NICK PIKE
Chief Executive Officer
Nick Pike is a restructuring specialist with 30 years' experience in the sector. A qualified solicitor, he has worked as a partner in three of the UK’s most highly regarded firms, DLA Piper, Lawrence Graham (where he headed the Banking team) and Pinsent Masons (where he led the Restructuring team). Nick retired from legal practice in October 2020 and now undertakes advisory roles in businesses requiring his expertise. He is happy to act as a director where required and has experience in restructuring, management and governance. Sectoral interests and experience involve travel (particularly aviation), regulated consumer finance businesses, retail and leisure, healthcare, manufacturing, media and property- Nick is a director of three property management companies.
His contribution to the profession has included a number of leadership roles. At present, he is a Council Member of the Association of Business Recovery Professionals (R3) and is the Chair of the Disciplinary Committee of the Insolvency Practitioners' Association.
Nick also has considerable experience in challenging civil litigation, especially in relation to insolvency disputes. He has conducted very high value cases for a variety of stakeholders in relation to director conduct, recovery of assets worldwide , interpretation of financing documents and fraud. Nick can assist with the determination of litigation strategy and the management of complex contentious work.
AT A GLANCE
2020-Present
Chief Executive Officer, Pike Restructuring Limited
2012-2020
Partner and Head of Restructuring Group,Pinsent Masons
1999-2012
Partner and Head of Banking Group, Lawrence Graham
1996-1999
Partner and Head of Restructuring Group (London), Dibb Lupton Alsop (now DLA Piper)
1992-1996
Partner, Litigation Department, Alsop Wilkinson (now DLA Piper)
1987-1992
Solicitor, Alsop Wilkinson (now DLA Piper)
1985-1987
Articled Clerk, Wilkinson Kimbers (now DLA Piper)
REDEFINING RESILIENCE
NIKO PILIBOSYAN
Chief Operating Officer
Niko looks after the operational side of the work we carry out on behalf of clients, taking a lead on filing compliance, financial reporting and strategic management. His interests and experience are in the charitable sector and not-for-profit governance. He is also willing to take directors' appointments in group situations where stakeholders wish to effect immediate change in subsidiaries, where (for example) articles of association require instant amendment.
After spending nearly ten years in individual and trust fundraising for major British universities and charities, liaising with boards and supporting two successful capital campaigns, he has a keen eye for detail and an approach for providing the highest level of professional advice to clients. His project and campaign management experience helps deliver consulting services with a focus on facilitating decision-making and stakeholder engagement at the highest level.
He holds a dual degree in Economics and Government and Legal Studies from Bowdoin College, Maine, USA.
AT A GLANCE
2020-Present
Chief Operating Officer, Pike Restructuring Limited
2017-2018
Development Manager, University of East Anglia
2015-2017
Development Executive, Queen Mary University of London
2014-2015
Marketing Officer, Centrepoint
2012-2014
Operations Consultant, SIA Design Build
2010-2012
Higher Education and Fundraising Consultant (Various)
On retirement from his role as partner at international law firm Pinsent Masons LLP in October 2020, Nicholas Pike recognised the frequent need for corporates to appoint restructuring professionals as directors when businesses need his expertise. Whilst there are many offering this service on the market, relatively few combine Nick's experience and willingness to act in some circumstances where directors' and officers' insurance may not be available.
Against the backdrop of unprecedented uncertainty in the UK and around the world, we have been honoured to assist a number of clients with some very high-profile projects in the last four years. Nick has taken on multiple board positions in a variety of industries - retail, industrial manufacturing, food distribution, solar power generation to name a few. We are honoured to have accumulated a portfolio of more than 50 assignments, either completed or in progress. For a list of highlights of some of this work, please scroll below for our library of case studies.
Heartfelt thanks to all our clients who have trusted us in providing guidance and expertise at a time when the resilience of boards is being put to the test.
