Business Restructuring and Workouts

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  • Team

When Oklahoma Unexpectedly Found Itself at the Epicenter of the Financial Crises of the 1980s, Mcafee & Taft Lawyers Were There to Guide Clients Through the Turbulent Times.  That Experience Provided Us With the Unique Opportunity to Further Build Upon Our Expertise in All Aspects of Business Transactions and to Develop the Specialized Skills, Insight and Creative Strategies Necessary to Handle Complex Business Restructurings and Loan Workouts.  as a Result, Mcafee & Taft Is Uniquely Suited to Assist Both Creditors and Debtors in These Difficult Economic Times.

Our Business Restructuring and Workout Group Brings Together the Multidisciplinary Knowledge and Talents of Lawyers Who Are Not Only Adept at Identifying and Analyzing the Many Critical Issues Associated With Such Matters, but Who Can Also Work Together to Successfully Resolve Those Challenges in an Expeditious and Cost-Effective Manner.

Our Clients Include Lenders and Borrowers of All Kinds, Including Public and Private Businesses, Financial Institutions and Investment Companies, Landlords and Tenants, Real Estate Developers, Healthcare Providers, Oil and Gas Companies, and Manufacturers, Wholesalers and Retailers.  We Also Represent Buyers, Investors and Sellers of Distressed Assets.

Our Representation of Distressed Companies, Which Primarily Involves the Out-of-Court Restructuring of Debt to Avoid Bankruptcy and Other Litigation, Also Includes Counseling on the Following Matters:

  • Alternate Financing Sources
  • Public and Private Offerings
  • Joint Ventures
  • Mergers
  • Asset Sales
  • Inter-Company Disputes
  • Directors’ and Officers’ Fiduciary Duty Issues
  • Corporate Governance and Shareholder Issues
  • Directors’ and Officers’ Insurance Claims
  • Hedge or Swap Positions and Other Derivatives
  • Embezzlement and Misappropriation
  • E&O and Fidelity Bond Claims
  • Criminal Conduct
  • Dissolution
  • Tax Consequences and Opportunities

Our Representation of Investors Includes Counseling on the Following Matters:

  • Restrictions on Transfer of Interest
  • Springing Guarantees
  • Issues Surrounding Non-Recourse Carve Outs
  • Exploding Guarantees

Our Representation of Creditors Includes Assistance With:

  • Assessing the Strengths and Weaknesses of the Creditor’S Position
  • Structuring Workout Negotiations
  • Drafting and Negotiation of Pre-Negotiation Letters, Forbearance Agreements, and Deeds in Lieu of Foreclosure
  • Intercreditor Issues Involving Liability, Responsibility and Authority of Lead or Agent in Participations and Syndications
  • Subordination Arrangements
  • Creditor Self-Help, Including Repossession, Termination and Valuation of Hedge or Swap Positions, and Non-Judicial Foreclosure
  • Claims Under Letters of Credit and Other Credit Support Devices
  • Lender Liability Claims

For Clients Who Are in a Position to Capitalize on Emerging Opportunities in the Marketplace, We Assist With the Following:

  • Acquisitions
  • Joint Ventures
  • Preferred Equity
  • Distressed Asset Purchases

Our Lawyers Have Years of Experience in All Aspects of Litigation Involving Distressed Business Arrangements, Including the Issues Set Forth Above as Well As:

  • Receiverships
  • Mortgage Foreclosures
  • Mechanics and Materialman Lien Foreclosures
  • Forcible Entry and Detainer Actions
  • Evictions
  • Lease Terminations
  • Replevin
  • Lien Priority Disputes
  • Post-Judgment
  • Attachments
  • Sequestrations
  • Director and Officer Claims

Tax Aspects

Integral to Any Workout or Restructuring Is an Analysis of the Tax Consequences of the Workout or Restructuring.  a Thorough Analysis by Our Highly Skilled Tax Lawyers Often Results in the Consideration of Alternative Restructuring Options, Each Dependent on the Allocation of the Tax Burden.  We Believe That an Analysis of the Tax Consequences During the Planning Process Results in a More Economically Effective Result From the Workout or Restructuring.

The Tax Aspects of a Workout or Restructuring Include Consideration of the Following:

  • Utilization of Net Operating Losses
  • Cancellation of Indebtedness Income
  • Tax-Free Exchanges
  • Characterization of Gain or Loss
  • Tax Liens and Levies
  • Lender Liability for Trust Fund Taxes
  • Transferee Liability
  • State Transfer Taxes
  • Tax Consequences of Conversion of Debt to Equity
  • Tax Consequences of Modifications of Debt Instruments
  • Tax Consequences of Actual or Deemed Exchanges of Debt
  • Planning for Utilization of Net Operating Losses Post-Bankruptcy
  • Worthless Stock Deductions
  • Asset Protection Planning
mt_pa_team
T. Michael Blake
Shareholder
(405) 552-2317
Steven W. Bugg
Of Counsel
(405) 552-2216
Emily Wilson Bunting
Shareholder
(405) 552-2312
W. Chris Coleman
Shareholder, Industry Group Leader
(405) 552-2234
Bonner J. Gonzalez
Shareholder
(405) 552-2347
Charles Greenough
Shareholder, Practice Group Leader, Industry Group Leader
(918) 574-3005
Robert T. Luttrell, III
Of Counsel, Practice Group Leader
(405) 552-2291
Samuel J. Merchant
Associate
(405) 270-6027
Louis J. Price
Of Counsel
(405) 552-2253
Patricia A. Rogers
Shareholder
(405) 235-9621
Susan B. Shields
Shareholder
(405) 552-2311
Joshua D. Smith
Shareholder, Practice Group Leader, Industry Group Leader
(405) 552-2301