Seminar  Program

Recent Developments in Distressed Debt, Restructurings and Workouts 2019


Select a Location:

Why You Should Attend

Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies.  The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored. The program will cover issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.

What You Will Learn  

  • Current marketplace developments; The role of financial advisors in restructurings
  • Potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
  • Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts; Trust Indenture Act issues and recent cases
  • Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
  • Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
  • Inter-creditor agreements, subordination, voting, distribution, and gifting issues — Momentive, Euro Directories, Westpoint Stevens, Ion Media; Jevic; Negotiating restructuring agreements and exchange offers; lockups; valuations
  • Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
  • Releases and exculpations; Attacks on Restructuring Plans

Who Should Attend

This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 professionals and business people with at least some experience with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation. It will include current cases, practice and strategies.  Experienced lawyers and other restructuring professionals will benefit greatly.

 

Program Level: Update

Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.

Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.

Advanced Preparation: None 


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Opening Remarks and Introduction

Alice Belisle Eaton, Joseph Samet



9:15 Market Update and Preliminary Restructuring Documentation

Market Update and Documentation

  • Introduction, program survey and state of the restructuring markets
  • Key and overlapping issues; relevant documentation; Drafting transaction documents to minimize risk and maximize recovery
  • Range of covenants and defaults
  • The distressed debt players;  turnaround and distressed debt opportunities

Speakers: Jacob A. Adlerstein, Agnes K. Tang, Joseph Samet

Preliminary Restructuring Documentation

  • Forbearance agreements
  • Confidentiality and common interest agreements
  • Scope of Information requests

Speakers: Jacob A. Adlerstein, Joseph Samet



10:45 Networking Break

11:00 The Roles of Financial Advisors, and Corporate Governance

The Role of the Investment Banker, Financial Advisor and Chief Restructuring Officer

  • For Borrowers and Lenders
  • Due diligence
  • Valuation Issues
  • Business plans, valuations, sales  and exit strategies
  • Evaluation of alternatives for parties in interest

Speakers: James M. Lukenda, Agnes K. Tang

Corporate Governance and Officer and Director Risks and Claims in or Near the Zone of Insolvency 

  • Advising the Board generally and on sales issues
  • Consideration of diverse state and foreign laws; current decisions
  • Scope of duties; prosecuting and defending claims; Lyondell
  • Status of deepening insolvency theory of liability and/or damages
  • Defenses; exculpation clauses; indemnification
(CFE Field of Study: Fraud)

Speakers: Joseph Samet, Janet M. Weiss



12:30 Lunch

1:45 How Creditors’ Rights Drive Restructuring Outcomes
  • Intercreditor Matters:
    • Types of intercreditor agreements: Multiple tranche, senior/junior, mezzanine, shared collateral; Treatment of Unitranche loans in bankruptcy- Radio Shack
    • Challenges to out-of-court restructurings including under section 316(b) of the Trust Indenture Act; EDMC decision update
  • Collective action
    • Are members of lending syndicates bound by the actions of the agent?
    • The ability of individual syndicate members to exercise rights outside the group
  •  “Loan to own” strategies; golden shares, governance and control rights of creditors

Speakers: Rick Antonoff, David M. Hillman



2:45 The Restructuring Agreement and Sales of Distressed Assets
  • Negotiating a restructuring agreement;
  • Lockup agreements - negotiation and enforceability
  • Exchange offers; Trust Indenture Act issues
  • Prepackaged and prearranged plans
  • Sales of distressed assets-process, auctions, breakup fees,
  • Credit bid issues – General Motors; Clear Channel and progeny; Fisker, et al.
  • Issues of selling “free and clear,” successor liability

Speakers: Jacob A. Adlerstein, Joseph Samet, Janet M. Weiss



3:45 Networking Break

4:00 Preparing for Bankruptcy Risks and Industry Issues
  • Dealing with the Creditor Claims and Related Issues to address in Plans of Reorganization
  • Fraudulent transfers and section 546(e) defenses; Ponzi schemes - Tousa, LBOs, Madoff, Tribune; Lyondell
  • Recharacterization of claims
  • Treatment of make-whole and prepayment premiums in bankruptcy – Momentive Performance, American Airlines, School Specialty
  • Binding dissenters; scope of releases and channeling injunctions; contribution bars
  • Gifting and structured dismissals; Jevic
  • Valuation Issues; Exit Financing
(CFE Field of Study: Fraud)

Speakers: Nicole S. Greenblatt, David M. Hillman, Jessica Liou



5:00 Adjourn

Co-Chair(s)
Alice Belisle Eaton ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Joseph Samet ~ Baker & McKenzie LLP (Ret.)
Speaker(s)
Jacob A. Adlerstein ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Rick Antonoff ~ Blank Rome LLP
Nicole L. Greenblatt ~ Kirkland & Ellis LLP
David M. Hillman ~ Schulte Roth & Zabel LLP
Jessica Liou ~ Weil Gotshal & Manges LLP
James M. Lukenda ~ Managing Director, Huron Business Advisory
Agnes K. Tang ~ Partner, Ducera Partners LLC
Janet M. Weiss ~ Dorsey & Whitney LLP
Program Attorney(s)
Grace E. O'Hanlon ~ Senior Program Attorney, Practising Law Institute

New York City Seminar Location

PLI New York Center
, 1177 Avenue of the Americas, (2nd floor), entrance on 45th Street, New York, New York 10036. (800) 260-4754.

