Chapter 11 Debtor’s Counsel
Togut, Segal & Segal LLP has advised corporate Chapter 11 debtors of all sizes ranging from some of the largest and most complex companies ever filed (such as Enron, General Motors, Westinghouse) to midsize debtors (such as Rubie’s Costume Company, Joan & David Helpern, and Grubb & Ellis). Our exclusive focus on bankruptcy and insolvency issues gives our firm significant advantages in experience, efficiency, and cost-effectiveness across the full range of Chapter 11 challenges.
We partner with a company’s regular corporate counsel and in a way that avoids any duplication of effort because we do the bankruptcy work, and corporate counsel continues to do the rest. We do our debt restructuring work, we exit, and the regular corporate counsel takes over. This is especially important for smaller companies.
We have several added advantages in representing smaller corporate debtors. First, we staff cases leanly. Second, our partners run the case, which yields added efficiencies that avoid missteps. In many cases, our partners’ billing rates are less than senior associates’ rates at larger firms. In addition, for three years, our senior partner, Al Togut, co-chaired a blue-ribbon commission that studied Chapter 11 reform sponsored and paid for by the nonpartisan American Bankruptcy Institute. It issued an extensive report to Congress, the United States Trustee and judges of the bankruptcy courts around the country. One set of its recommendations was adopted by Congress and passed into law, allowing for special provisions to make small business bankruptcies more economical and faster. Having the co-chair of that effort as your counsel can only enhance the smaller debtor’s chances of success.
Our experience with complex bankruptcy extends across a wide spectrum of industries and sectors. We have special expertise in the industries of automotives, airlines, hospitals and health care, energy, financial services, real estate, shipping, drilling, and telecommunications, as well as in newspapers and publishing, the retail sector, and professional partnerships such as law firms. Togut, Segal & Segal LLP has handled many of the most important bankruptcy cases in the past 40 years as lead Chapter 11 debtor’s counsel or another central capacity. A representative sample of our cases includes:
Main counsel to Zuca Properties LLC, an owner of certain penthouse condominiums in Manhattan. The debtor is using the bankruptcy process to market for sale its condo units and consummate a chapter 11 plan of reorganization that is backstopped by a bid from its secured lender which has agreed to acquire the condos if no buyer is identified.
Main counsel to Greensill Capital, Inc., the U.S.- based subsidiary of the international Greensill supply chain finance business, in connection with its chapter 11 case. The debtor is pursuing a section 363 auction and marketing process overseen by the Bankruptcy Court for the sale of its 100% ownership interests in Finacity Corporation, a leader in the structuring and provision of asset-backed working capital funding solutions, consumer receivables financing, supplier and payables finance, back-up servicing, and transaction reporting around the world.
A $10 billion business and the largest airline in South America. Co-counsel to the debtors with Cleary Gottlieb Steen and Hamilton LLP.
A 162-year-old family-controlled public company that provides independent local journalism to 30 communities in 14 states through its local newspapers, including well-respected publications such as the Miami Herald, The Kansas City Star, The Sacramento Bee, the Charlotte Observer, The News & Observer (Raleigh), and the Fort Worth Star-Telegram, as well as national news coverage through its Washington, D.C., bureau. Co-counsel to the debtors with Skadden, Arps, Slate, Meagher & Flom LLP.
Westinghouse Electric Company LLC
We were main counsel for Toshiba Nuclear Energy Holdings (UK) Limited, one of the debtors and the parent company of the international arm of Westinghouse’s global nuclear power business, in connection with the restructuring of over $9 billion in debt between Toshiba Nuclear Energy Holdings (UK) Limited and the 31 other Westinghouse debtors and the $4.7 billion sale to Brookfield. The Westinghouse debtors were represented by Weil, Gotshal & Manges.
Rubie’s Costume Company, Inc.
Co-counsel to the debtors, collectively one of the world’s largest designers, manufacturers and distributors of costumes and related accessories. The Togut Firm assisted the debtors in obtaining bankruptcy court approval of a Section 363 sale of substantially all of their assets following an expedited three-month in-court process. The sale allowed the debtors to satisfy nearly $100 million of secured debt, assume and pay in the ordinary course approximately $35 million in postpetition trade payables after payment of more than $20 million prepetition to critical vendors, pay a substantial recovery to remaining unsecured creditors, and save hundreds of jobs.
Pacific Drilling S.A.
We were main counsel to Luxembourg-based Pacific Drilling S.A. and certain of its affiliates and restructured approximately $3 billion in debt. The debtors operate an international offshore drilling business that specializes in ultra-deepwater and complex well construction services.
Biopharmaceutical companies focused on the development and commercialization of novel gastrointestinal therapies. The debtors consummated a Chapter 11 restructuring through a section 363 sale of a majority of their assets to Bausch Health within four months. We were co-counsel with Skadden and now represent the plan administrator.
We are main counsel to the debtors, 24 international shipping companies involving 46 vessels, and we restructured more than $1 billion in liabilities.
Trident Holding Company, LLC
Co-counsel to the debtors with Skadden Arps in connection with the debtors’ restructuring pursuant to a Chapter 11 plan of reorganization.
One of the world’s leading developers of renewable energy solutions, involving the restructuring of more than $8 billion in liabilities. We were co-counsel to the debtors with Skadden Arps.
Chrysler Group LLC
The first of the two “big three” domestic automakers to file for bankruptcy, with liabilities exceeding $55 billion. It became known as the “42-Day Miracle” because, from the case commencement to the closing of the sale to Fiat, it took only 42 days. We were co-counsel to the debtors with Jones Day.
