Kathryn A. Coleman

Chapter 11 Debtors

• GOL Linhas Aereas Inteligentes: Ms. Coleman represents GOL, one of Latin America’s largest airlines, as debtors’ co-counsel in its chapter 11 proceedings.

• AgileThought, Inc.: Ms. Coleman served as lead chapter 11 debtors’ counsel to AgileThought, Inc., a U.S. public company with most of its operations in Mexico and other Latin American companies, and its subsidiaries in all aspects of their chapter 11 cases.

• Stanadyne, LLC: Ms. Coleman served as lead chapter 11 debtors' counsel to leading fuel pump and fuel injector developer and manufacturer in all aspects of its $350 million chapter 11 proceedings.

• Pace Industries: Ms. Coleman served as financing counsel to the nation’s largest metal die-caster in its prepackaged chapter 11 case.

• Patriot National Inc.: Ms. Coleman served as lead chapter 11 debtor’s counsel to Florida-based insurance services company and 18 of their domestic subsidiaries in its chapter 11 restructuring. Three months after filing, Patriot National confirmed a plan involving an exit loan facility and a new term loan facility.

• CST Industries: Ms. Coleman served as lead chapter 11 debtors’ counsel to CST Industries, the world’s largest and leading tank and dome manufacturer, in its chapter 11 restructuring. After four months in chapter 11, CST sold substantially all of its assets to a new investor, thereby preserving hundreds of jobs and significant creditor value.

• Exelco NV: Ms. Coleman served as lead chapter 11 debtor’s counsel to Exelco NV, a Belgian diamond wholesaler and distributor, and six of its U.S. affiliates.

• Delta Petroleum Corporation: Ms. Coleman served as lead chapter 11 debtor’s counsel to Delta, a public oil and natural gas exploration and production company, and eight affiliated entities in all aspects of their chapter 11 restructuring. Eight months after its chapter 11 filing, Delta confirmed an innovative plan of reorganization that both realized value for Delta’s assets and preserved over $1 billion of tax attributes for the benefit of creditors.

• Affiliated Media, Inc.: Ms. Coleman served as lead restructuring counsel in prepackaged bankruptcy of second-largest newspaper publisher in the U.S. Achieved acceptance of prepackaged plan by virtually all creditors, and confirmation of plan in 41 days.

• Almatis: Ms. Coleman was lead restructuring counsel to Almatis, a European-based chemicals company in its restructuring negotiations and developed a strategy for a chapter 11 filing in the United States and related insolvency proceedings in Europe.

• The Scotia Pacific Company LLC: Ms. Coleman served as lead chapter 11 counsel to Scotia Pacific in its highly contentious chapter 11 case, which was filed in the United States Bankruptcy Court for the Southern District of Texas (Corpus Christi Division). The Scotia Pacific/Pacific Lumber case is remarkable for the number of issues that were fully litigated, including venue, use of cash collateral, Scotia Pacific’s alleged status as a single-asset real estate debtor, exclusivity, valuation, cramdown standards, administrative claims, and a stay pending appeal. Ms. Coleman and her team defeated the noteholders’ attempt to have Scotia Pacific declared a “single asset real estate debtor,” and obtained an affirmance of the trial-level decision at the Fifth Circuit Court of Appeals in one of the first cases to be directly certified to the Circuit Court of Appeals from the bankruptcy court. The opinion, which was the first Circuit Court of Appeals decision on the issue, is reported at 508 F.3d 214 (5th Cir. 2007). The multi-week contested confirmation trial in the Scotia Pacific case initially involved five competing plans of reorganization, cramdown standards, and valuation of Scotia Pacific’s assets. The confirmation of the plan for Scotia Pacific and its related debtors was appealed to the Fifth Circuit and resulted in an important opinion on equitable mootness, reported at 584 F.3d 229 (5th Cir. 2009).

• Scotia Pacific's chapter 11 filing followed two years of negotiations between Scotia Pacific and its secured noteholders, during which Ms. Coleman led a team in formulating proposed restructuring plans and negotiating with the noteholders over the terms of the proposed restructuring, retention and payment of advisors and trading restrictions during the negotiation period.