New York City Hotel Accommodations

Crowne Plaza Times Square Manhattan, 1605 Broadway (48th Street), New York, NY 10019 (212) 977-4000. When calling, mention Practising Law Institute. You can also make reservations online to access PLI's rates.

The Muse, 130 West 46th Street, New York, NY 10036. Please call reservations at 1-800-546-7866. When calling, please mention Practising Law Institute and Corporate Rate ID 786839408. In addition, you can book online at PLI Muse Hotel

Millennium Broadway Hotel, 145 West 44th Street, New York, NY 10036. Please call reservations at 1-800-622-5569. When calling, please mention Practising Law Institute. In addition, you can book online at PLI Millennium Hotel .

 Hyatt Times Square, 135 W. 45th Street, New York, NY 10036. For reservations, please call (646) 364-1234. When calling mention rate code CR56218 or Practising Law Institute.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama: PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live seminars qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

California:  PLI’s live seminars qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Illinois: All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Iowa:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Kansas:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Louisiana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Maine:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Minnesota:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Mississippi:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Missouri:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Montana:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Nebraska:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Nevada:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New Mexico:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live seminars can be used to fulfill the requirements for newly admitted attorneys. All credit categories may be earned via transitional live seminars.

North Carolina:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars

North Dakota:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Ohio:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Oklahoma:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania: PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

South Carolina:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Tennessee:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Vermont:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live seminars qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Wisconsin:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

Wyoming:  PLI’s live seminars qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live seminars.

CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live seminars qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live seminars qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC): PLI’s live seminars can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live seminars qualify as “live” credit. There is no limit to the number of points an attorney can earn via live seminars.

United Kingdom (CPD-UK):  PLI’s live seminars can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live seminars qualify as “live” credit in all Australian jurisdictions. There is no limit to the number of credits an attorney can earn via live seminars.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live seminars may fulfill CLPD credit requirements.

Other Credit Types

CPE Credit (NASBA): PLI’s live seminars qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE): PLI’s live seminars may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live seminars may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live seminars may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live seminars may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live seminars qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live seminars qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live programs.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live seminars may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live seminars may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live seminars may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live seminars may fulfill CFP credit requirements.

 

Why You Should Attend

Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies.  The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored. The program will cover issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.

What You Will Learn  

  • Current marketplace developments; The role of financial advisors in restructurings
  • Potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
  • Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts; Trust Indenture Act issues and recent cases
  • Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
  • Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
  • Inter-creditor agreements, subordination, voting, distribution, and gifting issues — Momentive, Euro Directories, Westpoint Stevens, Ion Media; Jevic; Negotiating restructuring agreements and exchange offers; lockups; valuations
  • Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
  • Releases and exculpations; Attacks on Restructuring Plans

Who Should Attend

This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 professionals and business people with at least some experience with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation. It will include current cases, practice and strategies.  Experienced lawyers and other restructuring professionals will benefit greatly.

 

Program Level: Update

Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.

Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.

Advanced Preparation: None 


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Opening Remarks and Introduction

Alice Belisle Eaton, Joseph Samet



9:15 Market Update and Preliminary Restructuring Documentation

Market Update and Documentation

  • Introduction, program survey and state of the restructuring markets
  • Key and overlapping issues; relevant documentation; Drafting transaction documents to minimize risk and maximize recovery
  • Range of covenants and defaults
  • The distressed debt players;  turnaround and distressed debt opportunities

Speakers: Jacob A. Adlerstein, Agnes K. Tang, Joseph Samet

Preliminary Restructuring Documentation

  • Forbearance agreements
  • Confidentiality and common interest agreements
  • Scope of Information requests

Speakers: Jacob A. Adlerstein, Joseph Samet



10:45 Networking Break

11:00 The Roles of Financial Advisors, and Corporate Governance

The Role of the Investment Banker, Financial Advisor and Chief Restructuring Officer

  • For Borrowers and Lenders
  • Due diligence
  • Valuation Issues
  • Business plans, valuations, sales  and exit strategies
  • Evaluation of alternatives for parties in interest

Speakers: James M. Lukenda, Agnes K. Tang

Corporate Governance and Officer and Director Risks and Claims in or Near the Zone of Insolvency 

