Day Pitney LLP

Attorneys in our nationally recognized bankruptcy and creditors' rights practice appear regularly before the Bankruptcy Courts in Delaware, New York, Connecticut, New Jersey, Massachusetts and throughout the United States to ensure that the rights of our clients are vigorously protected. Our attorneys actively participate in the country's major insolvency and commercial finance organizations and are respected lecturers; several have been designated Masters of the Bankruptcy Inn of Court and Best Lawyers in America.

Our practice involves the representation of a wide range of regional, national and international clients, including financial institutions, equipment lessors and finance companies, commercial landlords and real estate developers, major retailers and manufacturers, and insurance companies. Our attorneys also represent official creditors' committees, acquirers of assets and bankruptcy trustees. The service of this practice is often enhanced through collaboration with other disciplines within the firm and through outside turnaround and financial advisory firms.

Our clients rely upon us to assist them in all aspects of restructuring, bankruptcy, and creditors' rights, helping them to resolve complex financial and commercial problems, enforce their rights as secured lenders and major unsecured creditors, and reach non-traditional solutions. The group's lawyers have represented clients in numerous out-of-court restructurings, as well as in complex cases under Chapters 7, 9, 11, 12, 13 and 15 of the Bankruptcy Code. Our risk management skills, strategic execution, and business acumen enable efficient resolutions of a wide spectrum of bankruptcy, creditors' rights and restructuring matters.

The group's practice focuses on all facets of bankruptcy and creditors' rights and related commercial litigation, including:

• Pre-bankruptcy workouts and restructurings
• Debtor-in-possession financing and cash collateral orders
• Representation of Chapter 11 trustees and official unsecured creditors' committees
• Purchase and sale of distressed assets and debt, including Bankruptcy Code Section 363 sales
• Defense of lender liability claims
• Motions for relief from the automatic stay
• Equipment leasing and finance-related motion practice
• Enforcement of landlords' rights
• Settlements of derivative contracts
• Claims trading
• Bankruptcy appeals
• Structuring bankruptcy remote finance transactions, including cutting-edge securitizations and project finance transactions
• Bankruptcy litigation, including contested plan confirmations, collateral valuation proceedings, defense of lender liability claims, claims objections and avoidance actions

Workouts and Restructuring
Our workouts and restructuring practice serves the needs of secured and unsecured creditors, investors and purchasers. Drawing on the combined experience of lawyers in our finance, bankruptcy and business law practices, our attorneys are regularly involved in national and regional workouts and restructurings and have extensive experience in handling:

• Out-of-court workouts and forbearance arrangements across all business sectors, including airlines, retail, manufacturing, energy, and utilities
• Workouts and restructures of real estate matters involving office buildings, shopping centers, hotels, conference centers, apartment complexes, marinas and other special uses
• Workouts and restructures involving non-performing and underperforming structured financings and securitizations of commercial mortgage loans, franchisee loans, trade receivables, automobile loans, home equity loans, medical receivables, credit card receivables, utility stranded costs and numerous other financial assets
• Loan documentation and collateral review and enhancements
• State and federal court litigation, including replevin actions, receiverships and foreclosures
• Distressed debt sales and acquisitions

This practice team brings to bear the full scope of the firm's many legal resources to achieve successfully our clients' goals. We are also able to draw upon the experience of other firm attorneys who concentrate in areas such as litigation, intellectual property, health care, technology, tax, securities, real estate, labor and environmental law. We have a reputation for representing our clients not only successfully but also cost-effectively. Our practice is characterized by a proactive approach that emphasizes consensus-building where possible and strong and aggressive litigation where necessary.

