Bankruptcy & Corporate Reorganization

The current financial landscape presents legal challenges unrivaled in scope and complexity to businesses in every industry. The Paul, Weiss Bankruptcy & Corporate Reorganization Department helps companies, creditors and investors facing rapid market and regulatory transformation respond to these challenges with comprehensive and innovative bankruptcy and reorganization strategies. The Paul, Weiss Bankruptcy & Corporate Reorganization Department has been a critical advisor in almost every major headline-grabbing bankruptcy over the past several years.

Jump to:  Why Paul, Weiss? | Clients | Industries | Recognition | Representative Engagements

Why Paul, Weiss?

Diversity of experience, senior-level attention and seamless delivery of multidisciplinary services are the foundations of our bankruptcy practice.

We possess a thorough knowledge of every aspect of bankruptcy law, coupled with perspectives earned from representing every type of client. Our domestic and cross-border representations include debtors, official and unofficial committees of creditors and shareholders, secured and unsecured creditors and equity sponsors in chapter 11 cases, corporate reorganizations and workouts, non-bankruptcy insolvency proceedings and litigations and transactions involving financially distressed companies. We also represent purchasers of the assets, debt and securities of distressed companies.

Our Bankruptcy Department fields large, multidisciplinary teams that leverage the resources of our firm as a whole. The Department includes nine partners, two counsel and 19 associates who concentrate exclusively on bankruptcy and restructuring matters. By drawing on the expertise of our Corporate, Finance, Securities, Tax, Litigation, Employee Benefits, Real Estate and Environmental Departments, we are able to tailor our efforts to the specific business challenges that our clients face.

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Clients

Our extensive client list includes both public and private companies, investment funds and creditor committees. Some of our recent representations have included work on behalf of:

Debtors/Company Representations

AbitibiBowater Alpha Media Group ARM Financial Group Cone Mills Derby Cycle Foamex International Fontainebleau Miami Garden Ridge Houghton Mifflin Harcourt Publishing Loehmann’s	Penn Traffic Prime Succession Progressive Moulded Products Samsonite Schwegmann Giant Super Markets SpectraSite Holdings Thomas Nelson Top-Flite Golf Westbridge Capital Zim Integrated Shipping Service

Official and Unofficial Committees

Amtrol Holdings Armstrong World Industries Calpine Corporation CIT Group Charter Communications Delta Air Lines Equity Office Properties Trust General Motors GMAC Holley Performance Products Intermedia Communications (WorldCom affiliated) iPCS IWO Holdings Land Source Masonite International Marsico Parent Company	Musicland Group Nortek NorthWestern Quebecor Rouse Company Spectrum Brands Simmons Company Stallion OilField Services Tekni-Plex Tronox Tyco International Group United Australia-Pacific United Pan-Europe Communications Wornick W.R. Grace Young Broadcasting Ziff Davis Media

Acquisitions

Ericsson/Nortel Networks Harbert Distressed Investment Master    Fund/Friedman’s Hutchison Whampoa/ Global Crossing IWO Holdings/Sprint Nextel KPS Special Situations Fund II/ Jernberg Industries	KPS Special Situations Fund II/ Wire Rope Corporation of America Onex/Loews Cineplex Entertainment SES Americom/Verestar Time Warner Cable/Adelphia Time Warner Telecom/GST Telecomunications

Bankruptcy Litigations

Citibank/Chrysler, Lehman Brothers, TARP, Tribune Company California Public Utilities Commission/P acific Gas & Electric Dynegy/Enron Ericsson/Nortel Networks	Major League Baseball/Texas Rangers New York Regulatory Board/ New York Racing Association Sanwa Securities/Orange County Sun Times/Hollinger

Funds

Anchorage Capital Group Angelo Gordon Apollo Management Brigade Capital Management Capital Research and Management Elliott Associates Eton Park Capital Management Harbinger Capital Partners	MacKay Shields Mason Capital Management Oak Hill Capital Partners Oaktree Capital Management Silver Point Capital TowerBrook Capital Partners Värde Partners

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Industries

Our clients come to us from almost every conceivable industry and industry sector, with cross-border, world-wide matters, including:

AbitibiBowater Ericsson/Nortel Networks Houghton Mifflin Harcourt Publishing Masonite International

Progressive Moulded Products Quebecor Samsonite Zim Integrated Shipping Services

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Recognition

Our practice is frequently and consistently recognized for its work in bankruptcy and corporate reorganization. Recent honors include:

