Insolvency and Restructuring

Davis Polk is recognized worldwide for its substantial experience in insolvency and restructuring. As one of the only firms in the world with both a leading debtor-side practice and a leading lender-side practice, we represent a wide range of clients, including companies in need of financial restructuring, leading financial institutions and hedge funds, investors, acquirers, business partners, trustees, administrators and receivers in connection with the largest and most complex insolvencies and restructurings, as well as in connection with acquisitions of distressed companies, debtor-in-possession financings and exit financings.

As noted below, our insolvency and restructuring practice has received wide industry recognition for many of the successful representations completed on behalf of our clients over the past year, including matters involving Lehman, Tribune and Coach America. These representations, in addition to the recent victories obtained in two large debtor cases involving Patriot Coal (one of the largest coal producers in North America) and Pinnacle Airlines (one of the largest regional airlines in North America) further solidify our position as a leading insolvency and restructuring firm.

We are known for our work in cross-border insolvency and restructuring matters as well. Our insolvency lawyers are adept at navigating this increasingly complex environment and finding sophisticated consensual solutions to seemingly intractable problems. The landmark decision obtained in Elpida is a recent example of our work in this area, as are our major assignments in Nortel, Hoku and Lehman.

Davis Polk is also widely recognized for its market share of the most strategic and innovative advisory and transactional assignments. Since the beginning of the financial crisis in 2008, we have been one of the leading global law firms working, both domestically and internationally, with regulators to solve the “too big to fail” problem and representing the vast majority of the largest systemically important financial institutions required to file “living wills” under the Dodd-Frank Act.  

Recognition

  • Band 1 in Bankruptcy/Restructuring USA – Chambers Global 2014

  • Band 1 in Bankruptcy/Restructuring Nationwide – Chambers USA 2014

  • Band 1 in Bankruptcy/Restructuring New York – Chambers USA 2014

  • 1st tier in Corporate Restructuring (including bankruptcy) – Legal 500 2014

  • Davis Polk’s insolvency and restructuring lawyers have been named:

    • Best Law Firms/Best Lawyers - U.S. News & World Reports 2013

    • “Bankruptcy Rising Star” – Law360 2012-2013

    • “Up & Coming” New York: Bankruptcy/Restructuring – Chambers USA 2012

    • “Outstanding Restructuring Lawyer” – Turnarounds & Workouts, 2008-2012

    • "Outstanding Young Restructuring Lawyer" – Turnarounds & Workouts, 2005, 2007, 2010-2012

    • “Dealmaker of the Year" – The American Lawyer 2007, 2009, 2010

    • “New York Bankruptcy and Creditor-Debtor Rights Lawyer of the Year” – Best Lawyers 2010

  • The Davis Polk insolvency and restructuring practice continues to receive recognition for many of the successful representations completed on behalf of our clients over the past year, including most recently:

    • “Highly Commended” ranking (Elpida) in the 2013 Financial Times “U.S Innovative Lawyers Report”
    • "Restructuring Team of the Year" – 2013 International Financial Law Review Americas Awards

    • "Restructuring Deal of the Year" (Lehman Brothers) – 2013 International Financial Law Review Americas Awards

    • "Restructuring Deal of the Year" (Coach America) – 2013 M&A Advisor Turnaround Awards

    • "Corporate Restructuring Law Firm of the Year in New York" – 2013 Corporate INTL Magazine Legal Awards

    • "Successful Restructurings" (Tribune) – Turnarounds & Workouts 2012

    • "Successful Restructurings" (Patriot Coal) – Turnarounds & Workouts 2013

    • "Consumer Services Deal of the Year" (Foxwoods Resort Casino Restructuring) – 2014 M&A Advisor Turnaround Awards

Notable Matters

  • Lehman Brothers International Europe. Advised the joint administrators of Lehman Brothers International Europe and its U.K. Lehman affiliates, including with respect to the settlement of tens of billions of dollars in claims against Lehman Brothers Holdings Inc. and certain of its subsidiaries in their Chapter 11 cases, and claims against Lehman Brothers, International in the largest SIPA liquidation – the largest bankruptcy and SIPA matters in history.

  • Elpida Memory. Advised Elpida Memory, Inc., a debtor in a corporate reorganization proceeding in Japan, in its Chapter 15 case and in obtaining U.S. recognition of its Japanese plan of reorganization. Elpida’s highly contested cross-border reorganization case has been followed with great interest among bankruptcy practitioners, judges and academics around the world as its U.S. recognition order marks the first time a U.S. court has granted full recognition to a Japanese reorganization plan under Chapter 15.

