Cleary Gottlieb advises clients worldwide on bankruptcy and restructuring matters that cross legal and geographical borders. The deep ties that we form in all of the regions comprising our practice allow our lawyers to understand both the legal and cultural landscape of highly complex, multi-jurisdictional restructurings. Clients appreciate the rigor of our approach, with our lawyers employing tough, analytical and outside-the-box thinking to structure creative solutions.
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Jun 30, 2011
Cleary Gottlieb is representing Nortel Networks on the Section 363 bankruptcy sale of its residual patent assets through a bankruptcy auction to a consortium consisting of Apple, EMC, Ericsson, Microsoft, Research In Motion and Sony for $4.5 billion, an increase of $3.6 billion from Ranger Inc.’s original stalking horse bid for these assets. The sale results from a four day auction that took place in Cleary Gottlieb’s New York office from June 27 through June 30. A joint hearing before courts in the United States and Canada is set to be held on July 11 to formally approve the sale. Nortel has been a client of Cleary Gottlieb for more than 20 years. The firm is currently acting as U.S. bankruptcy counsel to Nortel and affiliates in their U.S. Chapter 11 proceedings, which are closely coordinated with proceedings in Canada, the United Kingdom and France. Cleary Gottlieb has represented Nortel on its prior Section 363 bankruptcy auction sales, including the:
- sale of its wireless infrastructure assets to Ericsson for $1.13 billion (November 2009);
- sale of its global Enterprise Solutions business to Avaya for a total of $915 million (December 2009);
- sale of its Optical Networking and Carrier Ethernet businesses to Ciena for $774 million (March 2010);
- sale of its GSM/GSM-R business in Europe and Taiwan to Ericsson and Kapsch CarrierCom for $103 million (March 2010);
- sale of its Carrier VoIP and Application Solutions to GENBAND for $282 million (May 2010); and
- sale of its Multiservice Switch business to Ericsson for $65 million (September 2010).
Sep 19, 2011
On Monday, September 19, Chief U.S. District Judge Loretta Preska granted leave to appeal and as a matter of first impression held that the Bankruptcy Court did not have "core" jurisdiction to adjudicate 41 lawsuits, claiming over $3 billion in redemption payments, brought by liquidators of the Fairfield Madoff feeder funds in a Chapter 15 Case against over two hundred defendants including seventeen financial institutions represented by Cleary Gottlieb. The Bankruptcy Court had denied defendants' motion to remand a) all of the cases for lack of subject matter jurisdiction or on the basis of abstention and b) four of the cases on the basis of untimely removals.
Following extensive oral argument, the District Court granted Cleary Gottlieb's motion for leave to appeal and reversed the Bankruptcy Court's decision. Judge Preska remanded to state court four cases (two of which involved Cleary Gottlieb clients) on the basis of untimely removal and the rest of the cases to the Bankruptcy Court to make certain factual findings as a predicate for a mandatory abstention determination that would return those cases to the state forum where they were commenced. The District Court agreed with defendants' arguments that (i) the Bankruptcy Court lacked "core" jurisdiction to decide these cases both as a statutory and constitutional matter, (ii) the Bankruptcy Court misapplied the mandatory abstention standard and (iii) the Bankruptcy Court improperly extended the removal period for certain of the cases after the removal period had expired.
Jul 01, 2011
On July 1, 2011, Lehman Brothers and its key creditors—including several clients of Cleary Gottlieb—reached an agreement resolving various disputes concerning Lehman's chapter 11 plan. Cleary Gottlieb played a lead role in the negotiation and finalization of plan settlement documentation as counsel to Goldman Sachs and other creditors holding substantial derivative claims, having served as the principal drafter of a competing chapter 11 plan for the Lehman debtors that was filed by 23 major financial institutions including Goldman Sachs and other clients. Cleary Gottlieb also played an instrumental role in negotiating a framework for resolving nearly $10 billion in derivatives claims. The competing plan, as well as the framework for derivative claims, was a significant catalyst for resolving various disputes with the Lehman estates that led to the filing of a consensual chapter 11 plan by Lehman Brothers supported by more than 30 creditors holding in excess of $100 billion in claims.
