Buyers of Distressed Business Assets

Buyers of Distressed Business Assets

Overview

We advise companies and buyers regarding the purchase of financially-distressed businesses and properties by leveraging the experience of our restructuring attorneys, along with the substantive expertise of attorneys in our firm’s corporate, intellectual property, tax, labor and employment, and finance practice groups. We know how to take advantage of the unique benefits — and avoid the unique pitfalls of distressed acquisitions in shaping the process, negotiating with the key players, and documenting the transaction. We have represented parties in sales by federal and state receivers, assignees for the benefit of creditors, trustees, and debtors in possession in bankruptcy.

  • Experience

    • Represented a private equity fund in the successful purchase in an active bankruptcy § 363 auction of manufacturing facilities formerly used to make refractory brick containing asbestos, free and clear of all legacy liabilities of the debtor.
    • Represented an electrical generating cooperative and owner of one of the largest coal mine-mouth power generation company in the U.S. in connection with the bankruptcy sale of the ownership stake of the coal company who promoted the project and in the bankruptcy acquisition of a massive power plant boiler and associated components that can be utilized as replacement parts for the components in PSEG’s coal fired generating plant.
    • Represented a Malaysian company in the acquisition for $50 million of 50% of the equity interest in an international distributor of parts for construction equipment as part of a confirmed plan of reorganization. The engagement included due diligence, strategic advice, documentation of equity and debt financing documents, negotiation and documentation of corporate governance documents, and documentation of trademark licensing and pledge agreements. Coordination with Italian counsel regarding insolvency issues as they pertain to trademark licensing and receivables.
    • Represented the U.S. subsidiary of a Chinese manufacturer in the purchase of the intellectual property and other assets of a supplier in a sale by an assignee for the benefit of creditors.
    • Represented the senior secured lender that received payment in full from its sale of substantially all of the assets of a public company that manufactured lockers and locks by a UCC Article 9 sale to avoid the need for shareholder consent.
    • Represented a sales organization in its acquisition of trademarks, customer lists and inventory from a competitor that later filed bankruptcy and successfully avoided any claw back or reexamination of the purchase.