  • Advising the Board generally and on sales issues
  • Consideration of diverse state and foreign laws; current decisions
  • Scope of duties; prosecuting and defending claims; Lyondell
  • Status of deepening insolvency theory of liability and/or damages
  • Defenses; exculpation clauses; indemnification
(CFE Field of Study: Fraud)

Speakers: Joseph Samet, Janet M. Weiss



12:30 Lunch

1:45 How Creditors’ Rights Drive Restructuring Outcomes
  • Intercreditor Matters:
    • Types of intercreditor agreements: Multiple tranche, senior/junior, mezzanine, shared collateral; Treatment of Unitranche loans in bankruptcy- Radio Shack
    • Challenges to out-of-court restructurings including under section 316(b) of the Trust Indenture Act; EDMC decision update
  • Collective action
    • Are members of lending syndicates bound by the actions of the agent?
    • The ability of individual syndicate members to exercise rights outside the group
  •  “Loan to own” strategies; golden shares, governance and control rights of creditors

Speakers: Rick Antonoff, David M. Hillman



2:45 The Restructuring Agreement and Sales of Distressed Assets
  • Negotiating a restructuring agreement;
  • Lockup agreements - negotiation and enforceability
  • Exchange offers; Trust Indenture Act issues
  • Prepackaged and prearranged plans
  • Sales of distressed assets-process, auctions, breakup fees,
  • Credit bid issues – General Motors; Clear Channel and progeny; Fisker, et al.
  • Issues of selling “free and clear,” successor liability

Speakers: Jacob A. Adlerstein, Joseph Samet, Janet M. Weiss



3:45 Networking Break

4:00 Preparing for Bankruptcy Risks and Industry Issues
  • Dealing with the Creditor Claims and Related Issues to address in Plans of Reorganization
  • Fraudulent transfers and section 546(e) defenses; Ponzi schemes - Tousa, LBOs, Madoff, Tribune; Lyondell
  • Recharacterization of claims
  • Treatment of make-whole and prepayment premiums in bankruptcy – Momentive Performance, American Airlines, School Specialty
  • Binding dissenters; scope of releases and channeling injunctions; contribution bars
  • Gifting and structured dismissals; Jevic
  • Valuation Issues; Exit Financing
(CFE Field of Study: Fraud)

Speakers: Nicole S. Greenblatt, David M. Hillman, Jessica Liou



5:00 Adjourn

Co-Chair(s)
Alice Belisle Eaton ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Joseph Samet ~ Baker & McKenzie LLP (Ret.)
Speaker(s)
Jacob A. Adlerstein ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Rick Antonoff ~ Blank Rome LLP
Nicole L. Greenblatt ~ Kirkland & Ellis LLP
David M. Hillman ~ Schulte Roth & Zabel LLP
Jessica Liou ~ Weil Gotshal & Manges LLP
James M. Lukenda ~ Managing Director, Huron Business Advisory
Agnes K. Tang ~ Partner, Ducera Partners LLC
Janet M. Weiss ~ Dorsey & Whitney LLP
Program Attorney(s)
Grace E. O'Hanlon ~ Senior Program Attorney, Practising Law Institute
General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.

PLI’s live and on-demand webcasts are single-user license products intended for an individual registrant only. Credit will be issued only to the individual registered. If two or more individuals wish to participate in a webcast and receive credit, PLI would be happy to provide a Groupcast – group viewing of a webcast. To schedule a Groupcast, please contact PLI at groupcasts@pli.edu.


U.S. MCLE States

Alabama:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live webcasts qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

California:  PLI’s live webcasts qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live webcasts qualify as “eCLE” credit. Attorneys are limited to 12 credits of eCLE per reporting period.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live webcasts qualify as “in-house” credit. Attorneys are limited to 6 in-house credits per reporting period.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live webcasts qualify as “distance education” credit. Attorneys are limited to 9 credits of distance education per reporting period. Effective January 1, 2019, the limit of distance education per reporting period will increase from 9 to 18 credits.

Iowa:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Kansas:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Kentucky:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Louisiana:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 4 credits of self-study per reporting period.

Maine:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Minnesota:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Mississippi:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Montana:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Nebraska:  PLI’s live webcasts qualify as “computer-based learning” credit. Attorneys are limited to 5 credits of computer-based learning per reporting period.

Nevada:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live webcasts qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live webcasts can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live webcasts. Skills credits may not be earned via live webcasts.

North Carolina:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

North Dakota:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Ohio:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Oklahoma:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

South Carolina:  PLI’s live webcasts qualify as “alternatively delivered” credit. Attorneys are limited to 6 credits of alternatively delivered programs per reporting period.

Tennessee:  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 8 credits of distance learning per reporting period.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live webcasts qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live webcasts qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live webcasts qualify as “online” credit. Attorneys are limited to 12 credits of online instruction per reporting period.

Wisconsin:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

Wyoming:  PLI’s live webcasts qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live webcasts.

CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live webcasts qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live webcasts qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live webcasts can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live webcasts qualify as “distance learning” credit. Attorneys are limited to 15 points of distance learning programs per reporting period.

United Kingdom (CPD-UK):  PLI’s live webcasts can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live webcasts may fulfill Australia’s CPD requirements. Credit limits for live webcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live webcasts may fulfill CLPD credit requirements.

Other Credit Types

CPE Credit (NASBA):  PLI’s live webcasts qualify as the “Group-Internet-Based” (GIB) delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live webcasts may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live webcasts may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live webcasts may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live webcasts may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live webcasts qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live webcasts qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live programs.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live webcasts may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live webcasts may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live webcasts may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live webcasts may fulfill CFP credit requirements.

 

Why You Should Attend

Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies.  The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored. The program will cover issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.

What You Will Learn  

  • Current marketplace developments; The role of financial advisors in restructurings
  • Potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
  • Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts; Trust Indenture Act issues and recent cases
  • Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
  • Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
  • Inter-creditor agreements, subordination, voting, distribution, and gifting issues — Momentive, Euro Directories, Westpoint Stevens, Ion Media; Jevic; Negotiating restructuring agreements and exchange offers; lockups; valuations
  • Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
  • Releases and exculpations; Attacks on Restructuring Plans

Who Should Attend

This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 professionals and business people with at least some experience with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation. It will include current cases, practice and strategies.  Experienced lawyers and other restructuring professionals will benefit greatly.

 

Program Level: Update

Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.

Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.

Advanced Preparation: None 


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Opening Remarks and Introduction

Alice Belisle Eaton, Joseph Samet



9:15 Market Update and Preliminary Restructuring Documentation

Market Update and Documentation

  • Introduction, program survey and state of the restructuring markets
  • Key and overlapping issues; relevant documentation; Drafting transaction documents to minimize risk and maximize recovery
  • Range of covenants and defaults
  • The distressed debt players;  turnaround and distressed debt opportunities

Speakers: Jacob A. Adlerstein, Agnes K. Tang, Joseph Samet

Preliminary Restructuring Documentation

  • Forbearance agreements
  • Confidentiality and common interest agreements
  • Scope of Information requests

Speakers: Jacob A. Adlerstein, Joseph Samet



10:45 Networking Break

11:00 The Roles of Financial Advisors, and Corporate Governance

The Role of the Investment Banker, Financial Advisor and Chief Restructuring Officer

  • For Borrowers and Lenders
  • Due diligence
  • Valuation Issues
  • Business plans, valuations, sales  and exit strategies
  • Evaluation of alternatives for parties in interest

Speakers: James M. Lukenda, Agnes K. Tang

Corporate Governance and Officer and Director Risks and Claims in or Near the Zone of Insolvency 

  • Advising the Board generally and on sales issues
  • Consideration of diverse state and foreign laws; current decisions
  • Scope of duties; prosecuting and defending claims; Lyondell
  • Status of deepening insolvency theory of liability and/or damages
  • Defenses; exculpation clauses; indemnification
(CFE Field of Study: Fraud)

Speakers: Joseph Samet, Janet M. Weiss



12:30 Lunch

1:45 How Creditors’ Rights Drive Restructuring Outcomes
  • Intercreditor Matters:
    • Types of intercreditor agreements: Multiple tranche, senior/junior, mezzanine, shared collateral; Treatment of Unitranche loans in bankruptcy- Radio Shack
    • Challenges to out-of-court restructurings including under section 316(b) of the Trust Indenture Act; EDMC decision update
  • Collective action
    • Are members of lending syndicates bound by the actions of the agent?
    • The ability of individual syndicate members to exercise rights outside the group
  •  “Loan to own” strategies; golden shares, governance and control rights of creditors

Speakers: Rick Antonoff, David M. Hillman



2:45 The Restructuring Agreement and Sales of Distressed Assets
  • Negotiating a restructuring agreement;
  • Lockup agreements - negotiation and enforceability
  • Exchange offers; Trust Indenture Act issues
  • Prepackaged and prearranged plans
  • Sales of distressed assets-process, auctions, breakup fees,
  • Credit bid issues – General Motors; Clear Channel and progeny; Fisker, et al.
  • Issues of selling “free and clear,” successor liability

Speakers: Jacob A. Adlerstein, Joseph Samet, Janet M. Weiss



3:45 Networking Break

4:00 Preparing for Bankruptcy Risks and Industry Issues
  • Dealing with the Creditor Claims and Related Issues to address in Plans of Reorganization
  • Fraudulent transfers and section 546(e) defenses; Ponzi schemes - Tousa, LBOs, Madoff, Tribune; Lyondell
  • Recharacterization of claims
  • Treatment of make-whole and prepayment premiums in bankruptcy – Momentive Performance, American Airlines, School Specialty
  • Binding dissenters; scope of releases and channeling injunctions; contribution bars
  • Gifting and structured dismissals; Jevic
  • Valuation Issues; Exit Financing
(CFE Field of Study: Fraud)

