Marc A. Levinson. Profile. Practices. Education. Clerkships. Honors. Senior Counsel Restructuring. Sacramento (916)

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1 Senior Counsel Restructuring Sacramento (916) Profile is a partner in the Restructuring Group. His practice concentrates on insolvency planning, bankruptcy cases, out-of-court reorganizations and workouts. He represents secured and unsecured creditors, acquirers of assets from insolvent companies, debtors, indenture trustees, committees, public entities and bankruptcy trustees. He has twice been an examiner in a Chapter 11 case, and frequently serves as a mediator of bankruptcy-related disputes. Mr. Levinson is nationally recognized as a leading municipal bankruptcy lawyer by such publications as Chambers USA and Legal500. In 2009 and in 2015, he was selected as one of the Dealmakers of the Year by The American Lawyer for his roles in the Vallejo and the Stockton Chapter 9 cases, respectively. He has been named by the Daily Journal as one of California s Top 100 Lawyers four times, including in 2013, and was selected by the Daily Journal as one of California s Top 25 Municipal Lawyers in 2011, 2012 and 2013 for his work in the Chapter 9 representation of Stockton and Vallejo. In 2012, he was named one of the California Attorneys of the Year by California Lawyer, the magazine of the State Bar. A sample of notable recent engagements includes the following. Practices Restructuring Committees & Other Court-Appointed Fiduciaries Distressed Real Estate Transactions Education J.D., University of California, Davis School of Law, 1973 B.A., University of California, Los Angeles, 1970 Clerkships City of Stockton, California. Mr. Levinson is the lead insolvency lawyer on the Orrick team that filed a Chapter 9 case for this city of approximately 300,000 in June 2012, making it the largest California city to seek bankruptcy relief. The filing followed an exhaustive 90-day statutorily-mandated mediation process involving major creditors in which Orrick worked with Stockton and its advisors to prepare a detailed proposal to restructure the material claims against the City. Orrick s work for the City has generated multiple precedent-setting opinions relating to limits on the powers of a bankruptcy court to direct a municipality s governmental decisions in a Chapter 9 case. The City s plan of Chief Justice Donald R. Wright, California Supreme Court, Hon. William H. Orrick, Jr., United States District Court for the Northern District of California, Honors Page 1

2 adjustment was confirmed in late 2014, and went effective on February 25, On December 11, 2015, the Bankruptcy Appellate Panel of the Ninth Circuit ruled that a portion of the appeal taken by the sole objector to the plan was equitably moot and affirmed the remainder of the confirmation order 542 B.R. 261 (9th Cir. BAP 2015). City of Vallejo, California. Mr. Levinson was the lead insolvency lawyer on the Orrick team that filed a Chapter 9 case for this city of more than 120,000 residents in May The case generated cutting edge legal issues, as well as litigation over a number of hotly-contested factual issues, including those relating to Vallejo s insolvency and its eligibility to be a Chapter 9 debtor. Its plan of adjustment went effective in late Official Committee of Equity Security Holder of USA Capital Diversified Trust Deed Fund LLC. Mr. Levinson led an Orrick team in representing the interests of approximately 1,300 investors whose cumulative investment exceeded US$150 million. The Diversified case was one of five companion Chapter 11 cases pending in Las Vegas. The total investment in the Chapter 11 debtors approximated US$1 billion. The joint plan of reorganization went effective on March 12, 2007, and Orrick now represents the revested Diversified Fund. Oxford Automotive and Polymer Group. Mr. Levinson was the lead bankruptcy partner in Orrick s representation of a multibillion dollar distressed debt fund that acquired a controlling interest in the publiclytraded notes of two 1934 Act reporting companies. Through confirmation of consensual Chapter 11 plans (Oxford in Detroit and Polymer Group in Columbia, SC), the client acquired majority interests in the postreorganization companies, each with a balance sheet de-levered by hundreds of millions of dollars. Colo.com. Mr. Levinson represented the creditors committee in this San Francisco Chapter 11 case of a failed colocation facility empire. During the case, which concluded with a confirmed plan of liquidation, more than 20 locations, including real estate leases and personal property, were sold as a going concern to one buyer; additional leases and equipment were sold to other buyers. Tri Valley Growers. This California cooperative was among the largest canners and processors of fruit in the world. In Tri Valley s Chapter 11 case, Mr. Levinson represented a publicly-traded insurance company owed in excess of US$120 million of term debt secured by various canneries and the equipment located there. The matter was resolved consensually when Orrick s client purchased the California operation (including assets not in its collateral package) obtaining full credit for its debt. IRM Corporation. Mr. Levinson headed a team of Orrick lawyers in the representation of 22 affiliated companies in Chapter 11 cases filed in Sacramento. The confirmed joint plan of reorganization resulted in the restructuring of approximately US$165 million of senior secured The American Lawyer's "Dealmakers of the Year" (2008, 2015) Daily Journal's Top 25 Municipal Lawyers (2011, 2013) Daily Journal's Top 100 California Lawyers ( ) California Lawyer Magazine, CLAY Award (California Lawyer Attorneys of the Year) (2013) Chambers USA Lawyer Rankings, Bankruptcy/ Restructuring California and Nationwide IFLR1000, Leading Lawyer, United States Restructuring and Insolvency Legal 500 US, Finance: Municipal Bankruptcy Northern California Super Lawyers, Bankruptcy & Creditor/Debtor Rights Editor-in-Chief, U.C. Davis Law Review Memberships Conferee, National Bankruptcy Conference President, American College of Bankruptcy Past President, California Bankruptcy Forum Page 2

