"The Business Restructuring and Insolvency team was able to manage a number of complex issues with our best interests at the forefront of all of their actions."
Chambers USA client quote
Overview
Calfee’s Business Restructuring and Insolvency lawyers have worked on some of the most challenging restructuring matters across the country, collaborating with clients to structure creative and successful solutions to complex and difficult restructuring engagements that meet the clients’ objectives. Our lawyers have well-rounded practices and routinely represent all the major constituencies in bankruptcy proceedings and out-of-court workouts, including debtors, creditors’ committees, unsecured creditors, trustees, debtholders, asset and debt purchasers, and financial institutions.
Calfee understands that these business restructuring and insolvency engagements require an understanding of both the underlying business issues that led to the distress and the limited resources, including time and money, available for a solution. We provide effective and efficient representation, based on decades of business restructuring and insolvency experience, working with clients of all sizes. Because restructuring matters transcend many legal disciplines, Calfee’s Business Restructuring and Insolvency lawyers work seamlessly with lawyers in other practice areas, including Corporate and Finance, Commercial Lending, Public Finance, Commercial Litigation, Government Relations, and Employee Benefits and Executive Compensation, to coordinate efforts and tailor comprehensive solutions for our clients.
Moreover, Calfee’s Business Restructuring and Insolvency practice, which includes a former general counsel to two national retailers, has extensive business and legal experience in the distressed retail space, having represented retailers, lenders, creditors’ committees, mall owners/landlords, and foreign and domestic vendors.
Noteworthy
Chambers USA Leading Law Firm Rankings
For more than a decade, Calfee has been recognized by Chambers USA as a Leading Law Firm in Bankruptcy/Restructuring, most recently in Band 3 in Ohio (2024).
Clients interviewed by Chambers USA researchers stated, "Calfee's team's response is virtually immediate. They're on top of every issue and keep me fully informed on all matters. The Business Restructuring and Insolvency team was able to manage a number of complex issues with our best interest at the forefront of all of their actions. Calfee is a quality firm with significant bench strength, made up of very intelligent and results-oriented professionals."
- Since 2004, Calfee attorney James M. Lawniczak has been recognized as a Leading Lawyer in Bankruptcy/Restructuring in Ohio, most recently with the ranking of Senior Statesperson (2024). Clients interviewed by Chambers USA researchers stated, "Jim Lawniczak is a knowledgeable bankruptcy lawyer. He is very responsive and explains things well. "
Best Lawyers® “Best Law Firms” Rankings
Calfee was selected for inclusion in the 2025 "Best Law Firms" rankings in Bankruptcy and Creditor - Debtor Rights / Insolvency and Reorganization Law (National Tier 2, Regional Tier 3 New York).
IFLR1000 (United States), Guide to the World's Leading Financial and Corporate Law Firms and Lawyers
Calfee was selected for inclusion in IFLR1000 – Guide to the World's Leading Financial and Corporate Law Firms 2024 in the area of Restructuring and Insolvency (Tier 2 – Ohio).
Professionals
Professionals
Experience
Experience
Calfee Business Restructuring and Insolvency lawyers have led or had substantial roles in the following illustrative matters:
Debtor and Distressed Company Representations
- Retained by the former CFO and CCO of a public company crypto-asset broker to represent the client against claims asserted by the Plan Administrator of the company's Wind-Down Debtor and certain other class action plaintiffs, which include breach of fiduciary duty claims.
- Represented the former owner and principals in a litigation dispute against a global supplier and manufacturing company and its current equity owners. The former owner and current directors of the company (Calfee's clients) were involved in contentious litigation with the company and its current owner and other directors relating to numerous claims that arose and became a financial strain on and threatened the ongoing operations of the company. Calfee’s Business Restructuring and Insolvency lawyers worked with the company's financial advisor to mediate and negotiate a settlement between the litigants that resolved lawsuits in both two state courts, averted foreclosure by the secured lender, and avoided bankruptcy or shutdown of the company. Calfee’s expertise in distressed business situations and experience with insolvency financial advisors helped guide the parties to a resolution that avoided a shutdown and liquidation of the company by settling the litigation and requiring an infusion of cash from a secured lender to preserve operations. Lead counsel, counsel, and corporate special counsel in Chapter 11 reorganizations and cases for numerous clients.
- Represents a company operating in the home remodeling and repair business and assisted in obtaining distressed financing, the sale of an unprofitable subsidiary/business line, and defending the claim of an investment banker seeking a success fee for an alleged restructuring. This engagement, which spanned eight states along the Eastern Coast of the U.S., demonstrates Calfee’s national practice and collaborative approach to addressing all the insolvency-related needs of its clients, including distressed financing, distressed asset dispositions, and litigation.
