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Recent Developments in Distressed Debt, Restructurings and Workouts 2018


Speaker(s): David M. Hillman, David Pauker, Jacob A. Adlerstein, James M. Lukenda, Janet M. Weiss, Jessica Liou, Joseph Samet (Ret.), Keith H. Wofford
Recorded on: Jan. 31, 2018
PLI Program #: 220050

David M. Hillman is co-head of the Private Credit Restructuring Group and a member of the Business Solutions, Governance, Restructuring & Bankruptcy Group at Proskauer Rose LLP.  David has 24 years of experience with an emphasis on representing private credit lenders, private funds, sovereign wealth funds and other alternative lenders and distressed investors in special situations and restructurings both in and out-of-court, whether the lender is secured or unsecured, unitranche or structured preferred. He has substantial experience in every phase of restructuring and distressed investing, including credit bid sales under section 363, debt-for-equity swaps, chapter 11 plans, out of court restructurings, foreclosures, and navigating inter-creditor issues involving the relative rights of majority and minority lenders. David also litigates the issues facing private credit lenders, including issues involving plan confirmation, solvency, valuation, inter-creditor disputes, financing and cash collateral disputes, fraudulent transfers, equitable subordination, recharacterization, breach of fiduciary duty and similar disputes. 

David was listed as a “leading individual” in bankruptcy/restructuring by Chambers USA, which noted that interviewees praised him as “wonderful to deal with,” “very effective” and an “excellent litigator and strategist” who “thinks outside the box.” Chambers also noted that David is “an excellent counselor for distressed situations with significant litigation elements” and “a terrific, conscientious and focused lawyer.” He has also been recognized as a leader in his field by New York Super Lawyers as well. A member of the American Bankruptcy Institute, David speaks frequently on bankruptcy-related topics including recent decisions affecting secured creditor rights and preparing creditors for bankruptcy risks.  David graduated, with honors, from Albany Law School in 1995.


David Pauker has 25 years of experience as a turnaround manager and financial advisor in a broad array of industries and has played major roles in some of the largest-ever bankruptcies and restructurings. A Fellow of the American College of Bankruptcy, he has frequently been ranked among leading U.S. restructuring advisors.

David is a member of the Board of Directors of Lehman Brothers, which is responsible for overseeing the marshalling and distribution of assets in the largest bankruptcy in history. He was appointed to Lehman’s Board pursuant to its court-approved bankruptcy plan and is currently serving as its Chairman. David was previously Executive Managing Director of Goldin Associates, a leading restructuring advisory firm.

He was Chief Restructuring Officer of Refco, Inc., a multi-billion dollar financial services company that was one of the largest-ever U.S. bankruptcy filings. He managed Refco's global businesses, oversaw its many investments and obtained approval of a bankruptcy plan in less than a year. He has acted as CRO, CEO or COO in numerous additional bankruptcies or restructurings, including Young Broadcasting, Vlasic Foods/Swanson Frozen Foods, Pharmacy Fund, Grand Court Lifestyles, PSINet Consulting, Monarch Capital, First Interregional Advisors, ISM Advisors and Tuttle Papock.

David has been financial advisor, restructuring advisor or otherwise advised companies, official committees, lenders, shareholders, trustees and other parties in the bankruptcies or restructurings of Airborne, Bearing Point, Boston Generating, Carlton Cove, Coudert Brothers, Crystal Brands, Dewey & LeBoeuf, DiLorenzo Properties, District 65 UAW Retirement Trust, Drexel Burnham Lambert, Enzymatic Therapy, First Capital Holdings, Intermedia Communications (WorldCom), Granite Partners, International Equine, Lehman Brothers Inc., Loral Space and Communications, Magnatrax, Metromedia Fiber, National Amusements, NorthWestern, Point Blank, Primus Telecom, Qimonda, R.A.B. Holdings, Redding Life Care, River Ranch, Rockefeller Center Properties, Salerno Plastics, SeaSpecialties, SemGroup, Student Finance Corp., Taylor Bean & Whitaker, Thornburg Mortgage, Tribune Company, Trump City/Penn Yards, Trump Taj Mahal, United Merchants and Manufacturers and Wood River Capital Management.

