The vast majority of Chapter 11 cases filed now result in some form of sale of the assets of the Debtor, whether through Section 363 of the Bankruptcy Code or through a confirmed Plan.
363 sales are the trend because they are designed achieve a quick result. So why are we good at representing the seller or the purchaser or a creditor in this situation? Because we have done so many of these. In small and large cases from a few million to multi-million, in cases with regional and national exposure, in virtually every industry (automotive, health care, real estate, etc.), in cases involving regulatory and environmental problems, and in cases in which a sale is on an emergency basis to prevent a total disaster.
Dickinson Wright’s insolvency and restructuring attorneys counsel and advise clients as they navigate the nuances of the bankruptcy sale process. Our ability to achieve successful outcomes for our clients is the result of the depth of experience of our restructuring attorneys as well as our ability to draw on and benefit from the experience of Dickinson Wright’s attorneys in a wide range of practice areas. When choosing Dickinson Wright’s Restructuring Group, our clients get the benefit of the entire firm and its team of lawyers with expertise in not only insolvency and restructuring but also in corporate, finance, employment, securities, tax, environmental, intellectual property, real estate and litigation.
Representative Services include:
- Representation of prospective purchaser of assets
- Represent stalking horse purchasers and other prospective purchasers in 363 auctions and sale hearings, including negotiating and obtaining break-up fees and expense reimbursements.
- Negotiate purchase agreements and sales orders to minimize successor liability issues and risks.
- Ability to take a client from initial bid to a successful closing, including obtaining necessary regulatory approvals.
- Representation of secured creditors.
- Represent clients at sale hearings, to ensure bid procedures and process results in highest and best price for assets.
- Review and negotiate bid procedures to ensure process results in highest and best price for assets.
- Evaluate bids in real time during auction.
- Formulate, review and negotiate bid procedures.
Dickinson Wright has recently counseled clients in the following bankruptcy sales:
- Counsel to the stalking horse purchaser in the Wet Seal bankruptcy case.
- Counsel to a Surgical Hospital that filed a chapter 11 and successfully sold to a large Hospital Association.
- Counsel to purchaser of certain assets of Molycorp Metals & Alloys, Inc.
- Counsel to Johnson Controls, Inc. in all aspects of the Plastech Engineered Products, Inc. bankruptcy and ultimately JCIM LLC in the acquisition of the interiors division of Plastech Engineered Products, Inc.
- Counsel to prospective purchaser of skilled nursing facility.
- Counsel to secured lender in Lee Steel bankruptcy case, including through the auction process that resulted in a sale of all assets of the debtor in an amount in excess of the secured debt.
- Represented Emterra Group, Emterra Environmental USA Corp., Huron Landfill Corp., Emterra Real Estate Corp. and Bad Axe Property Corp. in its multimillion dollar acquisition of the Cove Landfill and related property and assets of Richfield Equities, L.L.C., Richfield Management, L.L.C. and Waste Away Disposal, L.L.C. under 11 USC 363 out of Richfield Equities, L.L.C. bankruptcy.
- Represented Gainey Transportation in the sale of all of its assets in a hotly contested 363 sale.
- Counsel to Alumina LCC, the winning bidder (but not the stalking horse) at a 363 auction in the Revstone Industries bankruptcy case for its Greenwood, SC facility.
- Counsel to Wabash Castings, Inc., the winning bidder of the Wabash, IN facility in a court approved sale process conducted in the federal receivership of Harvey Industries, Inc.
- Counsel to secured lender in the sale of Paramount Industries’ Oak Park, MI facility via a Court approved sales process in the federal receivership of Paramount Industries.
- Represented ad hoc committee of consignment vendors in 363 sale of the assets of Family Christian Book Stores.
- Counsel to a creditor’s committee in the successful Chapter 11 sale of a publicly held electric car charging business.