• Hoop Holdings LLC (The Disney Store): Hoop operated several hundred Disney Stores in the United States and Canada. Ms Coleman was lead restructuring counsel in Hoop Holdings’ pre-negotiated chapter 11 case, filed in the United States Bankruptcy Court for the District of Delaware.

• NextCard: Ms. Coleman was lead chapter 11 counsel to Nextcard, one of the first Internet-only banks. Nextcard's bankruptcy case was filed in the United States Bankruptcy Court for the District of Delaware.

• Solutia, Inc.: In Solutia's chapter 11 case filed in the U.S. Bankruptcy Court for the Southern District of New York, Ms. Coleman led the team responsible for negotiating, documenting, and obtaining approval for both the initial debtor-in-possession (DIP) financing and the highly unusual replacement DIP loan. Prior to the filing, Ms. Coleman also led the team of finance lawyers that successfully relied on a sui generis "desecuritization" provision in the loan documentation to restructure Solutia's bank debt. The desecuritization was challenged and then upheld in Solutia's subsequent bankruptcy case.

Special Committees

• Jagged Peak, Inc. and TradeGlobal North America Holdings, Inc.: Ms. Coleman represented Special Committees of the Boards of Jagged Peak, Inc. and TradeGlobal North America Holdings, Inc. in connection with their chapter 11 cases.

DIP Lenders/Acquirers/Plan Sponsors

• Delta Air Lines, Inc.: Ms. Coleman served as lead advisor to the top U.S. airline in its capacity as strategic partner and equity investor in the chapter 11 restructuring of Mexico’s largest airline, Grupo Aeroméxico. The representation resulted in Delta maintaining a significant equity stake in reorganized Aeroméxico.

• Cyclerion Therapeutics, Inc.: Ms. Coleman represented Cyclerion Therapeutics Inc. in the sale of the rights to two drugs to a company newly-formed by certain existing Cyclerion shareholders and venture capital firms in exchange for cash and shares of stock in the new company.

• Kenner & Co.: Ms. Coleman served as counsel to private equity firm in the recapitalization of portfolio company Form Technologies, a leading global group of precision component manufacturers.

• Paxion Capital: Ms. Coleman represented Paxion Capital as DIP Lender and plan sponsor in the Lolli & Pops chapter 11 case in Delaware.

• The Madison Square Garden Company: Ms. Coleman represented The Madison Square Garden Company in connection with the acquisition of a majority stake in nightclub operator Tao Group.

• Scout Media, Inc.: Ms. Coleman represented Scout Media, Inc. as the stalking horse bidder and successful purchaser of assets of Scout Media in its chapter 11 case.

• Freedom Communications: Ms. Coleman represented Freedom Communications as purchaser in the hotly contested purchase of the Orange County Register out of the Freedom Communications chapter 11 case.

• Blackbird Capital I: Ms. Coleman represented Blackbird Capital I as an issuer in an $800 million aircraft lease ABS securitization, the proceeds of which will be used by Blackbird to acquire a portfolio of 19 aircraft.

• Boston Semi Equipment: Ms. Coleman represented Boston Semi Equipment in the acquisition of MVTS Technologies.

• NE Opco, Inc.: Ms. Coleman represented NE Opco, Inc. as purchaser in the complex private sale of certain assets of debtor NE Opco, Inc. When a former employee sought to collaterally attack the sale order and pursue claims against her client for its conduct in negotiating the sale, Ms. Coleman successfully invoked the protections included in the 363 order.

• MSR Resorts: Ms. Coleman represented MSR Resorts as the stalking horse bidder and successful purchaser of the Doral resort in Miami, Florida.

• National Envelope Corporation: Ms. Coleman represented Cenveo, the Debtors’ largest competitor, in bidding for substantially all the assets of National Envelope, the largest envelope manufacturer in the United States.

• Atrium Corporation: Ms. Coleman represented Atrium Corporation, existing equity holder, in acquiring ownership of reorganized chapter 11 debtor via "new value" plan of reorganization. The debtor and its affiliates manufacture residential windows and patio doors.

