Stoler Law

 

 

Distressed Purchases & Sales Practice

Client Representation

 
        Purchase and sale of distressed assets and debt, companies and real estate, for financial institutions, investment funds and equity investors, in both  bankruptcy and non-bankruptcy cases.
 
        Attorney role includes owner representation regarding development of bid strategies and bid processes, legal and business analysis of multiple bids and indicative offers, negotiation and related drafting of purchase and sale agreements and related closing documents, and management of closing process.

Highlighted Experience

 
        Auction purchases and sales of multistate debt portfolios; responsibilities included development, negotiation and related drafting of internet brokerage agreements with nationally-based intermediaries, purchase and sale agreement templates, deal negotiations, due diligence, and applicable closing documents.


        Purchase of distressed debt and equity, recapitalization of partnerships and restructure of related debt, and succeeding dissolution and distribution of partnership interests and related assets; developed finance structure to provide client the minimum required return on investment structured as a secured lender and limited partner with necessary consent rights; developed dissolution and distribution structure to provide client with a repayment of all investments and required return.


        Purchase of businesses and assets out of bankruptcy: analyzed financial information; advised on purchase price determination; structured contact offers including "upset fees" and legal and business conditions to closing; performed industry specific research to provide background for advice.


        Divestiture auction of six wind power farms from seven sellers; responsibilities included development of auction process, legal and business analysis of 30 bids and six indicative offers, negotiation and related drafting of purchase and sale agreements, development of auction strategies, and execution of 14 hour completed auction.


        Sale of multi-state fitness center companies; responsibilities included organization of due diligence items, review of legal and financial issues related to equipment leases, vendor contracts, and related business matters, negotiation and related drafting of legal documents.

 
        Acquisition of industrial businesses for corporate client in California; responsibilities included lead counsel for acquisitions, physical inspection of related assets; and industry research to provide background for advice.

        Private sale through bid process of controlling equity interests in international companies; responsibilities included review, analysis and approval of Confidential Information Memorandum, development, negotiation and related drafting of purchase and sale agreements for prospective national and international buyers.