Interview Questions137

    Where Restructuring Teams Exist: Bulge Bracket vs Boutique vs Pure Advisory

    Banks with lending operations cannot advise distressed borrowers without conflicts; that structural wall is why elite boutiques dominate Rx.

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    16 min read
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    Introduction

    The restructuring league tables look nothing like M&A. Goldman Sachs, Morgan Stanley, and JPMorgan dominate virtually every other investment banking product, yet they are largely absent from the most significant restructuring mandates. The gap is not a coincidence or a staffing failure. It reflects a structural conflict of interest that makes it nearly impossible for balance-sheet banks to build sustainable restructuring practices.

    Understanding where restructuring teams exist, and why, matters for two audiences:

    • Candidates targeting restructuring careers need to know which firms to pursue and why the landscape looks different from other coverage groups.
    • Working bankers in M&A or coverage need to understand the ecosystem when they encounter restructuring colleagues on distressed situations.

    This article explains the structural dynamics that shaped the restructuring market, surveys the major players by tier, and provides guidance for candidates evaluating firm options.

    Why Bulge Brackets Cannot Dominate Restructuring

    The short answer is lending conflicts. The longer answer explains why those conflicts are more disqualifying in restructuring than in any other product.

    The Balance Sheet Problem

    Bulge bracket banks are distinguished from boutiques by the presence of a corporate balance sheet. Goldman Sachs, Morgan Stanley, JPMorgan, Bank of America, and Citi all maintain significant lending operations. They arrange leveraged loans, underwrite bonds, hold credit facilities, and provide revolving lines of credit to corporations across every industry.

    This lending activity creates a foundational conflict when those borrowers become distressed. A bank that holds $500 million of a company's term loans cannot simultaneously advise that company on restructuring the debt. The bank's economic interest as a creditor directly conflicts with its advisory role as a fiduciary to the debtor. Even if the bank attempts to wall off its lending desk from its advisory desk, the conflict is apparent to all parties and disqualifies the bank from consideration.

    Conflict of Interest in Restructuring

    A restructuring conflict of interest arises when an advisor has economic exposure to the outcome it is advising on. If a bank holds debt of a distressed company, it cannot advise that company on restructuring because the bank benefits from higher recoveries for creditors, potentially at the expense of the debtor or other stakeholders. Similarly, a bank that might lend to a company in the future faces conflicts advising creditors who oppose that company in a restructuring.

    The Relationship Web Extends Beyond Direct Lending

    The conflict problem extends beyond direct credit exposure. Bulge brackets maintain extensive institutional relationships with the funds that hold distressed debt. Apollo, Oaktree, Centerbridge, Elliott, and dozens of other distressed credit funds are clients of Goldman Sachs for prime brokerage, capital markets, and M&A advisory. When one of these funds sits on a creditor committee opposing a debtor, a bulge bracket that advises the debtor risks antagonizing a client that generates revenue across multiple other business lines.

    This relationship web means bulge brackets face conflicts on both sides of restructuring engagements. They cannot easily advise debtors (because they may hold the debt or want to lend in the future) and they cannot easily advise creditor committees (because other creditors may be prime brokerage clients). The structural position is untenable for building a consistent practice.

    The Historical Retreat

    Bulge brackets did attempt to build restructuring practices in earlier decades. During the 1990s and early 2000s, several maintained dedicated teams. But the structural conflicts proved unmanageable. After the 2008 financial crisis, when restructuring activity surged and conflicts became impossible to navigate, most bulge brackets effectively exited the product. The retreat was not strategic repositioning; it was recognition that the business model could not work.

    Today, bulge bracket restructuring activity is largely limited to situations where the bank has no lending exposure and no significant fund relationships on either side of the negotiation. These situations are rare in major cases. The league tables reflect this reality: bulge brackets appear occasionally, but they do not compete for market share in the way they do in M&A or capital markets.