• Nortel Networks Inc.: Ms. Coleman represented a bidder for Nortel's enterprise solutions business involving operations in the United States, Canada, Europe, the Middle East, and Africa.

Selected Creditors and Defendants

• Air France, KLM and Barfield: Ms. Coleman represented major contractual counterparties in the LATAM airlines $16 billion chapter 11 bankruptcy cases.

• Aircraft Lessor: Ms. Coleman represents the lender to an aircraft company in loan enforcement, workout and restructuring efforts.

• Dewey & LeBoeuf LLP (Former Management): Ms. Coleman represented Dewey’s former Executive Director and Chief Financial Officer in connection with the firm’s chapter 11 case and related litigation.

• Out-of-Court Workouts: In addition to the above publicly disclosable matters, Ms. Coleman led the legal team in negotiating and documenting numerous out-of-court workouts, representing both borrowers and lenders for borrowers in industries including alternative energy, online gaming, windpower, home products, automotive parts suppliers, real estate development, office products, retail, and agriculture. Ms. Coleman structured and negotiated innovative intercreditor arrangements and U.K. ringfencing schemes in the context of some of these transactions. In connection with a recent representation of a truck lighting manufacturer, Ms. Coleman crafted a strategy that led to a consensual rightsizing of the capital structure, an opportunity for the client to restructure obligations, and equity retaining its ownership stake, without the need for a chapter 11.

Litigation

• Trade Secret Misappropriation: Ms. Coleman served as lead defense counsel for company president accused of misappropriating trade secrets; defeated wide-ranging injunction sought against client.

• RICO: Ms. Coleman served as lead defense counsel for group of affiliated companies and individuals defending a RICO action alleging poaching of employees and trade secret misappropriation.

• Fraudulent Transfer/Clawback: Ms. Coleman defended the former CFO of Dewey & LeBoeuf LLP in a $22 million clawback suit brought by the liquidating trustee of the Dewey estate.

• Securities Fraud: Ms. Coleman defended the former CFO of Dewey & LeBoeuf LLP in a securities fraud action pending in federal district court, and obtained a full stay of the action.

• "Blocking the Use of 'Blocking Rights'," XXXIX ABI Journal 7 (July 2020)
• “Bankruptcy Wildcatting: Challenging Midstream Contracts in the Wake of Sabine,” New York Law Journal (December 2016)
• “Rounding the Square Peg: Clarifying the Jurisprudence of the Sale Model of Chapter 11,” XXXV ABI Journal 6, 22-23, 43 (June 2016)
• “Halting the Race to the Courthouse: Limits of Post-Petition Lien Filings,” XXXI ABI Journal 5 (June 2012)
• “Credit Bidding Under the Bankruptcy Code: Recent Developments, Case Study, and Suggested Strategies for the Secured Creditor,” published in Creditors’ Rights in Chapter 11 Cases, (2012)
• Authored a chapter in "A Practitioner’s Guide to Prepackaged Bankruptcy: A Primer," published by the American Bankruptcy Institute (2011)
• “The European Traveler’s Guide to Chapter 11,” Bankruptcy Law 360, May 5, 2010
• “Recent Developments in Business Bankruptcy 2005,” 28 California Bankruptcy Journal 28, 3 (2006)
• “Selling an Operating Business in Bankruptcy,” 33 UCC Law Journal 387 (2001)
• “Unexpected Allies: The Bankruptcy Judge and Debtor’s Counsel,” 112 The Banking Law Journal (1995)