3 institutional debt and the creation of more than US$100 million in equity for investors. The reorganization plan, which was consensual among all constituencies, was the largest ever confirmed in the Sacramento bankruptcy court. Mr. Levinson frequently lectures on bankruptcy, insolvency and corporate reorganization topics. He has spoken to numerous bar associations as well as to in-house counsel and business people at large corporations such as Wells Fargo Bank, Goldman Sachs, Mitsubishi Electric America and Lend Lease. Mr. Levinson is a conferee of the National Bankruptcy Conference, is the President of the American College of Bankruptcy, and is a past president of the California Bankruptcy Forum. He has served as a guest lecturer at the U.C. Davis School of Law, Stanford Law School, the Pacific McGeorge School of Law, the University of Washington School of Law and the University of Southern California Law Center. Past President, Sacramento Valley Bankruptcy Forum State Bar of California Former Member, Board of Directors, Crocker Art Museum Prior to joining Orrick, Mr. Levinson was a partner at Sidley & Austin in Los Angeles from 1980 to He was an associate and partner at Shutan & Trost in Los Angeles from 1975 to Speeches Bond Buyer webinar, "The Puerto Rico Debt Crisis An Update (December 2015) Healthcare and Higher Education Finance Conference, "Is Higher Ed On A Financial Cliff?" Providence, RI (October 2015) Cleveland Metropolitan Bar Association William J. O Neill Great Lakes Bankruptcy Institute, Lessons from Recent Chapter 9 Cases, Cleveland, OH (May 2015) Institutional Investor Roundtable for Public & Taft-Hartley Plans, Saving Stockton s Pension Plan An Insider s View, Beverly Hills, CA (April 2015) Campbell Law Review Fall 2011 Symposium, One City at a Time: The Role and Increasing Presence of Municipal Bankruptcies, Raleigh, NC (October 2014) National Conference of Bankruptcy Judges, A Tale of Two Cities, Chicago, IL (October 2014) Bond Buyer webinar, The Changing Landscape of Municipal Bankruptcy (September 2014) American Bankruptcy Institute 22nd Southwest Bankruptcy Conference, Municipal Bankruptcies Lessons from the Front Lines, Las Vegas, NV Page 3

4 (September 2014) American College of College of Bankruptcy, Emerging and Settled Chapter 9 Issues Assuming any are Settled, Washington, DC (March 2014) Defense Research Institute (DRI) Civil Rights and Governmental Tort Liability Seminar, Municipal Bankruptcy Comes to Life, New Orleans, LA (January 2014) Bay Area Bankruptcy Forum, Municipal Bankruptcies, San Francisco, CA (January 2014) Brown University Urban Studies Program The Return of the Fiscal Crisis, Chapter 9 and Bankruptcy Issues, Providence, RI (November 2013) Pacific McGeorge School of Law, How to Think About Municipal Insolvencies and Chapter 9, Sacramento, CA (November 2013) Practising Law Institute, Chapter 9 -- Recent and Possible Future Developments in Chapter 9 in Light of the Detroit, Jefferson County, Stockton and Other Cases, Audio Webinar (October 2013) Beverly Hills Bar Association Bankruptcy Law Section, Contemporary Issues and Problems in Municipal Bankruptcy, Beverly Hills, CA (May 2013) National Federation of Municipal Analysts, 30th Annual Conference, Chapter 9: Lessons Learned and What to Disclose, San Diego, CA (May 2013) Tenth Annual Emory Bankruptcy Developments Symposium, Corporate Panel Municipal Restructuring, Atlanta, GA (February 2013). Transcript reprinted in 29 Emory Bankruptcy Developments Journal 333 (2013) Annual Conference of the United States District and Bankruptcy Courts for the Eastern District of California, Chapter 9, an Overview and Key Differences from Chapter 11 Napa, CA (November 2012) American College of Bankruptcy, Municipal and Governmental Insolvency: A View from the Trenches, San Diego, CA (October 2012) Lowell Milken Institute for Business Law and Policy at UCLA School of Law, Municipal Bankruptcy in the 21st Century, Los Angeles, CA (October 2012) Washington Society of Municipal and Public Utilities District Attorneys, Municipal Bankruptcy: Nuts and Bolts, Seattle, WA (June 2012) Banking and Financial Services Committee of the International Institute for Conflict Prevention and Resolution, The Use of ADR in Municipal Page 4

