T: 602-285-5040
C: 602-684-4766
F: 844-670-6009

Education

Texas A&M University

B.S., Wildlife and Fisheries Science, 1977

Texas Tech University School of Law

J.D., 1980

Norwich University

M.A., Military History, 2011

Bar Admission

Arizona

Carolyn J. Johnsen

Member

Overview

Ms. Johnsen's experience includes creating complex plans of reorganization for multi-million dollar companies in a wide-range of industries, including mortgage lending, real estate, manufacturing, retail, refining, hospitality, aviation and energy-related.

Ms. Johnsen has advised private and public corporations in formulating and implementing managerial, personnel and operational structures. She has also guided numerous boards and senior managers in developing strategies and solutions for revising operations and restructuring debt to effectuate the emergence of a stronger business through bankruptcy, or to take advantage of acquisition and sale opportunities, including the application of bankruptcy procedures favorable to corporate securities regulation compliance. In addition, Ms. Johnsen has negotiated multiple multi-million dollar transactions with lenders, investment bankers and brokers, asset purchasers and sellers, and governmental agencies

Prominent Assignments

Served as lead counsel for debtor company with a $1 billion commercial loan portfolio, 2400 investors, and multiple borrowers; hired after Chapter 11 had been filed to reorder company in lieu of assumption of control by court-ordered trustee including: locating and installing new management; revamping board and structuring transfer of control to new management without impeding company operations; minimizing and controlling defensive litigation by defaulting borrowers against the company; resolving compliance issues with State Banking Department, SEC and State Attorney General to prevent shutdown of the company and assessment of penalties; protecting company’s position against borrowers and competing lenders in six simultaneous multi-million dollar bankruptcies filed by company borrowers; stabilizing the company to permit a court and creditor approved plan of reorganization with a structured framework for investor recovery

Representation of Arizona’s largest utility company in bankruptcy matters; have guided Board of Directors and General Counsel in formulating and implementing policies and procedures for dealing with consumer and commercial bankruptcies and state receiverships; have guided General Counsel and formulated measures designed to protect the company if a transacting party files bankruptcy; have negotiated and finalized multi-million dollar power agreements and plant sales in numerous bankruptcy and receivership cases

Served as lead counsel to owner of national sports franchise in a Chapter 11 bankruptcy by the franchise; negotiated with national league, creditors and municipal stadium owner regarding competitive sale of franchise, player contracts, team assets, and assumption of stadium rights and contracts

Represented international, NASDAQ-traded software company in commercial bankruptcy matters; guided General Counsel and formulated policies and procedures designed to protect the company if a customer files bankruptcy; represented interest in multiple bankruptcies filed throughout the country

Represented committee of creditors appointed by the bankruptcy court in the case of a publicly-held food manufacturing company with nationwide and international manufacturing facilities; negotiated creditors’ interests in sale of multiple assets and a significant capital raise from international commercial sources; addressed SEC issues involving investigation of previous corporate management; met continuously with corporate management and financial consultants to restructure operations; prevented possible liquidation and negotiated plan of reorganization allowing company to expand and provide full and quick payment to creditors and an eventual return to shareholders

Represented committee of creditors in successful sale of publicly-held company engaged in the international manufacturing of assets of automobile chargers and related products

Represented committee of creditors in successful reorganization of pet care companies operating in four states

Professional Involvement

  • Arizona Bankruptcy Inn of Court, Founding Master, One of 15 lawyers selected state-wide, Board of Directors, 2012-2013
  • Arizona's CARE Program, Founder and Committee Chair, 2006-2011
  • Arizona Business Leadership Forum, Member, 2013
  • Arizona Campaign for Women Lawyers Tribute to Sandra Day O'Connor, Co-Chair, 2006-2009
  • Ninth Circuit Judicial Conference, Court-appointed Lawyer Representative, 2003-2005
  • Litigation Counsel, Founding Advisory Board Member, 2006-present
  • Committee of 100, ASU Law School, Member, Executive Committee
  • DirectWomen Board Institute, Member, 2011
  • American Academy of Trial Counsel, Founding Advisory Board Member, 2006-present
  • Bankruptcy Court, Mediator, 2005-present
  • Committee on Bankruptcy Self-Help Assistance, Court Appointed Member, 2005-2006
  • Turnaround Management Association, Director, 1999; Member, 1998-2013
  • Bankruptcy Appellate Panel Rules Committee, Court-appointed member, 2001
  • American Bankruptcy Institute, Member, 1992-present
  • Bankruptcy Appellate Panel Rules Committee, Court Appointed Member, 2001

