Joshua Greenblatt, P.C.

Secured complete victory for a Silicon Valley venture capital firm Social + Capital in proceedings brought by two of its founders and a former partner alleging improper dilution of their carried interest. Following a week-long arbitration trial and post-trial briefing, a JAMS arbitration panel found in favor of Social + Capital in all respects and dismissed all claims asserted by the claimants.

A private equity fund and its portfolio company, representing in an arbitration alleging breach of contract related to a joint venture.

A private equity firm and insurance portfolio company, represented and obtained a high value confidential arbitration award and injunction against former management employees and investors.

J. Crew Group, represented in actions brought by bondholders relating to the company’s successful drop-down IP restructuring transaction. Among other things, Josh successfully defeated a TRO, preliminary injunction and emergency appeal in 2017, allowing the transaction (including a consent solicitation to amend the governing Term Loan Agreement and a debt exchange) to close. In 2018, successfully reduced the case to a single valuation issue when the court granted dismissal with prejudice of all other claims; affirmed on appeal in 2019. The parties agreed to dismiss the case in 2020.

Boardriders, Inc., owner of apparel brands Quiksilver and Billabong, representing in litigation arising from a debt financing transaction that provided over $110 million in crucial liquidity to the Company in order to weather the disruption caused by the COVID-19 pandemic.

Altamont Capital and its portfolio company Hybrid Industries, Inc., represented in an action alleging fraud and a cross-complaint for breach of fiduciary duty and trade secret violations in connection with an unconsummated merger. In 2021, relying on a novel argument based on a decision of the California Supreme Court, Josh successfully defeated a demurrer on cross-claims alleging that the client’s counterparty breached non-solicitation covenants in a confidentiality agreement related to the merger diligence. Following the dismissal, obtained a successful settlement.

TPG Parish Holdings, LP, owner of an interest in UTC Laboratories, represented in a breach of contract action brought by former UTC employees that alleged they were entitled to various payments from UTC. The parties reached a settlement in 2019.

IPC Systems, Inc., represented in a comprehensive out-of-court restructuring. The transaction reduced IPC’s leverage by over $400 million, extended its debt maturity schedule by 5 years, and provided $125 million of new capital.

TPG and its portfolio company Kadiant, represented in an action alleging that Kadiant’s CEO breached an agreement by soliciting employees of his former employer, a Kadient competitor. After successfully persuading the court to deny the plaintiff’s motion for expedition, the case settled for a walk-away.

QIC Group Holdings, LLC, a former affiliate of The Jordan Company, represented in an action for breach of contract arising out of the sale of Quick International Courier to Kuehne + Nagel. Favorable settlement achieved in 2020.

Acosta, Inc., a multinational sales and marketing company, represented in its prepackaged restructuring of $3 billion of indebtedness and in related litigation proceedings. Acosta won confirmation in 2019, just 15 days after its bankruptcy filing. At the time, it was the fastest Delaware bankruptcy for a case of its size.

Neiman Marcus Group and 23 of its affiliates, represented in its Chapter 11 bankruptcy and in related litigation proceedings, including an adversary case alleging breach of fiduciary duty and bid meddling by one of its unsecured creditors. In 2020, NMG emerged from Chapter 11, successfully completing its restructuring of over $5.5 billion of funded indebtedness in under five months and becoming the first known retailer to have restructured over $5 billion of debt. A settlement was achieved in the adversary case in 2021.

Neiman Marcus, represented in lawsuits in New York and Texas state courts seeking to unwind the distribution of an international online business to equity sponsors as a fraudulent transfer. The Texas court granted Neiman Marcus’ motion to dismiss Marble Ridge’s claims with prejudice on standing grounds and denied Marble Ridge’s motion to dismiss Neiman Marcus’ counterclaims for defamation and business disparagement as violating the First Amendment under the Texas Citizens Participation Act. Affirmed on appeal. The New York court dismissed Marble Ridge’s subsequent suit for failure to comply with the indenture’s no-action requirements before filing suit.

PBF I Holdings Ltd., an affiliate of Pegasus Partners V, L.P., represented in breach of contract litigation arising out of the 2018 sale of Pure Biofuels, the third largest fuels importer in Peru, to Valero Peru and its parent corporation, Valero Energy Corporation. Favorable settlement achieved in 2021.

Kindred Healthcare and its private-equity owners, represented in injunctive proceedings and shareholder litigation seeking appraisal in the Delaware Chancery Court following its take‑private by a consortium of private equity and strategic purchasers. After significant discovery and motion practice, the court allowed shareholders additional time to seek appraisal, but otherwise denied all aspects of the shareholders’ preliminary injunction motion, and the deal closed without delay. A related appraisal action was resolved through a confidential settlement.

TPG Parish Holdings, LP, as a nominal defendant, represented in a derivative action alleging that the defendants established and operated competitor companies with the aim of improperly diverting business opportunities and revenue from UTC. TPG Parish owned an interest in UTC, but no causes of action were asserted against it. Settlement finalized.

