For restructuring and insolvency lawyers, who make their living from a counter-cyclical market, the gradual recovery of the US economy has been bad for business. Whilst there is still some activity in the middle market, the past year has been characterised by what one partner describes as "a dearth of the very large filings". Cheap and plentiful credit has resulted in a wave of amend and extends, but new mega-filings are now few and far between. According to one attorney, the market is "far from non-existent – but it's certainly past its heyday." Another laments, "There's little if any real restructuring."
The Federal Reserve's quantitative easing programs and decision to keep interest rates low have resulted in increased liquidity, and created ideal conditions for struggling companies to refinance. "We have got companies in denial, going through tough times, and we have got people willing to throw money at them," remarks one partner. With healthy companies selling at what some buyers see as unrealistic prices, bankruptcy as an M&A process - where lenders end up owning some or part of the company - has become popular.
However, there is still plenty of bad news for bankruptcy lawyers to smile about. "There's a lot of high-yield debt out there," says one partner. "If there's an uptick in interest rates, I think we will see the overall restructuring activity increase." Another attorney observes, "The default rate is currently low. I'm an optimist by nature – I think we are going to have more defaults."
Sectors which are generating a lot of restructuring work include real estate, financial services and retail. Though corporations are sitting on trillions in cash after trimming jobs during the downturn, this has not resulted in a marked upswing in job creation. As a result, the retail sector has struggled to entice consumer spending; by August 2011, sales expectations were at their lowest in over two years, according to the D&B National Business Expectations Survey. In the finance industry, the recession has led to an unwinding of what one practitioner describes as "these ridiculously over-structured products", many of which were constructed to support the mortgage market. According to the Case-Shiller Index, real estate prices in March 2011 were down by 37% from their 2006 high. "I think the real estate sector is definitely driving a lot of the restructuring right now," notes one partner.
With short-term state tax revenue tied to property values, some attorneys had hoped that municipal defaults would generate business this year. "You can't pick up the paper without reading about municipal defaults," says one attorney. "That's a problem which is looming on the horizon and may require some kind of congressional fix." Yet while the controversy over whether it is constitutional for states to file kept journalists busy, most bankruptcy attorneys were left twiddling their thumbs. "It was going to be the next big thing – but it wasn't," says another partner.
Large and complicated international transactions were also making headlines this year. Nortel, once one of North America's largest telecommunications companies, filed for insolvency protection in 2009. As part of the bankruptcy, the Toronto company completed the sale of its $4.5 billion patent portfolio in June 2011. With creditors led by bondholders in the US and pension trustees in the UK, resolving the cross-border legal issues was a complex proposition. The trend towards globalisation is likely to benefit firms with an international scope. "As the world becomes more and more closely knit together, companies become both larger and more integrated globally," says one practitioner. "This is going to be an increasing phenomenon. International firms are going to benefit from this completely, because involvement requires the ability to get an almost instant answer."
Kirkland & Ellis
With what peers describe as a "top-notch" practice and a "substantial group of very talented people", Kirkland & Ellis distinguishes itself as one of the leaders of the pack. The firm handles some of the largest and most complex insolvency matters domestically and abroad, and has earned an international reputation for achieving results....
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With what peers describe as a "top-notch" practice and a "substantial group of very talented people", Kirkland & Ellis distinguishes itself as one of the leaders of the pack. The firm handles some of the largest and most complex insolvency matters domestically and abroad, and has earned an international reputation for achieving results.
In March 2011, the firm was named the Restructuring Team of the Year at the IFLR Americas Awards 2011, which recognise the most innovative cross-border transactions. "I think Kirkland & Ellis probably has the lion's share of debtor cases by a fair margin, and if anything they are on the ascendancy," notes one competitor. Another rival remarks, "You have them as number one for a reason - I think they are the best at this."
Partner James Sprayregen, who returned to the firm in 2008 after leaving to work at Goldman Sachs for several years, is widely recognised as one of the top lawyers in the industry. "K&E is a machine, and that's even more true since Jamie Sprayregen went back to Chicago," says a third peer. One client, who has worked with a team led by partner David Eaton, says, "They were very up on all the options in bankruptcy and what needed to take place. Particularly in the beginning, when we didn't know anything about it, they were very good at laying out options and providing different alternatives."
The firm represented chemical company Chemtura in a $3.1 billion Chapter 11 reorganisation, completed in November 2010. Chemtura restructured its 4000-employee business, resolved billions of dollars in environmental and mass tort claims, and emerged with a plan to fully pay all creditors, including $1.5 billion in funded debt. The plan was confirmed after a four-day trial, in which the company successfully defended its calculation of enterprise value, and a series of complex settlements underlying the plan.
Other notable work includes advising shopping mall operator General Growth Properties on restructuring $29.6 billion in total assets and $27.3 billion in total liabilities. All creditors will receive a 100% recovery of their claims against the debtors, and equity interests were reinstated under the plan. The transaction was completed in November 2010.
