Gibson, Dunn & Crutcher's restructuring and reorganization lawyers represent lenders and lending syndicates, creditors and committees, parties involved in claims trading, and trustees and court appointed administrators in the protection of their rights in connection with out-of-court restructurings and chapter 11 reorganizations. Our dual experience in representing debtors and creditors has given us a valuable perspective on how various participants in restructuring transactions can best advance the interests of their clients.
Such representations have included:
20th Century Fox: Representation of 20th Century Fox as the largest creditor in the chapter 11 case of Granite Broadcasting, Inc.
DII Industries Asbestos PI Trust: Representation of DII Industries Asbestos PI Trust, the $2 plus billion trust funded by Halliburton Company to resolve the asbestos claims against Halliburton, DII Industries and other Halliburton affiliates. The trust is one of the largest of its kind ever to be created.
Crosby Capital LLC: Representation of Crosby Capital LLC, a secured lender in the Aviva America, Inc. chapter 11 case in the Northern District of Texas.
Potomac Electric Power Company: Representation of Potomac Electric Power Company as $53 million unsecured creditor in the Ferranti International Controls Corporation chapter 11 in the Southern District of Texas.
In re Ken International Company, Ltd; In re Ken Mizuno: Representation of the Japanese administrator of the Japanese bankruptcy estates of Ken International and Ken Mizuno in his efforts to recover more than $500 million in fraudulently obtained cash and other assets that were transferred from Japan to the United States. The case resulted in landmark decisions with respect to cross-border bankruptcies. Gibson Dunn successfully negotiated a resolution utilizing both the bankruptcy and the forfeiture powers of the federal government resulting in the return of the cash and other assets in the largest non-drug civil forfeiture in history.
Commercial Money Center, Inc.: Representation of chapter 7 Trustee, Richard M. Kipperman, in connection with bankruptcy of Commercial Money Center, Inc. and its subsidiary Commercial Servicing Corporation, in numerous adversary proceedings and related multi-district litigation regarding alleged $400 million Ponzi scheme.
The Bank of Nova Scotia: Representation of The Bank of Nova Scotia in various troubled credits.
I.C.H. Corporation: Representation of the Official Committee of Unsecured Creditors of I.C.H. Corporation, a large U.S. insurance holding company.
Cooper Industries, Inc.: Representation of Cooper Industries, Inc., in connection with its asbestos issues arising from the chapter 11 cases of Federal Mogul, Inc. and its affiliates in the District of Delaware.
Cambium Learning, Inc.: Representation of Cambium Learning in connection with the Chapter 11 filing of Platform Learning Inc.
Thomson SA: Representation of Technicolor Home Entertainment Services as creditor in the chapter 11 proceedings of Future Media Productions.
Enron, Inc.: Representation of Merrill Lynch in Enron's chapter 11 cases in connection with claims asserted by Merrill Lynch and as a defendant in securities fraud and other bankruptcy litigation asserting multi-billion dollar claims.
Adelphia Communications: Representation of Merrill Lynch in Adelphia's Chapter 11 case, and in major litigation asserting deepening insolvency, tort and other claims seeking billions of dollars of damages.
Citibank.: Representation of Citibank as agent in a $100 million syndicated credit facility with Brobeck, Phleger & Harrison, which included pre-dissolution planning, and representation in Brobeck's sharply contested bankruptcy case. The representation included significant strategic advice regarding pre-bankruptcy options and structuring the facility to maximize bankruptcy recoveries, post-dissolution questions of the use of collateral and rights of the bank to recover from individual partners, and bankruptcy issues involving use of cash collateral and assuring application of collections to the loans. The bankruptcy group has also represented Citibank as a large creditor of Coudert Brothers in its pre-bankruptcy restructuring.
Colgate-Palmolive: Representation of Colgate Palmolive in a restructuring and outsourcing of certain manufacturing facilities to a third party. This transaction was the first major outsourcing for Colgate.
