Restructuring and Workout

Sudden or dramatic business reversals can paralyze decision makers making it difficult to move forward toward a profitable turnaround. At Robins Kaplan LLP, we help guide our clients through the restructuring process and build the consensus needed to bring the parties together or outmaneuver our adversaries in court. Our restructuring attorneys have experience in creatively representing every possible constituency in the restructuring and workout area, including: the company, its owners, guarantors and affiliates, its senior and junior secured and unsecured banks and other creditors, its creditor committees, acquiring companies, and investors. This gives us a deep understanding of the various positions different constituent creditors--secured and unsecured--may take. To create value for clients, our restructuring lawyers leverage their understanding of sophisticated bankruptcy and litigation strategies and tactics. We employ effective techniques such as:

  • Auctions
  • First and Second Position Lien Agreements and Modifications
  • Forbearance Arrangements
  • Inter-creditor Agreements
  • Issuances of Preferred and Common Stock
  • Modifications to Existing Credit Agreements
  • Refinancing and Issuances of New Debt or Equity Obligations
  • Sale of Assets

Clients and Industries

We provide service for the following industries:

  • Banking and Financial
  • Energy
  • Entertainment and Media
  • Food and Beverage
  • Franchising
  • Health Care
  • Manufacturing
  • Oil
  • Pharmaceuticals
  • Real Estate - Office, Hospitality, Gaming, Commercial, Residential
  • Retail
  • Service
  • Technology

Selected Case Results*

  • Fast Food Franchise: Represent a large multi-state fast food franchisee in restructuring and workout negotiations with the franchisor and the senior and junior lenders. Working with investment bankers to evaluate systematically each of over 80 locations, we have been instrumental in working to close or sell locations as needed, restructure leases, and reorganize and rehabilitate operations.

  • California Energy Crisis: Multibillion dollar restructuring and bankruptcy matter arising from the 2000-2001 California energy crisis. We represent Powerex Corp., a subsidiary of BC Hydro and one of the largest sellers of energy to the State of California and its independently operated utilities: Pacific Gas & Electric, Southern California Edison, and San Diego Power & Gas. We also represented Portland General Electric, another major supplier of electricity to the utilities in California as well as the largest subsidiary of Enron. We also represented Powerex and Portland General Electric in the significant Chapter 11 case of major energy companies such as Pacific Gas & Electric, Enron Corp., and Mirant Corporation.

  • Real Estate Owner/Developer: Negotiated a one-year forbearance agreement with the senior secured lender that was owed over $20 million on a multi-use project that included office, commercial and residential users to permit an orderly short sale free and clear, a release of all personal guaranties, and a payment of $1 million plus costs to the owner/developer.

  • Food Processing: With our successfully negotiated preferred stock investment, the founder of a billion dollar food processing company was permitted to retire $20 million of high-interest rate mezzanine financing that was in default, eliminate personal guaranties, and rebuild portions of the business that suffered several market setbacks.

  • Equipment and Service Provider: Negotiated default waivers and a restructuring agreement with the senior secured lender that was owed over $15 million. The agreement allowed the sale of a low-margin business segment and the restructuring of the remaining business segment to permit the company to focus on high-end, high-margin business opportunities.

  • National Design and Turn-Key Builder: For a national design and turn-key builder of large “big box” super-markets, other retailers and large manufacturing facilities, we successfully negotiated a forbearance agreement that allowed the company to sell certain business segments and close others.

  • Sherman Oaks Health System: For a 250-bed full service hospital with a special burn unit, our attorneys worked on the restructuring of over $100 million of legacy senior secured and junior financing owed to private and state sponsored lenders. We later assisted with the sale of the entire facility.

  • Hotel Owners, Operators and Lenders: Represented numerous hotel owners and operators, as well as senior and junior lenders, in restructuring senior and mezzanine financing, operating agreements with major and local operators, leases, supply contracts and development agreements.

  • Energy Contracts: Regularly advise clients on structuring and restructuring different forms of energy contracts, including ISDA, Edison or WSPP forward contracts, commodity contracts, repurchase, and exchange agreements, and related netting, collateral and credit support arrangements for electricity, gas and other products.

  • Entertainment Industry: Our vast experience in structuring and restructuring contracts and relationships in the entertainment business include: joint venture agreements among studios and producers, production agreements, rights agreements, distribution agreements and service agreements for motion pictures, animated films and programs, video games and television programs.

  • Hospitality and Gaming: Restructured agreements based on changes in circumstances and markets involving hospitality and gaming properties throughout the United States. These include senior and junior loan agreements, management agreements, building contracts and supply agreements.

  • Lease Restructuring: Restructured many real property lease agreements to protect landlords or tenants from various contingencies, risks and changes in circumstances.

  • Professional Sports Franchise: Negotiated with lenders, league and other creditors a successful sale process that resulted in allowing new ownership to revitalize the team and avoid moving to another city.

* Past results are reported to provide the reader with an indication of the type of litigation we practice. They do not and should not be construed to create an expectation of result in any other case, as all cases are dependent upon their own unique fact situation and applicable law.

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