The attorneys in Kramer Levin Naftalis & Frankel LLP's Corporate Restructuring and Bankruptcy Group regularly represent sophisticated purchasers, acquirers and sellers of distressed companies, and are adept at using Chapter 11 as a platform to structure business mergers and transactions that achieve our clients’ strategic goals. Among other areas of expertise, we have extensive experience running 363 sales, negotiating stalking horse purchase agreements and bid procedures, drafting and putting together competing bids, and negotiating and documenting takeover plans of reorganization. In addition, we have particular expertise putting together creative credit bids and converting purchased claims into equity under Chapter 11, and have authored numerous published articles on this topic. 

Representative Transactions:

• BearingPoint, Inc. — Kramer Levin represented Deloitte LLP in the successful acquisition as stalking horse of the North American Public Services business of BearingPoint, Inc. for $350 million, subject to adjustment. We assisted Deloitte in navigating the bankruptcy process so that the period between initial bid and closing was nine weeks.
• Nortel Networks — Kramer Levin represented Radware Ltd. as stalking horse in the successful acquisition of certain of the assets of Nortel Networks and certain of its affiliates for a purchase price of approximately $18 million. Specifically, Radware acquired certain assets relating to Nortel's Layer 4-7 Application Delivery Business, which product line Nortel originally acquired by way of its October 2000 corporate acquisition of Alteon Websystems, Inc. In addition to its acquisition of the application delivery products, Radware acquired certain related intellectual property assets, tangible assets, inventory and service contracts and made offers of employment to a number of Nortel employees related to this business. Radware and Nortel also entered into an OEM relation pursuant to which Radware would continue to service outstanding warranties relating to the application delivery products. Radware is a global leader in integrated application delivery solutions. Nortel designs, engineers and supports networking solutions worldwide.
• Venture Holdings — Kramer Levin represented Harbinger Investments, a majority bank debt holder, in the auction and successful acquisition by the bank debt holders of Venture Holdings, LLC, a tier 1 auto supplier in chapter 11 since 2002. Venture, and now its successor-in-interest Cadence Innovations LLC, is a worldwide full-service automobile supplier, systems integrator and manufacturer of plastic components modules and systems. Kramer Levin continues to represent Cadence Innovations as its general corporate counsel.
• Whitehall Jewellers, Inc. — Kramer Levin represented the acquirers of Whitehall Jewellers, Inc., one of the largest specialty retailers of jewelry in the United States, which operates over 300 stores in 38 states. Kramer Levin’s clients acquired the equity of Whitehall. Prior to the acquisition, Kramer Levin’s clients provided a bridge loan to Whitehall to finance its operations during its bankruptcy case.
• Video King Gaming Systems — Kramer Levin represented the majority bank debt holder in the successful acquisition of certain membership interests of VKGS LLC d/b/a Video King Gaming Systems, a supplier of electronic gaming equipment and network gaming systems.
• Golden Northwest Aluminum — We negotiated a complex plan of reorganization pursuant to which the existing bond debt (a large portion of which was held by the acquirers) was exchanged for new bonds and equity and the new investors/acquirers provided additional funding in exchange for senior bonds and equity. In addition, we structured and drafted the DIP and Exit Financing provided by the acquirers which was necessary to implement the transaction.
• General Chemical Inc. — We represented the acquirer of General Chemical Inc. The acquisition was implemented pursuant to a plan of reorganization pursuant to which a portion of the bonds (a majority of which were held by our client) were converted to equity. We negotiated the terms of the plan with the Debtor and structured and drafted the DIP and exit financing necessary to complete the case and exit from bankruptcy. The acquisition, including the confirmation and effectiveness of the plan, was completed in approximately three months. The firm currently serves as corporate counsel to the reorganized company.
• Elite Model Management — Our client was besieged with class action litigation arising out of alleged anti-competitive behavior. The firm successfully managed the sale of Elite’s business as a going concern under Section 363 of the Bankruptcy Code and negotiated a consensual chapter 11 plan that resolved the class action claims and other significant litigation claims against the company pending simultaneously in federal, state and bankruptcy court.
• Micro Warehouse—We acted as counsel to Micro Warehouse, one of the country’s largest specialty catalog and online retailers, and direct marketer of brand name personal computers, software, accessories, peripherals and networking products to commercial and consumer customers. Prior to the bankruptcy filing, the firm negotiated and documented the sale of substantially all of Micro Warehouse’s domestic assets.
• Key3Media Group, Inc. — We represented the acquirer of Key3 Media. We helped structure the takeover through the purchase of two-thirds of Key3 Media’s $80 million secured bank debt, the extension of a debtor-in-possession loan over the opposition of the minority banks, and the consummation of a plan after only four months in chapter 11.
• Twinlab Corporation — We represented the acquirer of Twinlab Corporation. Pursuant to the acquisition structured by the firm, the purchaser was able to buy the business as a going concern free and clear of liabilities related to present and future claims arising out of alleged injuries related to Ephedra-based supplements produced and marketed by the company.
• Glenoit Corporation — We represented the bank group of Glenoit Corporation and was actively involved in the sale of various operating businesses and confirmation of a viable plan of reorganization that permitted the company to reorganize around a going concern.
• Aspen Marketing — In the restructuring, the bank group acquired 100% of the voting equity of the company. The firm led the bank group through a sale and auction process that resulted in a substantial recovery for the bank syndicate.
• Sharp International Corporation — Acting as debtor’s counsel we structured a highly competitive auction and successfully sold substantially all of Sharp’s assets while simultaneously conducting an extensive investigation into massive financial irregularities by Sharp’s former principals.
• The Wiz, Inc. — Confronted with severe liquidity problems, The Wiz was on the verge of liquidation when we negotiated a sale of the company to a subsidiary of Cablevision Entertainment. The firm successfully concluded The Wiz’s bankruptcy cases by negotiating a confirmed liquidating plan of reorganization that paid all secured, administrative and priority claims in full, and provided a distribution to unsecured creditors.
• Cityscape Financial Corp., f/k/a Mandi of Essex, Ltd. — We represented a committee of subordinated noteholders in connection with Cityscape’s “prepackaged” bankruptcy plan of reorganization. We negotiated a restructuring that converted all of Cityscape’s debt into equity and participated in documenting a prepackaged plan of reorganization, including a pre-petition voting agreement with the debtor and the senior debt holders.