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Leading lawyers
Paul Basta
Richard Cieri
Edward Sassower
James Sprayregen
Skadden Arps Slate Meagher & Flom
Skadden Arps Slate Meagher & Flom is widely regarded as one of the best firms in the country for innovative, flexible and timely bankruptcy advice. The firm pioneered the use of pre-packaged bankruptcies, in which refinancing terms are worked out prior to filing Chapter 11, avoiding millions of dollars of fees....
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Skadden Arps Slate Meagher & Flom is widely regarded as one of the best firms in the country for innovative, flexible and timely bankruptcy advice. The firm pioneered the use of pre-packaged bankruptcies, in which refinancing terms are worked out prior to filing Chapter 11, avoiding millions of dollars of fees. In the fastest bankruptcy in US history, Skadden shepherded Bluebird in and out of Chapter 11 in only 32 hours. Peers describe the firm as having "an excellent debtor-side practice" with "a huge debtor client base" and "a pretty impressive group and deal sheet".
Over the last year, the firm has seen the retirement of two of its New York-based restructuring partners – Kayalyn Marafioti, who left in December 2010, and J Gregory St Clair, who finished with the firm in March 2011. In May that year, senior partner Gregg Galardi left the firm to become co-chairman of DLA Piper's bankruptcy and reorganisation group. "Gregg's a good lawyer - I think that's a big loss for them," says one rival.
However, the firm continues to retain plenty of talent. One competitor describes senior statesman J Gregory Milmoe, who co-leads the firm's corporate restructuring group, as "a terrific guy – I don't think he'll ever retire." In April 2011, the firm promoted Glenn Walter to partner in its LA office.
Skadden represented movie production company MGM Studios and 159 affiliates in a series of pre-packaged bankruptcy cases. MGM, which filed for Chapter 11 in November 2010, converted $5 billion in secured lender claims to equity in the reorganised company. After defeating a hostile takeover attempt, MGM won support from 96% of its secured lenders. Despite the size and complexity of the cases, Skadden was able to obtain confirmation for the plan less than one month after the cases commenced, representing the largest pre-packaged bankruptcy case ever to be confirmed in less than 30 days.
The firm has also been advising Black Diamond Capital Management for over eight years in distressed M&A transactions and in roles including as a purchaser of distressed assets, a sponsor of Chapter 11 reorganisation plans, a purchaser and seller of debt and equity securities and as a lender both inside and outside of Chapter 11 proceedings.
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Leading lawyers
John Butler
Jay Goffman
J Eric Ivester
J Gregory Milmoe
George Panagakis
Weil Gotshal & Manges
Weil Gotshal & Manges remains a top choice for corporations, lenders, and investors who need sophisticated advice on restructuring and insolvency matters. Weil has been a pioneer in the development of pre-packaged and pre-negotiated Chapter 11 filings, discovering new methods of limiting a company's stay in bankruptcy court....
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Weil Gotshal & Manges remains a top choice for corporations, lenders, and investors who need sophisticated advice on restructuring and insolvency matters. Weil has been a pioneer in the development of pre-packaged and pre-negotiated Chapter 11 filings, discovering new methods of limiting a company's stay in bankruptcy court. One competitor says, "They have got infinite numbers of very strong people". Competitors note particular expertise on the debtor side; another peer remarks, "I think they are the best debtor-side firm out there."
Peers express great respect for Harvey Miller, who has been a member of the firm's management committee for over 25 years. One rival describes Miller as "a go-to guy", while another calls him "one of a kind". However, the firm suffered the loss of up-and-coming star Shai Waisman, who was one of the key partners assigned to the Lehman case, in April 2011. He joins the Claims Recovery Group, a Chapter 11 claims trading business.
Clients were also generous with their praise. "They have got lots of resources, great experience, lots of good lawyers and my organisation has a very good relationship with them," says one customer. The client singles out partner Gary Holtzer for praise, remarking, "He's very responsive, very client-focused, smart and has a great deal of experience."
In a case which closed in August 2010, the firm represented Texas Rangers Baseball Partners in the filing of its Chapter 11 case to sell the Texas Rangers Major League Baseball Club and related assets to Rangers Baseball Express. When the sale was challenged by creditors, an auction was held in which Rangers Baseball Express, at $590 million, was the high bidder.
The firm also advised movie rental chain Blockbuster in the filing of its Chapter 11 cases designed to de-leverage the business so that all existing senior secured debt will be converted into equity, exiting bankruptcy. After a two-day auction, the company agreed to sell most of its assets to DISH Network for $320.6 million. Under the agreement, Blockbuster's estate will receive $227 million in cash.
