BANKRUPTCY, WORKOUT AND CORPORATE REORGANIZATION

Transcription

1 BANKRUPTCY, WORKOUT AND CORPORATE REORGANIZATION

2 OUR PRACTICE Attorneys in Jenner & Block s Bankruptcy, Workout and Corporate Reorganization Practice handle a wide range of matters in high-profile and complex corporate reorganizations and related litigation across the United States. We also have extensive experience in bankruptcy cases involving financial fraud, corporate malfeasance and mass torts. We represent public and private companies in bankruptcy proceedings, out-of-court restructurings, debt for equity exchanges, internal reorganizations, and distressed asset purchases and sales. Our attorneys frequently represent investors, lenders, creditors or equity holders in bankruptcy cases, out-of-court restructuring transactions or workouts, and provide advice on credit issues, derivatives, structured finance and other sophisticated financial instruments, as well as other insolvency-related issues. We also represent trustees, examiners, creditors committees, equity committees and retiree committees in Chapter 11 cases, as well as trustees in Chapter 7 cases. In addition to traditional bankruptcy and insolvency-related counseling and representations, our attorneys also try complex insolvency-related lawsuits and adversary proceedings throughout the country. We have both prosecuted and defended against high-profile fraudulent transfer, preferential transfer and successor liability actions and have conducted many fraud investigations related to bankruptcy cases. Our attorneys have been involved in numerous contested bankruptcy matters, including contested debtor-in-possession financing, trustee appointment and plan confirmation hearings. Our distinctive client profile often allows us to serve conflict-free in litigated bankruptcy matters. Our attorneys are considered authoritative sources in the industry, and they actively present at, and participate in, the American Bankruptcy Institute; American College of Bankruptcy; National Bankruptcy Conference; Turnaround Management Association; American Bar Association; International Association of Restructuring, Insolvency & Bankruptcy Professionals; American Law Institute; Commercial Finance Association; National Association of Bankruptcy Trustees; National Association of Credit Managers and International Women s Insolvency and Restructuring Confederation. Five members of the practice are Fellows of the American College of Bankruptcy and several teach bankruptcy law and corporate restructuring at top law schools. Copyright 2015 Jenner & Block LLP. 353 North Clark Street, IL Jenner & Block is an Illinois Limited Liability Partnership including professional corporations. Attorney Advertising.

3 OUR EXPERIENCE MATTERS Our attorneys bring together both litigation and transactional experience that has been applied to the most complex financial restructurings, bankruptcies and related litigation. Many of the matters we handle have been widely recognized as being on the cutting edge of bankruptcy issues, including several matters that have reached the United States Supreme Court. Some of our high-profile matters are highlighted below. Representation of hedge funds that hold $1+ billion of residential mortgage-backed securities in challenging the rehabilitation plan of Ambac Assurance Corporation, including taking actions permitting the holders to realize substantial recoveries on their investments. Representation of the Section 1114 Committee of Retired Employees of American Airlines, Inc. in successfully opposing the airline s attempts to obtain a judicial declaration that retiree benefits totaling $1.3 billion were not vested. Representation of the co-owner of coal-fired power plants that were the subject of complex sale-leaseback transactions with Edison Mission Energy and Midwest Generation during the course of their Chapter 11 cases, including successful negotiations of lease modifications and complete cure of defaults. Representation of the bankruptcy trustee of Emerald Casino in U.S. Bankruptcy Court and U.S. District Court litigation against the casino s former directors and officers. The district court directed the defendants to pay $272 million in damages arising from the casino s loss of its gaming license. Representation of the bankruptcy trustee, Ronald R. Peterson, of Lancelot Investors Fund and its affiliates in the $1.8 billion liquidation proceeding of the largest feeder fund to the Petters Ponzi scheme in Minnesota. Representation of the Examiner in the Lehman Brothers Holdings, Inc. bankruptcy proceedings, producing the 2,200-page Valukas Report, applauded for its clarity and usefulness. Representation of CME Group Inc. in connection with the SIPC liquidation proceeding of MF Global, Inc., including organizing an unprecedented transfer of under-margined commodity positions and billions of dollars in related customer property from MF Global to other firms. Representation of the National Futures Association, the self-regulatory reorganization for Peregrine Financial Group Inc., in connection with its commodity broker liquidation proceeding. Representation of Wellness International Network Limited before the U.S. Supreme Court in a highprofile appeal involving whether the bankruptcy courts have the constitutional authority to enter final decisions in certain cases.

