Sonya L. Van de Graaff

Sonya L. Van de Graaff

Education

Queensland Conservatorium of Music (Dip. Mus. A.Mus.A.)
Queensland University of Technology (LL.B.)
King's College London (LL.M.)

Bar Admissions

England & Wales

Sonya advises funds and other investors, whether individually or in ad hoc groups, involved in complex capital structures in cross-border restructurings and also in the UK market. In particular, she identifies and analyzes distressed investment opportunities and develops innovative restructuring strategies.

Her work includes advising investors and shareholders in connection with financial institution restructurings, where government intervention (such as under the Bank Recovery and Resolution Directive) could result in disparate treatment or disenfranchisement of their investments.

She has more than 19 years of experience in the markets, and has led or been involved in a number of high-profile transactions requiring balancing the interests of various stakeholder groups. These transactions include restructurings of structured credit transactions, bond restructurings, pre-packaged administrations, loan to own transactions, schemes of arrangement, credit institution restructurings, and European aspects of Chapter 11 filings.

Sonya participated in the United Nations Working Group V arm of UNCITRAL negotiations to develop a uniform insolvency law for the adoption of international cross-border insolvency legislation.

She is an INSOL International Fellow (2017), earned a Master of Laws from King’s College London on a full Commonwealth Scholarship, and graduated from the Queensland University of Technology with the University Medal and at top of her class.

Sonya is also a member of the Council for the Insolvency Lawyers Association (UK) and an active member of its technical working group. She was the first co-chair for the IWIRC London Network (2018-2019) and continues to be a member.

Lehman Brothers International (Europe) (in administration)(LBIE)
Representing a significant senior creditor in connection with its claims to the waterfall applications in the English courts and scheme of arrangement. This matter involves the proper application of £7.5 billion in surplus funds of the LBIE estate.


Steinhoff
Advising an investor on restructuring options and providing investment analysis relating to its convertible bonds.


Banco Popular
Counseling an investor on the recovery of its investment in Banco Popular following action taken by the Single Resolution Board under the Bank Recovery and Resolution Directive.


Pre-Packaged Administration
Representing a shareholder in connection with a pre-packaged administration of its subsidiary’s assets.


Large technology company
Advising the company in connection with cross-border insolvency issues arising in relation to its divestment of assets in anticipation of a CVA.


Cross-border European insolvency advice for a U.S. credit institution
Counseling a U.S. credit institution in connection with English and European cross-border insolvency matters involving its proposed sale and purchase of oil with a German oil refinery.


Investment advice regarding a Luxembourg securitization vehicle of U.S. residential mortgage loans held in a smart lender vehicle
Advising a major asset manager in connection with its proposed investment in units in a Luxembourg securitization vehicle backed by U.S. residential mortgage loans.


European Oil & Gas restructuring
Counseling an oil and gas company in relation to restructuring options for its outstanding debt.


M&A settlement related
Representing a fund in connection with its bid to acquire all of the debt and equity in PHS (UK) (including analysis of shareholder rights and rights of first refusal) and title and settlement matters.


High Court Fund
Representing a fund in the High Court and advising it in relation to prime brokerage and client money claimants in LBIE.


Structured finance restructuring (Mortgage Funding 2008-1 PLC)
Advising a client in connection with restructuring its bond investment in the RMBS Mortgage Funding 2008-1 PLC (a Lehman originated) transaction. This transaction was re-structured in two stages (involving re-tranching the classes of notes, auctioning the issuer’s swap receivable, negotiating with rating agencies, and obtaining a listing of the newly restructured vehicle). This transaction was nominated as a top three innovative restructuring transaction.


Structured finance restructuring (Eurosail 2007 3-BL PLC)
Counseling a fund in connection with maximizing value from its Residual class RMBS bond investment (Eurosail 2007 3-BL PLC). The matter involved strategies regarding an asset stuck in the waterfall (as a result of Lehman’s insolvency).


Corporate credit restructuring
Representing an ad hoc bondholder group in connection with protecting their (deeply subordinated) New York law PIK investment issued by a U.S. company (itself a shareholder in an English limited company) and with a complex capital structure.


Re-financing in Dutch pre-pack
Advising a client on restructuring its investment in a Dutch education company going into a Dutch pre-pack sale, including English law financing negotiations.


Sovereign-related enforcement
Counseling a fund in connection with its proposed bond investment in English law bonds issued by a distressed Ukrainian utility company connected to the Ukrainian government (including enforcement strategies in various jurisdictions).


Sovereign-related restructuring
Counseling a client in connection with protecting its English law bond investments in a distressed Bulgarian financial institution regarding proposed government intervention.


Credit institution restructuring
Representing a fund in connection with its investment in assets owned by Banco Espírito Santo (at the same time it was going through a good bank/bad bank nationalization).


NPL portfolio acquisition
Advising portfolio in connection with clients’ acquisition of debt, equity, and claims in a variety of distressed companies (involving both unsecured and secured situations (including real estate, IP rights, media licenses, share pledges, inventory, and receivable claims)).


Financial institution restructuring
Representing ad hoc groups of bondholders (tier two and perpetual subordinated bondholders) and shareholders in a variety of the Irish bank reorganizations and coercive liability management exercises (including Bank of Ireland plc, Allied Irish Banks plc, Irish Life & Permanent plc).


Financial institution state aid advice
Assisting a fund with protecting its English law bond investments in the state-aided German banks: HSH Nordbank, DEPFA Bank, and Bayerische Landesbank.


Wind Hellas
Advising the subordinated creditors bid to purchase the shares in Wind Hellas. Subsequently advising Wilmington Trust Company in their representation of disenfranchised EUR 1.3bn subordinated creditors following the prepack of Hell as II's assets.


Structured products
Representing bondholders and providing restructuring advice in an action against the issuer on the Anthracite series principal-protected program of notes.


Total return swap dispute
Counseling a hedge fund client in and connection with a total return swap dispute referencing Pages Jaunes.


Senior creditors – Eurosail UK 2007 3-BL PLC RMBS
Successfully representing bondholders in their actions to defend their investments in the £660 million Eurosail UK-2007 3-BL PLC RMBS transaction (relating to whether an insolvency event of default had occurred, thereby triggering a pari passu payment event in the senior classes of notes). This matter was successfully defended in the Supreme Court.


White Tower CMBS and Plantation Place CMBS
Advising a bondholder and providing enforcement advice in relation to structured finance investments, including Class A enforcement and restructuring issues in connection with the White Tower CMBS portfolio and enforcement issues in Plantation Place CMBS.


Off-shore oil and gas assets
Representing an investor in connection with the restructuring of its offshore oil and gas assets involving a reverse takeover consolidation and issue of convertible notes.


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