  • Tribune Company. Advised JPMorgan Chase Bank as agent for the pre-petition lenders owed more than $8.5 billion in one of the largest and most contentious bankruptcy cases in history: the Chapter 11 cases of the Tribune Company – including with respect to a fraudulent conveyance litigation challenging Tribune’s 2007 leveraged buyout, wherein creditors sought to avoid approximately $10 billion in debt.

  • Patriot Coal. Advised Patriot Coal Corporation in connection with its multi-billion dollar reorganization under Chapter 11 of the Bankruptcy Code, related $802 million in debtor-in-possession financing and related litigation before the U.S. Bankruptcy Court. This represents one of the mining and metals industry’s most significant filings.

  • Foxwoods Resort Casino. Advised Bank of America as administrative agent for the senior credit facility lender and Merrill Lynch as joint lead arranger, in the successful and unprecedented out-of court restructuring of approximately $2.2 billion of debt obligations of the Mashantucket (Western) Pequot Tribe, owner of Foxwoods Resort Casino.

  • Pinnacle Airlines. Advised Pinnacle Airlines Corp., one of the largest regional airlines in North America, in connection with its chapter 11 cases filed in the Bankruptcy Court for the Southern District of New York.

  • American Airlines. Advised Citibank (South Dakota), N.A. on its $1 billion pre-purchase from American Airlines, Inc., a wholly owned subsidiary of AMR Corporation, of AAdvantage MilesTM under American Airline's AAdvantage frequent flier loyalty program. We are currently advising Citibank as the largest (contingent) creditor and commercial counterparty to American Airlines.

  • Sbarro’s. Advised Cantor Fitzgerald Securities as the agent for Sbarro’s prepetition lenders, post-petition debtor-in-possession lenders and exit lenders in connection with Sbarro’s restructuring pursuant to a Chapter 11 plan of reorganization in the U.S. Bankruptcy Court for the Southern District of New York.

  • Kodak. Advised Citicorp North America, Inc. as administrative agent and collateral agent, and Citigroup Global Markets Inc., as sole lead arranger and bookrunner, for the $950 million debtor-in-possession credit facility for Eastman Kodak Company.

  • LyondellBasell. Advised Citibank as agent on the $11.1 billion exit financing and $8.5 billion debtor-in-possession financing for Lyondell Chemical Company, the U.S. subsidiary of LyondellBasell Industries AF, a Dutch refiner of crude oil and manufacturer of chemicals and polymers. This was the largest non-governmental DIP loan yet provided to a U.S. debtor. We also advised Citi in connection with a $23 billion fraudulent transfer litigation.

  • Ford Motor Company. Advised Ford Motor Company on its debt restructuring plans, including a conversion offer for any and all of its outstanding convertible debt and tender offers by Ford Motor Credit Company for Ford’s outstanding unsecured bonds and senior secured term loans. Ford was able to retire $9.9 billion of debt.

  • AIG. Advised the Federal Reserve Bank of New York and the U.S. Department of the Treasury on a series of more than $180 billion in unprecedented securities and loan transactions for AIG.

Individual Davis Polk lawyers maintain or have held the following leadership positions in the field of insolvency and restructuring:

  • Founding director of the International Insolvency Institute, member of INSOL International and co-chair of the G-36 Committee

  • Member of Technical (organizing) Committee of INSOL International’s 2013 Global Congress

  • Member of the Official U.S. Delegation to the Insolvency Working Group of the United Nations Commission on International Trade Law (UNCITRAL)

  • Members (2) and director of the American College of Bankruptcy

  • Chairman and member of the National Bankruptcy Conference, an organization consisting of 60 of the leading lawyers, law professors and judges in the field of bankruptcy law. The Conference has been an adviser to Congress on every major piece of bankruptcy legislation since the 1930s

  • Commissioner and Advisory Committee Members (2) on the American Bankruptcy Institute Commission to Study Reform of Chapter 11

  • Chairs (2) of the Committee on Bankruptcy and Corporate Reorganization , New York City Bar Association

  • Member, Executive Committee and Treasurer, New York City Bar Association

  • Chair of the Courts Subcommittee of the Committee on Bankruptcy and Corporate Reorganization, New York City Bar Association

  • Board of Directors, American Bankruptcy Institute

  • Co-Chair, Secured Credit Committee, American Bankruptcy Institute

  • Member, Legal Advisory Panel, Financial Stability Board

  • Co-chair of the TriBar Opinion Committee. Co-reporter for the TriBar Opinion Committee's Special Report, "Opinions in the Bankruptcy Context"