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The Ebbs and Flows of a Chapter 11 War: the Planet Fitness Reorganization, a Case Study
This program will focus on the legal and business challenges that faced counsel to a debtor, secured lenders and franchisor in a hotly litigated, modest-sized Chapter 11 in Massachusetts involving a two-tiered ownership of six Planet Fitness franchisees. Filed in 2010 and ending with a confirmed plan in 2012, the case involved shifting allegiances, successive plans, alternative considerations of an asset sale vs a change in equity ownership depending on litigation with the franchisor, and a plethora of challenging issues, including (i) the contested settlement of litigation challenges to one secured creditor, (ii) the potential cram-down of a second secured creditor, (iii) the treatment of leases intended as security, (iv) disputed feasibility, (v) the ability to assume (and assign) the franchise agreements, (vi) whether the franchisor’s right of first refusal was enforceable, (vii) whether de-branding is a real alternative to a continuation of the franchise, (viii) whether the franchisor’s rights were waived during the case, and (ix) claims estimation. See In re Chicago Investments, LLC, 470 B.R. 32 (Bankr. D. Mass. 2012).
Ins and Outs of LBOs
The challenges and difficulties of avoiding leveraged buyout transactions, covering emerging law involving LBOs including application of the § 546(e) safe harbor and collapsing such undertakings.
The Challenges of Cramming Down a Chapter 11 Plan and Indubitable Equivalence
The absolute priority rule: trials and tribulations of new value. Cram down issues with 1111(b)(2) and Pacific Lumber. Practical considerations when litigating non-debtor releases.
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