Seward & Kissel has represented directors/managers in all aspects of distressed situations. We have represented independent managers in the investigation and evaluation of claims arising from complex commercial transactions, such as fraudulent transfer and other avoidance claims, recharacterization and subordination, breach of fiduciary duty and aiding and abetting claims, among others, and we have also defended directors from such claims. We have also advised special committees in negotiating complex restructurings and have acted as conflicts counsel to lead company counsel on restructuring matters.
- Payless Holdings LLC. Seward & Kissel represented the independent managers in the chapter 11 cases of Payless. Seward & Kissel’s mandate on behalf of the independent managers included the investigation of related-party transactions, conflict determination and approval of the debtors’ plan of reorganization.
- UltraPetrol (Bahamas) Limited. Seward & Kissel was retained to represent a special committee of the board in connection with the restructuring of the company. Seward & Kissel worked closely with the company’s organized creditor constituencies to negotiate the terms of a consensual restructuring plan prior to bankruptcy. UltraPetrol then requested that Seward & Kissel act as its special corporate counsel in connection with its bankruptcy filing in order to implement the restructuring.
- Sears Holding Corporation. Seward & Kissel currently represents an investment manager (which was one of the largest creditors and shareholders in the Sears bankruptcy cases) and a former director of the Sears board in complex litigation involving fraudulent transfer and breach of fiduciary duty claims initiated by the restructuring sub-committee of Sears.
- Eagle Bulk Shipping. Seward & Kissel advised the board of directors of Eagle Bulk Shipping with respect to corporate governance and fiduciary obligations, as well as restructuring options in connection with an out-of-court restructuring.
- Miller Auto. Seward & Kissel represented former directors and officers of a bankrupt auto parts and supply company in an investigation by and claims alleged by a creditor’s committee for breach of fiduciary duties related to the downfall of the company.
- Gracious Home. Seward & Kissel represents the chapter 7 trustee tasked with investigating and pursuing causes of action against the prepetition lender and former directors and officers of a bankrupt chain of home goods stores.