Corporate Restructuring and Bankruptcy
Practice Leaders: Robert S. Hertzberg and David B. Stratton
During times of financial stress, businesses need experienced, effective and efficient legal counseling. This is true on both the debtor and creditor side of restructurings, insolvencies, corporate reorganizations and other challenging events. For decades, businesses throughout the country have turned to Pepper Hamilton LLP
's Corporate Restructuring and Bankruptcy Group for that critical advice and counseling. Who We Are
Pepper’s Corporate Restructuring and Bankruptcy Group is an integrated network of more than 35 professionals and support personnel who focus exclusively on all aspects of reorganizations, bankruptcies, restructurings, workouts and buyouts. Our team is national in focus, appearing regularly in bankruptcy courts throughout the country. We are experienced in insolvency matters involving a wide range of industries, with particularly notable experience in the food, asbestos, energy, construction, manufacturing, health care and automotive industries. Our clients include large national and international public and privately held corporations, as well as governmental entities, small businesses and individuals. The Pepper Advantage
Pepper’s Corporate Restructuring and Bankruptcy Group offers several advantages over the competition:
- Breadth of Practice: We are one of the few national law firms that undertakes insolvency and restructuring work on behalf of all affected constituents. Our clients include debtors, official and unofficial creditors’ committees, individual creditors, financial institutions, officers and directors of financially distressed companies, administrators, liquidators, receivers, trustees, examiners, taxing and regulatory authorities, bondholders and equity security holders. How does this help you? No matter what side of the table you are on, we understand the needs, motivations, strategies and techniques used by all other parties. Also, solutions to financial crises are growing increasingly complex, and often require skilled negotiation and close cooperation among the various parties to result in the best financial return for all. Our experience in representing all sides in insolvencies and restructurings means that such negotiations can go faster and more smoothly. And should your matter require litigation, our group includes a strong team of seasoned trial lawyers with a wealth of experience in bankruptcy and other complex commercial litigation for a wide range of clients.
- Related Practice Strengths. Today’s complex financial crises require more than experience with bankruptcy law. Tax, real estate, corporate, employment and benefits, banking, construction, insurance, environmental, products liability and other areas of the law can play a critical role in realizing the greatest financial return in a given case. With hundreds of lawyers in 12 offices, Pepper has the depth and strength to handle any matter, regardless of its complexity or location.
- National Platform and Reputation. Pepper handles bankruptcy matters throughout the country, and has a strong bankruptcy practice in Wilmington, DE, a favored venue for bankruptcies of national significance. Clients have access to all the resources and rich knowledge base of a large, sophisticated firm that has helped businesses succeed for more than a century. Pepper lawyers partner as needed with hundreds of peers across our 12 offices to ensure that clients get the full advantage of our collective knowledge and experience. Pepper is well-known in the national and international community of insolvency and reorganization professionals. Our lawyers are leaders in local, state and national bar associations and other professional groups, including INSOL International (The International Association of Restructuring, Insolvency & Bankruptcy Professionals), the American College of Bankruptcy, the American Bankruptcy Institute and others. Our experience and reputation means that counsel for other parties in a given case know that we will aggressively represent our clients’ interests, which can aid in negotiations and settlements.
- Outstanding Client Service. Our philosophy of client service can be summed up in one sentence: We counsel each client as if it were our only client. That is not just a slogan. It’s the basic principle guiding our practice. It means that every phone call, every fax, every e-mail or other communication from a client is important, and is treated accordingly. It means that while we will strive to get you the answer as quickly as possible, we will not let the need for speed cloud the quality of our work – we will always give your matters our best objective judgment. We reinforce our service ethic in all of our recruiting and training programs, and in measuring the success of every engagement.
What We Do
Debtor and Creditor Representation
The traditional core of our bankruptcy practice is representing debtors and creditors in efforts to restructure and rehabilitate distressed businesses or liquidate assets in a manner that preserves and maximizes their value.
Our representation includes advice on all aspects of Chapter 11 proceedings, as well as out-of-court restructurings and recapitalizations and pre-negotiated workouts. Our experience allows clients to fully evaluate the risks, benefits, challenges and opportunities available in restructuring proceedings, whether in bankruptcy court or at the negotiating table. Sometimes, formal bankruptcy proceedings are required to achieve a client’s goals, and sometimes clients have no other option, but in many cases court filings can and should be avoided.
On the debtor side, we assist financially troubled corporations and other business entities with evaluating options and negotiations with creditors. We help with asset sales, debtor-in-possession and other financing, debt restructuring, valuation, corporate governance and fiduciary duties, and other issues that affect maximizing value for the client. In addition to distressed businesses, we frequently represent institutional investors with ownership stakes in troubled companies. We also represent court-appointed trustees.
On the creditor side, we represent official and unofficial creditors’ committees, individual creditors, lenders, debtor-in-possession financiers, indenture trustees, government entities and others. A prime role of counsel to a creditors’ committee is to effectively communicate and coordinate the sometimes conflicting positions and interests of a diverse group of creditors. Pepper has long experience in that role and has had success in developing sound strategies that can be embraced by all parties. We assist committees and creditors in assessing the valuation and solvency of debtors, the validity of financing and restructuring strategies, the liens and claims of secured creditors, and other issues critical to maximizing value for creditors.
Litigation is frequently integral to bankruptcy proceedings. Our Corporate Restructuring and Bankruptcy Group includes seasoned trial lawyers experienced in handling complex litigation for debtors, secured and unsecured creditors, and trustees. Litigation we handle includes:
- preference, fraudulent conveyance and equitable subordination actions
- debtor-in-possession financing and cash collateral disputes
- relief from automatic stay motions
- adequate protection motions
- insurance coverage disputes
- contested disclosure statements and litigation over proposed reorganization plans
- fee disputes
- trustee appointment disputes
- claim objection and resolution
- disputed sales or purchases of assets in bankruptcy
- director and officer liability litigation.
In addition to our experience litigating traditional bankruptcy issues such as preference and fraudulent transfer cases, contested matters and plan-related litigation, our lawyers also are experienced in commercial litigation that is adjudicated in the bankruptcy court system. Our trial lawyers work closely with Pepper’s banking, corporate, tax, and other commercial attorneys.
We frequently represent entities interested in acquiring troubled companies or their assets. We assist with the structuring, negotiation and documentation of transactions, as well as counseling on the bankruptcy implications of transactions, including mergers and acquisitions, securitizations and other structured financings, leveraged leases, forbearance agreements, debtor-in-possession loans, cash collateral stipulations, subordination agreements and numerous other transactions.
An increasingly important part of our practice involves helping financially healthy companies implement changes to their corporate or capital structure, either to enhance their value or to protect them from the consequences of investments in, or business relationships with, financially troubled companies. We also help anticipate and mitigate the impact of a bankruptcy filing by key customers or strategic partners, analyzing the client’s rights and the impact of an unanticipated bankruptcy on the client.
We also are experienced in assisting clients in real estate workouts, restructurings and bankruptcies. The Bankruptcy Code includes numerous real estate-related provisions that affect many aspects of transactions, including assignment of rents, foreclosure, leasehold interests and receiverships. Our clients include owners, landlords, tenants and developers, as well as banks and other lenders.
Similarly, in today’s economy, patents, trade secrets and other intellectual property often are a company’s principal assets. When a party to a license to intellectual property declares bankruptcy, it can result in serious complications for other parties. We are experienced in helping clients sort through the murky and confused intersection of intellectual property law and the Bankruptcy Code to minimize the impact of a bankruptcy filing on an intellectual property license.