5 Bankruptcy, Webinar, (May 2012) Federal Bar Association, What Civil Practitioners Should Know About Bankruptcy and the Stay, Sacramento, CA (April 2012) 2012 District of Arizona Annual Conference, Chapter 9 Filings Expectations and Experiences, Phoenix, AZ (March 2012) Bond Buyer webinar, Navigating the Municipal Bankruptcy Minefield, (March 2012) National Association of Bond Lawyers, 10th Annual Tax & Securities Law Institute, Unraveling the Mysteries of Chapter 9: The Impact of Bankruptcy on the Enforceability of Bondholder Rights and Remedies, Savannah, GA (March 2012) California Society of Municipal Finance Officers, 52nd Annual CSFMO Conference, Avoiding Insolvency and Understanding the Tools of Last Resort: An Update on AB 506 and Chapter 9 Bankruptcy for Public Agencies, Anaheim, CA (March 2012) Bar Association of San Francisco, Commercial and Bankruptcy Section, Talking Chapter 9 Municipal Bankruptcy Cases, San Francisco, CA (February 2012) Bay Area Bankruptcy Forum, Bankruptcy Ethics: Conventional Caveats, Peculiar Puzzlers, San Francisco, CA (December 2011) 85th Annual National Conference of Bankruptcy Judges, Burgs, Bonds and Ballots: Municipality Workouts and Bankruptcy, Tampa, FL (October 2011) Federal Judicial Center Workshop for Bankruptcy Judges II, Chapter 9 Update/Discussion, Portland, OR (August 2011) Turnaround Management Association, 3rd Annual TMA Western Regional Conference, Local Governments in Financial Distress Workouts, Chapter 9 and Other Responses, Santa Barbara, CA (July 2011) Houlihan Lokey and Alvarez & Marsal, Restructuring the Troubled Municipality: A Case Study, Beverly Hills, CA (June 2011) National Federation of Municipal Analysts, 28th Annual Conference, Default and Bankruptcy in the New Political Landscape, Charleston, SC (May 2011) Milken Institute Global Conference, Muni Finance, Beverly Hills, CA (May 2011) Federal Judicial Center Workshop for Bankruptcy Judges I, "Chapter 9 Page 5

6 Update/Discussion," Charlotte, NC (March 2011) American Bar Association Business Bankruptcy Committee Webinar, The Coming Flood (?) of Municipal Insolvencies: All You Need to Know About Chapter 9 Whether You Represent Borrowers or Lenders (March 2011) 2011 Municipal Bond Buyers Conference, Chapter 9 Bankruptcy Risk, La Quinta, CA (February 2011) American Bankruptcy Institute and the University of Texas School of Law Conference on Valuation, Navigating Municipal Restructurings Roundtable: The New Frontier, Las Vegas, NV (February 2011) Sacramento County Bar Association Business Section and Bankruptcy and Commercial Law Section, Bankruptcy Cases and Developments, Sacramento, CA (February 2011) Select Publications Co-Author, Chapter 9: Lessons Learned and What to Disclose, 34 Municipal Finance Journal 27, Co-Author, Municipalities in Peril: The ABI Guide to Chapter 9, January 2010; second edition, December Municipal Bankruptcy: Avoiding and Using Chapter 9 in Times of Financial Stress, Western City, November Co-Author, "Municipal Bankruptcy: Avoiding and Using Chapter 9 in Times of Fiscal Stress, January Admitted In California Page 6