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Leading lawyers
Marcia L Goldstein
Harvey Miller
Joseph Smolinsky
Davis Polk & Wardwell
Davis Polk & Wardwell is recognised by clients and competitors as having an outstanding international practice in restructuring and insolvency. "They tend to have more complicated transactions, more complicated issues and more global matters generally," says one competitor....
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Davis Polk & Wardwell is recognised by clients and competitors as having an outstanding international practice in restructuring and insolvency. "They tend to have more complicated transactions, more complicated issues and more global matters generally," says one competitor.
The firm's lawyers have made their mark on the industry. The practice is led by Donald Bernstein, who a peers describe as "a good senior statesman type" and clients see as "an excellent strategist" and an "effective leader". Up-and-coming partner Elliott Moskowitz is also turning heads. "He's a very young guy - he made partner two years ago - but he's very thoughtful, he really gets his homework done and he's a very straight shooter," says another competitor. A client depicts partner Brian Resnick as "insightful, thoughtful, organised; always has my back, always prepared", and partner Karin Day as being "a complete professional, one of the most impressive lawyers that I have worked with in her area of expertise."
Davis Polk is advising the Federal Reserve and the US Treasury on the recapitalisation of AIG, which was completed in January 2011. At the close of the $180 billion transaction, AIG repaid the Fed $47 billion, including the outstanding balance on an $85 billion credit facility, and no longer has any outstanding obligations to the Fed. The Treasury now owns 92% of the company and $20 billion of preferred equity interests in two AIG subsidiaries.
The firm is also counselling JPMorgan Chase, as agent bank on a syndicated senior credit facility, in relation to the Chicago Tribune's efforts to restructure $13.5 billion of debt under Chapter 11. The sum includes money owed from its 2007 leveraged recapitalisation.
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Leading lawyers
Donald Bernstein
Marshall Huebner
Milbank Tweed Hadley & McCloy
Milbank Tweed Hadley & McCloy has handled some of the most prominent restructuring and insolvency cases in the US and Europe over the last few years. The firm has particular expertise in the capital markets space and is supported by its solid corporate finance practice....
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Milbank Tweed Hadley & McCloy has handled some of the most prominent restructuring and insolvency cases in the US and Europe over the last few years. The firm has particular expertise in the capital markets space and is supported by its solid corporate finance practice. "Milbank has the ability," says one competitor, while another notes that the firm "has probably the most impressive creditor comp résumé of any firm."
The firm is representing the creditors' committee in Lehman Brothers, the largest bankruptcy in US history. Other notable work includes advising a consortium of holders of movie rental company Blockbuster's 11.75% senior secured notes, due in 2014, in a competitive bidding and auction process under Chapter 11. The consortium submitted the stalking horse bid for substantially all of Blockbuster's assets. Although the bid was unsuccessful, it led to a competitive auction process in which the sale price increased significantly. This resulted in increased recoveries for note holders.
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Leading lawyers
Paul Aronzon
Matthew Barr
Dennis Dunne
Paul Weiss Rifkind Wharton & Garrison
Paul Weiss Rifkind Wharton & Garrison has represented parties in nearly every significant Chapter 11 case over the last few years. Competitors note the firm's "excellent creditor-side work"....
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Paul Weiss Rifkind Wharton & Garrison has represented parties in nearly every significant Chapter 11 case over the last few years. Competitors note the firm's "excellent creditor-side work". Its areas of expertise include real estate, media, hospitality and gaming assets.
"They certainly have some very prominent lawyers," says one rival, while another peer notes, "They have a deep bench, can represent all kinds of clients and they are very smart." One client says she is "thrilled and completely impressed" with partner Kelley Cornish. "She had to negotiate an incredibly complex restructuring with a very large number of people," says the customer. "She has been at the centre of it in terms of negotiating, making sure we stayed on course, developing solutions as problems evolved, and she had a very good relationship with the financial advisors and incredible credibility at the table." Another client says, "I am happy to give them the highest recommendation."
The firm was lead US bankruptcy counsel for AbitibiBowater, the world's largest producer of newsprint, and its affiliates. Paul Weiss helped guide the company through complex US and Canadian bankruptcy filings involving restructuring over $8 billion of debt. These resulted in the repayment of secured creditors with claims of $1.2 billion and a distribution of equity in the reorganised company to unsecured creditors with claims of over $7.5 billion.
Other notable work includes representing schoolbook publisher Houghton Mifflin Harcourt Publishing Company and its affiliates in one of the largest out-of-court balance sheet restructurings to date. The $7 billion reorganisation closed in February 2010. Highlights include senior secured lenders with claims of over $4 billion converting over half their debt into equity, a $650 million rights offering to certain company lenders, and mezzanine lenders with $2.1 billion of secured debt converting all of their debt into equity and warrants to purchase additional equity.