Speakers: Nicole S. Greenblatt, David M. Hillman, Jessica Liou



5:00 Adjourn

Co-Chair(s)
Alice Belisle Eaton ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Joseph Samet ~ Baker & McKenzie LLP (Ret.)
Speaker(s)
Jacob A. Adlerstein ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Rick Antonoff ~ Blank Rome LLP
Nicole L. Greenblatt ~ Kirkland & Ellis LLP
David M. Hillman ~ Schulte Roth & Zabel LLP
Jessica Liou ~ Weil Gotshal & Manges LLP
James M. Lukenda ~ Managing Director, Huron Business Advisory
Agnes K. Tang ~ Partner, Ducera Partners LLC
Janet M. Weiss ~ Dorsey & Whitney LLP
Program Attorney(s)
Grace E. O'Hanlon ~ Senior Program Attorney, Practising Law Institute
New Jersey Groupcast Location

New Jersey Institute for Continuing Legal Education, One Constitution Square, New Brunswick, NJ 08901-1520. 732-249-5100.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

California:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Iowa:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Kansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Louisiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Maine:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Minnesota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Mississippi:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Montana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nebraska:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nevada:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live groupcasts. Skills credits may not be earned via live groupcasts.

North Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

North Dakota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Ohio:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oklahoma:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

South Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Tennessee:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wisconsin:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wyoming:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of points an attorney can earn via live groupcasts.

United Kingdom (CPD-UK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Australia’s CPD requirements. Credit limits for live groupcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CLPD credit requirements.


Other Credit Types

CPE Credit (NASBA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live groupcasts.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CFP credit requirements.

 

Why You Should Attend

Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies.  The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored. The program will cover issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.

What You Will Learn  

  • Current marketplace developments; The role of financial advisors in restructurings
  • Potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
  • Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts; Trust Indenture Act issues and recent cases
  • Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
  • Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
  • Inter-creditor agreements, subordination, voting, distribution, and gifting issues — Momentive, Euro Directories, Westpoint Stevens, Ion Media; Jevic; Negotiating restructuring agreements and exchange offers; lockups; valuations
  • Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
  • Releases and exculpations; Attacks on Restructuring Plans

Who Should Attend

This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 professionals and business people with at least some experience with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation. It will include current cases, practice and strategies.  Experienced lawyers and other restructuring professionals will benefit greatly.

 

Program Level: Update

Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.

Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.

Advanced Preparation: None 


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Opening Remarks and Introduction

Alice Belisle Eaton, Joseph Samet



9:15 Market Update and Preliminary Restructuring Documentation

Market Update and Documentation

  • Introduction, program survey and state of the restructuring markets
  • Key and overlapping issues; relevant documentation; Drafting transaction documents to minimize risk and maximize recovery
  • Range of covenants and defaults
  • The distressed debt players;  turnaround and distressed debt opportunities

Speakers: Jacob A. Adlerstein, Agnes K. Tang, Joseph Samet

Preliminary Restructuring Documentation

  • Forbearance agreements
  • Confidentiality and common interest agreements
  • Scope of Information requests

Speakers: Jacob A. Adlerstein, Joseph Samet



10:45 Networking Break

11:00 The Roles of Financial Advisors, and Corporate Governance

The Role of the Investment Banker, Financial Advisor and Chief Restructuring Officer

  • For Borrowers and Lenders
  • Due diligence
  • Valuation Issues
  • Business plans, valuations, sales  and exit strategies
  • Evaluation of alternatives for parties in interest

Speakers: James M. Lukenda, Agnes K. Tang

Corporate Governance and Officer and Director Risks and Claims in or Near the Zone of Insolvency 

  • Advising the Board generally and on sales issues
  • Consideration of diverse state and foreign laws; current decisions
  • Scope of duties; prosecuting and defending claims; Lyondell
  • Status of deepening insolvency theory of liability and/or damages
  • Defenses; exculpation clauses; indemnification
(CFE Field of Study: Fraud)

Speakers: Joseph Samet, Janet M. Weiss



12:30 Lunch

1:45 How Creditors’ Rights Drive Restructuring Outcomes
  • Intercreditor Matters:
    • Types of intercreditor agreements: Multiple tranche, senior/junior, mezzanine, shared collateral; Treatment of Unitranche loans in bankruptcy- Radio Shack
    • Challenges to out-of-court restructurings including under section 316(b) of the Trust Indenture Act; EDMC decision update
  • Collective action
    • Are members of lending syndicates bound by the actions of the agent?
    • The ability of individual syndicate members to exercise rights outside the group
  •  “Loan to own” strategies; golden shares, governance and control rights of creditors