• In its “U.S. Innovative Lawyers 2011 Special Report,” the Financial Times recognized as “Stand-Out,” Paul, Weiss’s out-of-court restructuring for Miami’s Fontainebleau’s Hotel, and as “Commended” Paul, Weiss’s exit financing strategy related to AbitibiBowater’s restructuring.
• The American Lawyer: recognized our bankruptcy and corporate reorganization work, naming two partners as “Dealmaker of the Year” — Andrew Rosenberg in 2010 for CIT’s reorganization and Department Chair Alan Kornberg in 2003 for the PG&E chapter 11 case.
• The Deal Magazine: selected the restructuring of CIT Group and the Charter Communications bankruptcy as two of its “Deals of the Year” for 2009, recognizing Paul, Weiss’s role in each matter.
• International Financial Law Review: selected the CIFG Holding, Ltd. restructuring as its “Restructuring Deal of the Year” at its 2009 IFLR Americas Awards. Paul, Weiss represented Banque Populaire Group and Caisse d’Epargne Group in the restructuring of bond insurer, CIFG Holding, Ltd.
• Chambers USA:
  • Leading firm – “(National) Bankruptcy/Restructuring” and “(NY) Bankruptcy/Restructuring.” (2010)
  • Band 1, “Up and Coming” and three other recognized practitioners – “(NY) Bankruptcy/Restructuring.” (2010)
• Legal 500:
  • Leading firm – “Corporate Restructuring.” (2010)
  • “Leading Lawyer” and four other recognized practitioners – “Corporate Restructuring.” (2010)
• U.S. News & World Report/Best Lawyers:
  • Tier 1 firm – “(National) Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Law” and “(NY) Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Law.” (2010)
• Benchmark Litigation:
  • “Highly Recommended” firm – Bankruptcy Litigation. (2010)
• Law360: selected partner Alice Belisle Eaton to Law360's list of Rising Stars for 2011, a recognition of top legal talent under the age of 40.

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Representative Engagements

AbitibiBowater and its affiliates, one of the world’s largest producers of newsprint and commercial printing paper, as lead U.S. counsel in the company’s complex U.S. and Canadian cross-border cases involving the restructuring of more than $8 billion of prepetition indebtedness and raising $1.5 billion in exit financing. The bankruptcy cases involved complex litigation matters including a lengthy, hotly contested plan confirmation hearing.

Oaktree Capital Management, a principal pre- and post-petition lender to Aleris International, in Aleris's chapter 11 case. With Paul Weiss's assistance, Oatkree took the lead in proposing and backstopping a rights offering that paved the way for a successful conclusion to Aleris's restructuring efforts, with Oaktree becoming the majority owner upon emergence.

The unofficial committee of second-lien debtholders in the chapter 11 case of Calpine Corporation, an electronic power producer. The second-lien debtholders successfully negotiated a full payout in cash with post-petition interest and a payment premium.

The unofficial noteholder committee that sponsored Charter Communications’ historic prearranged chapter 11 plan. Calling it “perhaps the largest and most complex” prearranged bankruptcy ever attempted and “in all likelihood … among the most ambitious and contentious,” the court confirmed Charter’s plan after a 19-day trial, permitting the fourth largest cable television operator to emerge from chapter 11 with $8 billion less debt on its balance sheet and $2.5 billion of capital newly invested by our clients. The case was closely watched because Charter took advantage of a rarely used provision of the Bankruptcy Code to “reinstate” approximately $11 billion of low-cost pre-petition debt over the objection of lenders that wanted to re-price such obligations to market terms.

Bondholders of CIT Group Inc. in the first successful bankruptcy of a bank holding company and the largest prepackaged bankruptcy ever completed. This restructuring included negotiating $7.5 billion of emergency financing and a prepackaged reorganization plan to restructure approximately $33 billion in debt. The reorganization was accomplished in less than 45 days.

Citigroup on a wide range of matters prior to and throughout the current financial crisis, including Lehman Brothers, the government bailout of Chrysler and the Troubled Assets Relief Program. We also represent Citigroup in the Tribune Company chapter 11 case, and previously in all phases of the Enron, WorldCom and Parmalat cases.

Ericsson in its $1.1 billion purchases of the CDMA and LTE businesses and in its $103 million purchase of North American GSM business from Nortel Networks, strengthening its position as a leading provider of telecommunications technology and services in the United States and Canada.

The joint venture that owns the iconic Fontainebleau Miami Beach Hotel in its out-of-court restructuring of over $840 million in debt. The restructuring capped almost a year of negotiations with senior and mezzanine lenders, equity holders and over 150 contractors that worked on the hotel’s elaborate renovation. Existing investors in the joint venture, which included the real estate arm of Dubai World, invested $100 million of new equity capital to fund the restructuring.