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Leading lawyers
Alan Kornberg
Andrew Rosenberg
Jeffrey Saferstein
Stephen Shimshak
Wachtell Lipton Rosen & Katz
Wachtell Lipton Rosen & Katz has one of the nation's most well-respected bankruptcy practices. The firm is involved in some of the most significant sponsor and strategic acquisitions and investments and has a reputation as a leader in takeover defence and shareholder activism....
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Wachtell Lipton Rosen & Katz has one of the nation's most well-respected bankruptcy practices. The firm is involved in some of the most significant sponsor and strategic acquisitions and investments and has a reputation as a leader in takeover defence and shareholder activism. Peers describe it as "one of the best-quality firms" with "really smart people who can litigate well and do M&A."
Despite having a relatively small team, the firm is known for punching above its weight. Over the past eight years, it has advised on seven of the ten largest transactions in the US and five of the ten largest transactions internationally.
Wachtell recently advised the US Treasury in its $200 billion rescue investments in Freddie Mac and Fannie Mae. It also represented JPMorgan Chase in the Chapter 11 cases and SIPA proceedings of Lehman Brothers.
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Leading lawyers
Edward Herlihy
Daniel Neff
Cadwalader Wickersham & Taft
The restructuring department of Cadwalader Wickersham & Taft celebrated a record year in 2010. Its lawyers are well-known for their work on the Chapter 11 of petrochemical giant LyondellBasell Industries....
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The restructuring department of Cadwalader Wickersham & Taft celebrated a record year in 2010. Its lawyers are well-known for their work on the Chapter 11 of petrochemical giant LyondellBasell Industries. Partner Andrew Troop, who was one of the lead lawyers in the LyondellBasell reorganisation, is singled out for praise by peers and clients. "He was the frontline lawyer," notes one competitor. "He also does a lot of the creditor work. He's a good, accomplished bankruptcy lawyer." A client says Troop and partner Christopher Mirick "demonstrate tremendous leadership skills and they also have some very innovative solutions". In January 2011, former special counsel Scott Greenberg was promoted to partner.
In a deal involving $610 million in secured debt, Cadwalader recently represented Xerium Technologies, which manufactures roll covers and textiles used in the production of paper, and some of its affiliates, in the company's pre-packaged Chapter 11 cases. Cadwalader oversaw expedited closing mechanics completed in 15 jurisdictions, including Xerium's prepackaged plan of reorganisation, in just over one month. The plan became effective in May 2010.
In a $2 billion deal which closed in October 2010, the firm represented JPMorgan and Deutsche Bank as exit lenders to the Centerbridge-Paulson-Blackstone consortium. The consortium purchased the assets and operations of hotel chain Extended Stay for $3.93 billion after its Chapter 11 filing in June 2009. The bankruptcy made headlines and the $2 billion loan serves as the basis for one of the largest CMBS issuances in recent memory.
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Leading lawyers
George Davis
Mark Ellenberg
Deryck Palmer
John Rapisardi
Andrew Troop
Jones Day
Jones Day has an internationally-renowned practice in restructuring and insolvency. "Jones Day has a very good group," says one rival....
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Jones Day has an internationally-renowned practice in restructuring and insolvency. "Jones Day has a very good group," says one rival. Partner David "Dave" Heiman, who founded the practice in 1984, is singled out for praise. "He's very smart and very good with clients and the other side," says one competitor.
Jones Day recently counselled the official committee of equity security holders in the MES International bankruptcy in Delaware. With the firm's assistance, equity holders were able to improve their recovery from the 20% of the reorganised company initially proposed. The $370 million deal closed in July 2010.
In an ongoing case with liabilities of over $1 billion asserted against the debtors, the firm is representing the official creditors' committee of Qimonda North America and Qimonda Richmond in Qimonda's chapter 11 proceedings. The companies were part of a multi-billion dollar memory chip company that designed, developed, manufactured and marketed memory products.
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Leading lawyers
David "Dave" Heiman
Kramer Levin Naftalis & Frankel
Kramer Levin has played a key role in some of the largest and most complex bankruptcy cases over the past year. The firm is particularly known for its work on the creditor side....
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Kramer Levin has played a key role in some of the largest and most complex bankruptcy cases over the past year. The firm is particularly known for its work on the creditor side. "They have shown great ability to come up with solutions with what I deem to be some fairly significant problems with a lot of different stakeholders," says one client.
Partner Thomas Mayer attracts widespread praise. "Kramer Levin has Tom Mayer and he's a very smart guy," says one competitor. "He has a niche practice and he's very good at it." A client says, "Tom's technical knowledge of the law is one of the best I have ever seen. He's really astute."
The firm recently represented the official committee of unsecured creditors of General Motors in one of the largest-ever bankruptcy cases. GM received $33 billion in debtor-in-possession financing from the US Treasury and Canadian government, and sold its assets within 39 days of filing bankruptcy. Kramer Levin negotiated significant concessions on behalf of unsecured creditors and is currently negotiating the plan of reorganisation and post-effective date wind-down budget on behalf of the committee. The firm is also acting in ongoing litigation to estimate GM's aggregate asbestos liabilities.
