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M&A Strategies for Bankruptcy and Distressed Companies: Leading Lawyers on Asset Valuation, Deal Structure, and Risk Management (Inside the Minds)

M&A Strategies for Bankruptcy and Distressed Companies

  • Author:
  • Publisher: Aspatore
  • ISBN: 9780314205346
  • Published In: March 2009
  • Format: Paperback , 92 pages
  • Jurisdiction: U.S. ? Disclaimer:
    Countri(es) stated herein are used as reference only
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Leading Lawyers on Asset Valuation, Deal Structure, and Risk Management

This title provides an authoritative, insider's perspective on the unique challenges and opportunities associated with acquiring distressed companies. Featuring partners from some of the nation's leading firms, this book guides the reader through the process of identifying a distressed seller, determining the target's sustainability, and assessing fiduciary duties and successor liabilities. These top lawyers offer strategies for structuring preliminary and purchase agreements and outline the key considerations for various types of acquisitions, including 363 sales and Chapter 11 reorganization plans. Additionally, these leaders discuss recent trends in merger and acquisition activity for distressed companies and offer thoughts on future developments.

Marc E. Albert
 
Marc E. Albert is a partner with Stinson Morrison Hecker LLP. His practice includes a mix of work, primarily in the bankruptcy area. Not only has he been a trustee in bankruptcy for the District of Columbia for more than twenty-five years, but he also handles a multitude of substantial asset bankruptcy cases from the U.S. Trustee’s Office. He serves as a Chapter 11 trustee or examiner and represents Chapter 11 debtors-in-possession in bankruptcy, mainly centering on real estate owners and developer clients. He also serves as counsel in a variety of bankruptcy and non-bankruptcy matters, including representing numerous taxpayers who have tax problems with the Internal Revenue Service or state tax authorities. Previously, Mr. Albert was litigation counsel with the tax division of the Department of Justice. He maintains an AV rating from Martindale-Hubbell and is listed in Best Lawyers in America for bankruptcy and creditor-debtor rights law. He is the chairman of the firm’s bankruptcy and creditors’ rights practice division. He routinely speaks at continuing legal education programs.
 
Katherine Sutcliffe Becker
 
Katherine M. Sutcliffe Becker is a partner with Stinson Morrison Hecker LLP. She is a member of the firm’s bankruptcy and creditors’ rights division. She has significant experience in commercial and bankruptcy litigation, including representation of banks and other creditor institutions in protecting their collateral. She also represents debtors, committees, and trustees in Chapter 7 and Chapter 11 business bankruptcy cases. She also maintains a product liability practice whereby she coordinates, in some instances as general counsel, nationwide litigation defense strategies for her clients. She regularly interacts with insurance companies to protect her clients’ interests. Ms. Sutcliffe Becker earned her B.A., magna cum laude, from Boston College and her J.D., with honors, from the University of Missouri. She is a member of the American Bar Association, the American Bankruptcy Institute, the Bankruptcy Bar Association of Maryland, and the Maryland Women’s Bar Association. She has assisted in the preparation of seminars for continuing legal education credit on bankruptcy- and foreclosure-related topics.
 
Douglas C. Boggs
 
Douglas C. Boggs, managing partner of Patton Boggs' Northern Virginia office, focuses his practice on mergers and acquisitions, private equity, venture capital, and securities. He advises corporations and private equity and venture capital funds on acquisitions, divestitures, financings, and securities matters, including mergers, stock and asset transfers, corporate reorganizations, restructurings, joint ventures, equity and debt financings, and public securities offerings. Mr. Boggs frequently assists clients in structuring creative arrangements to acquire, develop, protect, and distribute entities, assets, technologies, and products both domestically and internationally. He has extensive experience with deal structurings, negotiations, equity financings, debt financings, equity compensation matters, intellectual property licensing, complex corporate partnering transactions, corporate governance, and SEC disclosures. Mr. Boggs has been named a “Young Gun” by Washingtonian Magazine, listing him within the top 40 lawyers under 40 in Washington, D.C. In June 2009, he was named to one of three area advisory boards to represent EagleBank and act as liaison between it and the Northern Virginia community. Mr. Boggs is one of five members of the bank's Northern Virginia board, whose combined experience will aid in EagleBank's continued growth and development.
 