Speakers: Rick Antonoff, David M. Hillman



2:45 The Restructuring Agreement and Sales of Distressed Assets
  • Negotiating a restructuring agreement;
  • Lockup agreements - negotiation and enforceability
  • Exchange offers; Trust Indenture Act issues
  • Prepackaged and prearranged plans
  • Sales of distressed assets-process, auctions, breakup fees,
  • Credit bid issues – General Motors; Clear Channel and progeny; Fisker, et al.
  • Issues of selling “free and clear,” successor liability

Speakers: Jacob A. Adlerstein, Joseph Samet, Janet M. Weiss



3:45 Networking Break

4:00 Preparing for Bankruptcy Risks and Industry Issues
  • Dealing with the Creditor Claims and Related Issues to address in Plans of Reorganization
  • Fraudulent transfers and section 546(e) defenses; Ponzi schemes - Tousa, LBOs, Madoff, Tribune; Lyondell
  • Recharacterization of claims
  • Treatment of make-whole and prepayment premiums in bankruptcy – Momentive Performance, American Airlines, School Specialty
  • Binding dissenters; scope of releases and channeling injunctions; contribution bars
  • Gifting and structured dismissals; Jevic
  • Valuation Issues; Exit Financing
(CFE Field of Study: Fraud)

Speakers: Nicole S. Greenblatt, David M. Hillman, Jessica Liou



5:00 Adjourn

Co-Chair(s)
Alice Belisle Eaton ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Joseph Samet ~ Baker & McKenzie LLP (Ret.)
Speaker(s)
Jacob A. Adlerstein ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Rick Antonoff ~ Blank Rome LLP
Nicole L. Greenblatt ~ Kirkland & Ellis LLP
David M. Hillman ~ Schulte Roth & Zabel LLP
Jessica Liou ~ Weil Gotshal & Manges LLP
James M. Lukenda ~ Managing Director, Huron Business Advisory
Agnes K. Tang ~ Partner, Ducera Partners LLC
Janet M. Weiss ~ Dorsey & Whitney LLP
Program Attorney(s)
Grace E. O'Hanlon ~ Senior Program Attorney, Practising Law Institute
Cleveland Groupcast Location

The Cleveland Metropolitan Bar Association, 1375 E. 9th Street – Floor 2, Cleveland, Ohio 44114. 216-696-2404.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

California:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Iowa:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Kansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Louisiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Maine:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Minnesota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Mississippi:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Montana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nebraska:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nevada:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live groupcasts. Skills credits may not be earned via live groupcasts.

North Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

North Dakota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Ohio:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oklahoma:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

South Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Tennessee:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wisconsin:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wyoming:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of points an attorney can earn via live groupcasts.

United Kingdom (CPD-UK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Australia’s CPD requirements. Credit limits for live groupcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CLPD credit requirements.


Other Credit Types

CPE Credit (NASBA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live groupcasts.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CFP credit requirements.

 

Why You Should Attend

Effective risk prevention practice, a volatile political environment, occasional fraud and cross border issues require businesses to preplan and limit risk, including with distressed companies.  The program will cover current issues relating to structuring, drafting and enforcing the rights of creditors and parties to loans, various executory contracts and intercreditor agreements, principally in out-of-court restructurings and exchange offers. Documentation leading to a prearranged or prepackaged Chapter 11 bankruptcy filing will be explored. The program will cover issues in structured finance, sales of distressed assets in diverse industries, and valuation issues. The faculty will provide tactics to be utilized to better protect creditors, including banks, bondholders, hedge funds, and parties in interest, and to maximize values and recoveries.

What You Will Learn  

  • Current marketplace developments; The role of financial advisors in restructurings
  • Potential impact of recent case developments on restructurings and the tools available to practitioners to negotiate and execute restructuring agreements
  • Understanding and drafting relevant documentation in distressed and other corporate deals and loan transactions, exchange offers and workouts; Trust Indenture Act issues and recent cases
  • Corporate governance and D&O liability issues in or near the zone of insolvency; deepening insolvency liability and damage issues; D&O Insurance
  • Structured and complex finance — current issues, including on bankruptcy remote entities, make whole premiums and ramifications of Momentive Performance, General Growth, and Lehman
  • Inter-creditor agreements, subordination, voting, distribution, and gifting issues — Momentive, Euro Directories, Westpoint Stevens, Ion Media; Jevic; Negotiating restructuring agreements and exchange offers; lockups; valuations
  • Sales of distressed assets, bid procedures, “free and clear,” successor liability, credit bidding, “loan to own,” confidentiality; GM; Clear Channel and progeny; River Road; Innkeepers; Fisker et al.
  • Releases and exculpations; Attacks on Restructuring Plans

Who Should Attend

This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 professionals and business people with at least some experience with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation. It will include current cases, practice and strategies.  Experienced lawyers and other restructuring professionals will benefit greatly.

 

Program Level: Update

Intended Audience: This program is designed for inside and outside counsel, turnaround and mainstream Chapter 11 and allied professionals. Experienced lawyers and other restructuring professionals will benefit greatly.