In another highlight, the firm acted as counsel to the bankruptcy trustees in the Lehman Brothers Treasury and Lehman Brothers Securities insolvency proceedings in The Netherlands and The Netherlands Antilles. The two entities hold over $38 billion in intercompany claims against Lehman Brothers Holdings and some of its other debtor affiliates. The firm also represented Bank of New York Mellon and holders of the Main Street/Lehman bonds holding over $750 million in claims in the Lehman Brothers bankruptcy. The firm has brought a motion against Barclays Capital on behalf of the Main Street bondholders, to investigate a transfer of Lehman commodities assets to Barclays.
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Leading lawyers
Thomas Mayer
Shearman & Sterling
Shearman & Sterling has a prominent restructuring & insolvency team, which has been involved in some significant cases in the US and internationally. Peers have kind words for the firm's restructuring team, particularly partner Douglas Bartner....
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Shearman & Sterling has a prominent restructuring & insolvency team, which has been involved in some significant cases in the US and internationally. Peers have kind words for the firm's restructuring team, particularly partner Douglas Bartner. "They have some talented people - Bartner is excellent," says one competitor. "I think very well of them."
In an ongoing case, the firm is representing Citicorp North America and Citibank, as administrative agent, for a $1.5 billion senior secured term loan facility for Capmark Financial Group. The loan has been made in connection with the Chapter 11 cases, which began in October 2009, of Capmark and some of its affiliates.
In an ongoing case worth over $5 billion, the firm is representing Nomura International, Nomura Securities, and Nomura Global Financial Products, in connection with the Chapter 11 proceedings of Lehman Brothers Holdings and its debtor affiliates. The Lehman debtors are seeking to disallow all or portions of the claims submitted by Nomura on account of terminated derivatives transactions.
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Leading lawyers
Douglas Bartner
Frederic Sosnick
Bingham McCutchen
Bingham McCutchen's lawyers have been involved in drafting legislation for the United Nations Commission on International Trade Law, including the Model Law on Cross-Border Insolvency, a Legislative Guide for Insolvency Systems and the Convention on Assignments of Receivables in International Trade. Peers express admiration for "big name" Michael Reilly, co-head of the firm's global financial restructuring group, and deputy chair of the firm's financial services area....
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Bingham McCutchen's lawyers have been involved in drafting legislation for the United Nations Commission on International Trade Law, including the Model Law on Cross-Border Insolvency, a Legislative Guide for Insolvency Systems and the Convention on Assignments of Receivables in International Trade. Peers express admiration for "big name" Michael Reilly, co-head of the firm's global financial restructuring group, and deputy chair of the firm's financial services area. "He's certainly a good restructuring lawyer - he does a lot in emerging markets," says one competitor.
The firm recently advised the ad hoc group of holders of Controladora Comercial Mexicana, Mexico's third largest retail and restaurant group, on $500 million of notes issued by the company in its ongoing restructuring discussions. The matter closed in April 2011.
Other notable work includes representing the secured creditors and administrative agent in the $1.6 billion Chapter 11 proceedings of automotive parts manufacturer Visteon. The case closed in April 2011.
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Leading lawyers
Timothy DeSieno
Michael Reilly
Jeffrey Sabin
Cleary Gottlieb Steen & Hamilton
Cleary Gottlieb Steen & Hamilton is known for its work on large and complex restructuring matters, particularly those with a cross-border component. Peers single out Thomas Moloney for praise....
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Cleary Gottlieb Steen & Hamilton is known for its work on large and complex restructuring matters, particularly those with a cross-border component. Peers single out Thomas Moloney for praise. "He's definitely one of the leading guys," remarks one competitor. Another rival says of Seth Grosshandler, a veteran star who handles both derivatives and restructuring, "He's widely viewed as a leading lawyer. He's been doing it for years and he's a senior statesman."
The firm is currently acting as lead counsel to Nortel Networks and affiliates in Chapter 11 proceedings. As the company is a multinational organisation, Nortel has begun proceedings in multiple jurisdictions, which require simultaneously complying with US, Canadian and UK bankruptcy laws. The firm has obtained groundbreaking rulings and has led Nortel in generating over $3 billion from selling nine of its businesses. Most recently, the firm is advising Nortel in the sale of its patent portfolio through a Section 363 auction process based on a $900 million 'stalking horse bid' by Ranger, an affiliate of Google.
Other notable work includes being one of several firms to represent UC Ruscal, the world's largest aluminium and alumina producer, in restructuring $16.8 billion of debt. The matter is the largest ever restructuring of a company with main operations in Russia and the CIS.
