California CLE Course Catalog

This panel discusses several threshold issues that should be considered when determining whether you can and should represent a potential debtor client. The panelists highlight real-life examples and provide best practices and pitfalls to avoid with respect to these issues.

This panel discussion will delve into a plethora of ethical issues pulled from today’s headlines, including litigation funding, professional compensation, protection and use of material nonpublic information, “connections,” Alix v. McKinsey litigation, and issues created by the pandemic and our remote-work environment.

This panel will examine creditors vs. creditors in liability-management transactions (Boardriders, Serta, Travelport, Trimark), collective actions and credit bidding (Speedcast, Alta Masa, Empire Generating, Allied), strict foreclosure in light of TIA 316(b) (CNH Diversified Opportunities v. Cleveland Unlimited), de facto claim-subordination (La Paloma), rights preserved for junior creditors under an intercreditor agreement (do the exceptions swallow the rule (Claires, Momentive)?), and practical considerations such as coordination agreements, unitranche facilities and CLOs in restructurings.

This panel will compare and contrast liquidations and wind-downs under chapter 11, federal and state receiverships, ABCs, and judicial dissolutions. The panelists also will take a look at tools that are available and the risks attendant to each. Which companies are more appropriate for which type of liquidation option: cannabis and related company insolvencies, or higher education institutions?

This panel will discuss common valuation challenges and responses, and provide insight into piecing together multiple valuation techniques. The panelists will also touch upon identifying reasonable comps for similar companies and precedent transactions, reliance on/restating projections, and where valuation and liquidation analyses blend together, including non-cash-flowing assets.

This panel also will cover topics ranging from access to courts, to the increased use of inherent judicial power, to virtual trials, to valuation and compromise in uncertain (unprecedented) times, to recent developments in avoidance actions.

What do attorneys and other professionals need to know when preparing chapter 11 liquidation plans? This panel will discuss selecting a trust, LLC, plan administrator or other vehicle; ensuring that affirmative claims are preserved post-confirmation; searching for unencumbered assets; negotiating carve-outs; establishing a value/tax basis in litigation claims and other assets transferred to a trust or LLC; key plan provisions such as preserving 2004 discovery rights, creditor oversight, continuing court oversight, required reporting and retention/transfer of attorney/client privilege; trading of interests; provisions for closing the case; and structured dismissals following asset sales as an alternative to a liquidating plan.

This panel will focus on different strategies sponsors are using to retain control (or at least put a stake through) the bankruptcy process. What are the risks to sponsors/litigation issues? The panelists will also discuss fiduciary duties, managing conflicts and retaining separate counsel, the interplay between corporate governance and aggressive sponsor action (e.g., selling or spinning/stripping-off assets), sponsor affiliates purchasing debt in the portfolio company’s capital structure, and 10b-5 compliance, as well as negotiating/litigating with a difficult board. This session also includes a discussion of issues that arise when dealing with a challenging board of directors, especially those where some or all directors have been appointed by a controlling shareholder.

Join this session for a discussion on plan vs. statutory impairment (Ultra, PG&E), treatment of third-party releases/plan proponents (Millennium (3d Cir.), SunEdison and other recent S.D.N.Y./Del. Decisions; Emerge and Cloud Peak (Del.)), and classification (Novinda (10th Cir. BAP, litigation claims against a creditor justifies separate classification from other unsecureds)). Should all similarly situated creditors have the right to participate in rights offerings, financings, etc. (PacDrilling, Peabody)? The panelists will also discuss feasibility in light of the return of debtors to bankruptcy (including in the energy and retail space). Are reorganizations being rubber-stamped too easily?