• Gerald Bender
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-326-2059
      Fax: +1-212-326-2061
  • Harvey M. Eisenberg
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-408-2416
      Fax: +1-212-326-2061
  • Gregory Ezring
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-326-2143
      Fax: +1-212-326-2061
  • Mark Fairbairn
      31st Floor, AIA Central
      1 Connaught Road Central
      Hong Kong
      Phone: +852-3512-2385
      Fax: +852-2522-1760
  • David J. Johnson, Jr.
      1999 Avenue of the Stars, 7th Floor
      Los Angeles, CA, 90067
      Phone: +1-310-246-6816
      Fax: +1-310-246-6779
  • Evan M. Jones
      400 South Hope Street
      Los Angeles, CA, 90071
      Phone: +1-213-430-6236
      Fax: +1-213-430-6407
  • Doron Lipshitz
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-326-2220
      Fax: +1-212-326-2061
  • Ben Logan
      400 South Hope Street
      Los Angeles, CA, 90071
      Phone: +1-213-430-7704
      Fax: +1-213-430-6407
  • Bertie Mehigan
      9 Raffles Place
      #22-01/02
      Republic Plaza 1
      Singapore, 048619
      Phone: +65-6593-1888
      Fax: +65 6593-1801
  • Shannon Lowry Nagle
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-408-2452
      Fax: +1-212-326-2061
  • Ilan S. Nissan
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-408-2443
      Fax: +1-212-326-2061
  • Patty Perez
      Times Square Tower
      7 Times Square
      New York, NY, 10036
      Phone: +1-212-408-2419
      Fax: +1-212-326-2061
  • Suzzanne Uhland
      Two Embarcadero Center, 28th Floor
      San Francisco, CA, 94111-3823
      Phone: +1-415-984-8941
      Fax: +1-415-984-8701
  • Steve Warren
      400 South Hope Street
      Los Angeles, CA, 90071
      Phone: +1-213-430-7875
      Fax: +1-213-430-6407
PROFESSIONALS

  • Apollo Management
    Asia Pulp & Paper, Ltd. 
    Castle & Cooke
    CCMP Capital Advisors
    Cherokee International
    Colony Capital
    D.B. Zwirn Co.
    Insight Venture Partners
    JP Morgan
    MHR Fund Management
    Morgan Stanley Real Estate Fund
    New Century Financial
    Serious Materials, Inc.
    TCW
    UBS Investment Bank
    Univision
    Western Digital Corporation

Distressed Mergers and Acquisitions

O’Melveny is justifiably proud of its Distressed M&A practice. We have extensive experience representing public and private companies in debt restructurings, distressed debt holders, and hedge and private equity funds in connection with troubled company investments. We leverage our breadth of experience in M&A and finance as well as our other practice strengths to support our clients. Our collective experience encompasses a broad range of distressed transactions throughout the globe, with lawyers on both coasts of the United States and in key Asian locations. We regularly represent clients in strategic acquisitions of controlling and other substantial distressed debt positions, equitizing such positions in a restructuring, acquisition of companies or significant assets in 363 sales or under plans of reorganization, and other transactions in the distressed arena. These transactions often involve private and public exchange offers and consent solicitations, rights offerings, debtor-in-possession lending, credit bidding, or similar transactions. We typically counsel clients throughout the acquisition or other restructuring transaction from initial strategic analysis and structuring through due diligence, negotiation, documentation, and consummation of the transaction.

Our Distressed M&A team comprises dedicated restructuring, M&A, securities and finance lawyers with particularly deep experience in these areas within the context of bankruptcy and corporate restructurings. These attorneys work hand-in-hand with their core bankruptcy counterparts to deliver comprehensive and seamless service. Members of our Distressed M&A practice also work closely with colleagues focused on financial services organizations and regulatory matters to advise on recent developments in the financial markets, including the Public-Private Investment Program for legacy assets, bank holding company rule changes, and other regulatory issues that impact target investments or opportunities.