    The Elite Boutique Model

    Elite boutiques dominate restructuring precisely because they lack the conflicts that hobble bulge brackets. Firms like PJT Partners, Houlihan Lokey, and Evercore have no balance sheets, no lending operations, and no positions in the securities of their clients. Their only product is advice. This purity is not a marketing slogan; it is the structural foundation that enables them to advise on any restructuring situation.

    Tier 1: The Market Leaders

    Three firms consistently lead the restructuring league tables by a significant margin.

    PJT Partners dominates debtor-side flagship mandates. The restructuring practice descends from the Blackstone advisory business that spun off in 2015, and PJT closed 2025 with record full-year revenue of $1.714 billion (up 15%) and a fourth-quarter quarterly record led by restructuring. The firm consistently advises on the most complex Chapter 11 cases, with partners deeply involved throughout engagements rather than delegating to junior teams.

    Houlihan Lokey leads creditor-side advisory and has held the number-one slot in the LSEG global distressed debt and bankruptcy advisory league table for eleven consecutive years. The firm closed 88 deals in the 2024 LSEG ranking, nearly 50% above the next-closest competitor, and posted fiscal-year 2025 revenue of $2.39 billion with adjusted net income of $434 million (up 40%). Houlihan also leads the distressed M&A advisory market and is the default choice for ad hoc bondholder and term loan committees.

    Evercore runs a balanced practice with deep liability-management expertise. The Liability Management & Restructuring team was named IFR's Americas Restructuring Adviser of the Year for 2025, and Evercore's broader advisory franchise (full-year 2025 net revenues of $3.86 billion, up 29%) feeds restructuring deal flow when sponsor portfolio companies hit distress.

    Firm2024 LSEG distressed/bankruptcy dealsPrimary Strength
    Houlihan Lokey88Creditor-side, distressed M&A, volume leader
    PJT Partners59Debtor-side flagships, senior attention
    EvercoreTop tierSponsor restructurings, LMTs, balanced practice

    Tier 2: Strong Competitors

    Two firms sit just below the top tier, competing successfully for major mandates while maintaining somewhat smaller market share.

    Lazard brings a global platform that particularly excels in cross-border restructurings and sovereign situations (though sovereign work falls outside the scope of this guide). The firm has strength in retail and consumer restructurings. Lazard's restructuring practice benefits from integration with its broader advisory capabilities.

    Moelis & Company maintains a balanced debtor and creditor practice. The firm has built significant presence since its 2007 founding, leveraging founder Ken Moelis's relationships to win competitive mandates. Moelis competes for the same flagship cases as Tier 1 firms, though with lower overall deal count.

    Tier 3: Specialized Players

    A group of smaller firms compete successfully in restructuring while maintaining more limited scale:

    • Guggenheim Securities advises on select high-profile restructurings. The firm's smaller team means fewer total engagements, but it competes at the flagship level when it chooses to pursue mandates.
    • Perella Weinberg Partners brings a respected restructuring and liability-management practice as part of its broader advisory platform, with notable 2025 mandates including Ligado Networks' restructuring and a creditor-side role on Franchise Group's Chapter 11 emergence.
    • Rothschild & Co is the dominant European restructuring franchise and the most active independent advisory firm globally. The firm advised on approximately 300 financing and restructuring transactions worth $250 billion across 46 countries in 2024 and led 351 M&A transactions according to Dealogic, 43% more than its closest independent competitor. Rothschild is the natural choice for candidates seeking international restructuring exposure.
    • Greenhill (now part of Mizuho) maintains a restructuring practice with senior professionals who have decades of experience. The smaller size means more limited deal flow but potentially greater responsibility per engagement.
    • Centerview Partners offers selective restructuring advisory as part of its specialized practice, with senior-banker-led engagements and a model that emphasizes partner attention rather than analyst leverage. Centerview is widely cited as one of the highest-paying boutiques on a per-banker basis.