4 BANKRUPTCY LITIGATION Members of our team have earned reputations as pre-eminent practitioners in litigation matters related to bankruptcy and insolvency cases. Our attorneys have represented hundreds of clients in high-profile bankruptcy adversary proceedings, contested matters, plan disputes and insolvency-related litigation. Our attorneys have both prosecuted and defended against major fraudulent transfer, preferential transfer, dischargeability and successor liability actions and have conducted many fraud investigations related to bankruptcy cases. Members of the firm also have briefed and argued appeals from bankruptcy decisions in appellate courts throughout the country, including several appeals before the United States Supreme Court. Some of our notable matters in this area include: Representation of Canopy Financial, Inc. as debtor, and subsequently Canopy s bankruptcy trustee as special counsel, after an internal investigation showed that audited financial statements were falsified, and health saving account funds maintained for the benefit of customers had been misappropriated. Our attorneys assisted the trustee in recovering sufficient assets to pay all of Canopy s customers. Representation of Sam Zell and EGI-TRB, LLC in the Tribune bankruptcy case and related litigation. We prosecuted objections to confirmation of proposed plans of reorganization and participated in plan negotiations. We also are defending our clients in litigation arising out of the 2007 transaction pursuant to which Tribune became owned by an employee stock ownership plan. Representation of the bankruptcy trustee of Consolidated Industries Corporation as special litigation counsel. The bankruptcy court (N.D. Ind.) entered a $43.3 million fraudulent transfer judgment against Consolidated Industries former owner, which was affirmed by the Seventh Circuit on appeal. Representation of the bankruptcy trustee for Griffin Trading Company, a failed commodity broker. We successfully avoided fraudulent transfers made to the owners on the eve of the bankruptcy and succeeded on other claims. Following an appeal and partial remand, the bankruptcy court held that the defendants' use of customer property to pay a significant creditor constituted gross negligence and was not protected by the Delaware business judgment rule. That decision was upheld by the Seventh Circuit Court of Appeals. Representation of an individual in the U.S. Supreme Court case Law v. Siegel involving the question of whether a bankruptcy court has the equitable authority to sanction a debtor by surcharging a homestead exemption. The Supreme Court ruled unanimously in favor of the firm's client. Representation of the NKK Litigation Trust, formed pursuant to the confirmed plan for National Steel Corporation, prosecuting preference, fraudulent transfer and other claims against the former owners of the debtor. We obtained a $50 million settlement that represented 75 percent of the transfers sought to be avoided. Representation of the liquidation trustee of Sentinel Management Group in all matters related to this $1+ billion investment advisor fraud case, including the litigation of avoidance actions involving safe harbor and novel customer property issues; claims against Sentinel s lender, which accepted putative customer property as collateral for Sentinel s loans; claims against its auditors; claims against brokers who sold securities to Sentinel; and claims against Sentinel s insiders.

5 RESTRUCTURING AND DISTRESSED M&A We represent public and private companies in bankruptcy proceedings, out-of-court restructurings, debt for equity exchanges, internal reorganizations, and distressed asset purchases and sales. Our attorneys also represent investors, lenders, creditors or equity holders in bankruptcy cases, out-of-court restructuring transactions or workouts, and provide advice on credit issues, derivatives, structured finance and other sophisticated financial instruments, as well as other insolvency-related issues. Some of our representations include: Representation of the DIP lender, secured lenders and preferred shareholders in the Perpetua, Inc. (Burr Oak Cemetery) bankruptcy case. Perpetua commenced Chapter 11 bankruptcy proceedings for itself and two cemetery subsidiaries after four Burr Oaks Cemetery workers were criminally charged in a grave-selling scheme that drew national attention. Representation of Covanta Energy Corporation and more than 150 of its subsidiaries serving as debtor s co-counsel in its successful Chapter 11 reorganization proceedings. Covanta operated waste-to-energy, independent power generation and water and wastewater treatment plants in the U.S. and abroad. Representation of Ellman International, a medical products manufacturer owned by Baird Capital Partners, in an extended workout lasting eight months. Our team eventually negotiated a forbearance agreement that permitted the sale of the company outside of bankruptcy. Representation of Exelon Boston Generating in its out-of-court restructuring and sale of newly constructed power plants (2,700 MW of capacity), to a group of its secured lenders. Representation of General Motors Company in the $50+ billion Section 363 sale of substantially all of the assets of GM to a newly formed entity sponsored by the U.S. Treasury in connection with GM s bankruptcy. Representation of Harrah s Jazz Company and JCC Holding Company, the owners of the Harrah s casino in New Orleans, in their respective Chapter 11 and Chapter 22 reorganization proceedings. Over five years, we negotiated and confirmed reorganization plans involving modified capital structures and renegotiated contracts with the State of Louisiana, City of New Orleans and other key parties, ultimately permitting the casino to be built and opened. Representation of a syndicate of Hungarian banks in connection with out-of-court restructuring negotiations and the eventual sale to a third party of loans made to NABI Autóbuszipari Rt., a heavy-duty bus manufacturer based in Hungary, and its U.S. subsidiary North American Bus Industries, Inc. Representation of General Electric Capital Corporation as agent under a master leasing arrangement and post-petition DIP lender to Parmalat USA Corporation and its affiliate, Farmland Dairies LLC. The engagement included restructuring a series of cross-border intercompany claims among Parmalat entities, a confirmed plan of reorganization, and refinancing the U.S. Parmalat debtors businesses. Representation of the Chapter 7 bankruptcy trustee for Refco, LLC, acting as his special counsel for all commodities matters, including the bankruptcy sale of Refco s FCM business and the seamless transfer of accounts and more than $3 billion in customer assets.

