Joseph U. Schorer
Overview
With a unique background as both a public company general counsel and partner-level law firm practitioner, Joseph U. Schorer handles finance, corporate, securitization, restructuring and securities matters. In his career in private practice and as general counsel for a group of middle market companies, his clients have viewed him as a tenacious business leader, skilled at analyzing complex situations, pragmatically assessing options, and developing cost effective solutions. He has handled dozens of loan, securitization, acquisition, and leasing transactions ranging in size from $1 million to $15 billion dollars. He has advised boards of directors on business reorganization, board compensation, and securities law issues. His clients have ranged from Fortune 100 companies to entrepreneurial start-ups.
In 2007, Joseph was the recipient of a Special Recognition Award for his work in administering the joint bankruptcy bench-bar Credit Abuse Resistance Education program, presented by the United States District Court, in conjunction with the Federal Bar Association.
Experience
Representative Matters
Significant accomplishments include:
- One of world's largest auto finance companies: Negotiated, documented and managed others in putting together $15 billion multi-asset class auto cross-border warehouse facility sponsored by FDIC-insured bank and OLA-susceptible multinational finance company.
- GMAC/Ally Financial: Developed trailblazing transaction as Rule 144A issuer's counsel in $1.2 billion securitization of 8 diverse asset classes for 3 related originators for auto-related receivables and leases. Also led $2.7 billion securitization of auto and truck leases in Rule 144A transaction as part of General Motors sale of controlling interest in GMAC and, in connection with quarterbacking negotiation of Basel II-compliant $3.2 billion balloon loan transaction, created novel servicing arrangements for disposition of tendered vehicles.
- United Air Lines, Inc.: Principal lawyer in restructuring in United's Chapter 11 bankruptcy more than $10 billion in leases, secured debt financings and EETC transactions for more than 550 aircraft, including sales of surplus wide-body aircraft. These transactions required marathon negotiations with hedge funds, manufacturers and multi-national finance companies and resulted in cost savings of over $1 billion. Also took lead in negotiating $31 million settlement and restructuring of aircraft purchase contract with Boeing.
- Flying J, Inc.: Led negotiations in finalizing $435 million term and revolving loans in connection with emergence of Big West Oil, LLC from Chapter 11 in case with 100% payment to creditors.
- Diamond Home Services: As general counsel, prepared the 10-Ks, proxy statements and other SEC filings for Diamond Home Services (a newly public company); organized all annual shareholder meetings and handled all of the company's other securities issues (Rule 144, etc.). Also, headed legal team in M&A acquisition of Reeves Southeastern Corporation, a $110 million Florida-based manufacturer and distributor of fences and exterior security products that owned Superfund site and had significant environmental liabilities.
- NASDAQ home services company: Designed and counseled board of directors of $200 million public company on directors' compensation program.
- Community Health Systems, Inc.: Led development, negotiation and execution of $300 million structured financing of Medicare, Medicaid, private insurer and self-pay healthcare-related receivables originated by sixty related hospitals and acute care centers located in over a dozen states through revolving loan transaction with multi-seller conduit investors.
- One of country's largest for-profit colleges: Quarterbacked $31 million sale of student loans held by one of the nation's largest for-profit post-secondary educational institutions.
- Leading auto parts supplier: Negotiated $20 million cross-border receivables factoring agreement for Detroit 3 auto supplier.
- Independent Trust Corporation: Acted as de facto general counsel to receiver for $1.7 billion Illinois trust company, the largest trust company insolvency proceeding in Illinois since the Great Depression. Oversaw sale of business to financial buyer and litigation to allocate customer claims among assets.
- Sea Containers Ltd. and SeaCo Finance Ltd.: Quarterbacked conversion of $160 million securitization facility into $170 million debtor in possession revolving and term loan and then, in connection with Chapter 11 emergence, refinancing of DIP loan with $127 million cross-border term loan secured by world-wide shipping container business and related valuable joint venture interests. Transaction received 2009 industry of the year award.
- Michigan-based auto supplier: Negotiated and documented $10 million take-out of heavy industrial equipment with replacement lease financing agreement covering thirty pieces of equipment in three states for major auto supplier.
- Apparel wholesaler: Led negotiations with CIT on behalf of California-based apparel wholesaler for $10 million factoring facility.
Clerk & Government Experience
Law ClerkHonorable Gordon Thompson, Jr.United States District Court for the Southern District of California1978–1980
Prior Experience
Partner, Mayer Brown & Platt 1985–1997.
More
Thought Leadership
Publications
“The Effects of Business Insolvency on the Duties and Liabilities of Directors and Officers - A Comparative Analysis With Recommendations to Promote Good Decision-Making,” Global Insolvency and Bankruptcy Practice for Sustainable Economic Development Vol 2, International Best Practice (December 2015).
"The Credit CARD Act of 2009: Credit Card Reform and the Uneasy Case for Disclosure," The Banking Law Journal 924 (November/December 2010).
"Use Free Market to Fix Credit," The American Banker (Sept. 21, 2010).
"Lender's Justifiable Reliance Bars Discharge," The Bankruptcy Strategist (December 1995).
"Oversecured Creditor Denied Post-Petition Interest," The Bankruptcy Strategist (August 1995).
"Congress Changes the Treatment of Hotel Revenues in Bankruptcy," Real Estate Workouts and Asset Management (June 1995).