PetSmart and a number of its subsidiaries, advised with respect to the transfer of its equity interests in Chewy.

RailUSA LLC and its affiliate American Rail Partners LLC (ARP), representing in breach of contract litigation seeking to recover damages caused by the gross negligence and misconduct of an executive previously hired by ARP to provide management services.

Pegasus Capital Advisors, represented in breach of contract litigation brought by a former Pegasus operating advisor alleging failure to pay a multimillion-dollar bonus in connection with his contributions to a Pegasus transaction. Concurrently, Pegasus filed an action against the former operating adviser for payment owed to Pegasus pursuant to a loan and accompanying promissory note. In 2021, ruling from the bench, the Court dismissed the action against Pegasus in its entirety and also granted Pegasus summary judgment on the promissory note.

Carvana Co., the leading e-commerce platform for buying and selling used cars, advising in various capital markets transactions, including an exchange offer for up to $1 billion of Carvana’s five tranches of unsecured notes and related transactions.

American Tire Distributors (ATD), the largest replacement tire distributor in North America and certain of its affiliates, represented in Chapter 11 cases and in related litigation proceedings. ATD’s Chapter 11 plan was confirmed in 2018.

Sungard AS Capital, Inc. and its affiliates, represented in their Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of New York—the fastest Chapter 11 case in history. Sungard AS obtained confirmation in less than 19 hours on May 2, 2019. In addition, Sungard AS emerged from Chapter 11 faster than any company in history—staying in Chapter 11 for less than 48 hours. Sungard AS, a provider of availability and recovery services, had approximately $1.26 billion in funded debt at the commencement of its chapter 11 cases and deleveraged by over $900 million upon emergence.

TPG Capital, one of the world’s largest private equity firms and senior TPG partners, represented in bankruptcy proceedings and multiple state and federal court actions concerning the restructuring of Caesars Entertainment, a TPG portfolio company. Claims at issue included alleged fraudulent transfers, breaches of governing indentures and breaches of fiduciary duty in connection with controversial and complex transactions undertaken prior to the bankruptcy filing of Caesars’ operating subsidiary.

M&G Chemicals Brasil and its private equity affiliates, represented in restructuring proceedings, including adversary proceeding seeking imposition of a constructive trust over cash proceeds from sales of chemical resins consigned to debtor at time of Chapter 11 filing.

Global A&T Electronics (“GATE”) a Singapore-based semiconductor company, defending in connection with claims by first lien noteholders seeking to unwind GATE’s $502 million debt exchange based on alleged breaches of the governing indenture and intercreditor agreements.

MBIA, one of the world’s largest monoline insurers, represented in state and federal litigation seeking to overturn MBIA’s corporate restructuring which, with the approval of New York’s Department of Financial Services, established a separate company for MBIA’s municipal bond insurance business. Secured a New York Supreme Court ruling in favor of MBIA after a four-week evidentiary proceeding upholding MBIA’s restructuring. The banks agreed to drop their challenge and MBIA then received $1.7 billion in cash and a $500 million line of credit for its municipal bond insurance business.

Brightstar Global Group, represented in an appraisal action in the Delaware Court of Chancery relating to Brightstar’s merger with BCG Holdco Sub, LLC. Resolved through favorable confidential settlement.

A major private equity firm, defending in litigation against a former employee and purported Dodd Frank whistleblower and in a related regulatory inquiry.

The Renco Group, a mining and metal recovery holding company, defending in thousands of individual suits brought by Peruvian plaintiffs, including by developing and asserting defenses based on the doctrine of international comity and Peru’s assertions of sovereignty.

Multiple senior bank executives and traders, representing in SEC, SIGTARP and DOJ investigations and related FINRA proceedings, concerning bond pricing and trading practices.

Freescale Semiconductor, represented in an expedited state court litigation with senior term lenders challenging Freescale’s issuance of $1 billion of incremental term loans as barred by an occurrence of a Material Adverse Effect.

Apollo Management and its portfolio company, Hexion Specialty Chemicals, represented in expedited proceedings in New York state court arising from claims of Material Adverse Effect in Hexion’s proposed merger with Huntsman Chemical.

The Federal Housing Finance Agency (“FHFA”), as conservator for Fannie Mae and Freddie Mac, represented in actions in federal and state courts against numerous financial institutions arising out of defendants’ misrepresentations concerning residential mortgage-backed securities sold to Fannie Mae and Freddie Mac.

Several international real estate development and tourism companies, represented in litigation with bank lenders seeking to accelerate note obligations in excess of $300 million.

Multiple hedge funds and investment firms, represented in affirmative and defensive litigation concerning Revenue Sharing Agreements with seed funders and profit sharing with strategic investment partners.

Interstate Bakeries Corporation, represented in actions against against lenders balking on commitments to provide financing necessary for the company’s exit from Chapter 11 bankruptcy.

Purolite, a U.S.-based specialty chemical manufacturer, represented in litigation over trade secret misappropriation by a large international competitor based in India.

Kasowitz Benson Torres LLP

Cahill Gordon & Reindel LLP