'When the tide goes out you see who has been swimming naked' - restructuring partners on the turmoil on the high street
As more high street names collapse into administration, restructuring partners weigh in on the sector's woes
March 01, 2018 at 07:00 AM
5 minute read
The original version of this story was published on Law.com
"Retail is a troubled sector in large parts of the developed world and that is not something that is going to go away," says Allen & Overy (A&O) head of global restructuring Ian Field of the growing number of well-known names set to disappear from UK high streets. "We are closely monitoring a number of retail situations at the moment and I would imagine that is set to continue."
The collapse into administration of both Toys R Us and Maplin yesterday (28 February) followed months of turbulence on the high street, with 2018 kicking off with a string of high-profile restructurings and administrations.
In addition to the toy and electronics retailers, other well-known names turning to advisers amid faltering financial results and debt issues include House of Fraser, Debenhams, New Look and Poundland.
"We are seeing a greater number of companies in distress than at any time over the past decade, and the high street is a particular focus," says Kirkland & Ellis London restructuring partner Kon Asimacopoulos, who is advising Toys R Us on its administration.
"In the UK this is being caused by the recent interest rate decision, inflation and real wage levels, the acceleration of online purchasing behaviour in the UK, and Brexit uncertainty combining to put pressure on expenditure," he adds.
His view is echoed by Addleshaw Goddard head of retail and consumer sector group Andrew Rosling, who points towards changes in customer behaviour, low consumer confidence and structural shifts within the retail market.
"There is a perfect storm of challenges," says Rosling. "There are more and more regulatory requirements, which increase cost and infrastructure and disclosure requirements. Since the Brexit vote, supply costs have increased significantly for many businesses and there is significant uncertainty around future staffing.
"Businesses that are not really well set to face those consumer expectations are going to find life tough. Like Warren Buffett said, 'only when the tide goes out do you discover who has been swimming naked'."
Increasingly, retailers are turning towards company voluntary arrangements (CVA) in an attempt to alleviate the strain, with Asimacopoulos saying that he expects to see "more CVAs this year than at any time in the past, as a tool to reduce lease liabilities".
CVAs first came to wider attention in 2016, when Weil Gotshal & Manges London head of restructuring Adam Plainer advised BHS on a CVA proposal to reduce its rent payments in an effort to stave off insolvency. It was the same route taken by Toys R Us in an attempt to keep its doors open just before Christmas.
The arrangements, Addleshaws restructuring partner Simon Thomas explains, allow a retailer to reach an agreement with its creditors such as landlords, while continuing to trade. Stores are ranked on a "green, amber and red scale", with the CVA intended to reduce the number of red stores the retailer has through a combination of renegotiating debt obligations, closures and redundancies.
Already this year, high street restaurant chain Byron Burger has agreed a CVA, following the path taken by Café Rouge in 2013, when the restaurant chain was advised by Russell-Cooke. The Byron deal will see rent reduced at 20 of its sites for six months, with potential closures still on the cards further down the line.
Head of Russell-Cooke's insolvency team Lee Ranford says the CVA taken out by Byron is likely to become more established across the retail industry. "A CVA is designed to try and reduce the business's commitment to future rent," Ranford explains, "That is typical when a reduced bottom line coming into the business means it looks to reduce its outgoings."
Addleshaws' Thomas describes the type of businesses that will struggle as "small margin/high volume retailers, in secondary locations, with large store portfolios", adding: "Red flag indicators of struggling retailers are changes in contractual terms, for example switching lease payments from quarterly to monthly, pushing out credit terms from 28 to 42 days, a pension liability or the withdrawal of credit insurance."
All partners say that a wide field of firms are benefiting from the increase in activity, based on the varied size and complexity of retail companies and the restructurings taking place. "There is a broad collection of firms of differing sizes working in this space," says Field. "Some of the numbers involved in retail restructuring are quite eye watering, so there is a spread of work there for all manner of firms."
Asimacopoulos predicts that with so many well-known names vulnerable, work levels from the retail sector are set to continue throughout 2018.
"We do not believe any new trends will emerge in this space in 2018, and expect it is going to be more of the same," he concludes. "The fact is, many companies are not growing as fast as they had hoped, which will only add to the uncertainty."
Turmoil on the high street (advisers in brackets)
- Toy retailer Toys R Us – administration (Kirkland & Ellis)
- High street tobacco supplier Palmer & Harvey – administration (Ashurst and Hogan Lovells)
- Restaurant chain Jamie's Italian - CVA restructuring (CMS)
- Lingerie retailer Agent Provocateur – purchased out of administration (RPC)
- British fashion chain Jaeger – administration (Evershed Sutherland)
- Discount store Poundland – restructuring (Eversheds Sutherland, Linklaters and Simmons & Simmons)
- High street department store House of Fraser – restructuring (Linklaters)
- Restaurant chain Byron Burger – CVA restructuring (Herbert Smith Freehills, Pinsent Masons, Jones Day)
- Electronics retailer Maplins – administration (Eversheds Sutherland)
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