David has been appointed by the United States Department of Justice or the United States Bankruptcy Court to act as trustee, examiner and mediator in Federal bankruptcy proceedings. In addition to his own appointments, he has assisted SEC receivers, bankruptcy trustees, examiners and outside directors in numerous investigations of public and private companies and investment funds. Before joining Goldin Associates, he was a senior aide to Harrison J. Goldin, then Comptroller of The City of New York. He is a graduate of Cornell University (1981) and the Columbia University School of Law (1984).


Janet M. Weiss assists clients in achieving their objectives in complex bankruptcy cases and out-of-court restructurings. Whether representing debtors, creditors, strategic buyers or other interested parties, Janet’s strong transactional skills coupled with her practical business sense enable her to develop creative solutions in corporate reorganizations and debt restructurings.

Janet has represented debtors, creditors, committees, secured lenders, debtor-in-possession financiers and acquirers in substantial chapter 11 cases and out-of-court restructurings.  She also has significant experience in bankruptcy litigation, retail insolvencies, and bankruptcy aspects of asset-backed and mortgage-backed financings.  In addition, she has assisted structuring corporate transactions to minimize insolvency risks.

Janet is a frequent speaker and writer on bankruptcy and financial restructuring law topics.  She has lectured at ABA, American Bankruptcy Institute, New York City bar and PLI programs.  She has written articles on the intersection of bankruptcy and trademarks, indentures and real estate, among other topics.

Ms. Weiss was educated at the University of Pennsylvania where she earned her B.A., cum laude, and her J.D.


Jessica Liou is a senior associate in the Firm’s Business Finance & Restructuring Department. Ms. Liou represents and advises debtors, creditors, equity holders, investors, and other interested parties in all aspects of distressed and insolvency situations. She has served as the lead associate or an integral member of multiple teams advising debtors and creditors in various industries, including power, oil & gas, renewable energy, manufacturing, hospitality, retail and telecommunications.

Ms. Liou’s debtor representations include, among others, Sears Holding Corporation, Claire’s Stores, Inc., Fieldwood Energy, Basic Energy Services, Inc., Westinghouse Electric Company LLC, Paragon Offshore plc, Essar Steel Algoma Inc., Endeavour International Corporation, Extended Stay Hotels, AES Eastern Energy, Nortek, Hawkeye Renewables, Steve & Barry’s, and Recycled Paper Greetings. Her creditor representations include, among others, Brookfield, as one of the largest first lien creditors in the chapter 11 cases of Texas Competitive Electric Holdings Company LLC and its debtor affiliates, The Export-Import Bank of China as the largest secured creditor in the Baha Mar Ltd. insolvency proceedings, and Harbinger Capital Partners in the TerreStar Networks Inc. and TerreStar Corporation chapter 11 cases.

Ms. Liou is a regular contributor to the Weil Bankruptcy Blog, has served on the Firm’s task force focused on Dodd-Frank financial legislation, and practices pro bono in the areas of family law and criminal appeals, where she successfully argued before the New York State Appellate Division to uphold an order of protection and was part of a team that successfully overturned a death penalty conviction for a mentally impaired defendant after 19 years. She has been recognized for her pro bono contributions by Sanctuary for Families Center for Battered Women’s Legal Services as a recipient of its 2012 Pro Bono Achievement Award.


