Sean E. O’Donnell focuses on complex commercial litigation with a concentration in financial restructurings, valuation disputes and other capital market or corporate disputes, including lender/creditor litigation, purchase price adjustments, capital structure disputes, merger and acquisition litigation, partnership/investor disputes, insurance related matters and general commercial disputes.
Practice & Background
Mr. O’Donnell regularly provides litigation advice to hedge funds, private equity funds, creditor committees, debtors, public and privately held companies, real estate developers, insurance and financial advisors, venture capitalists and other individual professionals.
Mr. O’Donnell has extensive trial experience and was recently selected as a “Trial Pro” by Law360 and a “Winning Litigator” by The National Law Journal in its annual special section “Winning: Profiles of Successful Attorneys and Their Strategies.
- lead trial counsel to certain unsecured noteholders seeking to enjoin a $1.5 billion out-of-court restructuring of the non-profit education company Education Management Corporation in violation of Section 316(b) the Trust Indenture Act of 1939. Following an evidentiary hearing, the United States District Court for the Southern District of New York denied preliminary injunctive relief, finding no irreparable harm, but also held that the noteholders had established a likelihood of success on the merits of their claims and ultimately ruled in their favor, finding that the proposed restructuring violated Section 316(b) of the Act. (Marblegate Asset Mgmt. v. Educ. Mgmt. Corp., 2015 WL 3867643 (S.D.N.Y. June 23, 2015))
- lead trial counsel to the ad hoc committee of senior noteholders of Genco Shipping & Trading Ltd, an international shipping company, and its debtor-affiliates in connection with a multi-week evidentiary hearing concerning Genco’s plan of reorganization, after which the Court issued a 61-page decision affirming the debtors’ plan of reorganization supported by the noteholders, after concluding, among other things, that the post-reorganized value of Genco was no greater than $1.48 billion instead of the $1.54 to $1.91 billion value range advocated by the official committee of equity security holders opposing Genco’s plan of reorganization (In re Genco Shipping & Trading Ltd, Case Case No. 14-11108 (SHL) (Bankr. SDNY 2014))
- lead trial counsel to Bayside Capital, Inc. as the senior secured lender of The Dolan Company, a legal publishing and ediscovery company, in connection with a multi-day evidentiary hearing concerning (i) an objection by the official committee of equity security holders to the company’s plan of reorganization, and (ii) the equity committee’s attempt to disallow in its entirety Bayside’s claim of approximately $150 million, which ultimately resulted in the court approving the plan and awarding Bayside’s claim in full (In re The Dolan Company, Case No. 14-10614 (Bankr. D. Del. 2014))
- lead litigation counsel to the official committee of unsecured creditors of Excel Maritime Carriers Ltd., an international, dry-bulk shipping company regarding the proposed restructuring of Excel in connection with the creditors committee’s opposition to Excel’s original plan of reorganization, which provided for a 3% recovery on unsecured creditor claims of approximately $150 million and the approval of a consensual revised plan of reorganization, following several months of contentious litigation, pursuant to which the parties agreed upon a new plan of reorganization, approved by the Court, providing the company’s unsecured creditors with a 15.9% recovery and an opportunity to participate in a subsequent rights offering by the company (In re Excel Maritime Carriers Ltd., Case No. 13-23060 (RDD) (Bankr. SDNY 2013))
- lead trial counsel to Green Hunt Wedlake, Inc. as trustee to General Motors Nova Scotia Financing Company, holder of a $1.6 billion claim asserted against General Motors Corp., n/k/a Motors Liquidation Company, in connection with a jointly administered contested hearing and adversary proceeding (In re Motors Liquidation Co., Case No. 09-50026 and Adv. No. 12-09802 (REG))
- lead litigation counsel to the steering group of lenders of Longview Power, LLC
- lead litigation counsel to a consortium of hedge funds and private equity funds in a fraudulent conveyance action relating to a $2 billion leveraged recapitalization of Boston Generating, LLC (In re Boston Generating, LLC, Case No. 10-14419 and Adv. No. 12-01879 (SCC))
- lead litigation counsel to the official committee of unsecured creditors of Edison Mission Energy concerning, among other things, the applicability of Section 502(b)(6) of the Bankruptcy Code to the lease/financing of the debtors’ power plants and the appropriateness of certain key-employee incentive plans
- lead litigation counsel to the official committee of unsecured creditors of Dynegy Holdings, LLC concerning, among other things, the applicability of section 502(b)(6) of the Bankruptcy Code to the lease/financing of the debtors’ power plants
- lead litigation counsel to a private equity fund, in its capacity as the representative of former shareholders of a glass container manufacturing company, in an arbitration concerning a dispute with the buyer of the company over the proper calculation of the post-closing purchase price adjustment due under the governing merger agreement
- lead litigation counsel to National Financial Partners Corp. (NFP) and Delessert Financial Services, Inc. (DFS) in emergency TRO and preliminary injunction proceedings, pursuant to which the defendants were enjoined from competing with NFP or DFS or otherwise tortiously interfering with NFP’s and DFS’s contract rights under a Management Agreement and Stock Purchase Agreement