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Leading lawyers
James Bromley
Richard Cooper
Lindsee Granfield
Seth Grosshandler
Thomas Moloney
Sean O'Neal
Lisa Schweitzer
Debevoise & Plimpton
Debevoise & Plimpton is a leading firm in high-profile bankruptcy matters. The firm recently represented the Oriental Trading Company, a portfolio company of The Carlyle Group, in its Chapter 11 proceedings....
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Debevoise & Plimpton is a leading firm in high-profile bankruptcy matters. The firm recently represented the Oriental Trading Company, a portfolio company of The Carlyle Group, in its Chapter 11 proceedings. The company filed a voluntary petition for reorganisation in August 2010, listing assets of $158.55 million and liabilities of over $622 million. The swift exit financing allowed it to emerge from bankruptcy in February 2011 with a debt reduction of nearly 70%.
In a case which closed in November 2011, the firm represented the trustees of the Great Lakes Pension Plan in relation to the Chapter 11 bankruptcy of their US parent, Chemtura. The pension trust filed claims seeking payment on potential future obligations, and the parties reached a deal in which Chemtura agreed to resolve the claims when they came to fruition in the appropriate non-bankruptcy venue.
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Leading lawyers
Steven Gross
Richard Hahn
Kasowitz Benson Torres & Friedman
Acknowledged by peers as a "force to be reckoned with", Kasowitz Benson Torres & Friedman is particularly respected for its aggressive representation of junior creditors in bankruptcy cases. One competitor describes the firm as "a bomb thrower", due to its ability to make an explosive impact on behalf of its clients....
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Acknowledged by peers as a "force to be reckoned with", Kasowitz Benson Torres & Friedman is particularly respected for its aggressive representation of junior creditors in bankruptcy cases. One competitor describes the firm as "a bomb thrower", due to its ability to make an explosive impact on behalf of its clients.
In an ongoing high-profile case, Kasowitz is representing bookseller Borders Group and seven of its subsidiaries in Chapter 11 proceedings. On the first day of the case, the firm held a successful auction to select a liquidator to conduct store closing sales, which it persuaded the court to begin immediately at a favorable price. For the year 2010, over $2.3 billion in sales have been generated in relation to the case.
In one of the largest bankruptcies in history, Kasowitz was counsel to the official committee of unsecured creditors of Adelphia Communications and its affiliated debtors, and is now counsel to the Adelphia Recovery Trust and the reorganised debtors. Kasowitz was the architect of Adelphia's chapter 11 plan and prosecuted confirmation thereof. The firm also participated in the sale of Adelphia's assets to Time Warner NY Cable and Comcast for over $17 billion.
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Quinn Emanuel Urquhart & Sullivan
A new entry to the rankings this year, Quinn Emanuel Urquhart & Sullivan is described by peers as "the next go-to model". The firm is making a name for itself as one of the top choices in the country for bankruptcy litigation, with one rival admitting its attorneys frequently "run circles around" the opposition....
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A new entry to the rankings this year, Quinn Emanuel Urquhart & Sullivan is described by peers as "the next go-to model". The firm is making a name for itself as one of the top choices in the country for bankruptcy litigation, with one rival admitting its attorneys frequently "run circles around" the opposition. "They are very serious and respected lawyers," says the competitor. "They are a bomb thrower, but they throw bombs very accurately and very well." Another competitor remarks, "They are doing a lot of creditor-side stuff."
The department was founded in 2007 by litigation partner Susheel Kirpalani, who joined Quinn Emanuel from Milbank, Tweed, Hadley & McCloy, where he was the youngest lawyer ever elected partner. "He's very effective, and everyone loves him," notes a third rival. The department also includes Andrew Rossman, former co-head of litigation at Akin Gump in New York, and high-profile partner Dan Cunningham.
The firm is currently representing Washington Mutual in asserting over $10 billion in avoidance actions against JPMorgan Chase and seeking turnover of more than $4 billion in funds on deposit. The litigation has resulted in a favourable settlement valued by the debtors at $6.1 billion to $6.8 billion. WaMu is legally required to obtain court approval of the settlement, and the trial on the reasonableness of the settlement concluded in December 2010. A decision is expected before the end of 2011.
In a high-profile 2010 case involving difficult issues of first impression, Quinn Emanuel acted as counsel to the creditors' committee in the Chapter 11 cases of Yellow Pages publisher Idearc. The firm represented the committee in litigation with the estates' pre-petition lenders concerning the extent and validity of their alleged security interests in certain intellectual property. The parties ultimately settled and recoveries for unsecured creditors were increased from $5 million to over $160 million.
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Leading lawyers
Susheel Kirpalani
Schulte Roth & Zabel
Schulte Roth & Zabel breaks into the restructuring and insolvency rankings this year following peer recommendation. "It's an extremely good firm," says one competitor....
