In today’s economic climate, a great deal of the acquisition activity involves financially distressed businesses. Bryan Cave’s restructuring attorneys have many years of experience representing both sellers and buyers in such transactions.
The goal of maximizing returns to creditors creates unique complexities in bankruptcy sales. We regularly navigate these issues when representing Chapter 11 debtors in selling discrete businesses or all of their assets in sales under Section 363 of the Bankruptcy Code and under plans of reorganization. We also frequently represent asset purchasers, including stalking-horse bidders, competing cash bidders and lenders credit-bidding for their collateral.
Our attorneys also advise buyers, sellers and lenders regarding transactions outside of bankruptcy in which the actual or potential distress of one party poses special challenges. We assist with transaction structuring to reduce the risk of fraudulent-transfer claims, advise clients regarding the applicability of bulk-sales and similar laws and analyze issues of successor liability and other doctrines that could cause a purchaser to be liable for a seller’s obligations.
- Represented Farmland Industries, Inc., an agricultural cooperative, in the sale of more than $1 billion in assets in its Chapter 11 case in Kansas City, Missouri;
- Represented a floor-covering manufacturer in the purchase of assets from Formica Corporation in its Chapter 11 case in New York;
- Represented automotive distributor Keystone Automotive Operations, Inc. as purchaser of the assets of Arrow Speed Warehouse, Inc. in a Section 363 sale in Kansas City, Missouri;
- Represented Big Lots Stores, Inc. as purchaser of assets in a Section 363 sale conducted by Olympia Tools in its Chapter 11 case in Los Angeles;
- Represented automotive manufacturer Weld Racing, Inc. in the sale of its assets in Chapter 11 proceedings in Kansas City, Missouri;
- Represented Acoustiseal, Inc., a Tier II automotive supplier, in the sale of its assets in a Section 363 sale in Kansas City, Missouri.