Community Involvement

  • Board of Directors, Smithsonian Libraries, 2014-2017

Publications/Presentations

  • Presenter, “The Ins and Outs of Bankruptcy from Both the Debtor and Creditor Perspectives,” Association of Corporate Counsel, Arizona Chapter (March 2013)
  • Presenter/ Co-Author, “Managing the Franchise Relationship through Franchisee Receivership and Bankruptcy,” ABA National Forum on Franchising (August 2012)
  • Co-author, “Managing the Franchise Relationship Through Franchisee Receivership and Bankruptcy,” ABA National Forum on Franchising (August 2012)
  • Presenter/ Co-Author, “Chapter 11 for Mom and Pop,” State Bar of Arizona CLE by the Sea (July 2012)
  • Panelist, “Hot Topics in Bankruptcy,” State Bar Convention (June 2012)
  • Author, “The Basic Ins and Outs of the Bankruptcy Arena for District Energy System Operators,” District Energy Magazine, International District Energy Association (August 2010)
  • Panel Moderator “Bankruptcy Mediation: Why It Works and When to Use It,” State Bar of Arizona Bankruptcy Section (May 2008)
  • Author, "Bankruptcy As The New Beginning," The Phoenix Business Journal: State Bar Special Bankruptcy Section (October 2009)
  • Author, "Mortgages Ltd.: Bankruptcy's Perfect Storm," Bankruptcy Litigation Reporter (September 2009)
  • Author, “The Next Chapter? In Tough Times, Filing for Chapter 11 Can be a Viable Solution” Arizona Business Magazine (June 2009)
  • Moderator “Arizona Real Estate 2008: A Perfect Storm of Financial Disaster - Finding Your Life Vest or Raft and Learning to Ride the Waves,” Turnaround Management Association, Arizona Chapter Meeting (November 2007)
  • Author, “Why You Absolutely Need to Know Something About Bankruptcy: A Guide to the Bankruptcy Practice,” Reference Guide (2003, revised 2007)
  • Author, “The ‘B’ Word is Not So Bad! Using Bankruptcy as a Business Tool,” Arizona Journal of Real Estate & Business (June 2006)
  • Presenter, “The War of the Worlds, Bankruptcy Versus . . .,” American Bar Association Forum on Franchising (October 2005)
  • Presenter, “Bankruptcy Abuse and Consumer Protection Act,” State Bar Seminar (September 2005)
  • Presenter, “The ‘B’ Word is Still Not So Bad!" Golf & Resort Development (August 2004 and 2005)
  • Author, “Restructuring, Sales, Financing, Acquisitions,” Gold Mountain Resort Development (August 2005)
  • Presenter, “Bankruptcy Ethics,” State Bar Convention (annual presentation June 2002-2006)
  • Author, “When is Receiving a ‘Preference’ a Bad Thing?” High Profile Arizona (February 2005)
  • Presenter, “Bankruptcy,” Federal District Court Conference (annual 2002-2005)
  • Presenter, “Trustees,” Conference of Chief Bankruptcy Judges (December 2004)
  • Presenter/Co-Author, “Bankrupt Franchisors and Franchisees,” American Bar Association Forum on Franchising (October 2002)
  • Co-author, “The War of the Worlds, Bankruptcy Versus…,” ABA National Forum on Franchising (October 2002)
  • Presenter, “Bankruptcy Litigation & Practice,” PESI Continuing Education (annual 1992-2006)

Representations by Industry

Representation of companies and court-appointed committees of creditors that entails, 1) assessing the companies’ business, its industry position, and its operational, managerial, and financial structure and debt; 2) working closely with the board of directors and senior management to devise strategies for restructure, sale, purchase, or merger; and 3) developing creative plans to achieve the companies’ goals. Representations have included the following:

Hospitality and Franchise

  • Ongoing representation of national hotel franchisor in bankruptcy/restructuring matters
  • Represented debtor company in successful restructure of prominent Arizona resort hotel
  • Represented debtor company in restructure of hotels in New York, Arizona and Missouri including re-design of franchise agreements with national hotel chains
  • Represented debtor company in restructure of 10 hotels in 5 states including compliance with governmental requirements
  • Represented interests of $125 million in bond debt of publicly-held franchisor and operator of 460 restaurants and specialty retail stores
  • Represented committee of creditors of operator of restaurants throughout the Southwestern United States; successfully negotiated plan for survival of the company and payment to creditors
  • Represented creditor committee for state-wide franchisee of 39 fast food restaurants; successfully negotiated plan for survival of the company and payment to creditors