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Schulte Roth & Zabel breaks into the restructuring and insolvency rankings this year following peer recommendation. "It's an extremely good firm," says one competitor. "They do lots of work for Cerebus." Partner Michael Cook is widely admired. "He's an icon, he's just first class," says one rival. In 2010, the firm acquired partner Brian Pfeiffer from Fried Frank Harris Shriver & Jacobson.
Recent triumphs include the firm's successful representation of a group of second lien, mezzanine and junior mezzanine lenders holding $400 million of secured debt in the large multi-national Chapter 11 reorganisation of Almatis. The victory followed 18 months of difficult negotiations. In September 2010, the court confirmed a reorganisation plan which gave the lenders a combination of cash, secured notes and 40% of the equity in the reorganised debtors.
In another notable case, the firm acted as counsel for noteholders in the Chapter 11 case of of laser and motor device manufacturer GSI Group and others. The noteholders, which included Goldman Sachs affiliate Liberty Harbor, Highbridge Capital Management, Tennenbaum Capital, Hale Capital and Tinicum Capital, were owed over $210 million by GSI. In May 2010, the court confirmed a plan of reorganisation which granted the noteholders new secured debt, new equity and a rights offering to existing shareholders of up to $85 million of new equity, which was backstopped by the noteholders.
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Leading lawyers
Michael Cook
Gibson Dunn & Crutcher
Gibson Dunn & Crutcher continues to work on some of the most prominent bankruptcy and restructuring deals. In an ongoing deal, the firm is representing Wilmington Trust Company, as indenture trustee for $23 billion in bonds of General Motors....
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Gibson Dunn & Crutcher continues to work on some of the most prominent bankruptcy and restructuring deals. In an ongoing deal, the firm is representing Wilmington Trust Company, as indenture trustee for $23 billion in bonds of General Motors.
In another deal, which closed in March 2011, the firm acted as counsel to the steering committee of senior lenders of Trident Resources, a US/Canadian coal bed methane company with debt of over $1.2 billion. The firm's clients, which included Anchorage Advisors, Credit Suisse, Restoration Capital, and Whippoorwill Associates, were the controlling members of debt totaling over $500 million. The firm's clients acquired control of Trident through a new capital investment and rights offering under US Chapter 11 proceedings and Canadian CCAA proceedings.
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Morgan Lewis & Bockius
Morgan Lewis & Bockius has a highly-regarded bankruptcy practice with particular expertise in the area of debtor-in-posession and exit lending. The firm's clients include JPMorgan Chase Bank, Wells Fargo/Wachovia Bank, GE Capital, Bank of America, and The Bank of New York/Mellon Bank....
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Morgan Lewis & Bockius has a highly-regarded bankruptcy practice with particular expertise in the area of debtor-in-posession and exit lending. The firm's clients include JPMorgan Chase Bank, Wells Fargo/Wachovia Bank, GE Capital, Bank of America, and The Bank of New York/Mellon Bank.
In a $270 million case which closed in March 2011, the firm acted as counsel for Wells Fargo/ Wachovia Bank, as agent for a secured syndicate of lenders owed approximately $270 million by newsprint producer Bowater. The representation involved proceedings in Delaware and Canada, which ultimately resulted in the lenders have being repaid all principal and interest.
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Stroock & Stroock & Lavan
Stroock & Strook & Lavan is best-known for its representation of creditors in complex restructuring and distressed M&A deals. The firm recently represented holders of a majority of $1....
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Stroock & Strook & Lavan is best-known for its representation of creditors in complex restructuring and distressed M&A deals. The firm recently represented holders of a majority of $1.25 billion of second lien notes in Trump Entertainment Resorts in Atlantic City, New Jersey, in litigation and negotiation. The firm successfully terminated the company's exclusivity, which is unusual in Chapter 11 matters, and prepared and prosecuted a competing plan of reorganisation. The plan was confirmed in May 2010 and the company emerged from bankruptcy in July 2010. Stroock continues to represent the reorganised company.
In another notable case involving pre-petition debt of $403.1 million, the firm acted as counsel to holders of a majority of senior secured notes of foundry company Neenah Foundry. The matter involved the acquisition of the company through a debt to equity exchange and new money investments through a pre-packaged Chapter 11 filing. The court confirmed the plan of reorganisation in July 2010 and the company emerged from bankruptcy later that month. Stroock continues to represent the company.
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Dechert
Dechert has been involved in many of the major bankruptcies in the US over the last year, including Citadel Broadcasting, CIT Group, Delphi, General Growth Properties, Lehman Brothers, Scotia Pacific/Pacific Lumber, and Visteon Corporation. The firm has particular expertise on the creditor side....
