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Breach of Contract › Lenders › Credit Agreements

Jones Day

Fifth Circuit Rules that Serta Simmons Uptier Violated Credit Agreement, Rejects Equitable Mootness as Bar to Review of Chapter 11...

Jones Day on

In In re Serta Simmons Bedding, LLC, 125 F.4th 555 (5th Cir. 2024), as amended, No. 23-20281 (5th Cir. Jan. 21, 2025), revised and superseded, No. 23-20181 (5th Cir. Feb. 14, 2025), reh'g denied, No. 23-20181 (5th Cir. Feb....more

DLA Piper

Fifth Circuit Rules that Serta Simmons Bedding, LLC’s 2020 Uptier Transaction Violated Pro Rata Distribution Covenant

DLA Piper on

In a landmark ruling, the US Court of Appeals for the Fifth Circuit ruled that a June 2020 refinancing transaction (the Uptier Transaction) entered by Serta Simmons Bedding, LLC (SSB, or the Debtor) and certain of its lenders...more

Akin Gump Strauss Hauer & Feld LLP

Serta - Fifth Circuit Decision

Akin Gump Strauss Hauer & Feld LLP on

On December 31, 2024, the U.S. Court of Appeals for the Fifth Circuit issued its long-awaited decision regarding the permissibility of the Serta Simmons Bedding (Serta) uptier liability management exercise (the 2020 Uptier)...more

Morrison & Foerster LLP

Latest Uptier Decisions in Serta and Mitel Remind Contract Language Matters

Morrison & Foerster LLP on

The caselaw on “uptiers” as liability management exercises (LMEs) grew by two opinions on the last day of 2024. In Serta, the Fifth Circuit reversed the bankruptcy court’s blessing of the pre-bankruptcy uptier and...more

Goodwin

Breach of Contract and Implied Covenant of Good Faith Claims Survive Motion to Dismiss in Boardriders Uptier Exchange Dispute

Goodwin on

​​​​​​​Lenders seeking to challenge controversial, often punitive, liability management transactions scored a recent win in Boardriders. The transaction at issue, a priming uptier exchange transaction favoring certain...more

A&O Shearman

The COVID-19 Crisis and Force Majeure in Credit Agreements

A&O Shearman on

With respect to lender performance obligations (including to fund advances) under a New York law governed credit agreement, the COVID-19 crisis raises a question as to whether lenders may invoke force majeure (or similar...more

Morris James LLP

Court Of Chancery Interprets Credit Agreement And Declines To Consider Alleged Oral Modification

Morris James LLP on

This decision interpreting a credit agreement’s terms is another reminder that an alleged oral modification to a written contract will not vary the contract’s terms when it has an integration clause and otherwise speaks to...more

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