Corporate restructuring review | May-June 2021 | Jones Day


In this problem:

First impressions: the third circuit sabotages triangular compensation in bankruptcy

In In re Orexigen Therapeutics, Inc., 990 F.3d 748 (3d Cir. 2021), the United States Court of Appeals for the Third Circuit ruled prima facie that the “triangular netting” did not meet the Bankruptcy’s “mutuality” requirement Coded. [read more …]

Should fairness rule out appeals of only Chapter 11 plan confirmation orders?

As a recent decision by the United States District Court for the North District of Texas demonstrated, courts disagree on whether fairness should apply only to appeals of plan confirmation orders. In Harden Healthcare LLC v OLP Wyoming Springs LLC (In re Senior Care Centers, LLC), 2021 WL 632779 (ND Tex. February 18, 2021), the district court upheld a bankruptcy court order approving a settlement reached in a sale transaction. In that decision, the court ruled that the appeal was neither fairly nor statutorily moot, noting that, according to Fifth Circuit precedent, moot fairness should not be extended to such a “new frontier”. [read more …]

Debate Intensifies Requests for Substantial Contribution in Chapter 7 Cases

In In re Concepts Am., Inc., 625 BR 881 (Bankr. ND Ill. 2021), the US Bankruptcy Court for the Northern District of Illinois ruled that “[t]The clear and unambiguous language of § 503 (b) (3) (D) [of the Bankruptcy Code] is conclusive – requests for substantial contributions are only allowed as administrative expenditure in Chapters 9 and 11, and not in Chapter 7. ” [read more …]

Bankruptcy court lists alleged loan as equity

In In re Live Primary, LLC, 2021 WL 772248 (Bankr. SDNY March 1, 2021), the US Bankruptcy Court for the Southern District of New York has ruled that an alleged loan made to a start-up limited liability company by one of its members should be processed as a capital contribution because, among other things, the company was not sufficiently capitalized and the unsecured “loan” was not properly documented, carried a de minimis interest rate, and was only repayable upon the occurrence of a share offer or a change of control. [read more …]

In Brief: “Defaulting” Delaware Corporation May Transfer Assets to Creditors in Lieu of Foreclosure Without Shareholder Consent

In Stream TV Networks, Inc. v SeeCubic, Inc., 2020 WL 7230419 (Del. Ch. 8 Dec 2020), the Delaware Court of Chancery ruled that the assets of Stream TV Networks, Inc., an insolvent 3D television technology company incorporated in Delaware, could be transferred to an affiliate of two of Stream’s secured creditors in lieu of foreclosure without seeking approval from Stream shareholders under Section 271 of the Delaware General Corporations Act or Stream’s Certificate of Incorporation. [read more …]

US Supreme Court denies Landmark review Tribune Safe Harbor decision

On April 19, 2021, the United States Supreme Court refused to hear an appeal of a landmark 2019 decision of the United States Court of Appeals for the Second Circuit regarding the applicability of the sphere of Bankruptcy Code security for certain securities, commodities or futures contract payments. to avoid bankruptcy of $ 8.3 billion in payments made to shareholders of Tribune Co. as part of its 2007 leveraged buyout. [read more …]

Worthy of the news:

Jones Day was ranked # 1 in the 2021 BTI Consulting Group Customer Service Team A report for the fifth consecutive year and the 13th time since BTI released its results, based on independent research.

Bruce Bennett (Los Angeles and New York) appeared in the new book The Caesars Palace coup: how a billionaire brawl over the famous casino exposed the power and greed of Wall Street (Diversion Books, March 2021) for his role as representative of senior bondholders in the 2016 bankruptcy cases of gaming and hospitality giant Caesars Entertainment.

Corinne Ball (New York) was interviewed on a March 17, 2021, Turnaround Management Association podcast titled “Interview with a Turnaround Legend: Past, Present and Future of Bankruptcy Law“.

Bruce Bennett (Los Angeles and New York), Heather Lennox (Cleveland and New York), and Ben Larkin (London) were classified in the Bankruptcy / Restructuring or Restructuring / Insolvency practice areas in Chambers Global 2021.

An article written by Corinne Ball (New York) titled “Two Hats” Doctrine for Divided Directors and Officers Weakens When Assessing Waiver of Attorney-Client Privilege Suggesting Caveat on Sharing Legal Advice “was published in the April 21 issue. 2021 from The New York Law Journal.

An article written by Bruce Bennett (Los Angeles and New York), Heather Lennox (Cleveland and New York), Christopher DiPompeo (Washington), and Dan. T. Moss (Washington State) titled “Supreme Court: mere retention of property does not violate automatic stay” was published on April 9, 2021 in the Bulletin of the Office of International Law.

Corinne Ball (New York) was one of the recognized “Senior Statespeople” in the field of bankruptcy / restructuring in Chambers Global 2021.

An article written by Dan T. Moss (Washington) and Mark G. Douglas (New York) titled “Circuit Two: Madoff Ponzi Scheme Clients Did Not Receive Fictitious Profit Payments” for Value “” was published in the March 2021 issue of The Wall Street Lawyer.

Roger Dobson (Sydney), Katie Higgins (Sydney), Tim L’Estrange (Melbourne), and Lucas Wilk (Perth) were recognized in the field of insolvency and reorganization law in the 2022 edition of Australia’s best avocados. â„¢ Roger Dobson (Sydney) was also named “Lawyer of the Year” for 2022 in the distressed investment and debt securities practice area.

An article written by Charles M. Oellermann (Columbus) and Mark G. Douglas (New York) entitled “The year of bankruptcy: 2020” was published on March 12, 2021 in the Bulletin of the Office of International Law.


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