Kaye Scholer

She has substantial cross-border bankruptcy experience (including Chapter 15 cases and parallel proceedings) and regularly handles the accompanying litigation. In real estate-related bankruptcy and insolvency matters, Madlyn has represented secured lenders, mezzanine lenders, preferred equity holders, developers and funders of Chapter 11 plans.

Madlyn watches evolving trends closely and stays abreast of new structures to provide clients with innovative solutions to complex challenges. For example, in the $605 million U.S. Shipping Chapter 11 cases, where she represented the Administrative Agent on the behalf of the syndicate of senior secured lenders, Madlyn implemented a complex warrant structure to address regulatory concerns regarding the lenders’ take-back of equity. This resolved previously untested issues concerning the intersection of the Bankruptcy Code, the UCC and the Jones Act.

Madlyn’s vast experience working with complex structures, combined with a deep understanding of the regulatory issues that industries such as transportation, energy, infrastructure and financial services face, offers clients numerous benefits.

Highlights

Restructuring

• Representing global financial institution as Administrative Agent, Arranger and Lender in Chapter 11 restructuring involving $13B of indebtedness incurred by major publication and broadcasting conglomerate.
  
  
• Represented Administrative Agent and Lender in proposing and confirming contested Chapter 11 plan of reorganization involving $300M in debt to ethanol manufacturer, related debt-for-equity conversion and entry into new financing facilities.
  
  
• In Chapter 11 cases involving pharmaceutical services company, represented the Administrative Agent and Lender in defending against lien challenges and fraudulent conveyance claims and in proposing and confirming contested bankruptcy plan.

Chapter 15

• Representing the court appointed liquidators of Octaviar Administration Pty Limited (in liquidation), which is the subject of an Australian insolvency proceeding, in Chapter 15 case pending before the United States Bankruptcy Court for the Southern District of New York and appeal before the Second Circuit.
  
  
• Represented the liquidators of Univest Multi-Strategy Fund II, Ltd. in connection with complex litigation before the Supreme Court of the State of New York and related proceedings before the United States Bankruptcy Court for the Southern District of New York, concerning proceeds from a Cash Settled Equity Barrier Call Option. Defended clients’ interests in the Option proceeds and navigated through the complicated issues arising from this multi-jurisdictional and highly fact-intensive matter to structure settlements with each of the parties to the litigation, which settlements were then approved by courts in New York, the Cayman Islands, Canada, Barbados and the Bahamas.
  
  
• Represented a global financial institution in the Bear Stearns Cayman Islands hedge fund matters.

Litigation

• Defending global financial institution against intercreditor claims brought in action pending before the Supreme Court of the State of New York relating to the distribution of proceeds under a prepetition credit agreement, an exit facility and various equity documents.
  
  
• Defending Syndication Agent and Lender with respect to fraud and other claims asserted by bondholders under an intercreditor agreement in an action commenced in the Supreme Court of the State of New York.
  
  
• Defended setoff effected by a global financial institution under a swap agreement in an action brought by UK court-appointed administrators of TXU Europe in New York for bad faith and breach of contract.

Distressed Structured Products

• Represented several global financial institutions in the restructurings of the Axon, Orion and Victoria SIVs (structured investment vehicles) and related restructurings of various CLOs (collateralized loan obligations) and CDOs (collateralized debt obligations).
  
  
• Advised several global financial institutions on swaps and repurchase agreements with Lehman Brothers and Bear Stearns.
  
  
• Represented money center bank in providing $500M of “rescue financing” to distressed asset-based lender.

Asset Acquisitions

• Represented General Electric Company, through its GE Power Systems Business, as the successful stalking horse bidder and in acquiring the assets of the Enron Wind Portfolio through a Section 363 sale conducted before the Bankruptcy Court for the Southern District of New York.
  
  
• Represented the acquirers in purchasing substantially all of the assets of Starter Corporation through a Section 363 sale conducted before the Bankruptcy Court for the District of Delaware.
  
  
• Represented the acquirers as the successful stalking horse bidder and in purchasing substantially all of the assets of Best Products Corporation through a Section 363 sale conducted before the Bankruptcy Court for the Eastern District of Virginia.