Jul 28, 2011
On Thursday, July 28, U.S. District Judge Jed Rakoff dismissed more than $6.5 billion in common law claims brought by the Madoff Trustee against Cleary Gottlieb client HSBC, on the ground that the Trustee lacked standing to bring those claims. Judge Rakoff returned the case to the Bankruptcy Court for adjudication of the Trustee's more conventional clawback claims (which Cleary Gottlieb did not seek to dismiss).
Dec 15, 2010
Cleary Gottlieb represented Bavaria Yachtbau GmbH, in the immediate lease and the subsequent acquisition of the group's operations of Cantiere del Pardo S.r.l., the manufacturer of the Grand Soleil and Dufour sail yachts, in the context of Cantiere del Pardo’s debt restructuring through a concordato preventivo procedure (court-approved composition with creditors).
Mar 01, 2011
Cleary Gottlieb represented Istithmar Retail in connection with the Chapter 11 proceedings of its portfolio company, Loehmann's Holdings. On March 1, 2011 Loehmann's emerged from bankruptcy protection, just 3 1/2 months after commencing a pre-negotiated Chapter 11 case that was overwhelming supported by creditors in all creditor classes. Under the restructuring plan approved by the court, Istithmar and senior secured noteholder Whippoorwill Associates, a White Plains, New York-based investment manager, backstopped a $25 million rights offering to senior bondholders, providing the funds necessary for the restructuring. As a result of the backstop arrangement, as well as their existing bond positions, Istithmar and Whippoorwill received board selection rights and a substantial ownership stake in reorganized Loehmann's. Through an expedited and consensual process, Loehmann's emerged with a stronger balance sheet, including the elimination of $110 million in long-term debt, and avoided liquidation unlike many recent retailers in bankruptcy.
Loehmann's is a 90-year-old retailer best known for its discounted prices for designer apparel.
Jun 26, 2009
Cleary Gottlieb is representing the International Union, United Automobile, Aerospace and Agricultural Implement Workers of America ("UAW") in its negotiations with GM and the U.S. Treasury relating to the Chapter 11 filing by GM. The firm's work has included advising the UAW with respect to the proposed ownership of 17.5 percent of a new GM by a union retiree healthcare trust, a structure Cleary Gottlieb helped put in place in 2005.
Cleary Gottlieb has a long relationship with the UAW dating back to the 1990s and the restructuring of Navistar Corporation. In recent years, the firm represented the union in connection with the novel agreements entered into in 2005, 2007 and 2008 with General Motors Corporation, Ford Motor Co. and Chrysler to establish the Voluntary Employees’ Beneficiary Association trusts to provide retiree health care benefits for hundreds of thousands of Americans.
Apr 30, 2009
Cleary Gottlieb is representing the International Union, United Automobile, Aerospace and Agricultural Implement Workers of America ("UAW") in its negotiations with Chrysler, Fiat and the U.S. Treasury relating to the Chapter 11 filing by Chrysler. The firm's work has included advising the UAW with respect to the proposed ownership of 55 percent of a new Chrysler by a union retiree healthcare trust, a structure Cleary Gottlieb helped put in place in 2005.
Cleary Gottlieb has a long relationship with the UAW dating back to the 1990s and the restructuring of Navistar Corporation. In recent years, the firm represented the union in connection with the novel agreements entered into in 2005, 2007 and 2008 with General Motors Corporation, Ford Motor Co. and Chrysler to establish the Voluntary Employees’ Beneficiary Association trusts to provide retiree health care benefits for hundreds of thousands of Americans.