The largest domestic automaker and the largest industrial enterprise ever to file for bankruptcy, with an estimated $91 billion in assets. In many ways, this case followed the game plan developed in the Chrysler case. We were conflicts counsel with Weil, Gotshal & Manges.
Co-counsel with Weil, Gotshal & Manges to the Enron debtors in what was then the second-largest Chapter 11 case ever filed.
Rockefeller Center Properties
Main counsel to the debtor in the restructuring of mortgage and other indebtedness involving 12 historic landmark buildings in the heart of Manhattan.
The largest automotive parts supplier in the United States that was spun off from General Motors. We were conflicts counsel to the debtor with Skadden Arps.
AbitibiBowater Group Inc.
Main counsel to debtor Bowater Canada Finance Corporation and responsible for investigating claims, including a claim for more than $600 million against the debtor’s corporate parent arising under the Nova Scotia Companies Act.
Olympia & York World Financial Center (Tower B Company)
Main counsel to the debtor in restructuring mortgage and other indebtedness.
One of the world’s largest producers and marketers of titanium dioxide pigment with assets and liabilities exceeding $1 billion. We were conflicts counsel to the debtor with Kirkland & Ellis.
Ambac Financial Group Inc.
A financial guarantee insurance company whose business includes the issuance of insurance policies to support public finance, structured finance, and international finance transactions.
Main counsel to the debtor, a billion-dollar consumer finance business that both originated and serviced subprime home equity loans.
Main counsel to the Chapter 7 trustee for a registered futures commissions merchant in the largest Chapter 7 case ever filed, involving more than $4 billion in assets.
Loews Cineplex Entertainment Corporation
One of the nation’s largest motion picture theater exhibition companies with assets and liabilities exceeding $1 billion. We were co-counsel to the debtor with Fried Frank.
Loehmann’s Holdings Inc.
Main counsel to the debtor women’s fashion apparel chain that operated 48 retail stores in major metropolitan areas. We confirmed a Chapter 11 plan that kept the business operating and management in place.
Daewoo International (America) Corp.
Main counsel to the debtor, the U.S.-based trading arm of the Daewoo group of companies, which successfully underwent what was then the largest non-sovereign debt restructuring in history with aggregate liabilities exceeding $70 billion.
A regional airline, involving over $100 million in liabilities. We were conflicts counsel to the debtor with Davis Polk.
Saint Vincent’s Hospitals
Restructuring involving over $1 billion in liabilities. There were two cases. We were co-counsel with Weil, Gotshal & Manges in the first case, and we were co-counsel with Kramer Levin in the second case.
Our Lady of Mercy Medical Center
A Bronx hospital that was successfully sold as a going concern in Chapter 11 despite having over $100 million in liabilities.
Cabrini Medical Center
Main counsel to the debtor, a hospital in Gramercy Park, Manhattan, with over $100 million in liabilities.
Ames Department Stores, Inc.
Then the largest regional discount retailer in the United States, which had revenue exceeding $1 billion before it ceased operations. We were co-counsel to the debtor with Weil Gotshal.
SK Global America, Inc.
Main counsel to the debtor, the U.S.-based trading arm of what was then the third largest conglomerate in South Korea and one of the largest business enterprises in the world.
Clift Holdings LLC
Main counsel to the debtor in the successful restructuring of $75 million in debt for Ian Schrager’s premier San Francisco hotel.
Main counsel to one of the largest telephone card manufacturers in the country with sales exceeding $100 million.
Guilford Mills, Inc.
Main counsel to the debtor, a leading worldwide producer and seller of textiles, which successfully restructured over $300 million in secured debt and paid all its unsecured creditors in full under its confirmed Chapter 11 plan.
Joan & David Helpern Inc.
Main counsel to the debtor/operator of the Joan & David Helpern luxury footwear and accessory retail chain, which had more than 55 stores located worldwide.
Fortunoff Fine Jewelry & Silverware, LLC
Main counsel to the debtor in the successful sale as a going concern of Fortunoff, a nationally known retailer.
The firm was formed to partner with main counsel in complex bankruptcy cases, initially to handle the matters for which main counsel has an actual or potential conflict of interest. In these cases, without our involvement, main counsel’s employment cannot be approved by the court because it cannot satisfy the disinterestedness test of the Bankruptcy Code, so we do the conflicts work that main counsel cannot. It is the combination of the two firms that satisfies the disinterestedness requirement of the Bankruptcy Code.
Over our 40 years, we have handled every part of a complex restructuring, from soup to nuts. We have worked with the very best firms in the country, including Skadden Arps; Weil, Gotshal & Manges; Kirkland & Ellis; Milbank; Cleary Gottlieb; Wachtell Lipton; Cravath; Jones Day; Kramer Levin; Shearman & Sterling; and Davis Polk, among others. For them to want to work with us, we have to do the same quality work as these firms provide themselves. We achieve that goal in part because our attorneys were trained at these types of firms. By working with the best, we have learned from the best. With us, you get the highest quality work but at an affordable cost.
Besides our conflict work, we are often brought in to partner with main counsel to do work efficiently and in a cost-effective way. In the Enron case, 80% of what we did had nothing to do with conflicts. We keep our billing rates approximately 25% below market, which results in significant savings to the client.
Our attorneys work with leading national and international law firms, major corporations and entities in need of advice about their options for protecting the value of businesses in serious financial crises. With 45 years of experience, Albert Togut has long been recognized as one of New York’s preeminent bankruptcy lawyers and is one of only six bankruptcy attorneys listed among the Top 100 by New York Super Lawyers magazine. He is one of the “deans” of the bankruptcy bar.