RE: Equity is worthless at this point21 Nov 2025 10:10
Other Forms of Liability Management Transactions
Beyond amend and extend, companies employ several other LMTs to manage their debt in times of distress:
Tender Offers: The company offers to buy back its outstanding bonds from investors for cash, often at a discount to the original value, using cash on hand or proceeds from new financing.
Exchange Offers: The issuer offers to exchange existing bonds for new bonds with different terms, such as a longer maturity, different interest payment structure (e.g., converting cash-pay interest into payment-in-kind), or different collateral.
Consent Solicitations: The issuer asks bondholders to approve certain amendments to the existing bond terms (covenants), such as relaxing restrictions on the company's actions, which typically requires a majority vote to be binding on all holders. This is often combined with a tender or exchange offer in a process known as an "exit consent".
Uptiering Transactions: This more aggressive strategy involves the borrower and a supportive group of majority lenders amending the credit agreement to allow the issuance of new debt that is senior to the existing debt, effectively subordinating the claims of non-participating creditors.
Drop-down Transactions: The company transfers valuable assets to an unrestricted subsidiary (an affiliate that is not an obligor on the existing debt), which then uses those assets as collateral to raise new, senior-secured debt. This structurally subordinates the existing creditors who no longer have a claim on those specific assets.
These transactions are complex and rely heavily on the flexibility and specific language within the original bond or loan documents. They are a critical part of a company's toolkit for navigating financial difficulties outside of formal legal proceedings.