Jonathan S. Henes
Professional Profile
Jon Henes is a partner in the Restructuring Group. Jon's practice involves representing debtors (including portfolio, privately-held and public companies), creditors' committees and distressed investors (including hedge funds, private equity funds and companies) in acquisitions, restructurings and bankruptcy cases; advising boards of directors and senior managers of financially troubled companies regarding fiduciary duties and restructuring strategies; providing advice in connection with legacy, environmental, mass tort, retiree and pension liabilities of financially troubled companies; structuring acquisitions, financings and other commercial transactions; and advising investors in connection with the purchase of distressed assets and securities.
Described as "astonishingly knowledgeable and determined," Jon was recently listed in the 2009 edition of Chambers USA, America's Leading Lawyers for Business. Jon was also recently profiled as one of eight deal lawyers in The Deal magazine in an article entitled "On Yelling, Screaming and Understanding." In addition, Jon was recently selected as a leading lawyer in the 2009 edition of IFLR1000: Guide to the World's Leading Financial Law Firms, by Super Lawyers as a New York Super Lawyer, and in 2005, as one of the nation's outstanding young restructuring lawyers by Turnarounds & Workouts. Jon's work was also recently recognized by the Turnaround Management Association, which selected the Wellman restructuring as its 2009 Large Turnaround of the Year.
Jon has been profiled in, among other publications, The American Lawyer, on May 1, 2008, in an article entitled "In a Game of Chicken, Solutia Wins," and in Bankruptcy Court Decisions Weekly News & Comment, on April 1, 2008, in an article entitled "Diary of a Deal," both of which chronicled Jon's involvement in Solutia's exit from chapter 11, and on April 10, 2007, in an article entitled "Panel Spars on Hedge Fund Participation," and The Deal, on April 23, 2004, in an article entitled "After They Stopped Laughing," which discussed Jon's involvement in the negotiated resolution of AT&T Latin America's complex chapter 11 case. Jon is frequently quoted in national publications, including, among others, The Wall Street Journal ("Prudent Lessons From Judge Prudence Carter Beatty,""Snyder's Six Flags Roller-Coaster Ride,""CIT's Swoon Hits Taxpayers,""There is Life After Bankruptcy for Some Companies", "Smurfit Says Bankruptcy is Possible Amid Crunch", "'DIP' Loans are Scarce, Complicating Bankruptcies" and "Barbarians in Bankruptcy Court --- Merger Financiers Find Action Now in Chapter 11"), The Deal ("Bankruptcy Blues"), and Bankruptcy Court Decisions ("What Masonite’s CEO Understood That Your Client May Not" and "Negotiating a Deal in a Falling Market").
Jon has spoken at Harvard Business School, New York University and Cardozo Law School regarding distressed investing, hedge funds involvement in chapter 11 and the credit markets, and has published articles on, among other things, distressed debt trading and corporate decision making. Jon is also an adjunct professor at Cardozo Law School where he teaches a course on distressed investing and corporate restructurings and was appointed as the Chairman of the Advisory Committee for the Heyman Center of Corporate Governance, the mission of which is to raise public and academic awareness of pressing corporate and securities law issues and to produce and disseminate research on a broad range of corporate and securities law topics.
In addition to his restructuring practice, Jon has represented and counseled clients with respect to transactions related to the purchase or sale of teams in the Pacific Coast League and the Atlantic League of Professional Baseball.
Representative Matters
Jon has represented debtors, creditors committees and investors in large, complex restructurings and bankruptcy cases, including:
Chapter 11 Cases/Out-of-Court Restructurings
- Citadel Broadcasting Corporation, the third-largest radio broadcaster in the United States, with 224 radio stations in the nation's leading markets and the distributor of news and talk radio programming to more than 4,000 station affiliates, in its chapter 11 cases in the Southern District of New York that will seek to restructure over $2.4 billion in indebtedness.
- Stallion Oil Services, which provides construction and logistics services for drilling rig operations in its pre-negotiated chapter 11 cases.
- Integra Telecom Inc., a facilities-based, integrated communications provider for business, in its balance sheet restructuring, which will result in all of Integra’s senior secured second lien operating company debt and unsecured parent company debt being converted into common equity and a reduction of Integra's debt from almost $1.3 billion to approximately $600 million.
- ION Media Networks, Inc., the owner and operator of the nation's largest broadcast television station group and ION Television, which reaches over 96 million U.S. television households via its nationwide broadcast television, cable and satellite distribution systems, and 116 of its affiliates in their chapter 11 cases in the Southern District of New York, which will seek to restructure approximately $2.7 billion in legacy indebtedness and preferred stock.
- Masonite Corporation and its affiliates, one of the largest door manufacturers in the world, in their chapter 11 cases.
- Tronox Incorporated and its affiliates, a leading manufacturer and marketer of titanium dioxide pigment, electrolytics and specialty chemicals, in their chapter 11 cases.
- Pierre Foods, Inc. and its affiliates, a leading manufacturer, marketer and distributor of high quality, differentiated food solutions, in their chapter 11 cases.
