Law firms filing for bankruptcy may have made legal business headlines during the first week of October, but it’s still the work for more lucrative—and yet insolvent—clients that keeps most Big Law restructuring practices busy.
American Tire Distributors Inc. and Mattress Firm Inc. both filed for Chapter 11 protection this week in Delaware. The former, owned by a pair of private equity firms, has struck a deal with bondholders to slash about $1.1 billion in debt. Mattress Firm, the largest U.S. mattress retailer, plans to close up to 700 stores in what it hopes will be a two-month stint in bankruptcy court.
Kirkland & Ellis and Sidley Austin, two Am Law 100 firms with Chicago roots, have picked up lead debtors’-side roles in each respective bankruptcy case. American Tire, which earlier this year hired Gail Sharps Myers to become its new general counsel, is being advised by Kirkland restructuring partners Anup Sathy and Chad Husnick in Chicago. Laura Davis Jones, a name partner and member of the management committee at bankruptcy boutique Pachulski Stang Ziehl & Jones in Wilmington, Delaware, is serving as local counsel to the debtor.
Neither Pachulski Stang nor Kirkland have yet filed billing statements with the bankruptcy court detailing their work on behalf of American Tire. The Huntersville, North Carolina-based company was sold for $1.3 billion in 2010 to Fort Worth-based buyout giant TPG Capital LP. The latter then sold half of its American Tire stake in 2015 to Ares Management LP, a Los Angeles-based investment firm, for $805 million. Simpson Thacher & Bartlett and Cleary Gottlieb Steen & Hamilton advised TPG on its 2010 purchase of American Tire, which turned to Gibson, Dunn & Crutcher for outside counsel on that transaction. Ropes & Gray advised TPG in 2015 on its deal with Ares, which was advised by Sullivan & Cromwell.
Bankruptcy court filings show that Weil, Gotshal & Manges and Milbank, Tweed, Hadley & McCloy are now representing TPG and Ares, respectively, in American Tire’s Chapter 11 case, which was filed on Oct. 4. American Tire’s financial state took a hit earlier this year when Bridgestone Corp. and Goodyear Tire & Rubber Co. cut their ties to the company. The decision by both major tire manufacturers to essentially cut out the middleman helped disrupt an 80-year-old business model, according to Bloomberg.
Houston-based Mattress Firm, which began its Chapter 11 proceedings on Oct. 5, has watched its own business by disrupted by new market entrants such as e-commerce giant Amazon.com Inc. and mattress-making upstart Casper Sleep Inc. Mattress Firm was sold in August 2016 to South Africa’s Steinhoff International Holdings NV in a $2.4 billion deal that yielded roles for Ropes & Gray and Linklaters. That sale, which saw the husband of a former Linklaters associate eventually receive a 15-month prison sentence on insider trading charges, came less than a year after Norton Rose Fulbright took the lead for Mattress Firm on its $780 million acquisition of Hicksville, New York-based HMK Mattress Holdings, owner of the Sleepy’s bedding brand. (Kindel Elam, a former senior associate at Fulbright & Jaworski, serves as Mattress Firm’s general counsel.)
Sidley restructuring partners Bojan Guzina in Chicago and Gabriel MacConaill in Los Angeles are leading a team from the firm advising Mattress Firm in bankruptcy court that also includes partner Edmon Morton from Delaware’s Young Conaway Stargatt & Taylor. Neither firm has yet filed statements with the bankruptcy court.
Mattress Firm hopes to shave off some of its more than $3 billion in debt via a Chapter 11 process that it hopes to conclude within 45 to 60 days. Last year Mattress Firm tapped Texas-based Hicks Thomas for a suit against a real estate brokerage that it blamed for encouraging it to embark on a disastrous expansion plan. Hicks Thomas and Akerman are currently representing Mattress Firm in a trademark infringement suit filed against the company in a Tampa federal court on Aug. 28 by Tempur-Pedic North America LLC.
The plaintiff, a subsidiary of Lexington, Kentucky-based mattress maker Tempur Sealy International Inc., accuses Mattress Firm of selling products that bear a strong resemblance to its own bedding products. Seyfarth Shaw and Tampa’s Rumberger Kirk & Caldwell are advising Tempur-Pedic in the matter. Tempur Sealy and Mattress Firm, which have previously sparred over trademark issues, broke off business ties after a distribution deal was terminated in January 2017.