Bankruptcy & Restructuring
" The Restructuring Shop "
G&M’s award-winning Bankruptcy & Restructuring Practice Group is one of the pre-eminent boutique practices in the nation. Our experienced professionals routinely represent debtors, creditors’ committees, secured and unsecured creditors, investors in and buyers and sellers of distressed assets, and many other constituencies in high-profile commercial cases across the nation.
Distressed Company Representations
Creditors' Committee Representations
Secured Creditor Representations
Purchasers of Distressed Assets
Distressed Company Representations
Chapter 11 Reorganizations
Chapter 11 Liquidations
Maintaining Stability through Bankruptcy
Representing distressed companies is a hallmark of G&M’s practice. G&M attorneys have represented distressed companies across a wide array of industries, ranging from closely-held family businesses to multi-billion dollar companies. Regardless of size, our focus – helping our clients leverage crisis to achieve holistic business solutions and lasting outcomes – remains the same.
G&M’s professionals commence any troubled company engagement by quickly gaining a thorough understanding of the business situation and issues – and then working with management to identify the best possible strategy for resolving the issues and maximizing stakeholder outcomes. G&M’s role is to help the client anticipate issues and understand leverage positions, identify the optimum achievable outcome, and devise a concrete action plan for successfully, efficiently, and expeditiously implementing the selected strategy.
G&M’s professionals understand that restructuring objectives are often best – and most efficiently – achieved outside of bankruptcy. As a result, we advise our clients to seek strategic advice and address issues early, and we count many consensual out-of-court resolutions as among our most successful engagements. When engaged in a financial distress situation, G&M’s professionals draw on their substantial experience working with troubled businesses to help devise creative solutions for companies, their creditors, equity holders, and other constituencies.
When a client’s objectives cannot be achieved through an out-of-court solution, G&M’s attorneys employ their extensive experience assisting sophisticated corporate debtors in a wide variety of industries to resolve their financial and/or operational issues through a strategic court-sanctioned reorganization process. Although G&M’s attorneys do not shy away from conflict where needed – sometimes a necessary step in the process of resolving key issues – G&M’s attorneys seek to minimize unnecessary litigation. Our objective in court-supervised proceedings is the same as it is out of court: helping our clients maximize value by efficiently and expeditiously achieving pre-identified objectives, ideally accomplishing this by working cooperatively with key stakeholders.
Although chapter 11 bankruptcy proceedings are often thought of as “reorganization” cases – and rightly so – chapter 11 is a flexible process that can also be strategically employed to help effectuate a “going concern” sale of assets. In fact, in many cases, buyers of distressed businesses will insist on assets being sold in bankruptcy in order to minimize the risk of successor liability and/or to take advantage of the ability to “pick and choose” contracts to be assumed (as opposed to rejected). G&M’s professionals have extensive experience with distressed going-concern sales, and can help distressed companies navigate the Bankruptcy process and maximize value in a sale scenario.
If a bankruptcy is commenced, G&M’s experienced partners work directly with the client – providing the hands-on focus necessary for our clients to successfully navigate the chapter 11 process. We minimize uncertainty and disruption by setting clear and achievable objectives at the outset, and by actively communicating with stakeholders to achieve those objectives (with key issues often resolved long before a case is commenced). We also work closely with management to develop communication plans for vendors, customers, and other groups before a case is filed. The focus of everything we do is to minimize business disruption and to achieve our clients’ objectives as quickly and efficiently as possible.
G&M was founded in order to provide distressed middle market businesses with better and more efficient legal representation, and it is unique in several ways. For one, G&M’s ability to provide extremely high-level experience (all of its partners spent years at prestigious “white shoe” firms) at far more reasonable cost (G&M is significantly more efficient than its mostly larger competitors) truly sets it apart. Second, although G&M is a boutique firm, G&M maintains offices throughout the country, including in Delaware, in order to facilitate a nationwide practice (eliminating the need for local counsel in many instances). And third, G&M intentionally does not represent any of the large “money-center” banks – typically leaving it conflict free and allowing it to aggressively represent its clients (a major issue at larger firms).
Creditors' Committee Representations
Experience and Efficiency
G&M’s attorneys have achieved extraordinary results representing official committees of unsecured creditors in significant cases around the nation, and have received numerous accolades including a prestigious “Transaction of the Year” award from the Turnaround Management Association. In fact, although G&M is a boutique firm, it is actually one of the most active firms in the country in terms of committee engagements – a fact that speaks both to G&M’s quality (the experience and creativity of G&M’s restructuring attorneys is truly unsurpassed) and its efficiency (G&M is significantly more cost-effective than virtually all of its competitors). Suffice it to say, there is a reason that G&M has been retained time and time again in a diverse range of cases all around the country.