OUR TEAM
WHAT WE OFFER
Directorships
Nick has spent most of his career advising directors and boards as to their duties and obligations in a wide variety of situations and sectors. When a corporate faces financial difficulty, the usual duties owed to shareholders are replaced with a requirement for directors to act in the best interests of the company’s creditors. That in turn can bring challenges, particularly where there is individual creditor pressure or competing creditors seeking to enforce their wills on that of the board. Directors can be liable to claims if they act in breach of their duties and responsibilities and can also face disqualification proceedings if their actions are felt to be particularly culpable. Where appropriate, Nick is therefore ideally placed to act as a director in these circumstances as his experience will be of huge assistance to a board facing these types of challenges. He will ensure that the board’s advisers are asked the right questions, clarify points of concern and ensure all relevant issues are addressed.
Board Replacement
There may be circumstances where administrators, liquidators or other stakeholders wish to replace existing subsidiary directors in order to secure control of underlying businesses. This can result in board "cascades", where successive subsidiary directors are removed in turn.
We have considerable experience of this, including situations where articles of association require amendment in order to ensure stakeholder wishes are effected legitimately. Both Nick and Niko can take appointments in appropriate cases to achieve those results.
Consumer Business Sector
Nick has represented stakeholders in a large number of consumer businesses. These types of corporates bring with them a host of unique issues with a high level of media interest; decisions directors make are frequently major news items. He has particular experience in the retail, leisure and travel sectors and has also worked on a number of consumer finance assignments where onerous regulation adds further complication to the decision making process for boards. The need to treat customers fairly- and to be seen to be doing so- forms an integral part of the UK regulatory framework and Nick’s extensive experience in the sector ensures that he is fully cognisant of the requirements place on corporates.
Nick has frequently worked with companies who hold consumer deposits in advance of delivery of product and advised as to how these can be lawfully protected where necessary.
Asset Recovery
As an experienced litigator, Nick has acted for many stakeholders where international litigation has been necessary to recover assets worldwide.
Where the business seeking their return is financially distressed, it is vital that only the most cost-effective measures are taken to secure repatriation to the potentially insolvent entity. Nick is well placed to assist in both the management of asset recovery in these circumstances and in sourcing the funding to enable this to happen.
Dispute Resolution
Financial distress frequently results in disputes; often, the dispute is a significant cause of the distress in itself. Nick trained as a commercial litigator and throughout his career has achieved recognition as a leading UK and international lawyer for contentious insolvency work.
Having now retired from practice, Nick is well placed to assess strategy for the conduct of disputes and assist boards in determining how they might be approached. He can manage the assigned law firm dealing with the matter and ensure that the prospects of success are optimised. Nick has considerable experience of mediation and other alternative dispute resolution and can also assist with strategy and tactics to bring matters to a conclusion as effectively as possible. Where international litigation is necessary, Nick has worked with non UK counsel on many occasions, ensuring that timely, accurate and cost-effective advice is obtained from those lawyers to enable the corporate to ensure that appropriate strategic decisions are made throughout the course of the dispute.
Governance and Strategic Planning
Nick has advised dozens of company boards, many of them household names, on strategic planning when facing financial difficulty. He has great experience of contingency planning and is well versed in developing and reviewing options and overseeing their implementation. Corporate governance issues frequently come to the fore where financial restructuring is required, particularly in group situations.
Nick’s extensive knowledge of both the legislation and the appropriate steps to take to ensure full compliance with it ensures that he is well placed to assist boards facing difficult and complex decisions at times of crisis. He is an ideal candidate for a director role in businesses which require restructuring.
He can join an existing board, which may be inexperienced in the restructuring process, or replace entirely those appointed where stakeholders require a change in direction.
CASE STUDIES
Current Assignments
Nick’s current assignments include an internet retailer, a sub-prime lender and a major supplier to electric vehicle manufacturers. He is also assisting in the realisation of assets of a sanctioned Russian entity now in administration and is liquidating subsidiaries of a lift equipment manufacturer.
We set out below some of our past work.
The Air Ambulance Service
We were pleased to assist helicopter operator Specialist Aviation Services on its restructuring and sale to Gama Aviation PLC.
Specialist Aviation Services, based at Gloucestershire Airport , provided more than 5000 air ambulance flights in 2023. It operated for three air ambulance charities in England and had two national security contracts in the Middle East. It operated a service centre for helicopter manufacturer Leonardo in Gloucestershire.
