M&As – Novation and Recertification
As we pass the midpoint of 2022 and the world expresses a collective sigh of relief that the worst of the COVID-19 pandemic seems to be behind us, a perfect storm of extraordinary factors is creating conditions for financial...more
Section 365(f) of the Bankruptcy Code allows the assignment of leases and executory contracts notwithstanding any provision in the contract or the applicable law that “prohibits, restricts, or conditions the assignment….” So,...more
In In re Woodbridge Grp. of Companies, LLC, No. BR 17-12560-BLS, 2019 WL 4305444 (D. Del. Sept. 11, 2019), the United States District Court for the District of Delaware affirmed an opinion by Bankruptcy Judge Kevin Carey, and...more
The last several years have been treacherous for the retail sector. Changing shopping patterns and shifting demographics have led some commentators to declare that the (retail) apocalypse is upon us. ...more
Can a profit-sharing provision in a commercial lease survive assumption and assignment by a debtor? Analyzing such a provision, the Third Circuit answered “no,” finding the provision to constitute an unenforceable...more
The Delaware Bankruptcy Court recently voided the transfer of bankruptcy claims where the seller failed to obtain the debtor’s prior written consent, as required by the underlying promissory notes. Both the promissory...more
In a non-precedential opinion filed on July 17, 2018, a copy of which may be found here, the Third Circuit Court of Appeals affirmed the ruling of the Delaware District Court approving an asset purchase agreement over...more
The Bankruptcy Court for the District of Delaware recently held in In re Woodbridge Group of Companies, LLC that while Rule 3001 of the Bankruptcy Code provides a mechanism for transfers of claims, Rule 3001 is not a...more
On June 20, 2017, the United States Bankruptcy Court for the District of Delaware (the “Court”) issued an opinion in the bankruptcy cases of Woodbridge Group of Companies (collectively, the “Debtors”), sustaining the Debtors’...more
The June 20, 2018 decision by the Delaware Bankruptcy Court in Woodbridge Group of Companies, LLC should prompt those involved in claims trading to reassess transactions where the underlying documents have anti-assignment...more
The Delaware bankruptcy court recently decided that a debtor could not assign a trademark license absent the consent of the licensor. The court concluded that federal trademark law and the terms of the license precluded...more