Manufacturing and Distribution

  • Represented creditor committee for multi-million dollar automotive parts manufacturing company with nationwide distribution; successfully negotiated plan for survival of the company through revised operational structure and payment to creditors
  • Represented creditor committee for multi-million dollar airline parts manufacturing company with national and international distribution; successfully negotiated plan for survival of the company and payment to creditors
  • Represented creditor committee for national waste management company and prevented takeover and liquidation by secured creditor; successfully negotiated plan for survival of the company and payment to creditors
  • Represented creditor committee for international manufacturer and distributor of beauty products; orchestrated sale of assets for the benefit of the company and its creditors
  • Represented debtor company in successful reorganization of business of manufacturing refitted trucks
  • Represented debtor company in successful reorganization of business of remanufactured car engines
  • Represented debtor company in reorganization of business of recycling metals
  • Represented creditor committee in successful sale of assets of publicly-held international manufacturer of automobile chargers and related products
  • Represented creditor committees in companies engaged in manufacture and distribution of specialized furniture and home décor in multiple states

Aviation and High Tech

  • Represented creditor committee in national and international airline charter business
  • Represented creditor committee for multi-million dollar airline parts manufacturing company with national and international distribution; successfully negotiated plan for survival of the company and payment to creditors
  • Represented largest creditor in national airline bankruptcy
  • Represented creditor committee in publicly-held multi-million dollar international fiber-optic company; successfully negotiated plan for survival of the company and payment to creditors

Health Care

  • Represented creditor committee in hospital and related non-profit organization; orchestrated successful sale of hospital facilities and payment to creditors
  • Represented senior note holders in multi-million dollar heath care company with 33 affiliates
  • Represented creditor committee in successful representation of company with multiple MRI clinics and facilities
  • Represented creditor committee and served as trustee in post-sale of assets for company with multiple sleep centers
  • Ongoing representation of creditor committee in hospital bankruptcy
  • Ongoing representation of doctor operating a surgical hospital center

Food and Agriculture

  • Represented creditor committee in successful sale of hydroponic growing operation
  • Represented creditor committee in successful reorganization of publicly-held food manufacturer with nationwide and international manufacturing facilities

Energy-Related

  • Represented creditor committee in multi-million dollar national propane gas distributorship; prevented liquidation by secured creditor; successfully negotiated plan for survival of the company and payment to creditors
  • Represented public utility in bankruptcies involving solar energy and so-called “green” energy
  • Represented debtor company which owned an oil refinery; prevented governmental takeover and orchestrated orderly and successful liquidation

Environmental-Related

  • Represented debtor company which owned significant California real estate development project subject to Federal and State environmental regulations; effectuated successful workout
  • Represented debtor company which owned significant Arizona real property subject to judgment by Federal environmental agency; developed successful plan to address environmental issues

Indian Law-Related

  • Represented large mortgage company that originated $10 million in loans to develop affordable housing for Native American families

Sports

  • Represented owner of national sports franchise which filed Chapter 11; participated in intense negotiations and court proceedings with national league, creditors and municipal stadium owner

Real estate

  • Ongoing representation of national leasing companies
  • Served as lead counsel for debtor in one of the largest Chapter 11 bankruptcies filed in Arizona involving a $1 billion commercial loan portfolio; stabilized the company to permit a court and creditor approved plan of reorganization with a structured framework for investor recovery
  • Represented 10 debtor entities with combined real estate assets of millions of dollars; successfully negotiated workout with major lender and orchestrated sale of principal interest
  • Represented creditor committee in large home-builder case; orchestrated sale of assets and significant distribution to creditors in difficult economic market
  • Represented multiple companies owning various commercial real estate projects or investments; successfully developed restructuring plans or sales through workouts or plans

Acknowledgements

  • AV Preeminent Peer Review Rated
  • Listed in The Best Lawyers in America (2008-2017)
  • Listed in Southwest Super Lawyers (2007-2014, 2017)
  • AB Top Lawyer, Bankruptcy, Arizona Business Magazine (2008-2010)
  • Top five finalist for Arizona Woman Magazine's 2009 Arizona Woman of the Year Award
  • Top 50 Lawyers in Arizona, Southwest Super Lawyers (2007, 2009)
  • Finalist for Arizona Woman Magazine's 2008 Golden Heart of Business Award
  • Fellow, Litigation Counsel of America
  • Distinguished Achievement Award, Sandra Day O'Connor College of Law (2007)
  • Top 10 Leading Lawyers, The Phoenix Business Journal (2006)
  • Best of the Bar, The Business Journal (2003-2005)
  • Pioneer of the Year Award, National Association of Women Business Owners (1997-1998)
  • Top Ten Women in Arizona Business (1997-1998)
  • Honorary Squadron Commander, Luke Air Force Base