more and more often to increase the assets of the insolvent company and ensure that single creditors do not get an unfair advantage over others. If you are acting for a creditor, a voidable claim can be successfully defended in some circumstances. This first interactive session takes you step by step through the voidable preference regime and uses hypothetical case studies to help you to understand how to successfully unwind a transaction and defend a claim. Vivian Fatupaito, Director, KPMG James Caird, Partner, Simpson Grierson 3.00 Refreshment Break 3.30 Masterclass Part Two: Distressed M & A and Understanding Sale and Purchase Agreements Insolvency practitioners and their advisers are commonly involved in selling a business or part of a business that is in distress. That process brings with it a raft of obligations as to how the business can be sold, to whom it can be sold and what is a fair value. This forum provides you with an in depth and practical guide to selling distressed businesses. sale of an asset at an under-value Colin Gower, Partner, BDO Hamish Foote, Partner, Chapman Tripp 5.00 Networking Drinks for Speakers and Workshop Delegates 8.20 Conference Registration 8.50 Opening Address from INSOL and Platinum Sponsor 9.00 Opening Remarks from the Chairman Justice Paul Heath, High Court of New Zealand Keynote Address 9.10 Unravelling a Ponzi Scheme (and Other Topical Issues) Our keynote speaker is recognised internationally as one of the leading experts on insolvency law. He was appointed to the Ontario Superior Court of Justice in Since then, Justice Morawetz has authored a number of significant decisions, many of which arise out of the restructuring of Nortel Networks Corporation. He has been the supervising judge of the Nortel insolvency case since it filed under the Companies Creditors Arrangement Act in January In this presentation our keynote speaker will give you a fascinating insight, from a judges perspective, into some of the leading insolvency and restructuring cases in which he has been presiding. Case Study of Greyhawk Investments How to distribute the remaining funds Recovery of funds Subordination of Equity Claims Third Party Releases Identifying and Addressing Practical Problems Honourable Regional Senior Justice Geoffrey B. Morawetz, Ontario Superior Court of Justice Chatham House Rules apply for this session The Outlook for New Zealand: Trends in the Economy and Industry for 2014/2015 Growth is expected to continue into the near future, with the construction boom in Christchurch contributing a huge boost to the New Zealand economy. Mr Toplis examines the: interest rates and the New Zealand dollar the impact on the economy, manner in which the LVR has been implemented and likely future of the policy Stephen Toplis, Head of Research, BNZ Refreshment Break Issues on the Horizon in the Rural Sector The rural sector is one of New Zealand s most important industries and critical to our economy. It is constantly vulnerable, whether it is declining beef and sheep prices, the weather, or diseases like PSA destroying crops. This presentation explores the current issues facing this sector in 2014 and where the potential receiverships, workouts and restructurings might be. BOOK TODAY: Phone 0800 INSOLNZ ( ) conf@insol.org.nz or visit

4 Perspective Ian Proudfoot, International Head of Agribusiness, Partner, KPMG Antony Cliffe, Head of Special Asset Management New Zealand, Rabobank Property Sector Update It has become difficult to keep up with the changing complexities of the property market and to anticipate how the market might react, particularly when commentators often seem to have differing views. A senior researcher and valuer explain, in detail, their analysis of the property sector according to the latest information that they have on the different regions around the country. Wellington and Christchurch industrial, office and retail markets impacts on market values Gerald Rundle, National Research Manager, Bayleys Real Estate John Darroch, Director Valuations Auckland, Bayleys Real Estate Briefing on Insolvency Practitioners Regulation This short briefing will provide you with the latest developments on the regulation of insolvency practitioners and what are the likely next steps forward. Shaun Adams, INSOL New Zealand Richard Moon, General Counsel, NZICA 1.00 Networking Lunch 2.00 Essential Update on Voidable Transactions Over the past 12 months several important cases have come out that affect the way that practitioners unwind transactions. In Farrell v Fences & Kerbs Ltd the Court of Appeal found that creditors must have given value at the time of the voidable payment. This session examines: Farrell v Fences & Kerbs Limited Shephard v Steel Building