BAKER & McKENZIE, New York, NY - Partner (2004 – Present), Counsel (2002-2003)
Financial Restructuring/Derivatives/Structured Finance/Mediation
Practice is concentrated in financial restructurings, workouts, chapter 11 reorganizations, Securities Investor Protection Act proceedings, derivatives transactions and dispute resolution, structured finance, cross border insolvencies, including chapter 15 cases and mediation. Member, Mediation Committee of the American Bankruptcy Institute. Registered as mediator in United States Bankruptcy Courts for the Southern District of New York, Eastern District of New York and the District of Delaware. Recipient of Certificate of Completion from the American Bankruptcy Institute/St. John's University Bankruptcy Mediation Program.
Provide advice concerning potential creditors’ rights/bankruptcy implications of corporate, derivatives, financing and securitization transactions. Counsel financially troubled companies in diverse industries, including retail, financial services, healthcare, manufacturing, insurance, real estate and telecommunications, concerning restructuring and bankruptcy strategies.
Represent secured and unsecured creditors, debtors in possession, chapter 15 and ancillary proceeding debtors, parties to bankruptcy claims trading transactions, equity security holders, landlords, tenants, equipment lessors, insurance companies, financial and strategic acquirors and sellers of financially distressed companies, indenture trustees, bondholders, contract parties, intellectual property licensors and licensees, and creditors committees in all aspects of bankruptcy cases and pre-bankruptcy planning, out-of-court restructuring, chapter 15 matters and commercial transactions. Prosecution and defense of preference and fraudulent transfer actions.
Advise counterparties concerning bankruptcy implications of financial contracts such as swaps, derivatives and repurchase agreements, issue opinions and act as lead counsel in connection with credit derivatives dispute resolution. Advise lenders, originators and borrowers on structuring of securitization/structured finance transactions regarding true sale and non-consolidation issues; transactions have involved a wide range of asset classes, including trade receivables, intellectual property, time share loans, student loans, commercial paper, whole company securitizations, commercial mortgage backed securities, and CDO’s.
LeBOEUF, LAMB, GREENE & MacRAE, New York, NY; Counsel (2000-2002), Associate (1988 –1999)
Bankruptcy Department; Represented debtors in possession, creditors’ committees, trustees, secured and unsecured creditors, foreign trustees, indenture trustees, and liquidators of insolvent insurance companies in section 304 proceedings. Advised corporate clients with respect to bankruptcy/insolvency ramifications of structuring business transactions. Testified as an expert witness in the Cayman Islands on section 304 ancillary proceedings involving insurance companies.
HON. CECELIA H. GOETZ,
U.S. BANKRUPTCY JUDGE, E.D.NY
Law Clerk, September 1987 to September 1988
HON. CONRAD B. DUBERSTEIN,
U.S. BANKRUPTCY JUDGE, E.D.NY
(Intern), January 1987 to May 1987
HON. EUGENE NICKERSON
U.S. DISTRICT JUDGE, E.D.N.Y.
(Intern), September 1986 to December 1986
Prior Non-Legal Experience
Counseling Service of E.D.N.Y., INC., New York, NY
Chief Executive Officer
Speaking Engagements
Steering Committee co-speaker, "Bankruptcy Sales: Credit Bidding and Successor Liability," Barry L. Zaretsky Bankruptcy Roundtable Discussion, November 2014
Speaker, "Bankruptcy and Restructuring: 2014 and Beyond," The Knowledge Group Webinar, April 2014
Steering Committee co-speaker," Avoiding Chapter 22 -- Predicting Success in Chapter 11," Barry L. Zaretsky Bankruptcy Roundtable Discussion, November 2013
Steering Committee co-speaker, “Debtors in Play: Insider Trading, Claims Regulation and Safe Harbors in Chapter 11,” Barry L. Zaretsky Bankruptcy Roundtable Discussion, June 2012
Panelist, International Panel on Chapter 15, American Bankruptcy Institute New York City Bankruptcy Conference, May 2011
Steering Committee co-speaker, “To Big to Fail: Bankruptcy and Bailouts,” Barry L. Zaretsky Bankruptcy Roundtable Discussion, March 2010
“Hot Topics in Structured Finance” (including the effects of recent Lehman and General Growth Properties chapter 11 bankruptcy opinions on the derivatives and structured finance markets, changes to FASB, regulatory developments in Congress and rating agency issues), CLE Program, Moderator, New York City Bar Association, March 2010
“Protecting Your Business When Dealing With Potentially Insolvent Counterparties”, Korean Chamber of Commerce, November 2009
“Hot Topics in Structured Finance,” Moderator, New York City Bar Association, May 2009
“Sales of Distressed Assets and M&A Transactions in Restructurings and Chapter 11,” Baker & McKenzie client program, March 2009
Steering Committee co-speaker, “Hedge Funds, Claims Trading, Credit Derivatives and the Changing Dynamics of Chapter 11,” Barry L. Zaretsky Bankruptcy Roundtable Discussion, October 2007
“Bankruptcy Opinions in Structured Finance Transactions,” Baker & McKenzie North American Banking and Finance Practice Group Meeting, September 2007.
