Business Reorganization

GSC Group Inc.: A Reminder to Disclose, Disclose, Disclose

As previously discussed in ABI’s Ethics and Professional Compensation Committee’s November 2013 Newsletter,[1] fee-sharing and proper disclosures in connection with certain professionals’ retention applications became the central issue in the GSC Group Inc., et al.

Determining the Ownership of Net Operating Losses Involving A Bankrupt Subsidiary

Federal tax refunds generated from investment or operating losses can represent a sizeable claim for an individual taxpayer or a consolidated taxpayer group. Ownership of tax refunds among consolidated members is not dictated by federal law, the Internal Revenue Code or regulation, but can be specified in tax-sharing agreements among affiliates.

Five Things to Expect from Your Claims Agent

Even the smallest chapter 11 reorganizations are complex, with many process handoffs, transactions and communication touchpoints. For cases with substantial or volatile creditor populations, the selection of a claims agent capable of helping a debtor company emerge from chapter 11 successfully can be critical.

Seventh Circuit Weighs in on Credit Bidding, Splitting the Courts

The relatively recent decisions of the Third and Fifth Circuits in Philadelphia Newspapers [1] and Pacific Lumber, [2] with respect to the rights of creditors to credit-bid in a sale of assets under a reorganization plan, uprooted the expectations of secured lenders who had come to expect that in the case of a proposed plan effecting a sale of assets free and clear of liens, they would have the ability to credit-bid.

Final Rule Summarized - FDIC Issues Final Rule on Orderly Liquidation Authority

On July 6, 2011, the FDIC issued a final rule implementing certain orderly liquidation authority provisions of the Dodd-Frank Act.

Want to Be a Liquidating Agent or Post-Confirmation Trustee? - All It Requires Is Careful Planning, Attention to Detail—and Creativity

In this still-troubled economy, the majority of chapter 11 cases in the small- and mid-sized markets continue to lead straight into chapter 11 liquidation and/or 363 sales.

Digging the Nail Out of the Coffin: LLC Law Responds to Olmstead

The Limited Liability Company (“LLC”) is the secret agent of business entities.  Part corporation, part partnership, this hybrid business entity enables its members and managers to take advantage of both the limited liability afforded to shareholders and directors of corporations and the pass through tax advantages available to partnerships.

Taxing Problems for Debtors - Treatment of Property Taxes

In bankruptcy, a debtor often faces assessments for interest and penalties on property taxes from a variety of taxing jurisdictions. Addressing these claims can be frustrating and time-consuming. Frequently, the most confusing assessments are those for tax periods that straddle the petition date: Is the entire tax post-petition and thus entitled to administrative-expense treatment under § 503(b)(1)(B) of the Bankruptcy Code? Is the tax all pre-petition and thus a pre-petition unsecured claim entitled to priority status under § 507(a)(8)?

Permissibility of Triangular Setoff via Pre-Petition Agreement

The Bankruptcy Code, under § 553, expressly preserves a creditor’s pre-petition right to setoff of mutual debt with the debtor. However, courts have consistently rejected the permissibility of triangular setoff under § 553.

Environmental Claims in Bankruptcy

Several recent high-profile chapter 11 cases have involved environmental liabilities and highlight how significant these liabilities can be to the restructuring process.

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