Restructuring, Corporate Rescue & Insolvency

In times of economic crisis, many companies are faced with uncertain business prospects: demand drops, while strong competitors take advantage of the situation to step up the pressure. Long-term financial commitments remain, but customers’ ability to pay becomes compromised. Fortunately, taking prompt action to address these challenges often enables looming problems – or even insolvency – to be avoided.

That is the primary objective of our advice: adopting a pragmatic approach to deliver sustainable solutions tailored to your specific needs.

Our long experience of advising in restructuring and insolvency scenarios enables us to provide dependable support throughout the restructuring process. Working closely with you and your other professional advisers as required, we develop a strategy to secure the future of your business.

In addition to advising distressed companies on how to avoid insolvency and in cases where insolvency is imminent, we also provide support during insolvency itself. The experience gained by our insolvency specialists as court-appointed insolvency administrators is particularly beneficial here. CMS Germany is extremely well positioned to handle restructuring and insolvency matters, not least due to the broad range of advice we provide, which enables close cooperation between specialists across all relevant legal fields and issues.

Relevant legal fields

Labor, Employment & Pensions

  • Deviant collective bargaining agreements in restructuring scenarios, “Pforzheimer” agreements, collective agreements on job security, company job-protection schemes, alterations to benefit commitments, reduced working hours and pay adjustments
  • Managing redundancies in a socially responsible manner, transitional solutions, transfer companies, qualification programmes
  • Outsourcing, focusing on core business, mergers and spin-offs under the Transformation Act [UmwG], business closure


  • Legal advice for companies whose business partners are facing a crisis
  • Contractual protection to cover business partner insolvency
  • Contract design, taking industry-specific aspects into account (e.g. automotive sector)
  • Securing and enforcing creditors' rights

Distressed M&A

  • Acquisition of companies in financial difficulties and after insolvency
  • Sale and purchase of distressed assets (distressed debts, distressed companies)


  • Restructuring of financing arrangements (repayment holidays, adjustment of terms, additional collateral)
  • Consequences of breaching financial covenants and the associated options plus other credit difficulties
  • Accessing additional sources of finance (e.g. factoring, leasing models, profit participation rights, bonds, state-funded development schemes)
  • Conversion of debt into equity capital (debt equity swaps)


  • Advice on possible courses of action when faced with insolvency
  • Helping executives and supervisory board members to avoid potential liability in crisis situations
  • Capital increases for companies in financial difficulties, shareholder contributions
  • Carve-out of operating units
  • Structuring of group finance (loans and collateralization within the group, physical and virtual cash pooling)
  • Mergers and spin-offs under the Transformation Act [UmwG]

Real Estate & Construction

  • Mobilisation of assets via sale and lease back
  • Increasing efficiency and cutting costs through strict property management (tenancy management, outsourcing, etc.)


  • Preparation for an orderly insolvency
  • Assessing the obligation to file for insolvency and grounds for doing so
  • Drawing up an insolvency plan
  • Self-administration
  • Enforcing the rights of creditors and creditor groups in insolvency proceedings, representation on creditor committees
  • Negotiating going-concern agreements with the insolvency administrator

Tax / Auditing

  • Maximising efficient use of losses when restructuring a group of companies
  • Tax-related aspects of financing during restructuring
  • Determining overindebtedness and assessing going-concern predictions
  • Valuation of company operations intended for sale

Our References

  • BBS | Rescue advice
  • Brochier | Advising the insolvency administrator during insolvency proceedings, including advice on a possible change of registered address
  • Burdale / Wachovia | Refinancing of the Rosenthal Group
  • Fresenius AG | Advice on corporate restructuring
  • Georg v. Opel GmbH | Advising sister companies, subsidiaries and management during insolvency
  • Hymer AG | Advice on internal group restructuring and on the proposed creation of a public limited company
  • Lehman Brothers | Insolvency administration of the German subsidiary, handling cross-border group insolvency proceedings
  • Lincoln Electric / Lincoln Smitweld | Advice on reorganisation of German subsidiaries and on business processes in Belgium
  • MAG Industrial Automation Systems | Restructuring advice relating to the group’s German companies
  • Schefenacker Group | Finance and corporate law restructuring advice
  • TXU | Insolvency law and rescue-related advice provided to a subsidiary
  • US steel producer | Advice on reorganisation of German subsidiaries and divisions in preparation for the sale of various equity interests
  • WCM | Insolvency administration, sale of several group companies
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