The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Shana Elberg—Partner, and Christine Okike—Counsel, Corporate Restructuring
Shana Elberg’s practice is concentrated on business reorganizations, cross-border, insolvency and bankruptcy matters. Shana has substantial experience advising clients in a variety of distressed situations and restructuring transactions, including prepackaged and prearranged bankruptcies, traditional Chapter 11 cases and out-of-court workouts and acquisitions. In 2017, Shana received the Burton Award for Legal Writing, and, in April 2012 she was recognized by Turnarounds & Workouts as an “Outstanding Young Restructuring Lawyer.” She serves on the firm’s diversity, hiring and summer associate committees. Shana is a graduate of Cornell University (School of Industrial and Labor Relations) and Cornell Law School.
Christine Okike has extensive experience advising a range of clients in complex corporate restructuring transactions, both in and out of court. In 2017, Ms. Okike was inducted into the International Insolvency Institute NextGen Leadership Program, which is intended to recognize the most prominent “Rising Stars” in the international insolvency area. Ms. Okike also was recently selected as an emerging leader in the American Bankruptcy Institute’s inaugural 40 Under 40 initiative. She is a graduate of Brown University and Columbia Law School.
Please provide an overview of what, substantively, your practice area entails.
Shana: I classify myself as a corporate attorney, handling mostly transaction-related work. Frequently I represent financially distressed or troubled companies, their boards, management, owners, creditors, lenders, investors and purchasers in connection with restructurings both in and out of court, financial recapitalizations, business reorganizations, acquisitions and liquidations.
Christine: Similar to Shana, I represent debtors, creditors, equity holders, strategic investors, distressed buyers and sellers, boards, management and other parties in all stages of complex restructuring transactions, including prepackaged, prearranged and traditional Chapter 11 cases, out-of-court workouts, distressed sales and acquisitions and cross-border proceedings. The variety of client roles makes my practice exciting and unique. Corporate restructuring also touches on almost every other substantive area of law, which allows me to work closely with my colleagues in a range of other practice areas.
What types of clients do you represent?
Christine: One of the interesting things about the corporate restructuring practice is the breadth of our client base. I have had the opportunity to work with clients across a number of industries including automotive, sports, entertainment, retail, energy, real estate, financial institutions, transportation, travel, health care, printing, tax, media and telecommunications.
Shana: I agree with Christine, representing a wide variety of clients is a great component of our practice. I advise companies that have experienced financial distress and other problems, whether due to industry/economic factors or other unexpected catastrophic events; creditors looking opportunistically to convert their distressed debt holdings into equity of a company; and banks looking to lend money to companies entering or exiting a bankruptcy proceeding.
What types of cases/deals do you work on?
Shana: What makes the job so exciting is there really is no “typical” representation for us. Each situation can be very unique. My clients have ranged from debtors, including SunEdison, Syms/Filene’s Basement and Mrs. Fields; to lenders, such as the ad hoc committee of second lien noteholders in the Peabody bankruptcy case; and also acquirers of distressed entities, including DISH Network Corporation as acquirer in the DBSD bankruptcy cases. But the matters I seem to get asked about the most are my NHL representations, including in connection with the Phoenix Coyotes and Dallas Stars bankruptcy cases.
Christine: My representations have included in-court and out-of-court restructurings of all sizes. Some of the larger matters I have worked on include Key Safety Systems in its $1.588 billion bid to acquire Takata Corporation through coordinated cross-border restructuring proceedings; Excel Maritime Carriers, a Greek shipping company, in its Chapter 11 case involving $1.1 billion of debt; and Travelport, one of the world’s largest providers of online travel services, in its out-of-court, cross-border restructuring involving $3.8 billion of debt.
How did you decide to practice in your area?
Shana: I was a tax attorney for the first six months of my career, but for a variety of reasons I chose to switch. I thought about becoming an M&A attorney, but the economy had started a major downturn, and the exciting work was happening in bankruptcy. For example, Enron and Worldcom were the two big cases at the time. So I picked the restructuring practice, not only because the work sounded interesting, but also because I liked the idea of knowing there would be plenty of work.
Christine: My path was a bit more linear. When I joined Skadden as a summer associate, I knew I wanted to be a corporate lawyer. My partner mentor was head of the Corporate Restructuring Group, and he quickly got me involved in our representation of Citibank in connection with its acquisition of Ameriquest Mortgage Company. By the end of the summer, I was sold on the fast-paced, multidisciplinary and strategic nature of the practice.
What is a typical day or week like in your practice area?
