craig a. barbarosh - katten muchin rosenmancraig barbarosh comments on atlantic city bankruptcy...

Craig A. Barbarosh Partner

Orange County Office

+1.714.966.6822

[email protected]

Practices

FOCUS: Insolvency and Restructuring

Commercial Mortgage-Backed Securities

Corporate Governance

Distressed Debt and Claims Trading

Financial Markets and Funds

Litigation

Private Equity

Real Estate

Real Estate Finance and Lending

Industries

Finance and Financial Markets

Manufacturing and Industrials Private Equity

Education

JD, University of the Pacific, McGeorge School of Law

BA, University of California, Santa Barbara, Economics

Bar Admissions

District of Columbia

New York

California

Court Admissions

US Court of Appeals, Ninth Circuit

US District Court, Central District of California

US District Court, Southern District of New York

Community Involvements

American Bankruptcy Institute

Orange County CEO Roundtable

University of California at Irvine, Paul Merage School of Business, Dean's Advisory Board

Craig Barbarosh has steered clients through many of the largest Chapter 11

cases throughout the country, frequently representing lenders in complex

debt restructurings and indenture trustees to protect the interests of

bondholders. With more than 25 years of experience, Craig finds practical

and business-savvy solutions to the complex and unique issues that arise in

large Chapter 11 cases and out-of-court debt restructurings.

A skilled negotiator and strategist

An effective insolvency counsel must be both strategic and an exceptional

negotiator. Craig's comprehensive understanding of the dynamics of Chapter

11 proceedings allows him to identify the critical issues and leverage the

most compelling arguments to advance his clients' interests, often avoiding

the need for protracted litigation. Institutional lenders, indenture trustees,

investment and private equity funds and creditors' and equity committees

regularly rely on Craig for his creative strategies and effective problem-

solving approach to obtain optimal recoveries.

Representing indenture trustees requires a combination of finesse, expertise

and pragmatism. Craig excels in protecting the interests of the banks and

other institutions serving in corporate trust capacities, while delivering

exceptional recoveries and outcomes for the underlying noteholders. In some

of the largest recent Chapter 11 cases, Craig has represented indenture

trustees for investors holding billions of dollars of notes to achieve

outstanding outcomes for his clients and their constituencies using creative

approaches to resolving complex issues, strategic litigation and skilled

negotiation.

Craig also serves on the board of directors for several public companies,

which gives him valuable experience understanding the business and

practical issues his clients face.


"The 'business-oriented' Craig Barbarosh . . . is particularly well known for his work with major financial institutions. Sources describe him as a 'levelheaded' attorney who is 'able to work well with all parties to finalize a transaction.'"

- Chambers USA 2018 (California, Bankruptcy/Restructuring) survey response

Representative Experience

Lead counsel to indenture trustee for $6.4 billion first lien notes issued by

Caesars Entertainment Operating Company, owner and operator of

Caesars Palace Hotel and Casino in Las Vegas and 38 owned or

managed gaming and resort properties located in 14 states and five

countries, operating primarily under the Caesars, Harrah's and

Horseshoe brand names. The Chapter 11 case is pending in the US

Bankruptcy Court for the Northern District of Illinois (Chicago).

Lead counsel to indenture trustee for $200 million notes issued by Nortel

Networks Limited (Canada) in the $7 billion Nortel sale proceeds

allocation dispute litigation in joint proceedings in the US Bankruptcy

Court for the District of Delaware and the Ontario, Canada, Superior

Court of Justice.

Lead counsel to collateral and indenture trustee for $725 million first lien

senior secured notes issued by Cengage Learning Acquisition

Corporation in its $7 billion debt restructuring. Chapter 11 case filed in

the US Bankruptcy Court for the Eastern District of New York.

Represent collateral and indenture trustee in restructure of $143 million

mortgage notes issued by Circus Circus and Eldorado Joint Venture and

secured by Silver Legacy Resort Casino in Reno, Nevada, a 87,300-

square-foot casino with a 37-story hotel tower with 1,711 guest rooms.

The Chapter 11 case was filed in Reno, Nevada.

Lead counsel to indenture trustee for $250 million secured bonds in the

Chapter 11 bankruptcy of Green Field Energy Services in Wilmington,

Delaware.

Lead counsel to institutional lender as administrative agent in the

restructure of a defaulted $100 million loan to a Las Vegas-based,

nonprofit specialty oncology hospital.

