Distressed mergers and acquisitions

Our bankruptcy and restructuring lawyers help sophisticated purchasers, investors, and sellers of distressed companies use Chapter 11 as a platform for strategic business transactions to maintain going concern operations or otherwise transfer or monetize assets while maximizing value for stakeholders. 

For sellers of distressed assets, we structure Section 363 sales, negotiate stalking horse purchase agreements and bid procedures, evaluate competing bids and accomplish sales under confirmed plans of reorganization.  

Meanwhile, for purchasers and investors, we evaluate the various purchase options, conduct due diligence, analyze strategic bid options and draft and assemble the operative bid documents. We are particularly adept at developing creative credit bids and converting purchased claims into equity under Chapter 11, participating in court-ordered sales procedures and negotiating and documenting takeover plans of reorganizations.  

Our team has handled significant asset sales across a broad range of industries and for various constituencies. For example, we guided Constellation Enterprises through its divestiture of assets and environmental liabilities; represented First Mariner Bancorp in connection with the sale of its subsidiary bank; led a team of secured noteholders with respect to credit bidding in the Molycorp cases; and conducted the $260 million sale of Saint Vincent's historic Manhattan site and other assets.  

And through our role as counsel to official creditors’ committees, we have routinely advised on asset sales and related procedures. For example, we represented the Creditors’ Committee in the $1.9 billion sale of the Mexican operations of Nextel to AT&T, the sales of both General Motors and Chrysler, and the $4.5 billion sale of Residential Capital’s servicing and origination business and numerous other core assets for companies like Express, Stanadyne / PurePower, Forever21, GenesisCare and Rite Aid.