• “The Stakeholders (Secured Creditors, Bondholders, Trade, Equity),” ABI Complex Financial Restructuring Program, New Orleans, May 2023.
• “They’re Real, but Not All Are SPAC-tacular,” ABI and Association of Insolvency & Restructuring Advisors VALCON, New Orleans, May 2023.
• “Refresher on Advising Corporate Boards,” ABI Rocky Mountain Bankruptcy Conference, Salt Lake City, January 2023.
• “Boardroom Issues When Considering the 'Texas Two Step' and Proposing Third-Party Releases in a Bankruptcy Plan," ABI Midwest Conference, Kansas City, October 2022.
• “Governance and Shared-Services Issues,” ABI Complex Financial Restructuring Program, Las Vegas, May 2022.
• “Trends in DIP Financing,” ABI Spring Conference Webinar, May 2021.
• “Ready for Take-off, or Ready to Disappoint,” ABI and Association of Insolvency & Restructuring Advisors VALCON Webinar, May 2021.
• “Restructuring for 2020 and Beyond,” Rees Draper Wright, Webinar, July 2020
• “Health Care Business Restructuring,” ABI’s Complex Financial Restructuring Program, Las Vegas, February 2020
• “Current Developments in Executory Contracts,” PLI Current Developments in Bankruptcy, New York, December 2019
• “Hit ‘Em Below The Belt (And In The Wallet): Professional Fees and Leverage Post-ASARCO," ABI Winter Leadership Conference, December 2019
• “The Party’s Over, Now Who’s Cleaning Up?: The Post-Apocalyptic Landscape Following A 363 Sale,” ABI Winter Leadership Conference, December 2019
• “What Does The Future Hold?,” ABI Annual Meeting, Washington D.C., April 2019
• “Restructuring An Operating Company,” ABI Complex Financial Restructuring Program, Las Vegas, February 2019
• “Executory Contracts,” “Plan Disclosure and Confirmation Issues,” PLI Current Developments in Bankruptcy, New York, December 2018
• "VALCON Talks: What I'd Change About the Corporate Bankruptcy System," ABI and Association of Insolvency & Restructuring Advisors VALCON, Las Vegas, May 2018
• "Liquidating In and Out of Chapter 11," American Bankruptcy Institute, New York City Bankruptcy Conference, May 2017
• “Bankruptcy & Reorganizations 2016: Current Developments,” Practising Law Institute, Webinar, April 2016
• “Valuation of Middle Market Companies,” ABI and Association of Insolvency & Restructuring Advisors VALCON, Las Vegas, March 2016
• “Old Equity Chessboard: Option Value and Game Theory,” M&A Advisor Distressed Investing Summit, Palm Beach, January 2016
• “Executory Contracts,” Practising Law Institute, New York, December 2015
• Complex Financial Restructuring Program, American Bankruptcy Institute, The Wharton School, Philadelphia, November 2015
• “Being Secured Just Ain’t What It Used to Be,” Association of Insolvency & Restructuring Advisors Annual Conference, Philadelphia, June 2015
• “GM And Its Progeny,” ABI New York Conference, May 2015
• “The Future of Asset Sales,” ABI Winter Leadership Conference, Palm Springs, December 2014
• Complex Financial Restructuring Program, ABI, The Wharton School, Philadelphia, November 2014
• “Issues In Cross-Border Insolvencies,” ABI New York Conference, May 2014
• “Equitable Subordination, Recharacterization, Designation of Votes, And Other Punishments,” Practising Law Institute, New York, April 2014
• “Identifying Investing Opportunities in the US and Getting to Closing: Opportunities and Pitfalls,” Deloitte, Beijing, March 2014
• “Coaching DIPs Around Insider Power Plays in Plans of Reorganization,” ABI Rocky Mountain Conference, Denver, January 2014
• “Distressed Investing in Oil and Gas Assets,” Energy M&A and Financing Forum, Denver, January 2014
• Basics of Bankruptcy Reorganization, Practising Law Institute, New York, December 2013
• Complex Financial Restructuring Program, ABI, Philadelphia, November 2013
• “Shoulda Coulda Woulda – Lessons In How Things Got Out Of Hand And What We Could Have Done Differently,” ABI Southwest Conference, Lake Tahoe, CA August 2013
• “Selected Topics in Ethics,” ABI New York Conference, New York, May 2013
• “Nuts and Bolts of Bankruptcy,” ABI, New York, May 2013
• “Best Practices of the Best Dealmakers,” M&A Advisor Distressed Investing Summit, Palm Beach, March 2013
• Panelist, Energy M&A and Financing Forum, Denver, February 2013
• “Issues in Corporate Governance and Plan of Reorganization Issues,” Practising Law Institute, New York, January 2013