Legality of the Leveraged Lending Guidance is Questioned
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Adam C. Rogoff counsels and represents a diverse range of corporate debtors, official and ad hoc creditors’ committees, secured creditors, including debtor-in-possession financing lenders, distressed asset purchasers and other significant parties in complex transactional, litigation, corporate governance and advisory matters relating to restructuring, Chapter 11 bankruptcy, “prepackaged” Chapter 11 cases and out-of-court workouts.
Mr. Rogoff has served as lead debtor’s counsel in numerous cases in courts throughout the United States, including New Jersey, Michigan, Virginia, New York and Delaware. His company-side clients include health care providers, including acute care hospitals and skilled nursing providers; manufacturers, notably in steel, alcohol and metals mining; international shippers, including dry-bulk and tankers; national retailers; and service providers, particularly in the airline and hotel industries. He currently represents a large New York City acute care community-based teaching hospital in its complex financial and operational restructuring, and Constellation Enterprises and its subsidiaries (Jorgensen Forge, Commercial Metals, Zero Manufacturing and Columbus Steel Company) in their Chapter 11 cases, involving going concern sales of the majority of the debtors’ businesses to a group of the debtors’ secured noteholders. Mr. Rogoff also recently represented Sutton 58 Associates as senior secured lender in the hotly contested Chapter 11 cases of BH Sutton and Sutton 58 Owners concerning a major planned residential development to be located on Sutton Place in Manhattan, which ultimately led to the successful acquisition of the property by the client under a confirmed competing plan of liquidation jointly sponsored by Sutton 58 Associates and the creditors committee.
Mr. Rogoff’s prior debtor work includes representing St. Vincent’s Hospital, the historic New York City acute-care hospital, and related entities, including the nursing and rehabilitation homes and the behavioral health hospital, as debtors in possession in their Chapter 11 cases, and advising Genco Shipping & Trading Ltd. and 57 affiliates in their contested prepackaged Chapter 11 cases, in which the company successfully converted over $1.2 billion of secured and unsecured debt into equity, raised $100 million of new equity and restructured two other secured term loan facilities. Some of his other prior debtor engagements include General Maritime Corp. and related entities (shipping), Bayonne Medical Center (hospital/health care); Lodgian Inc. (hotels/hospitality), Casual Male Corp. (retail), Bradlees Stores Inc. (retail), Just For Feet Inc. (retail), Best Products Co. Inc. (retail), R.H. Macy & Co. (retail), The Grand Union Co. (supermarket), G. Heileman Brewing Co. Inc. (manufacturing), Metallurg Inc. (mining), The Drexel Burnham Lambert Group Inc. (financial services) and Ionosphere Clubs Inc. (Eastern Airlines).
Mr. Rogoff also has represented the official unsecured creditors’ committees in some of the largest and most well-known bankruptcies in the country, including the Official Committee of Unsecured Creditors of Patriot Coal Corporation, General Motors Corp. and Chrysler LLC cases, and the Committee of Ad Hoc Unsecured Creditors of K’s Merchandise Mart in an out-of-court restructuring. He also represented the Official Committee of Unsecured Creditors of NII Holdings Inc., an international telecommunications company and a leading provider of mobile communication services operating under the Nextel brand in Latin America, which listed approximately $8 billion of debt on its balance sheet at the time it sought Chapter 11.
His work also involves representing key parties in interest, including secured, undersecured and unsecured creditors, as well as debtor-in-possession lenders. His more notable representations include the Renco Group, the equity owner and control group, in connection with the Chapter 11 restructuring of WCI Steel Inc., and the State of Vermont Department of Public Service as regulator of FairPoint Communications in all aspects of the utilities’ Chapter 11 cases. He also represented interested parties in the bankruptcies of American Business Financial Services, DVI Inc., Wilsons – The Leather Experts (an out-of-court restructuring), Renaissance Cosmetics Inc., The Wiz, Plymouth Lamston Stores Corp., Sage-Dey Inc., Coleco Industries Inc. and Edgell Communications Inc. Mr. Rogoff also advises and represents purchasers of substantially all of a Chapter 11 debtor’s assets. He represented the acquirer of the assets of Airways Inc., MobileAira (a subsidiary of Delphi), Norstan Apparel, Jacobson Stores, Today’s Man and Filene’s Basement. He has also been involved in extensive distressed real estate acquisitions, including well-known matters such as Service Merchandise. Among his other noteworthy work over the course of his career, Mr. Rogoff was part of the team that defended Merrill Lynch & Co. and affiliates against significant litigation claims brought in the landmark Chapter 9 municipal bankruptcy case filed by Orange County, California. He also has extensive experience under the Securities Investor Protection Act, including representing the SIPA trustee in the SIPA liquidation of Stratton Oakmont Inc. (the brokerage firm featured in “The Wolf of Wall Street”). In addition to his representation of U.S.-based clients, Mr. Rogoff also has substantial international experience, representing foreign representatives in ancillary proceedings, including the trustee in In re Terence R. Ramsden, a high-profile personal insolvency in the United Kingdom that involved investigating and recovering assets being sheltered in the United States, and the administrators in TXU Europe. He maintains a particular focus on international financial restructuring, and his clients have included Goldman Sachs (Japan), The World Bank and the government of Slovakia. Chambers USA has recognized Mr. Rogoff as a leading practitioner in bankruptcy and corporate restructuring, quoting sources who say he is not only “well trained and very competent” but also “very effective at getting things done” – “a bulldog [who] fights issues well when needed” (2014) and who possesses a “really impressive level of commitment and intelligence” (2015). His outstanding record led Global Insolvency & Restructuring Review to name him one of its “Top 40 Under 40” global insolvency practitioners in 2000. He has been listed multiple times in both Chambers and Legal 500. Mr. Rogoff has contributed extensively to the most important publications in the area of bankruptcy and corporate restructuring. He has served as a member of the LexisNexis Advisory Board. He also assisted in the development of the Collier Guide to Chapter 11, in which he authored the chapter on hospital and health care businesses in Chapter 11. He is the general editor and co-author of the Collier International Business Insolvency Guide, serves as a contributing author to Collier on Bankruptcy and Collier Bankruptcy Manual, and is an editorial board member of and frequent contributor to The Bankruptcy Strategist. He is on the advisory board of and a regular contributor to Law360’s expert series on bankruptcy matters. In 2005, he received the Burton Award for Legal Writing for his co-authored article in the New York Law Journal, “China Takes Active Steps Towards Reform.”