As one of the nation's leading providers of innovative advice on purchases and sales of distressed assets, our lawyers have been pioneers in the use of court-administered auctions to maximize value in asset sales and have successfully waged contested takeover wars in the insolvency arena, including in the acquisitions of Allegheny Hospitals, Cajun Electric and Circle K. Working with merger and acquisition specialists in Gibson, Dunn & Crutcher's Corporate Department, our restructuring and reorganization lawyers have represented both acquirors and companies seeking to be acquired or to spin off assets both in and out of bankruptcy court.
Such representations have included:
ResMAE Mortgage Corporation: Representation of ResMAE in its sale out of bankruptcy to Citadel Investment Group.
Azabu Buildings Company Ltd. Representation of client in the purchase of $330 million of debt secured by assets of debtor and debtor in possession, in the bankruptcy of Azabu Buildings Company Ltd., and litigation of a variety of challenges to the validity and priority of the secured debt.
Ameristar Casinos, Inc.: Representation of Ameristar Casinos in its acquisition out of bankruptcy of Mountain High Casino from Windsor Windomont Black Hawk Resort.
Insurance Management Group: Representation of Insurance Management Group, a large creditor of Frontier Insurance Group, in its acquisition of Frontier as part of a confirmed chapter 11 plan.
BCBG/Max Azaria: Representation of BCBG/Max Azaria in the successful purchase of G & G Retail, Inc. at a chapter 11 bankruptcy auction.
Gores Technology Group: Representation of Gores Technology Group and Dixons Retail in the successful acquisition of European businesses located in England, France, Holland, Germany and Belgium out of Bridgeport Holdings' chapter 11 case.
Callaway Golf Company: Representation of Callaway Golf Company in its acquisition of substantially all of the assets of the world's second largest golf ball producer, Top-Flite Golf Company.
Jacobs Engineering Group, Inc.: Representation of Jacobs Engineering, one of the world's largest providers of diversified engineering and construction services, as the DIP lender and stalking horse bidder for the assets of Stone & Webster, another world-wide engineering and construction company. The contested auction resulted in Stone & Webster's receipt of over $600 million in value and in Jacobs' receipt of a $10 million break-up fee.
Oldcastle, Inc.: Representation of Oldcastle in its acquisition of U.S. Aggregates, a producer and marketer of aggregates and aggregate-based materials and services, from U.S. Aggregates' chapter 11 case.
The Finish Line, Inc.: Representation of The Finish Line in connection with a bid to acquire footwear business from the Footstar chapter 11 case.
PanAmSat Corporation: Representation of PanAmSat in the purchase of substantially all assets of Sonic Telecommunications, a provider of international high definition multimedia transmission services and business applications. The sale included substantial assets owned by foreign subsidiaries and located in foreign countries, and the court approved an innovative procedure permitting purchaser to delay decisions on the assumption of contracts for up to 75 days after approval of sale.
Tenet Healthcare Corporation: Representation of Tenet Healthcare Corporation in successfully acquiring eight Philadelphia area hospitals of Allegheny Health, Education and Research Foundation and its affiliates from their chapter 11 cases.
Broadwing, Inc.: Representation of Broadwing, Inc and the Board of Directors in Broadwing's complex out-of-court restructuring of debt obligations and simultaneous sale of its broadband business.
Cajun Electric Power Cooperative: Representation of NRG Energy in its $1 billion successful bid to acquire electric co-generation facility from chapter 11 case of Cajun Electric Power Cooperative. Representation of NRG Energy in successful settlement with Louisiana Public Service Commission that resulted in approval of new electric rates.
American Sterling Co.: Representation of American Sterling in the acquisition of substantially all of the assets, including technology used in online real time energy monitoring and communication from chapter 11 case of First Pacific Networks.
CollegeClub.com: Representation of CollegeClub.com, an education and media internet company, in the sale of substantially all its assets to Student Advantage and subsequent confirmation and implementation of its chapter 11 plan.
Del Monte Foods Company Inc.: Representation of Del Monte Foods Company Inc. in its acquisition of assets, including S&W branded food business, from the Tri Valley Growers' chapter 11 case.
Donaldson, Lufkin & Jenrette: Representation of Donaldson, Lufkin & Jenrette as financial advisor to Mother's Cake & Cookie (Specialty Foods) in its sale to Parmalat SpA in chapter 11 case.
Fluor Corporation: Representation of Fluor Corporation in the acquisition of certain assets and business divisions of Phillips Service Company.
Los Angeles Kings NHL Hockey Club: Representation of buyer of the LA Kings hockey team from Bruce NcNall, and later of the LA Kings in its chapter 11 case, in which the assets comprising the hockey team were sold to the current owner for a purchase price of approximately $115 million.
NextWave Telecom, Inc.: Representation of NextWave Telecom in its successful appeal to the United State Supreme Court of the D.C. Circuit's ruling that the FCC violated NextWave's rights under the Bankruptcy Code by the FCC's attempt to cancel NextWave's PCS spectrum licenses.
NRG Energy, Inc.: Representation of NRG Energy in its successful acquisition of a controlling interest in O'Brien Environmental Energy through a competing plan of reorganization and highly contested auction in O'Brien's chapter 11 case in New Jersey.
NRG Energy, Southern Energy and Zeigler Coal: Representation of NRG Energy, Southern Energy and Zeigler Coal in their successful acquisition of the electric generating assets of Cajun Electric Cooperative from its chapter 11 case.
Circle K Corporation: Representation of Circle K in its chapter 11 case which involved the contested acquisition of Circle K's assets by an affiliate of Investcorp.
Shaw Communications, Inc.: Representation of Shaw Communications, one of the largest Canadian cable companies, in disputes regarding purchase of assets and lease of right to use transcontinental fiber optic network constructed by 360Networks, a chapter 11 debtor. The case involved simultaneous cases in the United States and Canadian bankruptcy courts and the interplay of U.S. and Canadian intellectual property and bankruptcy laws.
The Shaw Group, Inc.: Representation of The Shaw Group, one of the world's largest providers of diversified engineering and construction services, as the DIP Lender and the winning bidder in a bankruptcy auction for a $400 million purchase of substantially all of the assets of the IT Group, a provider of diversified environmental and engineering services.
TELUS Corporation: Representation of TELUS Corporation, one of Canada's largest telephone companies, in its acquisition of the Canadian telecommunications operations of PSINet for approximately $100 million. The case involved simultaneous cases in the United States and Canadian bankruptcy courts and the interplay of U.S. and Canadian telecommunications and bankruptcy laws.
Lehman Brothers Inc.: Representation of Lehman Brothers in bid for assets for Cable & Wireless chapter 11 case.
P.J. Keating Co.: Representation of acquisition vehicle that purchased P.J. Keating Co., a Massachusetts based building aggregates and road construction firm, through a competing chapter 11 plan of reorganization.
Investcorp: Representation of Investcorp in the divestiture of New York Department Stores, a financially distressed retail chain in Puerto Rico.
ChileSat: Representation of ChileSat in bid for assets of AT&T Latin America in chapter 11 case.
Florida Power & Light's ESI subsidiary: Representation of ESI in its successful $100 million purchase of windpower assets from Kenetech in a chapter 11 auction.
First Reserve Corporation: Representation of First Reserve Corporation in its acquisition of all U.S. assets of Tokheim International, a debtor in a chapter 11 case.