Products (Central) Limited: and the peak indebtedness rule practice Michael Arthur, Partner, Chapman Tripp 2.50 Insolvency Case Studies This session features two high profile insolvencies of the past 12 months. Those involved in the insolvencies share the unique challenges that were encountered and the techniques used to unwind and/or restructure the companies The Corrupt Fund Manager: Ross Asset Management The New Zealand based Ponzi Scheme, Ross Asset Management, was uncovered following complaints to the Financial Markets Authority in Like Madoff in the US, this fraud had been perpetrated for quite a number of years before being discovered. This case study covers the practical steps taken to uncover this large fraud and how it might be prevented in the future. fraud and working with the authorities and the investors claims and legal remedies John Fisk, Partner, PWC Mike Colson, Partner, Bell Gully 3.30 Refreshment Break 3.50 The Large Construction Company: Mainzeal From In early 2013 receivers and liquidators were appointed to Mainzeal Construction and Property. This large insolvency had a ripple effect across the construction industry in New Zealand, with suppliers, contractors and sub-contractors all being affected. This session hones in on the liquidation of Mainzeal and a few of the key issues that have arisen out of the liquidation. liquidation Andrew Bethell, Partner, BDO Michael Langdon, Partner, Minter Ellison 4.30 Question Time An opportunity for the delegates to ask questions of all of the speakers giving case studies US and Canadian Insolvency and Restructuring Trends: Question and Answer Session Our international keynote speakers are asked questions about the latest developments in insolvency law and corporate recovery in the United States and Canada. Joff Mitchell, Senior Managing Director, Zolfo Cooper, New York Honourable Regional Senior Justice Geoffrey B. Morawetz, Ontario Superior Court of Justice 5.30 Closing Remarks from Chair and Day One Concludes 5.30 Networking Drinks 7.00 INSOL Gala Dinner After Dinner Speakers Ben Hurley and Urzila Carlson

5 Friday, 7 March Opening Remarks from the Chair Justice Paul Heath, High Court of New Zealand Keynote Address organisations Julie Read, Chief Executive and Director, Serious Fraud Office Belinda Moffat, Head of Enforcement, Financial Markets Authority 9.10 A View From the Bench: Judicial Insights into the Personal Property Securities Act 1999 The Personal Property Securities Act 1999 governs the priority of security interests in personal property and is a key piece of legislation for the insolvency profession. Indeed most receivers and liquidators would encounter some aspect of the PPSA or PPSR on a daily basis. It has been in force now in New Zealand since Our keynote speaker co-authored the New Zealand Law Commission paper which led to the eventual adoption of the PPSA. It is therefore appropriate that he now examines the Act from a judge s perspective. Justice Mark O Regan, President of the Court of Appeal, Wellington, New Zealand International Keynote Address 9.50 Managing a Law Firm Bankruptcy employed over 1000 people, applied for bankruptcy. It was said that the firm s strategy of growing too quickly, prodigious borrowing and poaching expensive partners from other firms ultimately caused its downfall. Joff LeBoeuf and in the process he negotiated a first of its kind settlement with over 400 partners in only 6 months. Mr Mitchell will recount this intriguing and unique case study of the collapse of a global law firm. Joff Mitchell, Senior Managing Director, Zolfo Cooper, New York Refreshment Break Hot Topics: Annual Case Update Insolvency law is continually evolving, legislation is interpreted and principles are refined and brought into line with commercial realities. It is essential that practitioners keep up with the latest cases and modify their practices where necessary. This essential annual roundup of cases examines the most recent law and provides valuable insights into how these cases will affect insolvency practice. NEW Matt Kersey, Partner, Russell McVeagh Spotlight on a Corporate Restructuring: Film Case Study and Panel Discussion This exciting new addition to our programme is interactive, thought provoking and fun. It will get your brains engaged and our panel of experts debating with each other and the audience. At the outset you are introduced to a hypothetical business, Bicolore Group, that is in serious financial trouble. The Board Members are bickering with each other and, contrary to legal advice, the company transfers intellectual property assets from a number of global companies into one company in South Africa. This compelling case study has everything from a manipulative CEO, a