Participating in carefully coordinated assets sales is often the best way to achieve a client’s strategic goals. For sellers, Akin Gump Strauss Hauer & Feld LLP does everything from conducting 363 sales to negotiating stalking horse purchase agreements to evaluating competing bids to sales in connection with confirmed plans of reorganization. For investors and other strategic acquirers in the distressed market, we handle the process from due diligence to closing. We assess the panoply of purchasing opportunities (e.g., distressed debt, distressed assets, loan-to-own financing, credit-bidding prepetition secured debt and post-emergence acquisitions), evaluate strategies for enhancing the value of the target, analyze strategic bid alternatives, participate in court-ordered sales procedures and advise on post-acquisition corporate governance issues. As distressed asset transactions require a full understanding of bankruptcy court procedures and the interplay between corporate and bankruptcy laws, we often turn to our mergers and acquisitions and tax colleagues to ensure that every aspect of a distressed transaction is aligned with our client’s goals.
Our recent experience includes representing various high-profile constituencies in everything from single-asset sales to complex multibillion-dollar mergers and acquisitions. We advised Nortel’s official creditors’ committee on almost $8 billion of asset sales, including the $4.5 billion sale of Nortel’s portfolio of 6,000 patents and patent applications. We counseled TerreStar Networks in the sale of its assets to stalking horse bidder Gamma Acquisition Co. (a subsidiary of DISH Network Corp.) for $1.375 billion. On the purchaser side, we recently represented a steering group of secured lenders of Philadelphia Newspapers LLC in their acquisition of the publisher’s assets for $105 million in cash. We were on the front lines of each one of these distressed transactions, as well as many more.