- Wellman, Inc. and 11 affiliated entities, a leading U.S. manufacturer of plastic polymers and fibers for more than 50 years, in its chapter 11 cases.
- Solutia, Inc. and its affiliates in their chapter 11 cases involving more than $3 billion of funded debt and other obligations and complex legacy spinoff liability issues, including mass tort, environmental, retiree, pension and indemnification issues.
- Cornerstone Propane Partners LLP and its affiliates, one of the largest retail propane marketers in the United States, in their chapter 11 cases, which involved the restructuring of more than $550 million of indebtedness and complex public partnership issues.
- Allegiance Telecom, Inc. and its affiliates, a competitive local exchange carrier, in their chapter 11 cases involving more than $1.4 billion of debt and a sale of substantially all of their assets to XO Communications, Inc. through a plan of reorganization.
- Westchester Medical Center, an academic medical center serving 3.5 million people in the seven county Hudson Valley region, southern Connecticut and northern New Jersey, in its financial restructuring efforts, including strategic advice to the board of directors regarding its negotiations with Westchester County and the State of New York.
- Newcor, Inc. and its subsidiaries, manufacturers of precision machined and molded rubbers and plastic products, as well as custom machines and manufacturing systems, in their chapter 11 cases. Specifically, Newcor successfully completed a substantial deleveraging of its balance sheet through a consensual chapter 11 plan.
- Quality Stores, Inc. and its affiliates, a large chain of farm and home supply stores doing business as Farm & Fleet and Central Tractor Stores, in the largest chapter 11 case ever filed in the Western District of Michigan, which included the sale of substantially all of its stores.
- American Commercial Lines, the country's largest inland waterway marine transportation and service company in connection with its successful out-of-court restructuring of approximately $700 million of senior, secured bank debt and publicly held bonds, and effectuated an exchange offer under section 3(a)(9) of the Securities Act.
- United Companies Financial Corporation, a sub-prime mortgage lender, in its chapter 11 cases.
- Bruno's, Inc., an operator of a chain of approximately 200 supermarkets throughout the Southeastern United States, in it successful restructuring of more than $1 billion in debt through chapter 11.
- Best Products, Inc., a national retain showroom chain, in the sale of substantially all of its assets to a consortium of liquidators and the confirmation of its chapter 11 plan.
Distressed Investors/Distressed Purchasers
- Oaktree Capital and Irving Place Capital in their acquisition of substantially all of the assets of Chesapeake Corporation, in its chapter 11 cases.
- KPS Capital Partners in its acquisition of certain assets of Waterford Wedgwood Plc.
- Bain Capital in its purchase of bonds in the chapter 11 cases of WorldCom, Inc. and its subsidiaries.
- Briggs & Stratton, Inc., the largest manufacturer of small, air-cooled engines for lawn and garden and other outdoor power equipment in its purchase of substantially all of the assets of Murray, Inc., a lawnmower and yard tractor maker, in Murray, Inc.'s chapter 11 case.
- Topspin Partners in its acquisition of Tiffen Company, a leading manufacturer of glass filters and other fine products for digital, still, video, motion pictures and television.
- American Commercial Strategies in the recapitalization and buyout of New Piper, a general aircraft manufacturer.
Creditor Representations
- Ad Hoc Committee of Legendary Retreat Members in the chapter 11 cases of Tanner & Haley and its affiliates. The Ad Hoc Committee of Legendary Retreat Members is comprised of individuals who purchased memberships in the Tanner & Haley Destination Clubs.
- Statutory Committee of Unsecured Creditors in the chapter 11 cases of AT&T Latin America and certain of its subsidiaries. The chapter 11 cases were complex due to the intersection of various national and international legal regimes and were resolved through a sale of AT&T Latin America's assets and a global settlement among AT&T Latin America, the creditors committee and AT&T Latin America's secured vendors.
- Prudential Healthcare in the chapter 11 case of FPA Medical Management, Inc., a physician practice management company.
Corporate Transaction/Board Representations
- Rotech Healthcare Inc. in its successful refinancing of its senior secured credit facility.
- The Independent Board Members of Portrait Corporation of America in its restructuring efforts and chapter 11 cases.
- General Motors Corporation in its proposed sale of 51% of GMAC to a consortium of private equity funds led by Cerberus.
Trustees
- Harvey R. Miller, Esq., as Trustee, in the liquidation of Stratton Oakmont, Inc., a broker-dealer, under the Securities Investor Protection Act of 1970.
Sports Transactions & Representations
- Pacific Coast League, one of the two triple-A minor league baseball leagues, in connection with the sale of one of its baseball franchises.
- Kramer Capital Partners, in connection with the purchase of the Bridgeport Bluefish of the Atlantic League of Professional Baseball.
Memberships & Affiliations
Chairman, Advisory Committee, Heyman Center for Corporate Governance
Honorary Chairman, Michael Lynch Memorial Foundation's 8th Annual Dinner
Publications
"Second Circuit: Pension Termination Premium Arises Upon Discharge, Cannot be Discharged," American Bankruptcy Institute: Labor and Employment Committee Newsletter (co-author, January 2010).