company potentially trading whilst insolvent and cross-border insolvency issues. You will discuss the key issues with fellow delegates and then decide what measures should be taken. Our panel of speakers then examine and debate the possible solutions with delegates. INSOL International has developed this film case study that is not to be missed. Panel Moderator: Rachel Smalley, Reporter, Newstalk ZB Michael Stiassny, Senior Partner, Korda Mentha and Vice President of the Institute of Directors New Zealand Mike Whale, Consultant, Lowndes Associates Belinda Moffat, Head of Enforcement, Financial Markets Authority Kate Dekker, Head of Lending Services, Complex Murray Tingey, Partner, Bell Gully A New Approach To Regulation and White Collar Crime: Latest from the Financial Markets Authority and Serious Fraud Office The FMA has now been up and running since 2011 and is in the process of overseeing the roll out of the Financial Markets Conducts Act. The Serious Fraud Office continues to investigate and prosecute white collar crimes. This presentation examines the priorities of the SFO and FMA for Networking Lunch and Group Discussion 2.15 Spotlight on a Corporate Restructuring: Interactive Case Study and Panel Discussion issues with the panel. BOOK TODAY: Phone 0800 INSOLNZ ( ) conf@insol.org.nz or visit

6 Keynote Speakers The Honourable Regional Senior Justice Geoffrey B. Morawetz Ontario Superior Court of Justice Justice Morawetz was admitted to the Ontario Bar in He is a Fellow of The Insolvency Institute of Canada (2005), a Fellow of the American College of Bankruptcy (2010), and a member of The International Insolvency Court of Justice in 2005, Justice Morawetz was consistently recognized as a top-tier practitioner of restructuring and insolvency law, in both Canadian and international publications. Since his appointment to the Court in 2005, Justice Morawetz has been based in the Toronto Region hearing civil and commercial matters. In January 2011, he was appointed Team Leader of the Commercial List. In 2011, he was named in Canadian Lawyer magazine as one of Journal (Emory University School of Law, Atlanta, Georgia). In the area of international insolvency, Justice Morawetz (UNCITRAL) - Insolvency Law since He has also participated in Experts meetings in connection with ongoing projects of UNCITRAL in the area of insolvency law. Justice Morawetz is also on the Technical Research Committee and Judicial Steering Committee of INSOL International. He was the keynote speaker at the 2009 INSOL Judicial Justice for the Toronto Region. Joff Mitchell Joff Mitchell, senior managing director, heads Zolfo Cooper s U.S. practice. He has more than 25 years of management experience across a wide range of industries. His expertise includes acquisitions, debt financing and restructurings, divestitures, and successful bankruptcy reorganizations. In 2012 Joff was appointed chief restructuring officer of a first-of-its kind settlement with over 400 partners in less than six months. The partner settlement was the key to resolving the case in nine months, the swiftest time on record for a law firm bankruptcy. Recently he advised the lenders in five separate container terminal restructurings. In two of these he negotiated substantial debt reductions funded by sponsor equity contributions. Joff was previously the chief restructuring officer of LandAmerica Financial Group and LandAmerica 1031 Exchange Services. As chairman of Entegra Power Group, which owns the two largest gas-fired merchant power plants in the U.S., Joff led the company s refinancing, raising $1.33 billion. In the pre-arranged bankruptcy of two of TECO Energy s power plants, Joff advised a 38-member bank group. He also served as director of restructuring at NRG Energy, where he was responsible for raising $2.7 billion of exit financing and managing the sales process of electricity generating operations in the U.S. and internationally. Previous engagements include Sunbeam, Washington Group International and Laidlaw. Joff was also interim CEO of Giftware Holdings, an importer and distributor. Before joining Zolfo Cooper, Joff spent 14 years in various general management roles. Justice Mark O Regan is the President of the Court of Appeal of New Zealand. He graduated from Victoria University (BA LLM) and was admitted as a barrister and solicitor in He was a junior lecturer in the Law Faculty at Victoria Tripp, where he was a partner from 1984 to 2000, specialising in commercial law. He also acted for the Crown in relation to a number of Treaty of Waitangi settlements in the 1990s. He became a Judge of the High Court of New Zealand in 2001 and was appointed to the Court of Appeal of New Zealand in 2004, becoming its President in 2010.