    The Pure-Advisory Advantage

    The elite boutique dominance of restructuring illustrates a broader point about advisory independence. Firms that exist purely to advise, without lending operations or principal investments that create conflicts, have structural advantages in situations where client interests must come first.

    Independence Enables Credibility

    In restructuring negotiations, credibility matters enormously. Creditors need to believe that the debtor's advisor is presenting accurate projections, not inflated numbers designed to minimize recoveries. Debtors need to believe that the creditor-side advisor is making reasonable demands, not using bankruptcy as leverage for unrelated business objectives.

    Independent advisors build credibility precisely because they have no stake in the outcome beyond their fee. When PJT presents a recovery analysis, creditors know the analysis is not influenced by PJT's lending book. When Houlihan Lokey advises an ad hoc committee, the debtor knows Houlihan is not pursuing a hidden agenda related to other client relationships. This credibility translates into better outcomes: negotiations proceed more efficiently when parties trust that advisors are operating in good faith, courts give more weight to analyses from conflict-free advisors, and the structural independence directly improves the quality of the work.

    The Model Is Self-Reinforcing

    The elite boutique model in restructuring has become self-reinforcing. Because the best restructuring talent joined boutiques in the 1990s and 2000s, the boutiques built the deepest expertise. Because they have the deepest expertise, they win the most prestigious mandates. Because they win the most prestigious mandates, they attract the best talent. Bulge brackets cannot easily break this cycle because the structural conflicts remain even if they hire talented individuals.

    Bulge Bracket Restructuring: What Exists

    Despite the structural challenges, bulge brackets maintain some restructuring capability, primarily for situations where conflicts are manageable.

    Limited but Real Presence

    Goldman Sachs, Morgan Stanley, and JPMorgan each have professionals who work on restructuring situations. These teams typically advise on:

    • Situations without direct lending exposure. When the bulge bracket has no credit exposure to the company and limited fund relationships on either side, it can potentially compete for the mandate.
    • Creditor-side assignments where the bank holds debt. A bank can sometimes advise other creditors while holding its own position, though this requires disclosure and acceptance by the committee.
    • Liability management transactions. The out-of-court LMT work that has surged in recent years sometimes involves bulge brackets, particularly when combined with new financing that the bank can provide.
    • Cross-product situations. When a restructuring ties to M&A (such as a distressed sale to a strategic buyer), bulge brackets may compete by offering integrated capabilities.

    Why This Does Not Change the Picture

    The bulge bracket restructuring presence is real but limited. These teams cannot compete for the flagship Chapter 11 cases that define the product. A restructuring analyst at Goldman Sachs will see fewer live deals, work on smaller or more peripheral situations, and develop narrower expertise than a peer at PJT or Houlihan Lokey.

    For candidates specifically targeting restructuring careers, the bulge bracket path offers less compelling development. The structural conflicts that prevent market share also limit the deal flow that builds expertise. This is not a criticism of bulge bracket bankers; it is recognition that the business model does not support robust restructuring practices.

    How to Think About Firm Selection

    For candidates evaluating restructuring opportunities, firm selection requires weighing multiple factors beyond raw league table position.

    Deal Flow and Learning Curve

    The primary consideration for analysts and associates is deal flow. Restructuring skills develop through live deal experience, and firms with more engagements provide more learning opportunities. Houlihan Lokey's volume leadership means analysts there will likely see more situations than peers at smaller firms. PJT's flagship focus means its analysts work on the most complex cases, even if the total count is lower.

    Debtor vs Creditor Mix

    Firms specialize on different sides of the restructuring negotiation. PJT leans debtor-side. Houlihan Lokey leads creditor-side. Candidates with strong preferences should target firms that match their interests. However, early-career bankers should recognize that both experiences are valuable; switching sides is common as careers progress.

    Exit Opportunities

    Restructuring exit opportunities favor distressed credit funds, and all Tier 1 and Tier 2 firms place well into these roles. Apollo, Oaktree, Centerbridge, Elliott, GoldenTree, Silver Point, and Anchorage recruit from all major restructuring practices. Firm prestige matters at the margin, but deal experience and interview performance matter more. A Houlihan Lokey analyst with strong deal exposure will compete effectively against PJT peers for the same roles.