"Prudent Lessons From Judge Prudence Carter Beatty," The Wall Street Journal Blog: Bankruptcy Beat (January 8, 2010).
"Jon Henes: Failure is an Option—The Brilliance of our Corporate Restructuring Regime," CNBC.com Guest Blog (January 6, 2010).
"Henes: Evolution From Trader to Owner - The Making of the Private Equity Hedge Fund," CNBC.com Guest Blog (November 18, 2009).
"Debt-for-Equity Exchanges and Media Companies," Daily Bankruptcy Review (co-author, October 21, 2009).
"Henes: The Four Questions of Distressed Investing," CNBC.com Guest Blog (September 2, 2009).
"Henes: The Boys are Back in Town: Hedge Funds are Trading Distressed Debt Again," CNBC.com Guest Blog (August 18, 2009).
"Henes: The DIP Loan - The New 'It' Investment," CNBC.com Guest Blog (August 12, 2009).
"Henes' Lessons of the CEO: How to Succeed in Restructurings and Life," CNBC.com Guest Blog (August 4, 2009).
"Henes: Non-Traditional Owners Must Think Like a Private Equity Sponsor," CNBC.com Guest Blog (July 31, 2009).
"Henes: There's Gold in Them Hills - Private Equity and Distressed Investing," CNBC.com Guest Blog (July 15, 2009).
"Henes: Bankruptcy is not Just for Restructurings Anymore," CNBC.com Guest Blog (July 13, 2009).
"Debt is the New Equity: How Private Equity Funds Will Sponsor Buyouts Through Chapter 11," Bankruptcy Structure Insights (Summer 2009).
"Why Now Is NOT The Time To Focus On Growth," CNBC.com Guest Blog (February 26, 2009).
"Coming to a Theatre Near You: The Stealth Takeover," Daily Bankruptcy Review (February 6, 2009).
"2009 Corporate Restructurings: What to Expect," Daily Bankruptcy Review (January 21, 2009).
"A 'TARP' For Distressed Companies," Forbes.com (November 18, 2008).
"Henes: A Gameplan for Distressed Company Investing," CNBC.com Guest Blog (November 5, 2008).
"Henes: Private Equity Opportunity: Buy The Distressed," CNBC.com Guest Blog (October 24, 2008).
"Henes: Why the Feds Should Step Into Bankruptcy Loans," CNBC.com Guest Blog (October 22, 2008).
"A Different Approach To Fixing The Financial System," Dow Jones News Service (October 1, 2008).
"Amid Turmoil, Opportunity Awaits in Debt to Equity Conversions," Daily Bankruptcy Review (July 14, 2008).
"Buyers Of Secured Debt, Beware: Solutia Ruling Shows OID Risks," Daily Bankruptcy Review (March 26, 2008).
"Rule 2019 Opinion May Transform the Dynamics of Chapter 11 Cases," Daily Bankruptcy Review (March 7, 2007).
Assistant Editor, Norton Bankruptcy Law & Practice (2005).
"Vulture Investors Heed Caution: Creditors Committee and Trading May Be a Dangerous Combination," 16 Financier Worldwide 30 (April 2004).
"Guidelines for Director Decision Making in Chapter 11," 21 The Bankruptcy Strategist 2 (December 2003).Seminars
"Selecting the Right Method to Valuate Distressed Debt and Estimate Recovery Possibilities," American Conference Institute's Distressed Debt and Turnaround Investing Summit (March 31, 2009).
"Briefing on the Current Restructuring Market," Heyman Center for Corporate Governance (Keynote Interview by Jeff McCracken, Wall Street Journal, March 4, 2009).
Distressed Investing Panel, Harvard Business School - 15th Annual Venture Capital & Private Equity Conference (January 31, 2009).
Distressed Investing Panel, UBS Credit Conference (January 8, 2009).
"Financing a Restructuring in the Middle of a Credit Crisis: Strategies for Survival," 15th Annual Distressed Investing Conference (Moderated Panel, November 18, 2008).
"Utilizing Chapter 11 to Maximize Value and Emerge as a Successful Enterprise: The Solutia Case Study," Heyman Center for Corporate Governance (Moderated Panel, April 1, 2008).
"How the Hedge Fund Trader Has Changed the Dynamics of Chapter 11 Cases," Heyman Center for Corporate Governance: Perspectives on Corporate Restructurings (Opening Address, March 5, 2007).
"Perspectives on Corporate Restructurings," Benjamin N. Cardozo School of Law Program (November 2005).
Law and Business Investment Banking, Senior Tutor, The Leonard N. Stern School of Business at the NYU School of Law (2005).
American Conference Institute, New York (Panelist, issues regarding second liens, 2004).
"Strategic Considerations When Converting Debt to Equity in Troubled Companies, "American Conference Institute, New York (May 2004).
Harvard Business School Turnaround Symposium, Cambridge (Panelist, March 2004).
Buyouts Symposium, New York (Panelist, March 2003).Courts
2001, United States Bankruptcy Court for the Western District of Michigan
1997, United States District Court for the Southern District of New York
1997, United States District Court for the Eastern District of New York
