Chapman helps clients invest in distressed assets and acquire companies both in and out of bankruptcy proceedings or through the purchase of loans.
Since the inception of the distressed asset secondary market, Chapman attorneys have advised buyers, sellers, and broker-dealers in the purchase and sale of distressed claims and loans. Our representation includes:
Debt and Claims Trading
Chapman’s debt‑trading team possesses extensive experience in representing investors in the purchase and sale of par and distressed loans, portfolios of loans, and other financial instruments, including various forms of claims. We also advise on strategic acquisitions of such loans and claims in connection with attempting to execute a specific outcome in a bankruptcy proceeding. In addition, we provide real-time analyses to investors interested in making arbitrage investments in distressed situations.
Acquisitions through Bankruptcy 363 Sales/Credit Bidding
We advise clients in connection with the purchase of companies through acquisitions of assets of distressed businesses in bankruptcy proceedings through section 363 sales or plans of reorganization, and assist clients in making “stalking horse” or competing bids for all or a portion of the assets of such companies.
Acquisitions through UCC Article 9 Sales
We represent clients seeking to acquire portfolio companies by acquiring a controlling position in the fulcrum security to exercise secured creditor remedies under the Uniform Commercial Code.
DIP and Exit Financing
Chapman represents investors looking to make rescue, debtor-in-possession (“DIP”), and exit loans to troubled companies. We also represent lenders with existing prepetition relationships or third-party lenders interested in making DIP loans available to assist the funding of a chapter 11 reorganization.
- Purchase and sale, including by way of auction, of multiple types of claims against various Lehman Brothers entities.
- Represented a health care and wellness company in the sale of substantially all of its assets to a European-based private credit alternative asset management firm in a section 363 sale process accomplished through a chapter 11 plan of reorganization. Prior to entering bankruptcy, Chapman also represented the Restructuring Committee of the company's Board of Directors.
- Represented the purchaser in the acquisition from an insolvent Israeli public company pursuant to a court-supervised process of a minority equity interest in owner/operator of gas stations/convenience stores across the eastern U.S. seaboard.
- Represented the purchaser of senior secured loans and executed strict foreclosure resulting in the client owning a portfolio company.
- Purchase and sale of customer claims against Bernard L. Madoff Investment Securities LLC. Some transactions involved the purchase of interests in SPVs that were created to hold Madoff claims.
- Represented a secured lender in the purchase of a beef‑processing plant via a credit bid in a 363 asset sale over challenges from junior lien holders.
- Assisted a bank in effecting UCC foreclosure sale of operating assets of a retail‑display manufacturer, followed by an assignment for the benefit of creditors.
- Represented a secured lender in a 363 asset sale accomplished through a chapter 11 plan of reorganization of a subprime auto‑loan lender, resulting in payment in full, plus payment of default interest and other fees.
- Represented bank in sale of senior secured loans related to farming and other agricultural‑related businesses.
- Represented fund in connection with bidders in a 363 sale.
- Represented the purchaser in connection with the acquisition of substantially all of the assets of a Midwest casino and horse‑racing track in a section 363 sale. The transaction included credit facilities in the amount of $655 million, the proceeds of which were used to acquire the assets of the company and refinance certain existing loans.*
* Representation by a Chapman attorney at a prior firm.