Sep 03, 2010
Cleary Gottlieb represented Goldman Sachs as lender in the further restructuring of the senior and mezzanine financings of an acquisition of properties leased to department store chain Karstadt in 2006. Initially, the transaction comprised financings in an amount of up to €3.6 billion and a sale-and-lease-back of more than 170 properties. The further restructuring which was agreed on September 3 became necessary due to the sale of the insolvent Karstadt Warenhaus GmbH to investor Nicolas Berggruen.
Cleary Gottlieb already advised Goldman Sachs in 2006, 2008 and in February 2010 with respect to the original financing and the following restructurings, respectively.
Cleary Gottlieb's role in the restructuring extended to various aspects of the transaction, including amendments to finance documents and security, changes to intercreditor and syndication arrangements, and lease modifications.
Aug 14, 2009
Cleary Gottlieb is advising the creditors steering committee (composed of Banco Bilbao Vizcaya Argentaria, S.A., Banco Santander, S.A., Citigroup Global Markets Limited, HSBC Bank plc, The Royal Bank of Scotland plc and BNP Paribas) of CEMEX, S.A.B. de C.V., in connection with its restructuring of approximately $15 billion of indebtedness. The restructured debt includes over $14 billion of syndicated, bilateral and derivative bank debt (for a total of more than 70 participating banks) and over $850 million of U.S. private placement debt. The restructuring process started in March 2009, the agreements were signed and the transaction closed on August 14.
As of December 31, 2008, the Mexican company CEMEX is the third largest cement company in the world, based on an installed capacity of approximately 95.6 million tons and the largest ready-mix concrete company worldwide, with annual sales volumes of approximately 77.3 million cubic meters. CEMEX primarily engages in the production, distribution, marketing and sale of cement, ready-mix concrete, aggregates and clinker.
Top 10 Successful Restructuring
(Lehman Brothers Holdings)
Turnarounds & Workouts (2012)
Standout Firm for Technology, Media and Telecoms
(Nortel Networks' patent auction)
Financial Times' U.S. Innovative Lawyers (2011)
Americas Restructuring Deal of the Year, Best Restructuring
(Comerci)
International Financing Review (2012), LatinFinance (2012)
EMEA Restructuring of the Year
(Truvo)
International Financing Review (2012)
Americas Restructuring of the Year
(CIT Group)
International Financing Review (2011)
Best Corporate Liability Management
(Fibria)
LatinFinance (2011)
Restructuring Deal of the Year
(Independência)
Latin Lawyer (2011)
Commended Firm for Restructuring
(Cross-border asset sale of Nortel Networks)
Financial Times' U.S. Innovative Lawyers (2010)
Telecom Deal of the Year
(Nortel's asset sales)
Investment Dealers' Digest (2010)
Best Restructuring Transaction of the Year
(CEMEX)
LatinFinance (2010)
Restructuring Deal of the Year
(GRUMA)
Latin Lawyer (2010)
“This New York-based group is one of the strongest practices in the U.S. for international and cross-border restructuring matters. It also receives high marks for bankruptcy matters requiring distressed M&A and securities expertise. … ‘Its client-service is exceptionally high; they are responsive, proactive and available twenty-four-seven.’”
Chambers USA (2011)
“Imbued with the firm’s overall generalist approach, the team’s lawyers are well-suited to the increasingly sophisticated and often transactional nature of restructuring, and are adept at providing a one-stop-shop at handling restructuring mandates that require corporate, capital markets, litigation and financial products input.”
The Legal 500 - US (2011)
“‘They are truly multidisciplinary, which is an important and useful trait.’”
Chambers Global (2010)
“This highly regarded team continues to rise in the estimation of the market, and it has played a key role in some of the largest bankruptcy matters. … ‘In addition to its talent for litigation, the group has a great blend of transactional and regulatory expertise and does an excellent job of communicating issues and maximizing its resources.’”
Chambers USA (2010)
“Clients are drawn to the firm for its strong network, endorsing it as ‘a truly international operation with very professional and accessible lawyers.’”
Chambers Europe (2010)
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