Joseph Samet has been a partner and member of Baker McKenzie's Global Recovery, Restructuring and Bankruptcy Group, residing in the New York office. He retired from the firm in 2015, and still teaches and writes in the R & B fields. He is available for mediating, expert witness, officer/director, and other work. Since 1975, Mr. Samet has been immersed in national and international restructurings, chapter 11 reorganizations, distressed sales of assets, SIPC and bankruptcy practice, representing all parties in interest. This includes chapter 15 cases. He counsels parties in interest and transactional lawyers on potential creditors’ rights/bankruptcy implications of deals, sales, investments and litigation settlements they are considering. His experience includes structured finance, corporate governance, pre- and post-bankruptcy litigation, negotiations and mediation. He counseled on insurance, monolines and bank liquidations, and advises corporate boards. He analyzes executory contract issues, including licenses for businesses in the e-commerce economy, and gave written opinions and analysis in transactions. His practice has involved diverse businesses, including in manufacturing, financial services, retail, service, airlines, energy, healthcare, real estate, e-commerce, sports and telecommunications. He prosecuted and defended preference, fraudulent conveyance, equitable subordination and substantive consolidation actions, officer/director liability and Ponzi scheme issues.  He counsels professional firms and their principals on risk management, “unfinished business” and clawback type issues. Mr. Samet has prepared expert reports and testified as an expert witness in jury trials and in an international arbitration.  He is on the SDNY bankruptcy court mediation panel and took extensive meditation training courses in 1994, and in 2015 through the ABI.

Mr. Samet is the principal co-author of the two-volume annotated Herzog’s Bankruptcy Forms and Practice published by Thomson Reuters. He has been a contributing author of Collier on Bankruptcy 15th Edition, and the Collier Bankruptcy Practice Guide treatises, having written and updated for many years three chapters on voluntary and involuntary bankruptcies totaling about 400 printed pages. He has written or co-authored published articles and outlines including on Arbitration and Intellectual Property in Bankruptcy; Breakup Fees and Topping Agreements in Sales of Assets; Multinational Insolvencies; Duties of Officers and Directors and Liability Issues; Unfinished Business; Mediation; Partners and Partnerships; The Basics of Chapter 11 and Chapter 15; and Research Tools.  Since 1981, he has chaired or lectured at over 250 CLE and Industry programs in the U.S. and internationally on pre-bankruptcy restructuring and bankruptcy-related issues, including programs of the National Bankruptcy Judges’ Conference, the Practising Law Institute, The American Bankruptcy Institute, the Commercial Law League, the Turnaround Management Association, and INSOL. He is chair of the annual PLI programs “Current Developments in Bankruptcy and Reorganizations” 2009-2018, and “Recent Developments in Distressed Debt, Restructurings and Workouts” 2008-2018. Mr. Samet was an Associate Conferee of the National Bankruptcy Conference and a member of its Bankruptcy Code Review project which was submitted to the United States Congress in 1994.  He has been an Adjunct Professor at Brooklyn Law School, and served on bankruptcy committees of national and local bar associations. Mr. Samet has been regularly selected by Super Lawyers as one of the Leading Insolvency and Restructuring Lawyers, the Best Lawyers in America, in Banking and Finance Law, and Who’s Who in America. He received the 2004 Burton Award for Legal Writing at the Library of Congress as co-author of the article entitled “When Worlds Collide: Intellectual Property and Arbitration Rights in Bankruptcy Cases.”  Mr. Samet is a member of the American Bankruptcy Institute, the ABA, the NYS Bar Association, TMA, the NYC Bar Association and CPR relating to mediation. He has served as a member of boards of directors of the American Bankruptcy Institute, the CLLA Fund for Public Education and the NY Chapter of the TMA, and is a member of the Steering Committee of the Zaretsky Roundtable at Brooklyn Law School.


Keith Wofford, co-managing partner of the firm’s 300-lawyer New York office, focuses on bankruptcy and creditors' rights. Keith primarily acts on behalf of investment funds specializing in distressed debt, and potential acquirors of assets of distressed companies. He regularly represents ad hoc committees of secured and unsecured creditors in Chapter 11 cases and in out-of-court workouts, and he also represents official committees in Chapter 11 cases.