Representative Matters

• Appointed as Cardinal Health's sole counsel to provide legal services as outside counsel in bankruptcy cases. Cardinal Health is an approximately $100 billion global company that specializes in medical and pharmaceutical distribution, technologies and supply services to various health organizations, including pharmacies, hospitals, nursing homes, clinics, and retail establishments.
• Selected by CareFusion, a public company listed on the NYSE, as a member of its Preferred Provider Network for bankruptcy and creditors' rights matters on a national basis.
• Represent agencies of the State of Connecticut as a secured lender and issuer of bonds in workout and receivership of nursing home network, hospitals and educational facilities.
• Represent major regional national banks and insurance companies in commercial foreclosures and workouts.
• Represent receivers and other professional advisors appointed to stabilize and sell distressed businesses and commercial real estate.
• Represent several different creditors in the bankruptcy cases of Motors Liquidation Company (formerly known as General Motors Corporation) ("GM") and Lehman Brothers Holdings Inc. ("LBHI"), two of the largest bankruptcy cases in history. In the GM bankruptcy cases, Day Pitney's representation has involved the filing and prosecution of a number of CERCLA-related claims by potentially responsible parties, relevant to Superfund cleanup sites in the New York metropolitan area, as well as certain other claims related to medium-term debt incurred by the GM debtors. In the LBHI bankruptcy cases, Day Pitney's representation has involved the filing and prosecution of a number of derivative-based claims, and has included careful analyses of various derivatives contracts between claimholders and subsidiaries of LBHI, and the completion of online questionnaires that were prepared by the debtors in connection with certain classes of claims. Day Pitney has also drafted the agreements for the trade of numerous claims against the LBHI debtors, by and between claimholders and certain investment funds that focus upon the trade of bankruptcy claims.
• Represent indenture trustees on defaulted commercial and governmental bond issues.
• Represent major creditor in Wamu Chapter 11 related to multimillion dollar goodwill proceedings versus the U.S. government in the Federal Court of Claims.
• Represented, and continue to represent, customers of Lehman Brothers, Inc. ("Lehman Brothers"), which is the subject of one of the largest liquidations of a securities broker under the Securities Investor Protection Act of 1970 ("SIPA"). At the outset of the Lehman Brothers SIPA case, a team of Day Pitney attorneys provided analysis and advice to a prime brokerage accountholder regarding the SIPA trustee's protocols to reconcile prime brokerage accounts. Day Pitney continues to represent a number of Lehman Brothers' customers in connection with the SIPA trustee's determination and payment of their customer claims.
• Represent institutional commercial lenders in REIT restructurings, SARE Chapter 11s and various contested foreclosures.
• Represent title insurer on various disputes with Lehman Brothers, its Lenders and contractors on multiple real estate projects.
• Conducted internal and third party investigations regarding controversial governmental and public bond financings.
• Represented secured creditor and other parties in Shuttle America Chapter 11 case.
• Represented international bank group on restructuring of ship container company.
• Represented an equipment lease fund as principal secured creditor and DIP lender in Chapter 11 reorganization proceedings in Massachusetts, the Southern District of New York and Delaware and in federal and state court litigation in cases involving environmental services, manufacturing, recycling and biomedical waste-processing companies.
• Represented secured and unsecured creditors, indenture trustees, and lessors of aircraft and engine parts in a number of airline bankruptcies, including Continental Airlines (where we represented a member of the creditors' committee and were instrumental in negotiating important aspects of the plan of reorganization), Northwest, Delta, TWA, Eastern Airlines, Pan Am, Braniff, Midway, Southern Air Transport, Shuttle America, US Airways, Hawaiian Airlines, Air Canada and Avianca Airlines.
• Represented various parties in the Enron Chapter 11 case, including lessors, creditors, power-trading counterparties, acquirers and investors.
• Represented sale-leaseback lender on multiple properties in the Montgomery Ward and Kmart Chapter 11 cases.
• Represented landlords and equipment lessors in Ames, Bradlees, Caldor and Macy's bankruptcies.
• Represented a $150 million synthetic lessor of precious metals in the Owens Corning Chapter 11 case, achieving full payout in the first five months of the case through a negotiated settlement.
• Represented multiple lenders in Kenetech Windpower's Chapter 11 and in restructuring of wind-generating project partnerships.
• Represent senior noteholders in workouts of loans to a national road, tunnel and construction contractor.
• Represented Ad Hoc Securitization Holders' Committee in the contested transfer of servicing rights on securitization assets in the Chapter 11 case of Conseco Finance, Inc.
• Represented secured bondholders in the Chapter 11 case of Teleglobe Communications.
• Represented Wash Depot Creditors' Committee in the contested confirmation of a Chapter 11 plan for a failed $120 million roll-up transaction financed through securitizations.
• Represented private placement investors with mortgage interests in 18 properties in the Hechinger Company Chapter 11 case, including several contested court proceedings, global property and claims settlements with the debtors, and a complex, 14-property deed-in-lieu transaction with the equity owner.
• Represented the successful acquirer of the assets in the Chapter 11 case of Microband, Inc., the leading owner of wireless cable rights in the metropolitan New York area.
• Represented a major drugstore retail company with stores under construction by contractor that filed Chapter 11 (CVS).
• Represent major financial institution as secured lender in multi-million dollar syndicated loan facility and Chapter 11 proceeding (Cardinal Health).
• Advised issuers of more than $2 billion of utility rate reduction bonds in relation to true sale, substantive consolidation, and special purpose, bankruptcy remote structures.

