A publication of the firm's Financial Restructuring Practice Group, this newsletter will feature updates on recent activity within the practice, introductions to our group's attorneys and other related topics. The publication will be produced twice a year in the spring and fall and sent via e-mail. Our goal is to keep you informed of happenings within our practice and the financial restructuring field.
Client Wins Bankruptcy Auction for Wrigley Rooftop
When the owner of one of the few officially sanctioned rooftop baseball venues across from Wrigley Field in Chicago filed Chapter 11 in late 2011, at least a dozen prospective purchasers emerged for the facility. Thompson Coburn represented a Chicagobased group in submitting a bid for the facility. The transaction was complicated because there were three mortgages and two mechanic's liens on the property and some of the assets needed to operate the property were actually owned by a company that was not in bankruptcy. By acquiring the mortgage debt and certain other claims and submitting a "stalking horse" contract to the bankruptcy trustee, our client enjoyed a substantial advantage in the bankruptcy auction. Our client won the auction and closed on the purchase a few days later, just in time to complete preparations for the 2012 season.
TC Attorney Appointed Receiver for Private Equity
Management Company
By
Claire Schenk
In January, 2012, the United States District Court for the Eastern District of Missouri appointed TC partner Claire Schenk as the receiver of Acartha Group, a Missouri-based private equity management company with over $88 million under management for approximately 97 investors. Schenk's appointment was obtained by the Securities and Exchange Commission who alleged that Acartha and its principal, B. Douglas Morriss, misappropriated in excess of $9 million of investor funds to pay for Morriss' lavish lifestyle.
TC is serving as counsel to the Receiver and is pursuing assets and seeking recoveries on behalf of the receivership estates and ultimately for any investors deemed in have been wronged by Morriss' alleged misconduct.
Harvey Levin, Cheryl Kelly and Katie Kraft, members of the Firm's Financial Restructuring team, are working with others at Thompson Coburn, including Stephen Higgins, Matthew Darrough, and Brian Lamping, to assist the Receiver in fulfilling her charge.
TC Wins Dismissal of Discount Broker from Fraudulent
Transfer Case in Tribune Bankruptcy
By
Brian Hockett,
Thomas Azar,
Matthew Guletz and
Tim Binetti
TC recently defended a discount broker in a fraudulent transfer lawsuit brought by creditors in connection with the Tribune Company bankruptcy case. The creditors filed suit against approximately eighty former shareholders, including TC's client. The lawsuit sought to avoid and recover transfers made during the 2007 leveragedbuyout of Tribune Company to former shareholders, including financial institutions that merely held shares in street name.
The fraudulent transfer suit was originally brought by the creditors in Illinois state court. TC removed the lawsuit to federal court on the basis of federal bankruptcy jurisdiction because the result of the case would impact the administration of the Tribune Company bankruptcy case. TC also promptly sought to transfer the case to a multidistrict litigation (MDL) matter pending in federal court in New York, to which more than fifty other similar cases have been transferred. The plaintiffs in the Illinois federal court filed a motion to remand the case to state court and opposed the transfer to the MDL. After TC filed its responsive briefs on the issues, the plaintiffs decided to dismiss Thompson Coburn's client from the case.
Brian Hockett, Thomas Azar, and Matthew Guletz in Thompson Coburn's St. Louis office prepared the briefs, and Tim Binetti provided assistance in Chicago.
TC Represents Lender in Restructuring of Loans to
Brick and Tile Manufacturing Facility
By
Mark Bossi,
David Rubin and
Andy Klinghammer
Thompson Coburn recently represented one of its lending clients in a restructuring of over $35 million of debt owed by a manufacturer and distributor of brick and masonry products. The debt was originally comprised of public bonds issued through three separate bond indentures back-stopped by letters of credit issued by TC's client, and a revolving line of credit issued by the client. As a result of the borrower's defaults, the bonds were tendered and the letters of credit were funded by the lender.
Negotiations with the borrower and a participant in one of bond credits took almost two years. The debt was ultimately restructured into a conventional senior term loan, a junior term loan convertible into equity in the borrower and warrants for additional equity in the borrower. The participant elected to exit the relationship and was paid out at a discount. The restructuring involved attorneys from TC's Financial Restructuring, Commercial Finance and Mergers & Acquisitions groups. Mark Bossi, David Rubin and Andy Klinghammer headed the teams.
TC Represents Creditors' Committee in Roberts
Broadcasting Bankruptcy
By
David Farrell
The Official Committee of Unsecured Creditors— whose membership includes such household names as CBS, Warner Brothers and The CW Network—has selected Thompson Coburn's Financial Restructuring Group to represent the Committee in the Chapter 11 proceedings of St. Louis-based Roberts Broadcasting Company and its affiliates. The Roberts entities own four television broadcast stations: WRBU-46 in St. Louis, Missouri; WRBJ-34 in Jackson, Mississippi; WZRB-47 in Columbia, South Carolina; and WAZE- 19 in Evansville, Indiana.
The members of the Creditors Committee are owed several million dollars by the Roberts entities, primarily for unpaid network and programming fees.
Since its retention, the firm has obtained authority from the Bankruptcy Court presiding over the Chapter 11 proceeding to bring suit on behalf of the Committee to recover certain insider transfers made by the Roberts entities prior to their bankruptcy filings. In addition, the firm recently assisted the Committee in obtaining authority to retain an outside broker to pursue the sale of certain of the Roberts' television broadcasting stations.
David Farrell and Brian Hockett are the attorneys in the firm's Financial Restructuring Group primarily responsible for representing the Committee in this matter.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.