Lead counsel to institutional lender as administrative agent for second

lien lenders in the restructure of $266 million credit in the Penton Media


Business Holdings (Penton Media) pre-packaged Chapter 11 case in the

US Bankruptcy Court for the Southern District of New York.

Lead counsel to Official Committee of Equity Security Holders in Chapter

11 case of In re Solutia, Inc. (NYSE: SOA) in the US Bankruptcy Court

for the Southern District of New York. Solutia is a multinational

manufacturer of high-performance chemical-based materials for

industrial and consumer use with more than $2 billion in reported

consolidated liabilities as of the petition date.*

Lead counsel to administrative and collateral agent for the $275 million

second lien credit facility issued by Revel AC, Inc. and secured by the

Revel Hotel and Casino in Atlantic City in the Chapter 11 case in the US

District Court for the District of New Jersey.

Lead counsel to Official Committee of Equity Security Holders in the

Chapter 11 case of Tronox, Inc. in the US Bankruptcy Court for the

Southern District of New York. Tronox is an international manufacturer of

pigments used in paint and other materials. Tronox filed for bankruptcy

protection to address legacy liabilities including environmental

remediation and litigation costs it incurred when it was spun off from

former parent Kerr McGee, Inc. Total funded debt exceeded $850

million.*

Lead counsel to Chinese investment group in the $360 million acquisition

of a 5,000-unit multifamily real estate project located in Texas and

Maryland through the restructure of multi-tranche CMBS debt in Chapter

11 case of prior owner. Transaction was accomplished by discounted

purchases of existing debt from certain pre-petition creditors with

conversion of debt to equity in the bankruptcy proceeding. Client

ultimately assumed remaining CMBS debt at favorable restructured

terms.

Represent indenture trustee/agent for $220 million secured notes issued

by Trans World Airlines, Inc. in the third Chapter 11 filing of this

international airline.


Insolvency counsel to primary warehouse lender in Chapter 11 case of In

re First Alliance, a subprime mortgage lender with $10 billion in alleged

claims against the bankruptcy estate.*

Lead counsel to indenture trustee for $140 million senior notes issued by

Sunterra Corporation in its Chapter 11 case filed in Baltimore. Involved

the restructure of $770 million in total debt. Sunterra is one of the largest

owners and operators of timeshare units in the world.

Lead counsel to indenture trustee for $151 million convertible

subordinated debentures issued by Fleetwood Enterprises, Inc. in its

Chapter 11 case. At the time of its bankruptcy filing, Fleetwood was one

of the nation's leading producers of manufactured housing and

recreational vehicles.

Represent indenture trustee for $500 million senior notes issued by

Armstrong World Industries, Inc., an international flooring manufacturer,

in a Chapter 11 case with substantial asbestos-related claims.

Lead counsel to indenture trustee for $50 million notes secured by a

portfolio of subprime retail automobile installment contracts in the

insolvency proceeding of First Lenders Indemnity Corporation, Inc.

Represent debt trustee for various aircraft collateral in Delta Airlines, Inc.

Chapter 11 case.

Represent participant lender in out-of-court restructure of $3.4 billion

revolving credit facility due from Qwest Corporation.

Represented indenture trustee for senior subordinated notes in In re

Westbridge Capital Corporation, an insurance holding company

restructuring $100 million of public debt. Resulted in payment in full to

the holders of the senior notes, including post-petition interest, on the

effective date of the plan.

*Experience prior to Katten


Recognitions

American Jewish Committee

o Learned Hand Community Service Award, 2007

Best Lawyers in America

o Bankruptcy and Creditor Debtor Rights/Insolvency and

Reorganization Law, 2012–2021

BTI Client Service All-Star

o 2012

California Lawyer Attorneys of the Year

o Transactional Attorney of the Year, 2001

Chambers USA

o Bankruptcy/Restructuring, 2010–2020

OC Metro

o 40 Under 40, 2008

Super Lawyers

o Southern California, 2004–2016, 2018–2021

The Legal 500 United States

o Recommended Attorney, 2016–2019

Turnaround Atlas Awards

o Gaming & Hospitality Turnaround of the Year, 2012

o Basic Resources Industry, 2011

o Distressed Real Estate Deal of the Year, 2010


News

Katten Attorneys Selected to 2021 Southern California Super Lawyers

List (January 21, 2021)