Key Facts

  • Our Restructuring practice is truly international and our lawyers are widely recognized for their excellence. The 2009 editions of respected law firm rankings guide Chambers and Partners awarded leading lawyer rankings to more than half of our Restructuring and Finance partners, spanning five separate geographies on the East and West Coast of the United States and in Asia, and observed that we also possess “a very strong bench of players.” The long list of third-party accolades collected by our lawyers also includes prestigious recognitions from PLC, Expert Guides, Best Lawyers, the American College of Bankruptcy, Super Lawyers, Legal 500, BankruptcyInsider.com, International Financial Law Review, and Asian Legal Business.
  • Chambers USA 2008 recognizes our Corporate M&A Practices in New York, California and Washington, D.C., stating that our New York team has a “broad command of corporate affairs” as well as a “willingness to go the extra mile.” Our Northern and Southern California practices are noted as “preeminent in Asia” and our Washington, D.C. team is recognized as having “impeccable standards of work.”
  • Chambers Global 2008 recognizes our Corporate M&A and Private Equity Practices in China and Hong Kong, stating that clients believe our strong reputation and in-house tax capability are major plus points of our formidable practice.
  • Legal 500 United States 2008 ranked our M&A Practice in the top tier for Mergers, Acquisitions and Buyouts among national firms handling large deals, stating that clients appreciate the team’s “business acumen” as well as its “practical, realistic and sound advice.”
  • Chambers USA 2007 noted our Capital Markets group is “hindered little by geography.” In addition to having “one of California’s finest” practices, we also have a solid presence in New York, giving us nationwide penetration of the market. The guide added, “Commentators were deeply impressed by the quality and volume of instructions secured by the [F]irm."
  • Legal 500 2007 recommends O’Melveny for acquisition finance, stating that our lawyers are “held in high regard by clients for the ‘depth of market knowledge they bring to the table' and their ‘business-oriented approach to getting deals done.’”
  • Our team offers proven, results-oriented counseling backed by decades of experience and impeccable professional credentials—we count among our ranks former senior officials with the US Securities and Exchange Commission, Division of Corporate Finance, and Department of Justice, former Wall Street investment bankers, former private equity investors, and lawyers active with FINRA and ISDA. And we’ve served as managing directors, heads of legal departments, and new products committee members in the New York, London, Hong Kong, and Tokyo branches of major international banks.
  • We regularly assemble multi-geographic, multi-disciplinary teams of lawyers, tailor-made to suit the unique needs of each client and its particular circumstances. O’Melveny is an elite global law firm with more than 1,000 lawyers in 14 offices around the world. Our clients benefit from seamlessly integrated tax, M&A, restructuring, finance, derivatives, labor and employment, capital markets, regulatory, and litigation counseling—a caliber of service that only a top-tier global law firm can offer.
  • We regularly work with our bankruptcy counterparts in representing major investors in distressed assets as well as informal and official committees of unsecured and secured creditors. We have also represented official committees in medium-sized and smaller cases, chairs of committees, and ad hoc committees. We pride ourselves on our ability to structure deals that achieve consensus among diverse groups of creditors, but have the talent and resource to litigate when necessary. We are able to obtain the best results for our clients even in the most challenging of circumstances.
  • Our team features tremendous experience addressing the myriad complex issues of financial sponsors’ portfolio companies, including exchange offers for publicly traded debt, privately negotiated debt-to-equity conversions, dilute or “down round” financings, and refinancings. Our representations also extend to portfolio company bankruptcies and dissolutions, where we attempt to preserve value while advising directors on their duties in the “zone of insolvency.”

Practice Strengths

  • Debt for Equity Exchanges
  • Distressed Acquisitions and Sales
  • Duties of Directors and Officers in Distressed Situations and Related Corporate Governance
  • In-Court Restructuring through Plans of Reorganization
  • Loan-to-Own Strategies and DIP Financing
  • Out-of-Court Debt Restructurings
  • Participation in the Public-Private Investment Program for Legacy Assets
  • PIPEs
  • Restructuring Public Debt Securities through Exchange Offers and Tender Offers
  • Rights Offerings

Cherokee International Serious Materials Loral Space & Communications, Inc.
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