Business Restructuring Review

In This Issue: The Year in Bankruptcy: 2025 A brief chronicle of the year’s notable developments in corporate bankruptcy and restructuring, including business bankruptcy filings, significant court rulings, and legislative developments. [ read more … ] U.S. Bankruptcy Court Denies Chapter 15 Recognition of Maltese Liquidation Absent Evidence of Meaningful Activities Supporting Finding of COMI or Establishment in Malta In In re Geden Holdings, Ltd. , No. 25-90138, 2025 WL 2484883 (Bankr. S.D. Tex. Aug. 28, 2025), stay pending appeal denied , No. 25-90138, 2026 WL 97993 (Bankr. S.D. Tex. Jan. 13, 2026), the U.S. Bankruptcy Court for the Southern District of Texas ruled that, for purposes of recognition under chapter 15 of the Bankruptcy Code, although a foreign debtor may have had its center of main interests (“COMI”) or an establishment in Malta when a liquidation proceeding was commenced for it in a Maltese court in 2017, the absence of any meaningful activity by the debtor’s liquidator from that time until the liquidator filed a chapter 15 petition in the United States more than five years later meant that the debtor had neither a COMI nor an establishment in Malta on the chapter 15 petition date. The court accordingly denied the petition for recognition. [ read more … ] The Ninth Circuit’s Expansive Reading of “Financial Accommodations” that Cannot Be Assumed or Assigned in Bankruptcy It is generally well understood that agreements to extend credit or provide financing to a debtor cannot be assumed or assigned in bankruptcy. Even so, the provision of the Bankruptcy Code that precludes assumption or assignment—section 365(c)(2)—also extends to “financial accommodations,” a term that is not defined in the Bankruptcy Code and has been the subject of relatively few bankruptcy and appellate court rulings. The U.S. Court of Appeals for the Ninth Circuit examined the meaning of the term in In re Svenhard’s Swedish Bakery , 154 F.4th 1100 (9th Cir. 2025). The court of appeals ruled that a deeply discounted settlement of pension plan withdrawal liability is a “financial accommodation” that cannot be assumed or assigned, thereby extending the reach of section 365(c)(2) well beyond conventional lending arrangements. [ read more … ] Pennsylvania District Court Applies “Hypothetical Test” in Determining that Patent License Agreement Is Assignable in Bankruptcy In Crivella Holdings Ltd. v. Mesearch Media Technologies Ltd. , No. 2:25-cv-333, 2025 WL 2443400 (W.D. Pa. Aug. 25, 2025), the U.S. District Court for the Western District of Pennsylvania affirmed a bankruptcy court ruling denying a software licensor’s motion for relief from the automatic stay to terminate the license agreement. The court found the license was assumable in bankruptcy under the Third Circuit’s hypothetical test as a result of language in the agreement stating that it could be assigned to a “successor in interest” of the debtor without the licensor’s further consent, thereby overriding federal patent law’s general prohibition against the assignment of patents. [ read more … ] New York Bankruptcy Court Denies Motion to Terminate Chapter 15 Recognition and Dismiss Chapter 15 Case In In re Oi S.A. , No. 23-10193 (LGB), 2025 WL 2806591 (Bankr. S.D.N.Y. Oct. 1, 2025), the U.S. Bankruptcy Court for the Southern District of New York considered whether chapter 15 recognition of a debtor’s Brazilian restructuring proceeding should be terminated and the case dismissed due to the debtors’ financial deterioration and inability to satisfy its restructuring plan obligations after entry of the recognition order. The court denied the motion, concluding that recognition of the Brazilian proceeding and a court-approved restructuring plan for the debtors should not be terminated under section 1519(d) of the Bankruptcy Code—according to the court, the sole authority for revocation of chapter 15 recognition—because, among other things, the restructuring proceeding was still pending, the debtors might still need relief