Despite being a boutique firm, G&M is one of the most active and well-known firms in the country in terms of committee engagements. As discussed in subsequent windows, G&M has served as lead counsel to committees of creditors in jurisdictions all over the nation, and in a wide-array of industries. As a result, G&M professionals are rarely completely “re-inventing the wheel” – G&M has a database of template pleadings, has dealt with cases in numerous industries (as discussed in a subsequent window), and has researched and is familiar with many recurring issues in committee engagements. Although each case is unique – and obviously has unique issues – G&M’s experience leads to efficiency and substantially reduced cost, especially given that G&M’s rates already tend to be lower than those of its competitors. This is especially true given that unlike many firms, G&M’s top professionals are staffed on each engagement. See buttons to the left for additional information.
G&M professionals have been asked to represent committees of creditors in dozens of states in all geographic areas of the United States. Wherever the case is located, G&M efficiently and methodically ensures that no stone is left unturned for maximizing creditor recoveries. Top partners staff every case, and each is given the individual attention needed to be sure that recoveries are maximized. To minimize costs and ensure efficiency in out-of-jurisdiction cases, G&M does not charge for non-working travel time, and as a result of G&M maintaining offices in key jurisdictions, including Delaware, G&M often avoids the need for local counsel.
G&M’s experienced professionals have represented committees of creditors in just about every industry, including, among many others: (a) agriculture (seed companies, genetics companies, etc.); (b) amusement (such as a water park); (c) health and fitness (nutritional products companies, gyms and health clubs, etc.); (d) health care (hospitals, medical imaging businesses, etc.); (e) e-commerce; (f) food (dairies, grocery store chains, etc.); (g) government contracting; (h) manufacturing (all sorts – from automotive and motor manufacturers to HVAC companies and drink manufacturers – and myriad others in-between); (i) not-for profit companies (G&M is very familiar with the unique issues in this area); (j) oil and gas (including ethanol producers); (k) paper and pulp (from paper mills to bag manufacturers); (l) real estate (not only developers, but also service providers such as HVAC companies); (m) recycling (including metal recyclers); (n) retail (both online and “brick and mortar”); (o) technology and electronics (from repair shops to manufacturers); and (p) transportation (rental car companies and others).
G&M was formed to provide committees of creditors in middle market cases with better and more efficient legal representation, and it is unique in several ways. For one, G&M’s ability to provide extremely high-level experience (all of its partners spent years at prestigious “white shoe” firms) at far more reasonable cost (G&M is significantly more efficient than its mostly larger competitors) truly sets it apart. Second, although G&M is a boutique firm, G&M maintains offices throughout the country, including in Delaware, in order to facilitate a nationwide practice – and often saves G&M clients from having to retain “local” counsel. Third, G&M intentionally does not represent any of the large “money-center” banks – typically leaving it conflict free and allowing it to aggressively represent its committee clients (a major issue at larger firms). And finally, because G&M consistently represents committees, G&M has tons of precedent and experience – meaning that G&M is rarely needs to research basic issues or start from scratch on documents – something that results in tremendous cost savings on top of G&M’s already competitive rate structure.
Secured Creditor Representations
G&M’s professionals have substantial experience representing secured creditors in a wide-array of transactions, not only in workouts and foreclosures (including enforcing rights in bankruptcy where necessary), but also in creditor/borrower litigation and in commercial asset recovery and judgment enforcement (litigation) matters. The following window provides additional insights into G&M’s secured creditor practice.
G&M regularly helps its secured lender clients enforce their rights in foreclosure and workout matters, providing pragmatic and sensible advice that is informed by G&M’s extensive experience turning around distressed companies. When a holistic solution cannot be achieved, G&M represents its clients in connection with assignments for the benefit of creditors and Uniform Commercial Code sales, and when matters transition to bankruptcy, G&M’s experienced professionals are well prepared to protect their clients’ rights.
G&M routinely represents lending institutions and other secured creditors in a variety of litigation matters. One major area is creditor/borrower litigation – defending actions brought by borrowers (such as lender liability suits) or prosecuting actions on behalf of lenders (such as fraud claims against borrowers). A second is in connection with commercial asset recovery and judgment enforcement. Too often, lenders either (a) decide not to pursue delinquent borrowers or guarantors due to the inherent costs and uncertainty of litigation or (b) obtain judgments but then are unable to collect (or unwilling to incur the costs associated with collecting). Because G&M’s litigators are very adept at pursuing assets in these situations – including where assets have been fraudulently transferred or otherwise hidden – G&M is often willing to work with its financial institution clients to structure alternative fee arrangements that cap exposure while ensuring that all avenues to a recovery are pursued. See additional detail on G&M’s Commercial Litigation practice group page.
G&M’s finance practice group provides efficient and practical legal counsel in connection with all types of complex lending transactions. This includes traditional commercial real estate and asset based lending as well as tax exempt financing such as federal new markets tax credits. G&M also has extensive experience with 7(a) and 504 lending programs administered by the U.S. Small Business Administration. See additional detail on G&M’s Finance practice group page.
