Waldorf Production UK PLC, In the Matter Of [2025] EWHC 2297 (Ch) (09 September 2025)

Waldorf Production UK PLC, In the Matter Of [2025] EWHC 2297 (Ch) (09 September 2025)

The judge granted a leapfrog certificate under section 12(3)(b) of the Administration of Justice Act 1969, finding that the issue of the correct legal test for fairness in cross-class cramdown is a point of law of general public importance, that he was bound by recent Court of Appeal authority, and that there is a sufficiently arguable case for the Supreme Court to consider overturning or qualifying those authorities. The judge declined to grant permission to appeal to the Court of Appeal, finding no sufficient basis for an appeal on the facts or exercise of discretion.

Citation
[2025] EWHC 2297 (Ch)
Parties
Plan Company: Waldorf Production UK PLC; Supporting Creditor Group: SteerCo; Opposing Creditor Group: Capricorn Companies; Opposing Creditor: His Majesty's Revenue and Customs (HMRC)
Jurisdiction
England and Wales
Judgment Date
09 September 2025
Procedural Posture
Application for Leapfrog Certificate and Permission to Appeal / Post Judgment, Consequential Hearing Following Refusal to Sanction Restructuring Plan
Outcome
Leapfrog certificate granted; permission to appeal to the Court of Appeal refused; no further order as to costs after 21 August 2025.
Legal Topics
Restructuring Plan, Cross Class Cramdown, Leapfrog Appeal, Fairness Test, Costs
Insolvency Company Law Civil Procedure Restructuring Plan Cross Class Cramdown Leapfrog Appeal Fairness Test Costs

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Parties

Waldorf Production UK PLC

Plan Company

SteerCo

Supporting Creditor Group

Capricorn Companies

Opposing Creditor Group

His Majesty's Revenue and Customs (HMRC)

Opposing Creditor

Procedural Posture

Application for Leapfrog Certificate and Permission to Appeal / Post Judgment, Consequential Hearing Following Refusal to Sanction Restructuring Plan

Legal Issues

  1. 1 Whether to grant a leapfrog certificate under section 12 of the Administration of Justice Act 1969 to permit direct appeal to the Supreme Court regarding the fairness test in cross-class cramdown under Part 26A of the Companies Act 2006
  2. 2 Whether to grant permission to appeal to the Court of Appeal as an alternative
  3. 3 How costs should be allocated post-judgment

Ratio Decidendi

The judge granted a leapfrog certificate under section 12(3)(b) of the Administration of Justice Act 1969, finding that the issue of the correct legal test for fairness in cross-class cramdown is a point of law of general public importance, that he was bound by recent Court of Appeal authority, and that there is a sufficiently arguable case for the Supreme Court to consider overturning or qualifying those authorities. The judge declined to grant permission to appeal to the Court of Appeal, finding no sufficient basis for an appeal on the facts or exercise of discretion.

Court Disposition

Leapfrog certificate granted; permission to appeal to the Court of Appeal refused; no further order as to costs after 21 August 2025.

Orders

  • Leapfrog certificate under section 12 of the Administration of Justice Act 1969 granted to the Plan Company.
  • Permission to appeal to the Court of Appeal refused.