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.