6 COMMITTEE REPRESENTATIONS Our attorneys have considerable experience representing creditors and equity committees. We have a significant, nationwide committee practice and have represented committees in the airline, steel, mortgage financing and services, insurance, transportation, telecommunications, health care, retail, financial and manufacturing industries. Our representation of creditors committees include the following major cases: Representation of the Creditors Committee in the Chapter 11 case of ABC-NACO, Inc., a large U.S. supplier to the railroad industry. Representation of the petitioning creditors and Unsecured Creditors Committee in the involuntary bankruptcy proceedings of the law firm of Altheimer & Gray. Representation of the Committee of Executive and Administrative Retirees in the Chapter 11 proceedings of The Budd Company. Our constituents include the non-union retirees of The Budd Company, with claims in excess of $100 million. Representation of the Equityholders Committee in Coram Healthcare Corporation. We successfully defeated two plans of reorganization that had been proposed by the company and represented the interests of equityholders in connection with a contested third plan of reorganization (this one proposed by the Chapter 11 trustee). Our attorneys were also instrumental in removing management of this entity. Representation of the Official Trust Originated Preferred Holders Creditors Committee in the Chapter 11 bankruptcy proceedings involving Conseco Inc. and Conseco Finance, a provider and servicer of mortgages and mortgage-related products. Representation of the Official Committee of Unsecured Creditors in the Chapter 11 case of Keystone Consolidated Industries, Inc., a producer of industrial steel products. Representation of the Official Equity Committee in the Meruelo Maddux Properties Chapter 11 case in the Bankruptcy Court for the Central District of California, a heavily contested Chapter 11 case involving one of the largest developers of real estate in downtown Los Angeles. Representation of the Retirees of Northwest Airlines in the carrier s Chapter 11 proceedings. On behalf of the retiree committee, we negotiated an agreement with the airline concerning medical, prescription drug and dental coverage for retirees; the proceeds were credited to a Voluntary Employees Beneficiary Trust. Certain individuals below age 65 were offered coverage as part of the plan for active employees. Representation of the Creditors Committee of Pentacon Inc., a large supplier of airline parts prior to the filing of the Chapter 11 case, in negotiating the terms of a pre-packaged plan of reorganization and representing the formal committee post-filing. Representation of the Retired Salaried and Management Employees of United Airlines in the Chapter 11 case of UAL Corporation. Our attorneys assisted the committee in reaching an agreement with UAL Corporation regarding termination of pension plans covering active machinists and thousands of retirees.

7 OUR ATTORNEYS Daniel R. Murray, Partner Chair, Bankruptcy, Workout and Corporate Reorganization Practice Vincent E. Lazar, Partner Co-chair, Bankruptcy Litigation Practice Catherine L. Steege, Partner Co-chair, Bankruptcy Litigation Practice Richard Levin, Partner Ronald R. Peterson, Partner Marc B. Hankin, Partner Patrick J. Trostle, Partner Melissa M. Root, Partner Andrew J. Olejnik, Partner Angela M. Allen, Associate Sarah R. McNally, Associate Landon S. Raiford, Associate Carl N. Wedoff, Associate John D. VanDeventer, Associate Jason N. Knapp, Litigation Counsel

8 CHICAGO 353 NORTH CLARK STREET CHICAGO, IL TEL LONDON 25 OLD BROAD STREET LEVEL 17 LONDON EC2N 1HQ TEL LOS ANGELES 633 WEST 5TH STREET SUITE 3600 LOS ANGELES, CA TEL NEW YORK 919 THIRD AVENUE NEW YORK, NY TEL WASHINGTON, DC 1099 NEW YORK AVENUE NW SUITE 900 WASHINGTON, DC TEL