Representation of Unsecured Creditors on a Creditors' Committee
Day Pitney has a wealth of experience representing unsecured creditors as well as ad hoc committees and official committees of unsecured creditors. Representative matters include:

• Currently representing Cardinal Health as a significant unsecured creditor in numerous Chapter 11 bankruptcies throughout the country, in which Cardinal Health is a member of the creditors' committee, including, among others, Bi-Lo, LLC in South Carolina, Bashas' Inc. in Arizona, Caritas Health Care, Inc. in New York, Drug Fair Group Inc. in Delaware, Johnson Memorial Corporation in Connecticut, and Integral Nuclear Associates, LLC in New Jersey
• Counsel to largest unsecured creditor (and member of the Official Committee of Unsecured Creditors) in the Chapter 11 bankruptcy of Coudert Brothers LLP
• Counsel to Official Committee of Unsecured Creditors in Chapter 11 bankruptcy case of Spring Air Partners North America, Inc. in the United States Bankruptcy Court for the Southern District of New York
• Co-counsel to ad hoc committee and Official Committee of Unsecured Creditors in Chapter 11 bankruptcy case of failed hedge fund, in the United States Bankruptcy Court for the District of Connecticut
• Represented unsecured creditors' committee against advisors, management, and fully secured creditors in Chapter 11 case of firearms manufacturer establishing fraud and illegal conduct
• Represented Orbitz, LLC on the Official Committee of Unsecured Creditors in the Chapter 11 bankruptcy of Advantage-Rent-A-Car

Commercial Law (specifically, the Uniform Commercial Code)
Our clients frequently look to us for advice in documenting and enforcing transactions governed by, and comprehensive offensive and defense strategies for suits brought under the Uniform Commercial Code. Representative matters include:

• Represented a bank that made motor vehicle loans in the settlement of a statewide class action suit pending in the Superior Court of New Jersey, Hunterdon County, alleging claims under certain New Jersey laws including the Uniform Commercial Code (N.J.S.A. 12A:9-102 et seq.); the New Jersey Consumer Fraud Act (N.J.S.A. 56:8-1 et seq.); and the New Jersey Truth-in-Consumer Contract, Warranty and Notice Act (N.J.S.A. 56:12-14 et seq.)
• Defended an international power management equipment supplier in a multimillion-dollar dispute governed by Article 2 of the Uniform Commercial Code
• Regularly counsel an international manufacturing company on UCC Article 2 issues
• Document numerous commercial and asset-based loan transactions for various financial institutions
• Represent various parties in enforcing remedies under the Uniform Commercial Code, including, without limitation, prosecution of replevin actions, foreclosing on collateral and conducting Article 9 sales
• Represent various parties in lien priority disputes

