Asset Sales

Hosted by the Asset Sale Committee Marijuana-related businesses are being denied access to bankruptcy relief in all but a tiny handful of cases. This webinar will discuss prospects for success in bankruptcy court, available alternative methods of affording relief to troubled cannabis businesses, and possibilities for changes in the regulatory climate.

This panel will discuss the value and involvement of financial advisors and investment bankers in successful § 363 sales, as well as strategies for working with financial advisors and investment bankers to navigate negotiations of § 363 sale terms, maximizing recoveries, and handling ethical issues that may arise in § 363 sales.

The purchaser has bought all the assets, and management has a new boss. Who is left to clean up, and what are the tax, governance, potential claims against management and D&O implications that need to be addressed should the case convert? This session will address these issues and more.

We will take a deeper dive into some of the more interesting and unique local rules that practitioners should be aware of when completing assets sales in various districts. The panelists will also discuss the need for local rules, differences across jurisdictions, and the process for revisions and implementation.

This panel will explore hot-button issues relating to sales, including: limitations on credit bidding; successor liability and related due process considerations; releases for purchasers under sale orders; and the standard for allowance of break-up fees. The panel will also reflect on lessons learned from the emergency section 363 sale of Lehman.

The First Circuit Court of Appeals decision in Mission Product Holdings Inc. v. Tempnology LLC held that the absence of trademarks from the definition of intellection property in § 101(35A) of the Bankruptcy Code means that, unlike other types of intellectual property, a licensor’s rejection of a trademark license deprives its licensee of any right to continued use of the mark. The Supreme Court has accepted certiorari in the case and is expected to issue a decision late this Spring on the question of whether, under Bankruptcy Code § 365, a debtor-licensor’s rejection of a license terminates rights of the licensee that would survive the licensor’s breach under nonbankruptcy law. This panel will analyze the reach of the question presented, examine the arguments briefed, interpret the scope and breadth of the Court’s decision (assuming it is rendered before the term concludes), and consider the implications for commercial licensing and bankruptcy administration.

The First Circuit Court of Appeals decision in Mission Product Holdings Inc. v. Tempnology LLC held that the absence of trademarks from the definition of intellection property in § 101(35A) of the Bankruptcy Code means that, unlike other types of intellectual property, a licensor’s rejection of a trademark license deprives its licensee of any right to continued use of the mark. The Supreme Court has accepted certiorari in the case and is expected to issue a decision late this Spring on the question of whether, under Bankruptcy Code § 365, a debtor-licensor’s rejection of a license terminates rights of the licensee that would survive the licensor’s breach under nonbankruptcy law. This panel will analyze the reach of the question presented, examine the arguments briefed, interpret the scope and breadth of the Court’s decision (assuming it is rendered before the term concludes), and consider the implications for commercial licensing and bankruptcy administration.

Hosted by the Asset Sales Committee This webinar will discuss the benefits and disadvantages of conducting a sale of assets pursuant to section 363 of the Bankruptcy Court compared to an out of court sale. The webinar will provide a general introduction to these issues as well as provide experienced practitioners with a nuanced high level discussion regarding applicable case law, hot button issues, pitfalls to avoid and war stories from the trenches. Speakers: Dawn M. Cica Mushkin Cica Coppedge; Bruce I. Goldstein Amherst Partners; Matthew J. LoCascio Equity Partners HG View Materials

Dive into § 363 sales issues, including whether there are limits to “free and clear”; the GM conflict between §§ 365(h) and 363(f) (“lease-stripping”); sales free and clear of leasehold interests, restrictive covenants and override royalties; being free and clear of successorships in CBAs; selling free and clear of environmental liabilities (La Paloma, Exide); and loan-to-own strategies.