7 INSOL New Zealand is grateful for the support of our sponsors Gold Sponsors Sustaining sponsors Pre-dinner drinks sponsor Wine Sponsor Workshop sponsor Accommodation Cnr Princes St & Waterloo Quadrant, POBOX Auckland City, 1143, New Zealand - T. +64 (0) Our delegates receive special rates at the Pullman Hotel. In order to receive the special rate please quote: CONFER The Pullman Auckland is pleased to offer these special rates to INSOL New Zealand for the Insolvency Conference 2014, 5 to 7 March Superior King Room Rate $ per night Rate terms: Room rate and breakfast for one person is $ per night. Room rate without breakfast is $ per night. confirmation. luxury health club and spa; Spa at the Pullman Breakfast: Breakfast is served in The Café, located on the Ground Floor. Accommodation Reservations We understand guests will be booking their accommodation individually. We will offer a weblink for guests to book with us instantaneously online. BOOK TODAY: Phone 0800 INSOLNZ ( ) conf@insol.org.nz or visit

8 Registration Form Please complete sections A, B, C & D 13 th Annual Corporate Restructuring and Insolvency Conference 5, 6 & 7 March 2014, Hotel Pullman, Auckland [A] Organisation: Organisation: Address: Address: Position: Position: Telephone: Fax: Telephone: Fax: Organisation: Organisation: Address: Address: Position: Position: Telephone: Fax: Telephone: Fax: [B] Event pricing (please tick your selection) INSOL Members Select Options Price Qty Subtotal $ GST = $ Conference + Interactive Workshop $ GST = $ $ GST = $ Conference fee only $ GST = $ Early Bird Prices (ends 15 February 2014) Select Options Price Qty Subtotal $ GST = $ Conference + Interactive Workshop $ GST = $ $ GST = $ Conference fee only $ GST = $ Standard Prices Select Options Price Qty Subtotal $ GST = $ Conference + Interactive Workshop $ GST = $ $ GST = $ Conference fee only $ GST = $ (All fees include comprehensive documentation) Interactive Workshop Only $400 + GST = $ $200 + GST = $ Access Code to Papers and Presentations Online Only $400 + GST = $ Total [C] Payment is due upon registration. This document will be a Tax Invoice/Receipt for GST upon completion of payment. I enclose a cheque for $ made out to NZICA Pay by credit card: Please charge $ to Mastercard Visa American Express Card number: [D] Book Now! / / / / Expiry: / Security Code: Name of cardholder: Signature of cardholder: Please telephone for Group Bookings conf@insol.org.nz Phone 0800 INSOLNZ ( ) Web or Mail INSOL NZ c/o PO Box Auckland 1446 PROGRAM CHANGES of printing. INSOL New Zealand reserves the right to cancel or amend the conference details at any time if required. PRIVACY NOTICE The information you provide on this form is collected and held by INSOL New Zealand for the purposes of processing your registration or enquiry and keeping you informed of upcoming services and events. The provision by you is voluntary but if you do not provide some or all of the requested information we may be unable to properly process your registration. You have both the right of access to the personal information we hold about you and to ask to correct it if it is inaccurate or out of date. CANCELLATION Should you be unable to attend, a substitute delegate is welcome at no extra cost. Alternatively, a full refund less $50 service charge will be made for cancellations received in writing (letter or fax) ten working days or more prior to the event. Regrettably, no refund can be made for cancellations less than ten working days prior to the event.