"A Win for Lenders in Broadcaster Bankruptcy," The American Banker (February 7, 1995).
"'No-Petition' Agreements Seem Sound," The National Law Journal (May 3, 1994).
"Treatment of Environmental Liability in Bankruptcy," Illinois Environmental Law (1994).
"Travelers Insurance Company v. Bryson Properties: The Controversy over Classification and Absolute Priority in Chapter 11 Single-Asset Real Estate Cases," Jour. of Internat'l Banking Law (February 1993).
"Bankruptcy Aspects of Environmental Transactions," Illinois Environmental Law, Illinois Institute of Continuing Legal Education (Spring 1993).
"Pre-Bankruptcy Cash Collateral Agreements: A Short Discussion of Their Enforceability in Bankruptcy," Meeting of the American Bar Association Special Task Force on Bankruptcy Considerations in Documenting Transactions (Fall 1992).
"Treatment of Environmental Liability in Bankruptcy" (Chapter 5) in Environmental Law for Transactional Attorneys, Illinois Institute of Continuing Legal Education (1991), republished by the American Bar Association as Attorney's Guide to Environmental Liability in Transactions (1992).
"Chapter 11 Lending: An Overview of the Process," The Secured Lender (April/May 1991).
"Lenders that Serve as Indenture Trustees: A Commercial Banking Perspective," The Problems of Indenture Trustees and Bondholders, Practicing Law Institutes (1991).
"A Secured Creditor's Practical Guide to the Use of Cash Collateral by a Debtor-in-Possession," Lorman Business Center, Inc. (1989).
"U.S. Seventh Circuit Court of Appeals Extends Preference Period on Guaranteed Loans," 4 Jour. Of Internat'l Banking Law 374 (August 1989).
"A Short Overview of United States Bankruptcy Law," 4 Jour. of Internat'l Banking Law 310 (July 1989).
"The Bankruptcy Legislation Process, the Bankruptcy Code Amendments of 1988 and Candidates for Future Change (Deprizio and Other Matters)," 1 DePaul Business Law Journal 101 (Spring 1989).
"The Right of the Undersecured Creditor to Postpetition Interest in Bankruptcy on the Value of its Collateral: Implications of Recent Cases," 21 Uniform Comm. Code L.J. 61 (Summer 1988).
Contributing Author to the Following Publications:
- The American Banker
- Bankruptcy Strategist
- DePaul Business Law Journal
- Illinois Environmental Law
- Journal of International Banking Law
- The National Law Journal
- Practicing Law Institute Publications
- Real Estate Workouts and Asset Management
- The Secured Lender
- Uniform Commercial Code Law Journal
Seminars
7th Circuit Roundup (Chicago Bar Association Bankruptcy and Reorganization Committee, May 2013).
TALF For Investors: Special Issues (financial community presentation, April 2009).
Fiduciary Duties in the Zone of Insolvency (presented to Turnaround Management Association) (November 2002).
Practical and Ethical Considerations for the Lawyer as Director, Officer, or Investor (privilege issues, stock options and grants, and other issues) (presented by Chicago Bar Conference Center) (1999).
Mass Torts: Is Bankruptcy a Preferable Alternative to Class Actions? (co-chair) (sponsored by ABA - Torts and Insurance Practice Section, National Conference of Bankruptcy Judges, and Others) (Summer 1996).
Securitization Defaults and Bankruptcy (presented by Duff & Phelps, Standard & Poor's and Mayer, Brown & Platt) (1996).
After the LBO Fall (presented by the Cambridge Institute) (1992).
Survey of Insolvency Issues (presented by the American Bankers Association) (1991).
Bankruptcy Considerations in Documenting Transactions (presented to a Special Task Force of the American Bar Association) (1991).
Recognition
Volunteer for Credit Abuse Resistance Education (CARE) Chicago's First Annual Financially Fit in 2015 Student Conference where public high school students gained knowledge on topics including money management, debt, entrepreneurship and other related topics
Recipient of U.S. District Court Special Recognition Award for Excellence in Public Interest Legal Education in connection with Chicago-area CARE program
National Advisory Board for CARE program
Past President, Chicago Bar Association Bankruptcy and Reorganization Committee
Northwestern University--co-founder of and advisory committee member for Richard W. Leopold Lecture Program
Lecturer on U.S. Commercial Law, Comenius University in Bratislava, Slovak Republic
Lecturer on Securitization Law, Loyola University of Chicago School of Law
Lecturer on U.S. Commercial Law, Vladivostok State University of Economics and Service in Vladivostok, Russia
Memberships & Affiliations
Credit Abuse Resistance Education (CARE) Board of Directors
American Securitization Forum
Chicago Bar Association
Credentials
Admissions & Qualifications
- 1978, California (inactive)
- 1981, Illinois
Courts
- United States District Court for the Northern District of Illinois, Trial Bar
- United States Court of Appeals for the Fifth Circuit
- United States Court of Appeals for the Seventh Circuit
- United States Court of Appeals for the Tenth Circuit
Education
- Harvard Law SchoolJ.D.cum laude1978Board of Student Advisers, Civil Rights/Civil Liberties Law Review
- Northwestern UniversityB.A.
with Highest Distinction
1975Phi Beta Kappa
Hearst Scholar