Prerequisites: Some experience or familiarity with defaults, structured finance, distressed debt, workouts, Chapter 11 cases and related litigation.

Advanced Preparation: None 


PLI Group Discounts

Groups of 4-14 from the same organization, all registering at the same time, for a PLI program scheduled for presentation at the same site, are entitled to receive a group discount. For further discount information, please contact membership@pli.edu or call (800) 260-4PLI.

PLI Can Arrange Group Viewing to Your Firm

Contact the Groupcasts Department via email at groupcasts@pli.edu for more details.

Cancellations

All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program at any time.

9:00 Opening Remarks and Introduction

Alice Belisle Eaton, Joseph Samet



9:15 Market Update and Preliminary Restructuring Documentation

Market Update and Documentation

  • Introduction, program survey and state of the restructuring markets
  • Key and overlapping issues; relevant documentation; Drafting transaction documents to minimize risk and maximize recovery
  • Range of covenants and defaults
  • The distressed debt players;  turnaround and distressed debt opportunities

Speakers: Jacob A. Adlerstein, Agnes K. Tang, Joseph Samet

Preliminary Restructuring Documentation

  • Forbearance agreements
  • Confidentiality and common interest agreements
  • Scope of Information requests

Speakers: Jacob A. Adlerstein, Joseph Samet



10:45 Networking Break

11:00 The Roles of Financial Advisors, and Corporate Governance

The Role of the Investment Banker, Financial Advisor and Chief Restructuring Officer

  • For Borrowers and Lenders
  • Due diligence
  • Valuation Issues
  • Business plans, valuations, sales  and exit strategies
  • Evaluation of alternatives for parties in interest

Speakers: James M. Lukenda, Agnes K. Tang

Corporate Governance and Officer and Director Risks and Claims in or Near the Zone of Insolvency 

  • Advising the Board generally and on sales issues
  • Consideration of diverse state and foreign laws; current decisions
  • Scope of duties; prosecuting and defending claims; Lyondell
  • Status of deepening insolvency theory of liability and/or damages
  • Defenses; exculpation clauses; indemnification
(CFE Field of Study: Fraud)

Speakers: Joseph Samet, Janet M. Weiss



12:30 Lunch

1:45 How Creditors’ Rights Drive Restructuring Outcomes
  • Intercreditor Matters:
    • Types of intercreditor agreements: Multiple tranche, senior/junior, mezzanine, shared collateral; Treatment of Unitranche loans in bankruptcy- Radio Shack
    • Challenges to out-of-court restructurings including under section 316(b) of the Trust Indenture Act; EDMC decision update
  • Collective action
    • Are members of lending syndicates bound by the actions of the agent?
    • The ability of individual syndicate members to exercise rights outside the group
  •  “Loan to own” strategies; golden shares, governance and control rights of creditors

Speakers: Rick Antonoff, David M. Hillman



2:45 The Restructuring Agreement and Sales of Distressed Assets
  • Negotiating a restructuring agreement;
  • Lockup agreements - negotiation and enforceability
  • Exchange offers; Trust Indenture Act issues
  • Prepackaged and prearranged plans
  • Sales of distressed assets-process, auctions, breakup fees,
  • Credit bid issues – General Motors; Clear Channel and progeny; Fisker, et al.
  • Issues of selling “free and clear,” successor liability

Speakers: Jacob A. Adlerstein, Joseph Samet, Janet M. Weiss



3:45 Networking Break

4:00 Preparing for Bankruptcy Risks and Industry Issues
  • Dealing with the Creditor Claims and Related Issues to address in Plans of Reorganization
  • Fraudulent transfers and section 546(e) defenses; Ponzi schemes - Tousa, LBOs, Madoff, Tribune; Lyondell
  • Recharacterization of claims
  • Treatment of make-whole and prepayment premiums in bankruptcy – Momentive Performance, American Airlines, School Specialty
  • Binding dissenters; scope of releases and channeling injunctions; contribution bars
  • Gifting and structured dismissals; Jevic
  • Valuation Issues; Exit Financing
(CFE Field of Study: Fraud)

Speakers: Nicole S. Greenblatt, David M. Hillman, Jessica Liou



5:00 Adjourn

Co-Chair(s)
Alice Belisle Eaton ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Joseph Samet ~ Baker & McKenzie LLP (Ret.)
Speaker(s)
Jacob A. Adlerstein ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
Rick Antonoff ~ Blank Rome LLP
Nicole L. Greenblatt ~ Kirkland & Ellis LLP
David M. Hillman ~ Schulte Roth & Zabel LLP
Jessica Liou ~ Weil Gotshal & Manges LLP
James M. Lukenda ~ Managing Director, Huron Business Advisory
Agnes K. Tang ~ Partner, Ducera Partners LLC
Janet M. Weiss ~ Dorsey & Whitney LLP
Program Attorney(s)
Grace E. O'Hanlon ~ Senior Program Attorney, Practising Law Institute
Atlanta Groupcast Location

Atlanta Bar Association, 400 International Tower, 229 Peachtree Street, NE, Atlanta, GA 30303-1601. (404) 521-0781.