Katten Attorneys Distinguished as Top Legal Talent in the 2021 Best

Lawyers in America and Best Lawyers: Ones to Watch Lists (August 20,

2020)

Katten Rated Top Law Firm by Chambers USA 2020 (April 23, 2020)

Katten Attorneys Named to 2020 Southern California Super Lawyers

List (January 16, 2020)

Craig Barbarosh Comments on Law Firm Response to Municipal Market

Trends (September 24, 2019)

Katten Praised in The Legal 500 United States 2019 Guide (June 11,

2019)

Katten Lauded Top Ranked Law Firm by Chambers USA 2019 (April 25,

2019)

Super Lawyers List Recognized 13 Katten Attorneys in Southern

California (January 30, 2019)

Craig Barbarosh Comments on Companies in Bankruptcy Paying

Bonuses to Top Employees (December 19, 2018)

Katten Distinguished by The Legal 500 United States (June 14, 2018)

Katten Rated as Leading Law Firm by Chambers USA 2018 (May 3,

2018)

Craig A. Barbarosh Quoted in The Washington Post on Retail Debt (April

18, 2018)

Katten Attorneys in Southern California Honored on Super Lawyers

List (February 16, 2018)

Katten Distinguished by The Legal 500 United States 2017 (May 31,

2017)


Katten Recognized as Leading Law Firm by Chambers USA 2017 (May

30, 2017)

Craig A. Barbarosh Quoted by Associated Press on Puerto Rico Debt

Restructuring (May 4, 2017)

Craig A. Barbarosh Comments to The Wall Street Journal on Bond

Market Reaction to Puerto Rico Debt Restructuring (May 4, 2017)

79 Katten Attorneys Selected for Best Lawyers in America®

2017 (August 15, 2016)

Eighteen Katten Practices and 70 Attorneys Recognized by The Legal

500 United States 2016 (June 17, 2016)

Chambers USA 2016 Distinguishes 22 Katten Practices and 50

Attorneys (May 27, 2016)

Craig Barbarosh Comments on Atlantic City Bankruptcy Developments

in The Wall Street Journal (May 5, 2016)

Craig Barbarosh Quoted in Debtwire on New Jersey's Proposed

Takeover of Atlantic City (February 24, 2016)

Nineteen Katten Attorneys Recognized in 2016 Southern California

Super Lawyers List (January 20, 2016)

91 Katten Attorneys Recognized in Best Lawyers in America®

2016 (August 17, 2015)

Craig Barbarosh Quoted in Article on San Bernardino Bankruptcy

Restructuring Plan (May 21, 2015)

Katten Attains 22 Practice and 58 Attorney Rankings by Chambers USA

2015 (May 20, 2015)

Twenty-One Katten Attorneys Recognized as Top Attorneys in Southern

California (January 21, 2015)

Partner Craig Barbarosh Quoted in The Los Angeles Times,

GOVERNING Magazine and Law360 on the City of Stockton's

Bankruptcy (October 2, 2014)

Partner Craig Barbarosh Quoted in Law360 Regarding the Effectiveness

of Chapter 9 of the US Bankruptcy Code (September 11, 2014)


Partner Craig Barbarosh Quoted in The New York Times on Detroit's

Financial Crisis (September 2, 2014)

85 Katten Attorneys Named to Best Lawyers in America® 2015 (August

18, 2014)

Partner Craig Barbarosh Comments on Detroit Pension Referendum in

The New York Times (July 10, 2014)

Partner Craig Barbarosh Quoted in Detroit Free Press Regarding Joint

Art Evaluation by Detroit and DIA (June 16, 2014)

Partner Craig Barbarosh Comments on Evaluation of Detroit Institute of

Arts' Collection in Detroit Free Press (May 29, 2014)

Chambers USA 2014 Distinguishes 24 Katten Practices and 54


Partner Craig Barbarosh Quoted in The New York Times on Proposed

Cuts to Detroit Pension Checks (May 14, 2014)

Partner Craig Barbarosh Comments on Detroit's Revised Pension Plan

in The New York Times (April 17, 2014)

Partner Craig Barbarosh Quoted in Law360 Regarding Possible Debt

Restructuring by Puerto Rico (April 8, 2014)

Partner Craig Barbarosh Comments on Detroit's Proposed Cuts to

Retiree Benefits in Law360 (April 3, 2014)

Twenty-One Katten Attorneys Recognized on Southern California Super

Lawyers List (February 10, 2014)