“What Every Finance Lawyer Needs to Know about Securitization,” CLE Program, New York City Bar Association, May 2007
Co-Presenter with Joseph Samet, “International and Cross-Border Insolvency Issues,” Baker & McKenzie client program, May 2006
“Strategies for Acquiring Financially Distressed Companies,” Baker & McKenzie client webinar, May 2005
Co-Presenter with Richard Rudder and Gilbert Liu, “Basics of Securitization,” Baker & McKenzie North American Banking and Finance Practice Group Meeting, June 2004
Publications
Co-Author, with Joseph Samet, Avoidance Actions, Scope of Authority to Commence a Chapter 15 Case & Comity, American Bankruptcy Institute New York Conference, May 2011
Co-Author, with Joseph Samet, Basics of Chapter 15, Practicing Law Institute, December 2007.
Co-Author, with Joseph Samet, Shareholder Damage Claims: Diverse Treatment in Australian and U.S. Insolvency Cases, American Bankruptcy Institute Journal, November 2007
Co-Author, with Joseph Samet, Business and International Law Amendments to the United States Bankruptcy Code, CURRENT DEVELOPMENTS IN BANKRUPTCY & REORGANIZATION, PLI COURSE HANDBOOK, 2007 and 2006
Co-Author, with Joseph Samet, Business and International Law Amendments to the United States Bankruptcy Code 2005, LONDON INTERNATIONAL INSOLVENCY WORKSHOP, AMERICAN BANKRUPTCY INSTITUTE, 2005
Summary of Representative Transactions
• Representation of numerous derivatives transaction and structured note clients in the Lehman Brothers Chapter 11 and SIPC cases, including as lead counsel in contested claim disputes and ADR proceedings. Negotiated the sale of numerous bankruptcy and SIPC claims to claim traders
• Representation of commodities customers in MF Global SIPC case
• Representation of Madoff Victims Fund claimants in connection with collection of forfeited assets
• Represented clawback defendants and claim sellers in Bernard L. Madoff Investment Securities SIPC, Fairfield Sentry chapter 15 and Madoff related cases
• Represented chapter 15 debtor in Southern District of New York. Lead trial counsel in contested matter of first impression and prevailed both in the Bankruptcy Court and on appeal at the U.S. District Court
• Represented parties in interest in the Lyondell chapter 11 cases
• Represented large preference defendant in the Quebecor chapter 11 case
• Represented insurer in Southern District of New York THAN chapter 11 case in connection with insurance neutrality issues and chapter 11 plan
• Represented financial services company in restructuring efforts and as debtor’s counsel in Southern District of New York
• Represented securities customers in Refco Capital Markets Chapter 11 case including the sale of their claims
• Represented chapter 11 debtor, public holding company with multiple issues of bond debt aggregating approximately $1 billion that through its wholly owned subsidiary own the large cable company, in connection with its chapter 11 case in the Southern District of New York
• Special counsel for large international telecommunications company and its subsidiaries in connection with issues regarding liquidation and winding-up of non-US operations
• Represented chapter 11 debtor, major retail seller of designer and high end men’s and women’s clothing and accessories in the United States and Asia, in connection with its chapter 11 case in the Southern District of New York
• Represented chapter 11 debtor, medical group, in connection with its chapter 11 case in the Eastern District of New York
• Represented creditors’ committee and post confirmation plan administration agent in chapter 11 cases involving the manufactured housing industry and approximately $75 million in secured debt and $180 million in unsecured trade and bond debt committee and agent
• Represented creditors’ committee for multi-million dollar public manufacturer of vulcanized fibre and industrial laminated plastic sheets, rods and tubes with multiple issues of bond debt in its Chapter 11 case pending in Delaware
• Represented creditors’ committee for waste management company in District of Vermont
• Represented large broker-dealer controlling $170 million in bond debt and serving as member of creditors’ committee in large health care chapter 11 cases in District of Delaware
• Represented principal lender and first mortgagee in golf course and secondary home development chapter 11 case in Georgia
• Represented principal lender and first mortgagee in chapter 11 case of landmark Times Square building/signage chapter 11 case in Southern District of New York
• Represented major secured creditor and equipment lessor and member of creditors committee in large computer leasing chapter 11 in Southern District of New York
• Represented joint provisional liquidators of UK insurer as Section 304 debtor
• Represented trustees of Japanese insurer as Section 304 debtor
• Represented joint provisional liquidators of Bermuda reinsurer as Section 304 debtor
• Represented indenture trustee in successful Canadian restructuring regarding $2.8 billion debt
• Represented indenture trustee with respect to $230 million of bonds in Argentinean insolvency proceeding
• Involved in numerous securitization/structured finance transactions including advising on structuring of the transactions and issuance of true sale and nonconsolidation opinions