Health Care Experience

• Represent agencies of the State of Connecticut as secured lender and issuer of bonds in workouts and receiverships of nursing home networks, hospitals, and educational facilities
• Represented various medical practices in workouts, restructurings, orderly liquidations, and Chapter 11 proceedings
• Represented healthcare financing division of Fortune 50 company in Massachusetts federal court against a medical clinic and its personal guarantor. Obtained pre-judgment possession of the leased equipment, was awarded summary judgment, and enforced the judgment through execution upon the judgment debtor's real property and the commencement of a fraudulent conveyance action as to other real property transferred by the judgment debtor to his wife. Negotiated agreement by which the judgment debtor satisfied the judgment.
• Represented healthcare financing division of Fortune 50 company in connection with the foreclosure of a mortgage upon a Long Island assisted living facility which secured a $16 million obligation. Negotiated the assignment of the foreclosure sale credit bid to a third-party, obtained a deficiency judgment against the borrower and a judgment against its corporate guarantor, and negotiated an agreement to satisfy those judgments.
• Represented healthcare financing arm of Fortune 50 company in Texas federal court against optical coating equipment manufacturer and obtained summary judgment against corporate borrower and individual guarantors. Enforced judgment through, inter alia, commencement of a special proceeding for turnover and attachment of accounts receivable due to the judgment debtor from a Syracuse, NY-based customer, and negotiated an agreement by which the judgment was satisfied.
• Represented providers of goods and services to nursing homes and other healthcare facilities on a national basis.

Diversity and inclusion are core Firm values at Day Pitney. We embrace diversity because we appreciate the reality of a multicultural world and have long understood the value of input and collaboration among professionals with varying perspectives. A multicultural approach leads to broader vision, innovation and creativity. This, in turn, better equips us to provide excellent service to our clients as our focus and dedication to diversity allows the Firm to achieve meaningful, lasting and sustainable results. While we are proud of what the Firm has achieved over the years, the challenge to build on those accomplishments continues. There is still much to do. We remain committed to supporting diversity and contributing to the creation of a profession that more accurately reflects the world in which we live. We do that by encouraging and respecting varying perspectives within the Firm and in the communities in which we practice.

• Through the joint efforts of the Firm's Diversity Committee and Women Working Together (WWT®) program, attorneys in our Florham Park office have been working to foster a relationship with St. Vincent Academy, a college preparatory school for young women of diverse and often politically, socially and economically underrepresented cultures. The students come from various religious backgrounds. Ninety-eight percent of the students are persons of color, and ninety-five percent go on to attend college. Each year before the beginning of the school year, we conduct a back-to-school supply drive to collect donations for the students at St. Vincent. Our attorneys are also working with the school to bring law related programs to the students. 
• Attorneys in our Hartford office regularly participate in Habitat for Humanity Programs to help socially and economically underrepresented individuals reach the dreams of homeownership. 
• The Firm is a sponsor of the New Jersey Chapter of the American Conference on Diversity’s annual Diversity Stride, a walk aimed at raising money to fund diversity-related programs for high school students in New Jersey. 
• All offices annually participate in the Susan G. Koman walk in order to raise money to fight breast cancer. 
• Day Pitney attorneys have contributed funding, time and pro bono legal services to the Urban League of Greater Hartford, in furtherance of the League’s efforts to “promote the self-empowerment of individuals in the CT Capital Region to achieve educational, occupational and economic equality for themselves and their families.”
• As a founding member of the New Jersey Law Firm Group (NJLFG), the Connecticut-based Lawyers Collaborative for Diversity (LCD), and the Boston Lawyers Group (BLG), Day Pitney actively supports each organization’s common mission of increasing diversity in the legal profession. Each year, Day Pitney attorneys volunteer to serve as mentors to minority law students through programs coordinated by these three organizations. The Firm also hosts several roundtable discussions on various topics relevant to diversity for these organizations in New Jersey, Connecticut and Massachusetts and participates in BLG and NJLFG job fairs.

• Day Pitney is the 2009 recipient of the Fifth Annual Edwin Archer Randolph Diversity Award from The Lawyers Collaborative for Diversity
• Lynn Baronas, Director of Professional Development, Diversity & Legal Recruiting, nominated for the 2008 advocate of the year award by the Connecticut Minority Suppliers Diversity Council 
• Recognition from the Urban League of Greater Hartford, Inc. as an "Urban Sponsor" in its 2007 Black History Award Celebration
• Co-Managing Partner, Jim Sicilian, received a 2007 Human Relations Award for leadership in civic and community affairs by the National Conference for Community and Justice of Connecticut and Western Massachusetts, Inc.