authorized under chapter 15, and the debtors’ prospects for reorganizing under a hypothetical chapter 11 case were uncertain at best. It also found that no provision of the Bankruptcy Code authorizes the dismissal of a chapter 15 case. [ read more … ] Newsworthy Effective January 1, 2026, Jones Day welcomed Isel M. Perez (Miami) , Andrew M. Butler (New York) , Sid Pepels (Amsterdam) , and Anna C. Bretting (Munich) to the partnership in the Business Restructuring & Reorganization Practice. Sid Pepels (Amsterdam) has been nominated for the Future Leader Award by the Global Restructuring Review, an organization that acknowledges and honors excellence within the global restructuring and insolvency sector. This award is designed to recognize exceptional contributions made by both individuals and firms in the field. The 2026 edition of Chambers UK recognized Ben Larkin (London) in the practice area Restructuring/Insolvency and Adam R. Brown (London) in the practice area Restructuring/Insolvency: Litigation. The 2026 edition of Chambers Asia-Pacific ranked Roger Dobson (Sydney) in the practice area Restructuring/Insolvency. An article written by Corinne Ball (New York) titled “Backstop Fees for Lenders in Chapter 11 Plans: Absent Market Test, Equality of Treatment Now Required in Fifth Circuit After ‘ ConvergeOne ‘” was published on November 12, 2025, in the New York Law Journal . An article written by Oliver S. Zeltner (Houston) titled “Delaware Bankruptcy Court: No Legal Authority for Chapter 11 Plan Gatekeeping Provision” was published on November 20, 2025, by Lexis Practical Guidance . An article written by Daniel J. Merrett (Atlanta) titled “First Impressions: Eleventh Circuit Rules that Annulment of Automatic Stay Does Not Violate U.S. Supreme Court’s Prohibition of Nunc Pro Tunc Orders” was published on November 21, 2025, by Lexis Practical Guidance . An article written by Genna Ghaul (New York) titled “Iowa District Court: Avoidance Claims Cannot Be Encumbered by Pre-Bankruptcy Liens” was published on November 20, 2025, by Lexis Practical Guidance . An article written by Dan T. Moss (Washington/New York) , Corinne Ball (New York) , David S. Torborg (Washington) , and Ben Rosenblum (New York) titled “New York Bankruptcy Court Rejects Challenge to Barnet Rule Permitting Foreign Debtors to Obtain Chapter 15 Recognition With Only Minimal U.S. Assets” was published on November 21, 2025, by Lexis Practical Guidance . The M&A Advisor has recognized the Silvergate Capital Corporation Bankruptcy case as the Chapter 11 Reorganization of the Year (over $5 billion) during its 20th Annual Turnaround Awards. Jones Day is listed among the professionals for the representation of Exploration Capital, which was led by Joshua M. Mester (Los Angeles) . Lawyer Spotlight: Sid Pepels Sid Pepels , a partner in Jones Day’s Amsterdam Office, litigates and advises clients on commercial and international insolvency matters, with a focus on complex restructurings and insolvencies. He has advised and litigated high-profile cases, including: the cross-border WHOA ( Wet Homologatie Onderhands Akkoord ) proceedings concerning Vroon Group and Diebold Nixdorf; proceedings on behalf of expropriated SNS Reaal bond holders against the Dutch State; the bankruptcy of Intertoys, the leading Dutch toys retailer; the restructuring of Oi, the Dutch finance vehicle of the Brazilian telecom giant; and Blokker, the leading Dutch home appliances retailer. Sid holds a Ph.D. in European insolvency law and regularly publishes in academic journals on topics of cross-border insolvency. He has been recognized in The Legal 500 Netherlands and was noted by his peers for being client-minded and a creative thinker with a “strong grasp of the law and strong interpersonal skills.” Sid was also nominated for the “Future Leader” award at the Global Restructuring Review Awards 2025. He is a board member for the Netherlands Association for Comparative and International Insolvency Law and a NextGen member of the International Insolvency Institute.Read More