Restructuring and Finance

Wachtell Lipton’s unique, integrated restructuring and finance practice combines deep expertise in both disciplines. The result is unmatched experience in acquisition financing, distressed mergers and acquisitions, capital structure design, liability management, restructurings and workouts, insolvency litigation and debt-related activism. We know how capital structures work under ideal conditions and under stress, enabling us to help our clients throughout the life cycles of their investments.


A Premier Insolvency Practice

We are regularly involved in the most high-profile insolvency matters in the United States and around the world. We represent major creditors, including banks and investment firms, in chapter 11 cases and out-of-court restructurings. Our experience goes beyond conventional bankruptcy filings and workouts: during the 2008 U.S. mortgage crisis, Wachtell Lipton represented the United States Treasury in connection with the rescues of Fannie Mae and Freddie Mac and we have represented lenders to the Puerto Rico Electric Power Authority through the utility’s case under the historic Puerto Rico Oversight, Management, and Economic Stability Act. Recent substantial restructuring engagements can be found here.

Distressed Mergers and Acquisitions

We advise clients on acquisitions and divestitures of businesses in financial distress and other strategic transactions involving debtor-creditor issues, bringing to bear the full expertise of both our restructuring and our preeminent mergers and acquisitions practices. We regularly represent buyers in “section 363” bankruptcy sales as well as debt investors in change-of-control transactions both in chapter 11 and out of court. We wrote the book on Distressed M&A.

Specialized Litigation Expertise

We have an extensive record representing major parties in litigation relating to bankruptcy cases and other debt-related issues. We represented JPMorgan Chase in the successful defense of multi-billion dollar actions brought by the Lehman Brothers estate, the trustee for Bernard Madoff’s brokerage firm and the unsecured creditors committee of General Motors. We successfully defended Campbell Soup, at trial and on appeal, from fraudulent transfer litigation arising out of the Vlasic spin-off. The Campbell Soup decision is now the leading precedent relating to valuation in fraudulent transfer cases. We also represented Education Management in litigation arising out of its out-of-court restructuring, including its successful, precedent-setting appeal in the Marblegate case.


A Market-Leading Acquisition Finance Practice

Our firm focuses on financing complex and transformative corporate transactions, including mergers, acquisitions, divestitures and spin-offs, however accomplished: bank debt and capital markets transactions, investment grade and high-yield.

Year after year, we lead many of the largest and most complicated financing transactions in the U.S. and around the world. Recent substantial financing engagements can be found here.

Capitalizing on our extensive experience in corporate deal-making and corporate distress, Wachtell Lipton has become a pioneer in developing acquisition financing platforms that help our clients weather the ups and downs in the business cycle and give them the flexibility to execute on their business plans and to grow organically and through future deals.

The breadth and depth of our market exposure ensures that our clients benefit from the best available terms and market trends and permits us to craft negotiating strategies designed to achieve these terms while maximizing speed and minimizing execution risk.

Liability Management and Activism

Our firm has advised numerous companies and financial sponsors in connection with exchange offers and other liability management transactions. Recent representations include Intelsat in connection with $6 billion of exchange and refinancing transactions; Abbott Laboratories in its registered exchange offer for $3.1 billion of notes issued by St. Jude Medical in connection with Abbott’s acquisition of St. Jude; and Sears in connection with a variety of refinancing transactions and exchange offers.

We are thought leaders on issues relating to activism in the debt markets, advising clients, including Intelsat, in responding to activist strategies, including default claims and strategies relating to credit default swaps and other short positions.