- lead trial counsel to senior noteholders of Spansion LLC regarding the proposed reorganization of Spansion Inc., a multinational semiconductor company, and its debtor-affiliates pursuant to which the senior noteholders successfully established that the total enterprise value of the reorganized debtors was $695 million to $835 million versus the $1.69 billion to $2.1 billion value range proposed by an ad hoc committee of convertible noteholders and an ad hoc committee of equity security holders (In re Spansion, Inc., Case No. 09-10690 (Bankr. D. Del. 2010))
- lead trial counsel to the claims agent for the chapter 11 estates of Spansion Inc. and its affiliated debtors, involving (i) the investigation and prosecution of numerous preference claims and other chapter 5 causes of action, and (ii) an adversary proceeding against non-debtor Spansion Japan Limited, involving a disputed $1 billion claim by Spansion Japan for breach of a foundry agreement concerning the manufacture and sale of semiconductor wafer, which, after several months of discovery and numerous depositions, the claims agent successfully settled at a $200 million claim value – 80% less than Spansion Japan’s original claim
- lead litigation counsel to the debtor Petrorig I PTE LTD and its two debtor-affiliates, each a Singaporean special purpose entity in contract for the construction and purchase of an ultra deepwater semi submersible harsh environment drilling rig, concerning a host of complex issues, including an injunction to halt the fire-sale of one of the three oil-drilling rigs and the approval of a section 363 sales process for the remaining two rigs and various equipment, pursuant to which the debtors’ assets were ultimately sold for an aggregate of approximately $1.5 billion
- lead trial counsel to the official committee of unsecured creditors of American Commercial Lines, the country's largest inland waterway marine transportation and service company, in a confirmation hearing pursuant to which the court adopted the $450 to $500 million enterprise value espoused by the committee and its expert advisors instead of the $600 million enterprise value asserted by certain creditors objecting to the debtors’ plan of confirmation (In re American Commercial Lines, LLC, Case No. 03-90305 (Bankr. S.D. Ind. 2004))
- lead trial counsel in four-week jury trial based on a claim for tortious interference with contract, involving the valuation of a loan restructuring agreement and an “equity kicker” in a commercial building in midtown Manhattan (330 Acquisition Co., LLC v. Regency Savings Bank, FSB, Case No. 109283/98 (NY Sup. Ct., NY County 2007))
- lead trial lawyer in a AAA arbitration for National Financial Partners Corp. relating to the “work-out-value” allegedly owed under a Stock Purchase and Sales Agreement resulting in a successful verdict for the client and complete dismissal of the claims, following a one-week trial before a three-member panel
- lead litigation counsel to a publicly held parent company in a dispute with its brokerage services affiliate relating to (i) the allocation of funds and expenses allegedly owed under a general agency agreement, and (ii) the calculation of earnings under a management agreement
- lead litigation counsel to a brokerage firm and its parent company in a dispute with Larry King regarding approximately $20 million worth of life settlement and other insurance related transactions
- lead litigation counsel for the defendant-purchasers in Vernon Realty Holding, LLC v. Singer et al., Index No. 20084/06, involving commercial waterfront property in Long Island City, New York, pursuant to which the plaintiffs were held liable to the defendants in the amount of $71 million (2009 N.Y. Slip Op. 32927 (NY Sup. Ct., Queens County Nov. 19, 2009))
- lead litigation counsel to brokerage firm regarding dispute with carrier over preferred carrier status provisions under brokerage agreement
- lead litigation counsel to commercial real estate developer involving the purchase and sale of a $450 million assemblage of waterfront property in Greenpoint, Brooklyn, overlooking the Manhattan skyline, resulting in the successful denial of a motion to dismiss concerning the developer’s allegations that the purchase and sale agreement had been orally amended by the parties, thereby allowing for a favorable settlement
- lead litigation counsel to Creative Office Designs in a merger and acquisition dispute with Haworth, Inc. regarding the client’s acquisition of Furniture Consultants, Inc., one of the largest commercial furniture dealerships in the country
- lead litigation counsel to the plaintiff Allegiance Telecom Liquidating Trust, the largest minority shareholder of XO Communications, a telecommunications company, owned and controlled by Carl Icahn, in a lawsuit commenced in Delaware Chancery Court against Mr. Icahn seeking to enjoin the sale of XO’s $6 billion nationwide fiber-optic telecommunications network to Mr. Icahn based upon allegations of a flawed sales process, inadequate supervision by the special committee and the improper valuation of the telecommunications network; following two depositions conducted by Mr. O’Donnell in connection with the preliminary injunction hearing, Mr. Ichan agreed to cancel the sale
- Mr. O’Donnell has also argued a variety of complex appeals concerning issues such as the impact of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 on state contract rights; the applicability of the common interest privilege and the attorney work product doctrine; and what fiduciary duties, if any, are generally owed among commercial loan participants.
- Participated in a panel titled Energy and Project Finance Fallout at Akin Gump’s Current Issues in Energy Company Restructurings Symposium on May 29, 2013 in New York