Jennifer Fonner DiNucci
 
Jennifer Fonner DiNucci is a partner in the Cooley Godward Kronish LLP Business department and a member of the Mergers & Acquisitions practice group. She is resident in the Palo Alto office. Her practice focuses primarily on mergers and acquisitions, representing public and private companies from various industries as well as investment banks and venture capital firms. In addition to M&A, Ms. DiNucci’s practice includes securities and general corporate law matters. Ms. DiNucci was recognized by The Daily Journal as one of the Top 100 leading attorneys in California for 2006. Ms. DiNucci frequently lectures on M&A related topics and has authored, co-authored, and consulted on several M&A related publications and articles. Ms. DiNucci graduated cum laude from the Georgetown University Law Center and received a Bachelor of Arts degree in business-economics from the University of California, Los Angeles, graduating magna cum laude, with college honors distinction. She was also elected to membership in Phi Beta Kappa. She is a member of the American Bar Association and the State Bar of California. Ms. DiNucci can be reached at [email protected].
 
Matthew J. Kautz
 
Matthew J. Kautz is a partner in the Mergers and Acquisitions Group at White & Case LLP. Mr. Kautz represents buyers and sellers in domestic and international public and private mergers and acquisitions, joint ventures, “going-private” transactions, and equity co-investments. Mr. Kautz has extensive experience representing private equity firms with respect to their acquisitions and dispositions of portfolio companies. He also provides general corporate and corporate governance advice. Recent clients include SSAB Svenskt Stål AB, Colony Capital, WellPoint Inc., Quad-C Management Inc., NUI Corporation, and Harvest Partners Inc.
 
Thomas E. Lauria
 
Thomas E. Lauria serves as the global chairman of the Financial Restructuring and Insolvency Group at White & Case LLP. Mr. Lauria has lead White & Case teams in the restructuring of more than $80 billion of debt in the last five years in matters involving some of the largest and most complex restructurings in history, including the Mirant Corporation, Corporación Durango, PhyAmerica Physicians Group, The Williams Companies, Williams Communications Group, Enron, and Pacific Gas & Electric.
 
John M. Reiss
 
John M. Reiss is the global co-chairman of the Mergers and Acquisitions Group at White & Case LLP. He represents parties in mergers and acquisitions, private equity transactions, securities transactions, and financings of all types. His clients include numerous corporations and leading private equity groups. Mr. Reiss’ recent representations include SSAB Svenskt Stål AB in connection with the $4.038 billion sale of its North American tubular business, IPSCO Tubulars, to Evraz Group, S.A.; Excel Maritime Carriers Ltd. in connection with its $2.45 billion acquisition of Quintana Maritime Limited; Mobile Mini Inc. in connection with its merger with Mobile Storage Group Inc.; and A/S Dampskibsselskabet TORM in its $2.2 billion acquisition, together with Teekay Shipping Corporation, of OMI Corporation.
 
Gerard H. Uzzi
 
Gerard Uzzi is a partner in White & Case's Financial Restructuring and Insolvency Group. Mr. Uzzi regularly appears nationwide in corporate bankruptcy matters and workouts on behalf of troubled companies and other parties in interest. Mr. Uzzi has represented clients in diverse industries including retail, automotive, energy, telecommunications, cable, entertainment, and manufacturing. As noted in Legal 500 (2008), he has been involved in a “plethora of major creditor and debtor” representations, many noteworthy because of their complexity and precedent-setting legal decisions. Clients and the legal community praise Mr. Uzzi for the proactive and strategic vision he applies to every case. He is noted for his ability to constantly anticipate the actions of the parties and counterparts on the other side of the table. As reported by a high-profile client from Legal 500 (2008), “he did an exceptional job, staying focused throughout, coordinating the various efforts, and thinking proactively about how to handle various issues that might come up in the case.”

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