Listrac Midco Ltd & Ors, Re (Re Part 26A Companies Act 2006) [2023] EWHC 460 (Ch) (03 March 2023)

Listrac Midco Ltd & Ors, Re (Re Part 26A Companies Act 2006) [2023] EWHC 460 (Ch) (03 March 2023)

The statutory requirements for sanctioning the restructuring plans under Part 26A Companies Act 2006 are satisfied for all seven Plan Companies. For those companies where not all creditor classes approved, the cross-class cram down mechanism under s.901G is engaged, as the dissenting classes are not worse off than in the relevant alternative and the plans were approved by a class with a genuine economic interest. The plans are fair, reasonable, and represent a fair distribution of restructuring benefits. There is no defect or blot, and no active opposition. Accordingly, the court sanctions the plans for all seven companies.

Citation
[2023] EWHC 460 (Ch)
Parties
Applicant Company: Listrac Midco Limited; Applicant Company: Listrac Bidco Limited; Applicant Company: Lifeways Finance Limited; Applicant Company: Lifeways Community Care Limited; Applicant Company: Living Ambitions Limited; Applicant Company: Autism Care (UK) Limited; Applicant Company: Vitavia Property Management Limited
Jurisdiction
England and Wales
Judgment Date
03 March 2023
Procedural Posture
Application for Sanction of Restructuring Plans Under Part 26 a Companies Act 2006 / Sanction Hearing and Judgment
Outcome
Plans sanctioned for all seven Plan Companies.
Legal Topics
Restructuring Plans, Cross Class Cram Down, Creditors' Meetings, Sanction of Schemes, Companies Act 2006 Part 26 a
Insolvency Company Law Restructuring Plans Cross Class Cram Down Creditors' Meetings Sanction of Schemes Companies Act 2006 Part 26 a

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Parties

Listrac Midco Limited

Applicant Company

Listrac Bidco Limited

Applicant Company

Lifeways Finance Limited

Applicant Company

Lifeways Community Care Limited

Applicant Company

Living Ambitions Limited

Applicant Company

Autism Care (UK) Limited

Applicant Company

Vitavia Property Management Limited

Applicant Company

Procedural Posture

Application for Sanction of Restructuring Plans Under Part 26 a Companies Act 2006 / Sanction Hearing and Judgment

Legal Issues

  1. 1 Whether the statutory requirements for sanctioning restructuring plans under Part 26A Companies Act 2006 are met
  2. 2 Whether cross-class cram down under s.901G CA 2006 is available and appropriate
  3. 3 Whether the plans are fair and reasonable and represent a fair distribution of restructuring benefits

Ratio Decidendi

The statutory requirements for sanctioning the restructuring plans under Part 26A Companies Act 2006 are satisfied for all seven Plan Companies. For those companies where not all creditor classes approved, the cross-class cram down mechanism under s.901G is engaged, as the dissenting classes are not worse off than in the relevant alternative and the plans were approved by a class with a genuine economic interest. The plans are fair, reasonable, and represent a fair distribution of restructuring benefits. There is no defect or blot, and no active opposition. Accordingly, the court sanctions the plans for all seven companies.

Court Disposition

Plans sanctioned for all seven Plan Companies.

Orders

  • Order sanctioning the restructuring plans for Listrac Midco Limited, Listrac Bidco Limited, Lifeways Finance Limited, Lifeways Community Care Limited, Living Ambitions Limited, Autism Care (UK) Limited, and Vitavia Property Management Limited under Part 26A Companies Act 2006.