Sun Healthcare: Representation of court-appointed examiner in the Sun Healthcare bankruptcy case.
Iridium Gateway Committee: Representation of a committee of owners of assets and equity holders (the "Gateway Holders") in the chapter 11 case of Iridium in connection with the Gateway Holders' $1.3 billion investment in Iridium.
Atlantic Coast Airlines: Representation of Atlantic Coast Airlines in connection with the chapter 11 case of United Airlines. Atlantic Coast is United Airlines' largest regional carrier and operates 1000 flights per month on the eastern seaboard for United Airlines.
American Airlines: Representation of American Airlines in connection with chapter 11 cases filed by Braniff Airlines and Continental Airlines.
Trans World Airlines: Representation of a multi-tranche bondholder group in the negotiation of a prepackaged plan of reorganization which led to TWA's second chapter 11 case.
Lyons Restaurants: Representation of official unsecured creditors' committee in the Lyons Restaurants chapter 11 case, in which the debtor anticipated no recovery to unsecured creditors. Gibson Dunn assisted unsecured creditors in receiving more than twenty cents on the dollar.
KCS Energy Creditors' Committee: Representation of Unsecured Creditors' Committee in the chapter 11 case of KCS Energy in which Gibson Dunn successfully argued for the committee's right to present a competing plan resulting in creditors receiving full payment.
Zale Corporation Creditors' Committee: Representation of Unsecured Creditors' Committee in the chapter 11 case of Zale Corporation, the nation's largest retail jewelry store chain with thousands of locations throughout the United States, which had approximately $1.5 billion of debt. Zale filed its chapter 11 case, among other reasons, to reject hundreds of unfavorable leases and resolve numerous intercompany, bank, LBO, fraudulent conveyance, breach of fiduciary duty and other similar claims, including the debtors and creditors' third party claims against Zale's principal equity holder, Swarovski & Company. The Creditors' Committee consisted of bank deficiency creditors, unsecured bond and trade creditors and subordinated bond creditors, each of which had their own competing agendas.
ICH Corporation Creditors' Committee: Representation of Creditors' Committee in chapter 11 case of Southwestern Life Insurance Company, an insurance holding company that marketed products in more than 40 states and had approximately $1.1 billion of debt. Subsequent to confirmation of chapter 11 plan, Gibson Dunn represented the liquidating trust created for the benefit of the creditors, which has provided over 100% recoveries to creditors.
Park Place Entertainment Corporation: Representation of the world's largest casino company in connection with energy contracts and related issues in consolidated Enron bankruptcy cases.
National Gypsum Company: Representation of the settlement trust created in the chapter 11 case of National Gypsum Company to resolve over $2.5 billion in asbestos-related claims.
Bonneville Pacific Corporation: Representation of funds holding senior bank claims in excess of $12 million face amount, subordinated debenture claims in excess of $21 million face amount and other claims. Gibson Dunn assisted the client in obtaining a distribution of 140+% of face amount of debtor for its claims.
Wells Fargo Bank N.A.: Representation of a syndicate of banks led by Wells Fargo in connection with the chapter 11 case of Insilco Corporation, a conglomerate with in excess of $150 million of secured debt to the banks. The lender group provided debtor in possession and exit financing, and all of its loans were repaid in full, including interest and attorneys fees.
Wells Fargo Bank N.A.: Representation of a syndicate of lenders led by Wells Fargo in restructuring over $150 million of debt to a large office products manufacturer, including the sale of a UK subsidiary to a UK buyer.
The Kendall Company: Representation of a multi-tranche bondholder group in the negotiation of a prepackaged plan of reorganization and subsequent representation of the official creditors' committee in the chapter 11 case.
Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank, N.A. as agent for a syndicate of secured lenders in the Diamond Brands Operating Corp.'s chapter 11 case in which Gibson Dunn obtained a "roll-up" of $85 million of pre-petition loans in the context of a $95 million debtor-in-possession credit facility, and in which the client ultimately obtained a 100% repayment of its investment.