The ad-hoc committee of bondholders of General Motors in connection with the company’s chapter 11 case.

The ad-hoc committee of bondholders of GMAC in a $28.5 billion debt-exchange offer, one of the largest exchange offers ever consummated.

Houghton Mifflin Harcourt Publishing Company and its affiliates in the completion of one of the largest out-of-court balance sheet restructurings to date. Highlights included senior secured lenders with claims in excess of $4 billion converting more than half of their debt into equity, mezzanine lenders with $2.1 billion of secured debt converting all of their debt into equity and warrants to purchase additional equity in the company, and a $650 million rights offering to certain company lenders.

Silver Point Capital, as lender and agent, in all aspects of Interstate Bakeries Corporation’s (IBC) chapter 11 case, including the completion of IBC’s plan of reorganization and related exit financing.

Major League Baseball in connection with its role in the sale of the Texas Rangers. Texas Rangers Baseball Partners and certain affiliates sold the club and certain real estate assets, including their interest in the Rangers Ballpark in Arlington, Texas, to a group led by Chuck Greenberg and Nolan Ryan.

An ad-hoc group of bank counterparties of one of the monoline insurers in connection with the group’s potential $10 billion exposure. In another monoline matter, we represented Banque Populaire Group and Caisse d’Epargne Group in connection with their jointly owned monoline subsidiary, CIFG Holding, Ltd. CIFG reached a settlement with credit default swap counterparties and bondholders holding 98 percent of its collateralized debt obligation (CDO) exposure. The agreement successfully commuted approximately $12 billion in exposure and substantially reduced CIFG’s exposure to problematic derivatives, resulting in a significantly improved financial position.

A state of New York regulatory body in the chapter 11 case of the New York Racing Association (NYRA), operator of the Saratoga Race Course, Belmont Park and Aqueduct Racetrack since 1955. NYRA emerged from chapter 11 following the resolution of a dispute over ownership of the racetracks and the granting of a new 25-year franchise to continue its operations.

The bondholders of Nortek, Inc., in the company’s prepackaged chapter 11 reorganization. The reorganization cut Nortek’s total debt by roughly $1.3 billion.

Samsonite Corporation, as its U.S. counsel, in connection with Samsonite’s worldwide out-of-court restructuring. In connection with the representation, we also represented Samsonite Company Stores on its successful prepackaged chapter 11 case, which was confirmed by the Bankruptcy Court in approximately two months.

An ad hoc group of senior subordinated bondholders of Simmons Bedding Company in the company’s prepackaged chapter 11 filing. The filing was part of a larger plan for the $760 million purchase of the company by private equity fund Ares Management LLC and the Ontario Teachers Pension Plan.

An ad hoc committee of unsecured bank lenders and bondholders of Stallion Oilfield Services Ltd., as the company reorganized and emerged from chapter 11 protection. As part of its reorganization, Stallion eliminated approximately $515 million of unsecured debt in exchange for 98 percent of the common equity in the reorganized company.

Stuyvesant Town – Peter Cooper Village Tenants Association, Inc. in the financial restructuring of the ownership of Stuyvesant Town – Peter Cooper Village. The residential community is Manhattan’s biggest apartment complex with over 25,000 residents in 110 buildings.

Time Warner in its $17.6 billion acquisition, together with Comcast, of Chapter 11 debtor Adelphia.

The Official Committee of Unsecured Creditors of Tronox Incorporated. Tronox filed for bankruptcy at the beginning of 2009, projecting nominal recoveries for general unsecured creditors, and over the course of two years we helped negotiate a global creditor settlement which resulted in potentially 100% recoveries to unsecured creditors. Tronox raised exit financing consisting of a $425 million term loan and a $125 million revolving facility, conducted a $185 million equity rights offering made available to its creditors and successfully emerged from bankruptcy at the beginning of 2011.

The informal committee of noteholders in connection with a consensual restructuring of U.S. Concrete, Inc. The informal committee entered into pre-negotiated restructuring agreement with U.S. Concrete to eliminate approximately $285 million of U.S. Concrete's unsecured debt in exchange for 100% of the common equity in the reorganized company, resulting in a successful confirmation of its prearranged chapter 11 case within three months.

TowerBrook Capital Partners L.P. in the recapitalization of Wilton Holdings Inc., parent company of Wilton Brands Inc., a creative consumer products company with a portfolio focused on craft products, including scrapbooks and food crafts. As a result of this recapitalization, TowerBrook and another significant creditor are the new majority owners of Wilton Holdings.