    The specific deals you work on shape your exit positioning more than firm brand. Analysts who work on major Chapter 11 cases develop the deepest expertise in recovery analysis, fulcrum identification, and DIP financing, all skills that distressed credit funds value highly. Candidates from Tier 2 or even Tier 3 firms who worked on flagship cases can compete successfully against Tier 1 peers who happened to be staffed on smaller situations.

    Traditional private equity recruiting is harder from restructuring than from M&A coverage. PE firms that focus on control buyouts of healthy companies prefer candidates with conventional M&A experience and LBO modeling expertise. However, distressed-for-control funds like Apollo's private equity arm actively recruit restructuring bankers who understand how to acquire companies through bankruptcy.

    Culture and Lifestyle

    Hours and culture vary more by team and deal flow than by firm. All restructuring practices demand significant hours during live situations. However, smaller firms and less active periods can offer somewhat better lifestyle. Candidates should ask about recent deal activity during interviews to gauge current intensity.

    FactorPJTHoulihan LokeyEvercoreLazardMoelis
    Deal flowHigh (flagship)Very high (volume)HighModerate-highModerate-high
    Debtor vs creditorDebtor-leaningCreditor-leaningBalancedDebtor-leaningBalanced
    Exit positioningExcellentExcellentExcellentVery goodVery good
    Team sizeSmallerLargerMid-sizeMid-sizeSmaller

    The Regional and Middle-Market Option

    Candidates who cannot access Tier 1 or Tier 2 firms should consider regional and middle-market specialists. Ducera Partners, for example, has built a respected practice that competes for significant mandates. Stephens and Raymond James handle restructurings in the middle market. These firms offer genuine restructuring experience, though exit opportunities may be somewhat narrower than from elite boutiques.

    Interview Implications

    Understanding the restructuring landscape is directly relevant to interviews at these firms. Interviewers test whether candidates know why the market structure exists and can articulate intelligent firm preferences.

    Why This Firm?

    The "why this firm" question in restructuring interviews requires more nuance than in M&A. Candidates should demonstrate awareness of the firm's specific positioning (debtor vs creditor, flagship vs volume) and explain how that matches their interests. Saying "PJT is the best restructuring firm" without understanding that Houlihan Lokey actually leads by volume, or that each firm has distinct strengths, signals surface-level research.

    Strong answers reference specific aspects of firm culture or recent deals. "I'm drawn to PJT's smaller deal team model because I want the senior exposure that comes with working closely with partners on flagship cases" is more compelling than "PJT is prestigious and will help my exit opportunities."

    Why Not a Bulge Bracket?

    Interviewers at boutique firms sometimes ask why the candidate is not pursuing restructuring at a bulge bracket. This tests understanding of the structural conflicts. A strong answer explains the lending conflict directly: "Bulge brackets face inherent conflicts in restructuring because their lending businesses create economic exposure to restructuring outcomes. The boutique model is structurally better for pure advisory work." This demonstrates genuine understanding rather than memorized talking points.

    The Landscape Going Forward

    The restructuring market structure is unlikely to change fundamentally. The conflicts that prevent bulge brackets from competing are inherent to their business models. As long as Goldman Sachs maintains a lending business, it will face disqualifying conflicts on major restructurings. The elite boutique dominance is structural, not cyclical.

    What may evolve is the composition of the boutique tier. New entrants may build practices, and existing firms may gain or lose market share. But the fundamental reality will persist: restructuring is a pure-advisory product best delivered by conflict-free firms. Candidates targeting restructuring careers should orient their recruiting accordingly, focusing on the boutique platforms that will provide the deepest development and strongest exit positioning. Understanding why this landscape differs from every other area of investment banking, and which firms benefit from it, is essential knowledge for anyone pursuing this career path.

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