Al Tawfeek Investment Company/Al Baraka: Representation of largest foreign creditor on Unsecured Creditors’ Committee of Singer NV, in chapter 11 cases in New York, including counseling client regarding significant cross-border insolvency issues.
Applied Materials Inc.: Representation of Applied Materials in connection with multi-million dollar claims asserted against Enron in the consolidated Enron bankruptcy cases.
BMC Software, Inc.: Representation of BMC Software in connection with Enron Broadband Services contracts and related issues in consolidated Enron bankruptcy cases.
Halcyon Investments: Representation of Halcyon Investments in numerous bankruptcy cases, including the Bonneville Pacific bankruptcy, which paid creditors in full plus interest.
Pacific Gas & Electric: Representation of Merrill Lynch, as a major creditor and member of the official unsecured creditors' committee in the Pacific Gas & Electric chapter 11 case.
Sunrise Energy Company, et al: Representation of the official unsecured creditors' committee in the Sunrise Energy Company and Sunrise Energy Management Company chapter 11 cases involving over $150 million of debt. The chapter 11 cases were successfully concluded within seven months.
Charter Medical Corporation: Representation of controlling shareholders of Charter Medical Corporation in a $1.8 billion prepackaged chapter 11 case involving the settlement of multiple class action securities litigation.
Concap Equity Partners: Representation of a secured lender in the restructuring of over $750 million in debt owed by a number of real estate limited partnerships affiliated with Concap Equity Partners.
County of Orange Chapter 9: Representation of five broker/dealers in preconfirmation matters as well as substantial post-confirmation litigation regarding transactions with the treasurer of the County of Orange prior to 1994. After the settlement of claims against other broker/dealers for significant sums, Gibson Dunn obtained a summary judgment that resulted in the dismissal of County's claims against the broker/dealers.
Flowserve Corporation: Representation of Flowserve Corporation as the single largest unsecured creditor and member of the creditors’ committee in the bankruptcy case of Powerplant Maintenance Specialists Inc., which was involved in the restoration and modification of electric generating powerplants.
IMAX Corporation: Representation of IMAX Corporation in the Edwards bankruptcy case in connection with claims, licensing, leasing, and litigation resulting from IMAX Theatres located in the debtors’ facilities.
Ingram Micro Inc.: Representation of Ingram Micro in significant litigation brought by chapter 11 debtor BigStore, Inc. involving anti-trust and various bankruptcy claims. Gibson Dunn was retained after the debtor sued Ingram Micro and prayed for $50 million plus treble damages. The debtor contended that Ingram Micro conspired with buy.com to drive debtor into bankruptcy. Milberg Weiss represented the debtor. Gibson Dunn successfully obtained a judgment completely vindicating Ingram Micro.
The Irvine Company: Representation of The Irvine Company in connection with multi-million dollar claims asserted against Enron in the consolidated Enron bankruptcy cases.
Nortel Networks Corporation: Representation of Nortel Networks in connection with objection to sale of the debtor's equipment subject to Nortel license. As a result of the objection, the debtor agreed to assume the agreements and paid Nortel one of the largest cure amounts in the case.
Den Norske Bank: Representation of Den Norske Bank in a chapter 11 case in which the debtor challenged the Bank's U.K. foreclosure of a Spanish-registered oil tanker partially securing a $32 million loan it made to a Bermuda company. Gibson Dunn successfully obtained dismissal of millions of dollars in lender liability claims.
Memorex-Telex N.V.: Representation of a multi-tranche bondholder group in the negotiation of a prepackaged plan of reorganization for Memorex-Telex N.V. and subsequent representation of the official creditors' committee in the Memorex-Telex chapter 11 case.
Equitec Financial Group: Representation of the official creditors' committee in the chapter 11 case of Equitec Financial Group, a financial services company that syndicates limited partnerships and sells mutual fund interests.