- Counseled a ticketing technology platform client in the liquidation and sale of business assets. The company was directly impacted by the COVID-19 pandemic and the cancellation of live events. With the lifeblood of the business irreparably harmed, Calfee was retained to assist the company in its contingency planning and help develop a strategy for minimizing future liability and maximizing the return on the sale of the assets. Along the way, Calfee assisted the client in formulating a creditor plan to provide recoveries to its secured lender and distributions to unsecured creditors. Calfee continues to counsel the client in ongoing creditor distribution strategies of liquidation proceeds. This matter highlights Calfee’s practical approach to addressing insolvency matters without the need to initiate a costly and limiting formal bankruptcy process.
- Regularly represents a publicly traded Western European multinational corporation and its subsidiaries in insolvency-related matters throughout the United States. In the past year, Calfee has represented various client companies in the wind-down and liquidation of a joint venture in two U.S. states. The cross-border, international matter involves the wind-down of a corporation in one state, a secured lender located in another state, and a European purchaser through a secured party sale.
- Served as lead outside counsel and legal strategist for a client in successfully obtaining the release of $500 million frozen by a Dubai-based bank.
- Served as lead counsel for a client in a distressed sale through the establishment of a trust mortgage to a community group saving the production factory and jobs.
- Served as company counsel for a client in a liquidating receivership.
- Served as lead counsel in the orderly winddown and liquidation of multi-location motorcycle dealerships.
- Served as lead counsel to the co-chairman of the board of directors of a publicly held provider of pre-board aviation screening services with 14,000 employees in Europe, North America, and Pacific Rim nations.
- Served as lead counsel to a client in what is generally considered one of the most successful out-of-court restructurings of a public company. The client had an enterprise value initially estimated at $175 million facing a resolution of $206 million of defaulted senior debt, $103 million in defaulted publicly held notes, and approximately $55 million in defaulted trade debt. The outcome of the restructuring was that no bankruptcy case for the company was commenced, all creditors were paid in full, with accrued interest, and the public equity holders received approximately $140 million.
Creditors’ Committee Counsel
- Served as lead counsel and counsel to numerous official creditors’ committees and creditors in Chapter 11 cases.
- Served as lead counsel for the official creditors' committee in the reorganization of a client, superintending the transformation of the $1 billion distressed NASDAQ small-cap real estate and controlled management C corporation into an NYSE-listed apartment REIT and, subsequently, its merger into another company, achieving a 30 percent-plus compounded annual rate of return for creditors taking exchange securities for their debt.
- Served as lead counsel to the official creditors’ committee to the largest for-profit, post-secondary education company to file a Chapter 11 case with operations in the United States and Canada, which, before the cessation of operations had operated on more than 100 campuses, a student enrollment of 74,000 and revenues of $1.2 billion.
DIP Lender Representations
- Served as lead counsel to a client, which entailed the initiation or participation in insolvency proceedings in the United States, United Kingdom, Poland, Germany, Italy, and France and implicating substantial assets in China and India.
- Served as lead counsel to a client as a plan sponsor, construction, and DIP lender in the successful reorganization of a major residential home builder and developer in the Mid-Atlantic area.
- Served as Ohio Counsel to a client, DIP lender, and purchaser of assets, in a Chapter 11 case.
- Served as lead Counsel to the largest customer and provider of critical customer DIP financing, in a Chapter 11 case.
Buyers or Investors of Distressed Businesses or Assets
- Served as legal counsel to the purchaser of assets from an assignee following assignment for the benefit of creditors under Georgia law. Calfee's client, a private equity firm’s portfolio company purchased the assets of a manufacturer through a Georgia assignment for the benefit of creditors. Calfee counseled the portfolio company on the intricacies and risks of purchasing assets through a state law assignment for the benefit of the creditor process, whereby a distressed entity assigns its assets to an assignee that serves as a trustee for the benefit of creditors. Calfee continues to counsel the portfolio company on its post-closing obligations under the purchase agreement. This transaction demonstrates the national scope of Calfee’s practice as well as its expertise in a variety of insolvency asset disposition strategies.
- Served as lead counsel to a client, the largest customer of a pipeline company, which purchased the pipeline assets in state receivership action.
- Served as lead counsel to a purchaser of the assets of a machinery and tool company in an Indiana state receivership action.
Other Restructuring Representations of Note
- Represents a gaming company client and its subsidiaries in a variety of legal matters, including creditors’ rights and insolvency matters throughout the country. Most recently, Calfee represented a subsidiary company in its efforts to terminate its obligations to an insolvent corporation, respond to asserted violations of the automatic stay, and prepare a claim for prosecution.
- Developed a strategy and playbook for responding to customer distress and potential insolvency for a publicly traded, Fortune 1000, global manufacturing client’s in-house counsel to develop materials to assist in-house credit personnel in responding to non-performing customers. The client regularly engages Calfee to assist in responding to these anticipated customer insolvency issues as they arise across the country.