The company had a long history of operating helicopters in the UK with a focus on ‘special mission’ customers. Starting in 2021, the company had gone through operational and financial restructuring exercises. Whilst these had improved the underlying prospects of the business, the company concluded that its capital structure was unsustainable and that its outlook would significantly improve if it was part of a larger group.
Nick was appointed to assist with this process and provided support to the board in its decision making both in selecting the preferred purchaser and guiding the directors through a prepack process undertaken by administrators from FRP.
The sale to GAMA secured the jobs of almost all the workforce and enabled the lifesaving work of the air ambulances to be continued uninterrupted.
This was a challenging but rewarding assignment in a heavily regulated environment with numerous critical stakeholders. Over a period of several months a strategy was developed enabling the survival of the business in a more secure environment.
The Online Estate Agent
Purplebricks is an online estate agent, focused on running an online digital estate agency which reduced the costs of running a chain of offices. Through an extensive marketing campaign it became very widely known for its fixed fee services, aiming to disrupt the traditional UK estate agency market.
The company floated on AIM in 2015 and subsequently launched in Australia and the US. However, following adverse publicity in the media in the UK and a number of internal issues, the company disposed of or closed its international obligations and focused exclusively on the UK market.
Problems continued and eventually the business was sold to Strike, a company with a similar business. This left the original Purplebricks company to be wound up solvently.
The remaining directors of the Purplebricks entity wanted assistance in the wind down, and Nick was appointed as a director to assist them in that process. He was able to advise them on the issues that arise when considering a members’ voluntary liquidation and, after due investigation, was happy to sign the declaration of solvency. Our involvement enabled the liquidation to proceed as swiftly as possible, in turn enabling shareholders to receive a dividend expeditiously.
We are always happy to assist ‘lay’ boards in circumstances such as these. Our familiarity with liquidation ensures that boards are reassured throughout as to the steps taken in a process with which they are usually wholly unfamiliar.
The Cinema Group
Nick was asked to act as sole director of an international cinema chain in its restructuring. This involved the creation of an offshore holding company with a UK subsidiary as the vehicle through which a debt for equity swap was effected. This removed significant debt from the balance sheet, with stakeholders providing significant new liquidity through a combination of a rights issue and new lending.
Pike Restructuring provided Nick’s services for a fixed fee, which gave stakeholders certainty; the entire transaction was effected in a few days (which was part of a worldwide restructuring with Chapter 11 and administration processes in the US and UK respectively). The business continued to trade uninterrupted throughout the process.
The assignment was intense with changes to the transaction structure over the course of its finalisation; our experience with deals of this type enabled us to adapt to those changing circumstances.
The Shopping Centre
Nick was asked by a large UK property company to take an appointment as sole director of a major regional shopping centre. Significantly impacted by Covid, its lending required restructuring and the existing director, a surveyor, had limited experience of such a situation. A director with relevant experience was required; the centre was, however trading successfully with effective operational management.
With the existing estate management team in place and the support of both joint venture owners, Nick assisted with a planned sale process. Ultimately, an offer satisfactory to the lenders was not received, and they chose to appoint fixed charge receivers.
Appointment of fixed charge receivers does not, of course, suspend the director’s powers and responsibilities as would the appointment of administrators. Liquidation of the borrower company will also terminate the receiver’s agency, which can hinder operations. The receiver has asked Nick to remain in post, ensuring compliance with Companies Act requirements and dealing with issues which fall outside the scope of the security. This will ensure a smoother sale process.
Fixed charge receivers may need to grapple with an appointment over the property of a borrower with uncooperative or absent directors. Pike Restructuring provides a director with decades of insolvency experience who will undertake all necessary tasks to ensure the borrower remains legally compliant, assisting in the sales process- in a cost-effective way.
The Renewable Energy Business
Nick was asked to act as a director for the Toucan solar farm business, which had borrowed substantial sums from a local council and a banking syndicate. An earlier restructuring had been unsuccessful and, indeed, there was considerable doubt as to the effectiveness of some of the legal steps taken in relation to that. Nick took up office as sole director for each of the holding company and over 50 subsidiaries and, with a new team of advisers, set about investigating the financial position of the group. Aside from (but with the agreement of) the financial creditors, all trade creditors were paid up to date and on time.