Partner Craig Barbarosh Featured in Orange County Business Journal

Q&A (January 21, 2014)

Partner Craig Barbarosh Quoted in Detroit Free Press on Evaluation of

DIA Artwork (November 22, 2013)

83 Katten Attorneys Lauded in Best Lawyers in America® 2014 (August

15, 2013)

Partner Craig Barbarosh Comments on Potential Detroit Art Auction in

Detroit Free Press (August 7, 2013)


Partner Craig Barbarosh Quoted in Daily Journal on Uptick in Tribal

Gaming Enterprises Experiencing Defaults (July 29, 2013)

Partner Craig Barbarosh Discusses Detroit Bankruptcy Filing with

Bloomberg, The Detroit Free Press and The Wall Street Journal (July 24,

2013)

Partner Craig Barbarosh Quoted in Detroit Free Press on Future of

Detroit Finances (June 18, 2013)

Partner Craig Barbarosh Quoted in Daily Journal on Dairy

Bankruptcies (May 28, 2013)

Partner Craig Barbarosh Discusses Caesars Entertainment in Dow

Jones Daily Bankruptcy Review (May 28, 2013)

Chambers USA 2013 Recognizes 24 Katten Practices and 49


Partner Craig Barbarosh Interviewed for Law360 Q&A (April 22, 2013)

Partner Craig Barbarosh Featured in Orange County Business Journal

Q&A (January 28, 2013)

Twenty-Two Katten Attorneys Included on 2013 Southern California

Super Lawyers List (January 21, 2013)

80 Katten Attorneys Named to Best Lawyers in America® 2013

Guide (August 24, 2012)

Katten Team Wins Turnaround Atlas Award for Golden Gaming

Restructuring (July 2, 2012)

Katten Adds Premier Team of Restructuring, Finance Attorneys (June

11, 2012)

Publications

In re Tribune Co.: Allowance of Post-Petition Indenture Trustees Fees as

Unsecured Claim (January 10, 2019)

Court Confirms Contractual Limits of Trustee's Duties (May 4, 2018)


Second Circuit Clarifies Interest Rate Applicable in Chapter 11

"Cramdowns" (December 18, 2017)

Parties' Intent: Third Circuit Finds Make-Whole Provision Survives

Voluntary Bankruptcy Filing (April 2017)

Second Circuit Adopts Narrow Interpretation of Trust Indenture Act

Provision Intended to Protect Bondholders (January 23, 2017)

Language Matters: Third Circuit Finds Make-Whole Provision

Enforceable After Bankruptcy Filing (January 19, 2017)

No Longer Running With the Land: Sabine Court's Non-Binding Opinion

May Alter Playing Field (June 2016)

Sabine Court Issues Industry-Affecting Non-Binding Opinion (March 16,

2016)

District Court Denies Distressed Funds the Right to Vote on Bankruptcy

Plan (May 5, 2014)

Municipal Bankruptcies: An Overview and Recent History of Chapter 9 of

the Bankruptcy Code (July 23, 2013)

Ninth Circuit Holds That Debt Can Be Recharacterized as Equity (June

5, 2013)

Promises to Keep—Lender Beware: California Supreme Court Expands

Parol Evidence Fraud Exception (February 20, 2013)

Ninth Circuit Prohibits Bankruptcy Courts from Entering Judgments on

Fraudulent Conveyance Claims Against Non-Claimants (December 13,

2012)

California's AB 506 Process: What Creditors Can Expect in the Wake of

California Municipal Bankruptcies (September 18, 2012)

When the Board Faces Bankruptcy (September 13, 2012)

Trademark Licensee’s Rights Survive Rejection of License in Bankruptcy

in Sunbeam Decision (July 17, 2012)


Presentations and Events

NYSE Governance Series Audit Committee Boot Camp, Audit

Committee Relations With Internal and External Audit (September 2014)

22nd Annual Southwest Bankruptcy Conference (September 4–6,

2014) | Moderator | New Developments in 363 Sales

KPMG's Spring 2014 Audit Committee Roundtable Series – Rethinking

Shareholder Engagement in the Age of Activism (June 3, 2014) |

Panelist

ABI's 25th Annual Winter Leadership Conference (December 5–7,

2013) | Presenter | What’s New in § 363 Asset Sales

craig a. barbarosh - katten muchin rosenmancraig barbarosh comments on atlantic city bankruptcy...

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