- Counsels one of the largest building material installers in the U.S. and its subsidiaries in its insolvency-related customer and contract matters. Calfee serves as general corporate counsel to the client, including providing general representation as a creditor or contract party in bankruptcy cases and other insolvency matters throughout the country when necessary (e.g., defending preference cases and claims issues). Among other things, in 2023, we assisted the client in successfully defending and settling a preference action in a Chapter 11 proceedings.
- Regularly represents a private equity firm client, addressing the insolvency-related issues that its portfolio companies encounter. Calfee serves as general outside bankruptcy/restructuring counsel for the private equity firm client, including providing general representation as a creditor or contract party in insolvency proceedings and counseling regarding addressing the financial distress of portfolio companies. In the past year, we counseled the client in the development of its strategy for addressing a legacy tax liability for a previously liquidated portfolio company and also a dispute with a covenant calculation and the lender’s decision to cut off funding. Calfee assisted the client and one of its portfolio companies in developing a strategy for the uninterrupted use of cash and the infusion of additional equity.
- Serves as general corporate counsel to a privately owned company in the domestic and international retail and food service industries, including providing general representation as a creditor or contract party in bankruptcy cases and other insolvency matters throughout the country when necessary (e.g., defending preference cases, executory contract and claims issues). In the past year, we assisted the client in pursuing claims in a Chapter 11 case, including the assertion of a secured offset claim and responding to liquidating the trustee’s attempt to withhold distributions. This is a national engagement with respect to bankruptcy and insolvency matters throughout the United States.
- Served as lead counsel to Hong Kong-based vendor of a retail company in the Chapter 11 cases of that company and affiliated debtors, asserting claims of administrative expense priority and appealing bankruptcy court decision prejudicial to foreign vendors.
- Served as lead counsel to a client as Examiner of a $450 million fraud case.
- Served as lead counsel to, and a director of, a client, which, together with its affiliates, acquired approximately $13 billion in distressed assets.
- Served as lead counsel to various hedge funds and private equity firms in the restructuring of their distressed portfolio companies.
- Served as lead counsel to a leading monoline insurance holding company in a Chapter 11 case.
- Served as lead outside bankruptcy counsel to one of the largest publicly held shopping center REITs in various of its major tenant Chapter 11 cases.
- Served as lead counsel of private equity and venture capital clients as majority shareholders in the successful prepackaged Chapter 11 reorganization case (resolving in excess of $1 billion of indebtedness).
- Served as lead counsel for a cocoa supplier, successfully preventing the assignment of forward contracts in the Chapter 11 case.
Services
Services
- Board Advisory (Fiduciary Duties)
- Chapter 11 Debtor and Distressed Company Representations, including Out-of-Court Workouts
- Official and Ad Hoc Committee Representations
- Vendor and Other Trade Creditor Claim Protection and Maximization
- Secured Creditor Representations, including Debtor in Possession Financing and Out-of-Court Workouts
- Fiduciary Investigation and Litigation
- Distressed Asset Sales and Acquisitions
- State and Federal Receiverships
- Bankruptcy and Commercial Litigation
- Creditor Trusts
Vendor and Other Trade Creditor Claim Protection and Maximization Services
Many vendors have had the unfortunate experience of a customer filing for bankruptcy. Calfee’s Business Restructuring and Insolvency lawyers help vendors take the necessary steps to protect themselves and maximize their opportunity to collect any debts owed by the customer. We advocate for our vendor clients and regularly counsel vendors in:
- Avoiding Violation of the Automatic Stay
- Exercising Rights to Stop the Delivery of Goods
- Considering and Asserting Reclamation Rights
- Seeking Critical Vendor Treatment
- Asserting Section 503(b)(9) Administrative Claims for Goods Delivered 20 Days Before the Bankruptcy Filing
- Exercising and Protecting Setoff and Recoupment Rights
- Preparing and Filing a Proof of Claim
- Preparing Motions for Payment and Allowance of Administrative Expense Priority Claims
- Perfecting of Mechanics’ Liens
- Considering Service on Creditors’ Committee
- Protecting Rights Under Executory Contracts
- Preparing for and Defending Against Preference or other Avoidance Actions
Client Feedback
Client Feedback
- "Calfee's response is virtually immediate. They're on top of every issue and keep me fully informed on all matters." – Chambers USA 2023 client quote
- "The Business Restructuring and Insolvency team was able to manage a number of complex issues with our best interests at the forefront of all of their actions." – Chambers USA 2023 client quote
- "Calfee is a quality firm with significant bench strength, made up of very intelligent and results-oriented professionals." – Chambers USA 2023 client quote
- "Calfee represented my estate's interests with professionalism and integrity during very contentious matters." – Calfee client, as reported by U.S. News – Best Lawyers in “Best Law Firms” report
- "Our company has a small legal staff. Calfee, Halter & Griswold does a great job rounding out the legal function." – Calfee client, as reported by U.S. News – Best Lawyers in “Best Law Firms” report
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