It was clear that the Toucan energy business was insolvent, although the solar farm business was of high quality. Following extensive stakeholder consultation, Nick sought the appointment of administrators at holding company level and remained in office at each subsidiary. He then assisted the administrators in securing a sale of the business with a view to maximising value for the financial creditors. In February 2024 the solar portfolio, consisting of 53 operating solar farms in the UK, was majority acquired by private markets funds managed by Schroders Greencoat, the specialist renewables manager of Schroders Capital.
With a combined capacity of 513.5 MWp across England, Wales, and Northern Ireland and powering the equivalent of approximately 184,000 homes, the portfolio is the largest operational solar portfolio transacted in the UK to date with a value of around £700m.
The SME Lender
An SME lender faced financial difficulties as a result of previous mismanagement. Nick was appointed by the parent company to a number of subsidiaries whilst negotiations for a restructuring and sale took place. Ultimately, it was not possible to achieve this without a formal insolvency at parent level.
Notwithstanding this, in order to secure a better realisation for the major creditors, Nick remained in post for six subsidiaries to ensure that the collection of the subsidiaries’ debtor books was undertaken by solvent entities, protecting stakeholder value.
Under agreements reached with the administrators and a service provider, the loan book collection will continue uninterrupted without the need to incur the additional cost of formal insolvency at subsidiary level. Nick will stay in office whilst the collection process continues.
It can be difficult to find directors willing to take appointments at companies which are insolvent, even where creditors’ interests are best served by the company remaining out of insolvency process for a period. We are happy to take appointments in these circumstances subject to creditor consent and appropriate safeguards put in place.
The Savile Row Tailor
Gieves and Hawkes is a world-famous tailor, based at No 1 Savile Row in London. The heritage of its constituent parts dates back to 1785 (Gieves) and 1771 (Hawkes) and the business has developed into one of the best known tailoring brands worldwide, supplying the British Royal family and other Royal houses in Europe and around the world but also many famous stars of stage and screen, sports personalities and other famous public figures.
Trinity, a Chinese group, acquired the company in 2012 but encountered financial difficulties and went into liquidation in January 2022. Liquidators from FTI in Hong Kong then sought to realise the group’s assets, including Gieves and Hawkes.
To ensure stability of both governance and a structured realisation of assets, Pike Restructuring were asked to replace the existing boards of the business and then Nick Pike (as sole director of the UK businesses) embarked on a sales process lasting several months. This was concluded on 25 November 2022, when administrators were appointed. They immediately sold the business to the expansive Frasers Group, which has acquired a large number of well-known brands recently. Michael Murray, Chief Executive of Frasers Group, commented: "We are delighted to have acquired Gieves & Hawkes, securing a long-term future for an iconic 250-year-old brand. This acquisition further adds to our portfolio of strategic investments in luxury and premium brands.”
We are delighted to have played an important role in ensuring that the Gieves and Hawkes business can continue under new, secure ownership; the assignment further demonstrates our ability to assist in the successful realisation of high-profile assets in difficult circumstances.
The Musical Instruments Leasing Business
In March 2021, the administrators of a musical instrument leasing business appointed Nick to two of its subsidiaries. The company in administration had suffered a fraud as a result of the actions of a former director. Nick's role was to manage the business of the US subsidiary pending disposal; he was also appointed as sole director of a group company which owned a superyacht. The US piano leasing business continued to trade whilst it was marketed and a successful sale was subsequently achieved.
The yacht had been purchased with funds from the leasing business with the apparent intention of it operating a charter business in the Mediterranean but that had been abandoned when the pandemic hit. Previous management had then moved the yacht back to the US where it was originally purchased before refurbishment in Croatia
Immediately faced with an international arbitration arising out of the transportation by a sub-contractor prior to appointment, Nick negotiated a settlement of a four-party dispute. This enabled the yacht to be marketed for sale under Nick’s supervision whilst maintenance was carried out in Fort Lauderdale. A purchaser acquired the yacht in February 2022. Nick is now focused on winding the remainder of the business down.