General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.


U.S. MCLE States

Alabama:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Alaska:  All PLI products can fulfill Alaska’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Arizona:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive CLE” credit. There is no limit to the number of credits an attorney can earn via interactive CLE programs.

Arkansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

California:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “participatory” credit. There is no limit to the number of credits an attorney can earn via participatory programs.

Colorado:  All PLI products can fulfill Colorado’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Connecticut: Effective January 1, 2017, all PLI products can fulfill Connecticut’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Delaware:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Florida:  All PLI products can fulfill Florida’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Georgia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Hawaii:  All PLI products can fulfill Hawaii’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Idaho:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Illinois:  All PLI products can fulfill Illinois' CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Indiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Iowa:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Kansas:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live programs.

Kentucky:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Louisiana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Maine:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Minnesota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Mississippi:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “distance learning” credit. Attorneys are limited to 6 credits of distance learning per reporting period.

Missouri:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Montana:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nebraska:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Nevada:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New Hampshire:  All PLI products can fulfill New Hampshire’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

New Jersey:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “alternative verifiable learning formats” credit. Attorneys are limited to 12 credits of alternative verifiable learning formats per reporting period.

New Mexico:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

New York

Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can be used to fulfill the requirements for New York newly admitted attorneys. Ethics credit, professional practice credit, and law practice management credit may be earned via transitional live groupcasts. Skills credits may not be earned via live groupcasts.

North Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

North Dakota:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Ohio:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oklahoma:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Oregon:  All PLI products can fulfill Oregon’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Pennsylvania:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Puerto Rico:  All PLI products can fulfill Puerto Rico’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Rhode Island:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

South Carolina:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Tennessee:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Utah:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “self-study” credit. Attorneys are limited to 12 credits of self-study per reporting period.

Vermont:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live interactive” credit. There is no limit to the number of credits an attorney can earn via live interactive programs.

Washington:  All PLI products can fulfill Washington’s CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

West Virginia:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wisconsin:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.

Wyoming:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of credits an attorney can earn via live groupcasts.


CPD Jurisdictions

British Columbia (CPD-BC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “real-time” credit. There is no limit to the number of credits an attorney can earn via real-time programs.

Ontario (CPD-ON):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “interactive” credit. There is no limit to the number of credits an attorney can earn via interactive programs.

Quebec (CPD-QC):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill Quebec’s CPD requirements.

Hong Kong (CPD-HK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” credit. There is no limit to the number of points an attorney can earn via live groupcasts.

United Kingdom (CPD-UK):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) can fulfill the United Kingdom’s CPD requirements.

Australia (CPD-AUS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Australia’s CPD requirements. Credit limits for live groupcasts vary according to jurisdiction. Please refer to your jurisdiction’s CPD information page for specifics.

Alberta (CPD-ALBERTA):  All PLI products can fulfill Alberta’s CPD requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Dubai (CLPD-DUBAI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CLPD credit requirements.


Other Credit Types

CPE Credit (NASBA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as the “Group-Live” delivery method. Please check the Credit Information box on the right-hand side of this page to verify CPE credit availability.

IRS Continuing Education (IRS-CE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill IRS-CE requirements. To request IRS-CE credit, please notify PLI at plicredits@pli.edu of your request and include your Preparer Tax Identification Number (PTIN).

Certified Fraud Examiner CPE:  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Certified Fraud Examiner CPE requirements. To request CPE credit or find out which programs offer CPE, please contact PLI at plicredits@pli.edu.

IAPP Continuing Privacy Credit (CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill Privacy CPE credit requirements.

HR Recertification (HRCI):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill HR credit requirements.

SHRM Recertification (SHRM):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as "instructor-led" credit. There is no limit to the number of credits an SHRM professional can earn via instructor-led programs.

Compliance Certification Board (CCB):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) qualify as “live” training events. There is no limit to the number of credits a candidate or certification holder can earn via live groupcasts.

Certified Anti-Money Laundering Specialists (CAMS):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CAMS credit requirements.

New York State Social Worker Continuing Education (SW CPE):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill SW CPE credit requirements.

American Bankers Association Professional Certification (ABA):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill ABA credit requirements.

Certified Financial Planners (CFP):  PLI’s live groupcasts (i.e. live webcasts available for group viewing at co-sponsored locations) may fulfill CFP credit requirements.

 

Share
Email

  • FOLLOW PLI:
  • twitter
  • LinkedIn
  • YouTube
  • RSS

All Contents Copyright © 1996-2018 Practising Law Institute. Continuing Legal Education since 1933.

© 2018 PLI PRACTISING LAW INSTITUTE. All rights reserved. The PLI logo is a service mark of PLI.