G&M is unique in its ability to provide its secured creditor clients with extremely high-level professionals (all of G&M’s partners spent years at prestigious “white shoe” firms) at far more reasonable cost (G&M is significantly more efficient than its mostly larger competitors). G&M’s deep bankruptcy bench allows for seamless representation where workout matters become more complex, and G&M’s office locations – including an office in Wilmington, Delaware – are strategically located to minimize the need for local counsel (maximizing efficiency and minimizing costs). Finally, G&M’s willingness to entertain alternative fee arrangements – something many firms advertise but rarely agree to – frequently provides huge savings and greatly enhanced certainty to G&M’s lender clients.
Other Bankruptcy Litigation
G&M’s bankruptcy and litigation professionals routinely represent an array of clients in bankruptcy-related litigation, not only in “adversary proceedings” such as preference and fraudulent transfer actions, but also in a wide variety of litigation matters that arise in the course of complex commercial bankruptcy cases.
G&M attorneys regularly represent defendants in “preference” actions – lawsuits where debtors seek to recoup payments they made to suppliers and other parties in the lead-up to their bankruptcy filings. Our attorneys have successfully litigated and resolved preferences for clients in jurisdictions all across the country and assiduously keep up to date on relevant judicial decisions and changes to the law. Several of G&M’s attorneys regularly speak to corporate credit departments and professional organizations about preference issues including defenses, means of minimizing risk and exposure, and legal developments. Our offices in Delaware assist us in ensuring cost-effective and timely representation in the Delaware bankruptcy court, home to a significant percentage of all preference lawsuits that are filed. In fact, G&M’s preference experience is so vaunted, that trustees appointed in chapter 7 and 11 bankruptcy cases often seek out G&M attorneys to file and litigate preference actions on
G&M attorneys are routinely involved in a wide variety of litigation matters ancillary to bankruptcy cases. This includes bankruptcy-specific disputes relating to claim objections and estimation proceedings, cash collateral and financing disputes, the automatic stay, asset valuations, chapter 11 plans and exclusivity matters, and many other relatively “core” bankruptcy topics. In addition, many litigation issues that arise in the bankruptcy context involve matters that could exist outside of the bankruptcy – everything from the validity of electronic signatures to arcane state law easement issues. Regardless of the nature of the dispute, G&M’s bankruptcy and litigation attorneys are well-prepared to handle it.
G&M’s team of bankruptcy specialists and litigators is fully prepared – and was in fact designed – to be able to favorably and cost-effectively resolve any bankruptcy litigation matter that G&M’s clients may be confronted with. Beyond mastery of subject matter, G&M’s combination of extremely high-quality yet cost-effective representation is rare – if not unique – in the marketplace, and unlike many firms, G&M is truly open to unique fee structures that align interests and best serve our clients.
Purchasers of Distressed Assets
Acquiring Distressed Assets
G&M’s restructuring and corporate professionals regularly represent purchasers of distressed (and healthy) assets and businesses around the United States. Not only do we document and close deals – and identify ways that our clients can minimize risk and cost – we are deeply invested in their clients’ success and regularly work to identify leads and opportunities. Likely as a direct result, several of G&M’s most long-standing clients are businesses and funds that routinely look for and acquire troubled businesses and assets.
Companies often end up in distress for reasons ancillary to their core business – for example too much debt, litigation, a lost customer, an unexpected change in material pricing, or a failed transaction. These distress situations are frequently resolved through a sale or sales of the business or parts thereof – often involving the divestiture of key tangible and intangible business assets. Sales of this nature can provide an incredible opportunity for creative strategic and financial buyers to expand into new markets, add customers or capacity, or otherwise advance business objectives at prices that reflect the “distressed” nature of the transaction (i.e., often well below the true potential of the assets). G&M’s experienced professionals regularly help our clients minimize risk in distress situations and to close what are often challenging – but potentially extremely lucrative – transactions.
We rely on the success of our clients. Hence we go over and above to make our clients even more successful. On the acquisition front, we scour numerous sources on a daily basis to identify potential opportunities, always with an eye towards deals that might be a “fit” for our clients. This is true not only for clients that are in the business of buying corporate assets (e.g., funds and “roll-ups”) but also for regular corporate clients that can potentially benefit from a strategic addition (e.g., a company that can add market share and increase efficiency via the acquisition of a competitor).
G&M’s restructuring and corporate professionals are not only extremely experienced in navigating the acquisition of business assets – in both distressed and healthy transactions – they are uniquely attuned to helping our clients succeed by identifying opportunities. We spend time every day looking for opportunities for our clients, and nothing makes us happier than seeing a client grow and prosper from a deal we identified and helped to close. More broadly, as is the case with other practice areas, G&M’s combination of extremely high-quality yet cost-effective representation is rare – if not unique – in the marketplace. And unlike many firms, G&M is open to implementing alternative fee structures for transactional matters in appropriate circumstances.