Christine: There is no typical day/week in this practice, which keeps things exciting. On a given day, I could be advising clients on complex restructuring issues, developing creative solutions to restructuring challenges, negotiating with a range of parties in interest to build consensus on a client’s restructuring strategy, working with financial advisors and investment bankers to determine the reorganization value of a business, securing DIP or exit financing for a company, revising a disclosure statement or plan of reorganization, reviewing case law, drafting pleadings and/or arguing a legal issue before the Bankruptcy Courts in New York or Delaware.
Shana: I agree with Christine that there is no typical day in corporate restructuring—which is why I love it! Every day brings a different challenge. One thing I love about Skadden is the high-level, unique and challenging work our clients bring us.
What is the best thing about your practice area?
Shana: There are two things about our practice that I particularly enjoy. First, many times we serve as a jack (or jane)-of-all-trades, in a half-lawyer/half-business adviser capacity. I like being involved in every aspect of a deal. Second, because many of our matters encompass issues relating to entire companies, we typically quarterback larger teams, pulled from many departments within the firm. So it’s a great opportunity to always work with different colleagues. In addition, the restructuring community (including those outside of Skadden) is fairly close-knit and is a great group of practitioners.
Christine: The best part about our practice is that our clients look to us to guide them through highly stressful situations and develop innovative solutions to their problems. There is a sense of accomplishment when we are able to help a company navigate complex restructuring issues, develop a successful restructuring strategy, build consensus among a diverse range of parties with competing interests and save thousands of jobs.
What is the most challenging aspect of your practice area?
Shana: The way our work ebbs and flows can be a bit of a challenge. Sometimes we are juggling multiple large transactions at the same time, and then we see an occasional pause as matters slow down and come to a close. The key is to make the most of quieter times (take trips, get in your doctor’s appointments, etc.) and make sure you are prepared as best as possible for the deluges that come. Organization and good teamwork (both in and out of the office) are key.
Christine: For me, the most challenging aspect of the practice is building consensus among numerous stakeholders with divergent interests. For example, in one of my recent representations, it took over a year and a half of complex negotiations between the debtor and its key constituencies to reach agreement on the terms of the company’s restructuring.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Shana: Fundamental bankruptcy and corporate courses are always helpful but I think the best learning experiences happen on the job. Take ownership of assignments, ask questions and think beyond what might have been asked of you. Look at those that are successful and see what makes them good at what they do. Shadow them by asking to accompany them to a court case, sitting in on conference calls or helping with pitches. Also, take advantage of inhouse training programs. In this job, you are always learning and should continue to learn and grow until the day you retire.
Christine: Bankruptcy is often referred to as “the last bastion of the generalist.” There is no specific set of skills to be a successful corporate restructuring attorney because the nature of the practice involves constantly learning about different businesses and substantive areas of law. My recommendation to someone who is interested in entering the practice is focus on developing strong problem-solving and consensus-building skills.
What misconceptions exist about your practice area? What do you wish you had known before joining your practice area?
Shana: Many people outside the firm assume we are a debtor-only (company-side) practice. Although we have a high percentage of debtor work compared to other firms, we also have a robust practice representing boards, management, owners, creditors, lenders, investors, purchasers and other parties in interest.
Christine: One of the biggest misconceptions about our practice area is that we solely focus on liquidating companies. To the contrary, the primary goal of the corporate restructuring practice is to save companies by providing them with the opportunity for a fresh start.
What is unique about your practice area at your firm, and how has it evolved since you have been at the firm?
Shana: Restructuring is an interesting amalgamation of a lot of other areas of law, and we consistently work with many other departments within the firm on any given deal. I think restructuring has evolved over the years to be a valuable and effective tool to solve many problems for a company (financial or otherwise). Bankruptcy is no longer a simple remedy to an insolvent balance sheet. Business solutions can be shaped using out-of-court restructurings or through bankruptcy court proceedings.
Christine: Creativity defines Skadden’s corporate restructuring practice. Many of our restructurings are the first of their kind. We are constantly pushing the limits of what has been done in the past to achieve our clients’ objectives, and in the process we play a central role in developing and shaping bankruptcy law.
What activities do you enjoy when you are not in the office, and how do you make time for them?
Shana: Cliché as it sounds, I like to spend time with my family. I have two kids and two dogs, and I am married to another lawyer! So finding family time is a must. Technology allows me to be home most nights and weekends. We love to travel and discover new experiences. My husband and I also have become big fans of Peloton, which is essentially an in-home, internet-connected spin bike that allows me to work out on my own schedule!
Christine: When I’m not in the office, I enjoy spending time with family and friends, playing basketball and football, biking, hiking, running and hanging out with my chocolate Labrador retriever. I also enjoy giving back to the broader community through my involvement with several nonprofits in New York City. While I take pride in my work, I recognize the importance of maintaining a healthy work-life balance.