Mesa Petroleum: Representation of an unofficial bondholder group representing over $600 million in debt in the negotiated restructuring of Mesa Petroleum.
Olympia & York: Representation of the largest group of equity holders of Olympia & York in the bankruptcy cases in the United States and Canada.
Carter Hawley Hale: Representation of the official unsecured creditors' committee of Carter Hawley Hale in its chapter 11 case.
Eastern Airlines: Representation of the indenture trustee under a $400 million secured equipment trust and lease agreement in the chapter 11 case of Eastern Airlines. Representation included significant litigation regarding interpretation of subordination provisions.
Dial Corporation: Representation of one of the largest creditors of Greyhound, Greyhound's former corporate owner, in its chapter 11 case and as a large creditor in the chapter 11 case of Bergner stores.
HypoVerinsbank International: Representation of multinational bank in connection with therestructuring of complex aircraft financing obligations in the Northwest Airlines chapter 11 case.
Infront W GmbH: Representation of largest creditor holding a claim of $250 million in damages from the rejection of its contract with the debtor in the DIRECTV Latin America chapter 11 cases. We successfully aided the client in obtaining a new profitable contract with the reorganized debtor.
Alliant Techsystems: Representation of Alliant Techsystems ina $400 million tender offer and consent solicitation for outstanding 8.5% Senior Subordinated Notes.
Falcon Headware: Representation of Falcon Headware in sale of claim in bankruptcy of Halo, Inc.
New Millennium Homes LLC: Representation of New Millennium Homes LLC in bankruptcy of Baldwin Building Contractors in gaining control of company.
Representation of private equity firm in acquisition of several classes of debt in connection with the Worldcom plan.
We also represent many of the leading investment banks, including:
Lazard Freres & Co.: Representation of Lazard Freres & Co. as financial advisor to (1) Penn National Gaming in its $8.9 billion acquisition by funds managed by Fortress Investment Group and Centerbridge Partners, (2) Dollar General in its $7.3 billion acquisition by Kohlberg Kravis Roberts, (3) majority shareholder Pershing Square Capital Management in its opposition to the $5.3 billion sale of Ceridian Corp. to Thomas H. Lee Partners and Fidelity National Financial, (4) SuperValu, Inc. as part of a consortium in the $17.4 billion acquisition of Albertson's retail grocery chain, (5) SunGard Data Systems in its $11.3 billion acquisition by a consortium of private equity firms including Silver Lake Partners, and (6) Duke Energy in its $9.1 billion acquisition of Cinergy Corporation.
UBS Securities LLC: Representation of UBS Securites LLC : as financial advisor to (1) Gas Natural SDG, S.A. in its $28.8 billion unsolicited bid for Endesa, S.A., (2) the Special Committee of the Board of Directors of Harrah's Entertainment in its $27.8 billion acquisition by Apollo Management and Texas Pacific Group, (3) Univision Communications in its $13.7 billion acquisition by investor group including Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, and (4) The RedZone in its sale to Six Flags Theme Parks.
Lehman Brothers Inc.: Representation of Lehman Brothers Inc. as financial advisor to (1) Symantec Corporation in its $13.5 billion acquisition of Veritas Software, and (2) BASF in its $4.9 billion hostile, cross-border tender offer for Engelhard Corporation.
Bear Stearns: Representation of Bear Stearns as financial advisor to (1) Western Wireless in its $6.5 billion acquisition by ALLTEL, and (2) Penn America, a specialty property and casualty insurance company, in its $253 million acquisition by United National Group, a specialty property and casualty insurer.
Goldman Sachs: Representation of Goldman Sachs as financial advisor to (1) Target in its $3.24 billion sale of the Marshall Field's department store chain and selected real estate assets to May Department Stores, (2) Target in the $1.65 billion sale of its Mervyn's department store chain to an investor group, and (3) Liz Claiborne in its $366 million offer for J. Jill, a women's clothing retailer.