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Dechert has been involved in many of the major bankruptcies in the US over the last year, including Citadel Broadcasting, CIT Group, Delphi, General Growth Properties, Lehman Brothers, Scotia Pacific/Pacific Lumber, and Visteon Corporation. The firm has particular expertise on the creditor side. Peers admire practice co-chair Michael Sage, with one rival describing him as "a well-respected lawyer".
A team led by Sage and partner Brian Greer is representing Lehman ALI in the Chapter 11 cases of Innkeepers USA Trust. The case involves restructuring $220 million of senior mortgage debt held by Lehman ALI and approximately $1 billion of other secured debt.
The firm also represented Oaktree Capital Management, Fidelity Management and Research Company and Serengeti Asset Management as bondholders in the Chapter 11 bankruptcy of gaming company Station Casinos in 2010. As part of a confirmed plan of reorganisation, the bondholders agreed that their affiliates would purchase up to $100 million of equity interests in connection with a rights offering. The rights offering will be made to unsecured creditors of Station Casinos and its affiliates as the company emerges from bankruptcy.
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Leading lawyers
Michael Sage
Mayer Brown
In October 2010, Mayer Brown acquired veteran partner Howard Beltzer from Morgan Lewis & Bockius, where he was the co-head of the restructuring and banking group. Beltzer is decribed by one peer as "a primary guy" who "used to drive the group" at Morgan Lewis....
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In October 2010, Mayer Brown acquired veteran partner Howard Beltzer from Morgan Lewis & Bockius, where he was the co-head of the restructuring and banking group. Beltzer is decribed by one peer as "a primary guy" who "used to drive the group" at Morgan Lewis. The firm's bankruptcy team is focused on creditors' rights, and it has enjoyed substantial success in this area.
The firm is currently representing Merrill Lynch Pierce Fenner & Smith as administrative agent and Merrill Lynch Capital as arranger for a syndicate of financial institutions on an $8 billion second-lien merger financing in the Lyondell Chemical Chapter 11 proceedings. The firm's client was a joint lead arranger of a loan to Lyondell and affiliated debtors, also for $8 billion. Mayer Brown also advised Merrill Lynch as one of 51 defendants in litigation involving Lyondell's official committee of unsecured creditors, which involved claims of constructive fraud, equitable subordination, and aiding and abetting liability.
In another ongoing case, the firm is acting as counsel to administrative agent Bank of America under the $1.8 billion credit agreement to CityCenter Holdings. The loan relates to the CityCenter Project, a joint venture between MGM Mirage and Dubai World to develop a 67-acre casino, hotel and entertainment site in Las Vegas. The firm completed a restructuring that allowed the restructuring of the MGM Mirage $7 billion bank facility to proceed.
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Leading lawyers
Howard Beltzer
Brian Trust
McDermott Will & Emery
McDermott Will & Emery's expertise in tax-exempt structuring and restructuring sets it apart from its rivals. The firm is also well-known for its experience in handling health care matters....
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McDermott Will & Emery's expertise in tax-exempt structuring and restructuring sets it apart from its rivals. The firm is also well-known for its experience in handling health care matters. At present, it is acting as counsel to several hospitals in financial distress. These include medical facilities in Wisconsin, Pennsylvania, Illinois and Indiana, with typical values of between $50 and $100 million.
In another ongoing matter, the firm is representing Ambac Assurance as credit enhancer of a senior tranche of bonds which were sold to finance construction and operation of a monorail alongside the Las Vegas strip. In a case worth $1 billion, the Las Vegas Monorail Company filed for Chapter 11 bankruptcy protection in January 2010, following the current economic downturn. The firm has filed a motion to dismiss the bankruptcy proceedings on grounds that the monorail company is a municipality and therefore does not qualify as a Chapter 11 debtor.
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Orrick Herrington & Sutcliffe
Orrick Herrington & Sutcliffe "has some first-class workout people", according to one competitor. Partner Marc Levinson is described by peers as "very capable" and "first class, a very smart guy"....
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Orrick Herrington & Sutcliffe "has some first-class workout people", according to one competitor. Partner Marc Levinson is described by peers as "very capable" and "first class, a very smart guy". In February 2011, the firm added partner Philippe Hameau from Dewey & LeBoeuf to its team.
In a case which closed in December 2010, the firm represented The Bank of Nova Scotia as administrative agent in the bankruptcy case and Canadian CCAA (Companies' Creditors Arrangement Act) proceeding of newsprint manufacturer AbitibiBowater and its US and Canadian affiliates. The matter involved a $163 million financing facility, although the total debt of the company exceeds $5 billion. AbitibiBowater paid the Canadian lenders in full, with interest.
In a $100 million ongoing matter, Orrick is representing East West Bank as agent for a group of Asian-oriented banks, which are the secured lenders in the Chapter 11 case of Aviza Technology. A sale of some of the assets to Sumitomo Precision Products for $55 million closed in 2009. Other asset sales have closed, and more are pending.
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Leading lawyers
Marc Levinson