Keith has been particularly active with respect to inter-creditor disputes, credit- bidding transactions and other acquisitions of company control through debt positions. In addition, he regularly represents clients in bankruptcy courts and other venues. Keith has represented a major energy trading concern with respect to the renegotiation or settlement of trading relationships (encompassing physical and financial trades) with several debtor counterparties (including Enron Corp., Bethlehem Steel Corporation, Mirant Corp. and others).

Prior to joining Ropes & Gray, Keith was a senior securitization analyst in the structured finance group at Moody's Corporation.

Awards

  • The Best Lawyers in America (2017)
  • Legal 500 (2016)
  • Benchmark Litigation “Top 10 National Bankruptcy Practitioners” (2017)
  • Benchmark Litigation “Local Litigation Star” (2017); “National Litigation Star” (2015-2017)
  • Chambers USA: America's Leading Lawyers for Business (2010-2016)
  • New York Super Lawyers (2013-2016)

Education 

  • JD, Harvard Law School, 1993
  • AB, cum laude, Harvard College, 1990

Bar Admissions

  • New York, 1994

Court Admissions

  • U.S. Bankruptcy Court for the Eastern District of Michigan
  • U.S. District Court for the Eastern District of Michigan
  • U.S. District Court for the Eastern District of New York
  • U.S. District Court for the Southern District of New York
  • Supreme Court of the United States


A partner in the Bankruptcy and Corporate Reorganization Department, Jake has broad experience advising a variety of clients in bankruptcy cases and corporate restructurings, including debtors, official and ad hoc creditor committees and distressed investment funds. Jake’s company-side representations include Cumulus Media, Pinnacle Agriculture Holdings and AbitibiBowater, and recent creditor-side matters include representing the ad hoc committees in the restructurings of Texas Competitive Electric Holdings Company, Pacific Exploration, ATD Corporation, Concordia Healthcare and Aspect Software.

Jake has been recognized by The Legal 500 as a recommended bankruptcy and restructuring lawyer and regularly participates on panels sponsored by industry organizations, including Practising Law Institute.

Jake received his J.D. from Columbia Law School where he was a James Kent Scholar and Harlan Fiske Stone Scholar and graduated magna cum laude from the University of Pennsylvania. Jake also served as a clerk for the Hon. Robert E. Gerber, U.S. Bankruptcy Court in the Southern District of New York.


Jim provides assistance to clients with troubled debt restructurings, mergers, acquisitions and dispositions, litigation and claims analysis, fraud investigations, and other financial consulting and bankruptcy assignments.

His experience spans numerous industries including financial services, heavy manufacturing, retailing, electronics, consumer products and distribution, construction and contracting, communications and publishing, real estate, and hospitality.

Jim’s extensive experience includes:

Financial Forensics

  • Analysis of a multimillion dollar construction contract and lost profits claim from a troubled state highway contract;
  • Financial records disentanglement assignment to locate misappropriated funds;
  • Analysis of inventory procedures and record keeping to explain product shortages and operating losses;
  • Investigation of trading pattern velocity and investment portfolio mismanagement of a not-for- profit institution.

Bankruptcy & Restructuring

  • Expert testimony on issues of business plans, liquidations, avoidance actions, substantive consolidation, and other reorganization and bankruptcy issues;
  • Development and evaluation of strategic business plans on behalf of debtors and creditors including the evaluation of customer and product profitability, store and plant profitability, overhead structure, and industry viability;
  • Analysis for providing expert testimony on business performance, lost profits, and claims for damages;
  • Preparation of valuation reports including enterprise value and liquidation analyses;
  • Negotiation and evaluation of out-of-court debt restructuring proposals.

Education and Certification

  • BSBA, cum laude, Georgetown University School of Business Administration
  • Certified Public Accountant (New Jersey and New York)
  • Certified Insolvency and Restructuring Advisor
  • Certified in Financial Forensics
  • Instructor, AIRA coursework, Certified Insolvency and Restructuring Advisor and Certification in Distressed Business Valuation