The Shared Living Operator
Nick was appointed as director of a number of subsidiaries of a shared living operator. The business developed and operated a portfolio of co-living spaces and mixed-use facilities across Europe and the US including two co-living properties in the UK. The business was impacted significantly by the pandemic, which led to reduced occupancy levels and delays to development of new projects . Attempts were made to secure third party funding from investors which were unsuccessful, as was a sales process for the group. This led to administration in September 2021.
Nick was appointed by the administrators to secure control of certain subsidiaries, without placing them into insolvency process. This enabled sales to progress, which have continued throughout 2022.He is now working with the administrators to conclude a successful wind down of the group.
Specialist One-off Appointments
Our services are frequently required in circumstances where director or advisory services are needed at short notice, for a one-off purpose. Set our below are just some examples of what we’ve undertaken for clients: -
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Nick was appointed as a trustee of a charity with an inquorate board which, as a result could not take the necessary immediate steps to place it into insolvency process. He took the appointment and then assisted the “lay” fellow trustees through the insolvency process;
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Special administrators were appointed to a UK based wealth manager following the discovery of serious regulatory and operational issues. It transpired, however, that assets and information were held by a subsidiary over which no appointment had been made. Rather than incur the cost of a fresh insolvency appointment, the special administrators simply appointed Nick as a director of the subsidiary, who then issued a letter of instruction to banks and other information holders directing them to co-operate with the special administrators;
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An automotive industry supplier was about to be placed into administration when the company’s lawyers discovered that any board resolution to do so had to be supported by an investor director, who had not been appointed. The private equity house concerned did not wish to appoint one of its staff to a company destined for immediate insolvency. Nick therefore took the appointment and, having satisfied himself there was no alternative but for administration, enabled the resolution to be passed and the administration process commenced.
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Nick is frequently asked by trustees in bankruptcy to take appointments as a director of companies previously owned by the bankrupt, to enable the trustee to investigate the bankrupt’s affairs and/or to sell assets owned by the company. This enables the bankruptcy estate to benefit.
OUR APPROACH
TO
CREATIVE
PROBLEM
SOLVING
What are the most important attributes of a non-executive director appointed to a financially distressed business?
Whilst executives and non-executives share the same responsibilities, they have very different level of knowledge of, and interaction with, the business. That said, whilst typical non-executives may contribute for a day or two each month, they are likely to be much more involved as the corporate faces financial crisis. Without doubt, the non-executive appointed to that situation has to assimilate knowledge rapidly. A comprehensive understanding of the financial position of the company and the position of creditors and other stakeholders is key. Next, establishing the critical path timeline; what needs to be resolved by when, and how much flexibility in those dates might there be? In depth knowledge of directors’ duties and obligations is essential, as other members of the board may not be as cognisant with what is required. Indeed, a vital role is to provide assurance to those who have not previously dealt with restructuring. Finally, a good working relationship with the professionals engaged by the company –and directors, if they are separately advised- on the restructuring is a necessity. That is not to say that the non-executive will be afraid to test and challenge the advice given where needed.
What are the key issues to identify at the start of any appointment?
Without doubt, it’s essential that you have an accurate assessment of the financial position of the company. At the same time, you need to ascertain what key dates lie ahead. When do facilities expire, or covenant tests fail (if they haven’t already)? Then there has to be a rapid assimilation of the factual position. What are the working capital requirements? What is the stakeholders’ attitudes? What creditor pressure is there? Are HMRC paid up to date? Can trading continue in the current environment? How stable is the workforce? Are there regulatory issues which need to be borne in mind?
How do you work with the appointed professionals?
A good working relationship with the lawyers and financial advisers appointed by the company- and the directors, if they are separately advised- is key. Having acted as an adviser myself for many years, it’s important that the professionals are seen as a team and operate as such. Whilst directors are entitled to rely on the advice given by their advisers, ultimately decisions are theirs and only the directors can make them. It’s important, therefore that the right questions are asked of the professionals at the right time. They should expect to set out the directors’ options and the risks attaching to each clearly and unambiguously. Sometimes it’s right that advice is challenged robustly- but nothing is achieved by seeking to undermine it, or by trying to place the burden of decision making on those whose role is simply to advise.
CONTACT
Phone
+44 (0) 7973 176826
Address
20 Leicester House
Thomas Wyatt Close
Norwich NR2 2TN
United Kingdom