Firm Founder Camisha L. Simmons, Esq. Honored as National Black Lawyers “Top 40 Under 40”

Firm founder Camisha L. Simmons has been named by The National Black Lawyers as one of its “Top 40 Under 40.”  The honor is bestowed upon outstanding Black attorneys under the age of 40 who exemplify superior leadership, reputation, influence, stature and profile as a black lawyer. Only 40 black lawyers from each state or region are selected for membership each year.

Lenders and Directors Beware of the Dead-Hand Proxy Put

Shareholder activism is on the rise.  And, shareholder litigation against public company boards and management often increases when a public company is underperforming in relation to its industry competitors and/or is experiencing financial distress. 

Bankruptcy and insolvency practitioners should, therefore, take note of recent shareholder litigation against company boards and lenders challenging “proxy put” provisions in debt agreements (“Loan Agreements”).  If a proxy put provision under a Loan Agreement is triggered, a default occurs and the lender may accelerate the debt under the Loan Agreement.  The default under the Loan Agreement may precipitate cross-defaults under other Loan Agreements which could ultimately land a public company in bankruptcy. 

 

 

Read this ABI Journal article which discusses proxy put provisions in Loan Agreements, as well as recent litigation in the Healthways case highlighting the dangers of the “dead hand” proxy put, and provides company directors and lenders with best practices for avoiding breach of fiduciary and aiding and abetting breach of fiduciary claims.

 

Download the article at http://www.simmonslegal.solutions/lenders-and-directors-beware-of-the-dead-hand-proxy-put.html

 

 

 

 

 

 

Camisha Simmons' Article "In Trump Entertainment Resorts Bankruptcy, Court Rules Federal Labor Law 'Trumps' Bankruptcy Stay" was published on Law.com

The article discusses a recent decision in the bankruptcy case In re Trump Entertainment Resorts, Inc., the United States Bankruptcy Court for the District of Delaware ruled that the automatic stay in bankruptcy was inapplicable to, and, accordingly, did not bar a labor union from contacting the bankrupt casino hotel’s customers and potential customers and discouraging them from doing business with the casino hotel.  In reaching its decision, the court determined that the federal Norris-LaGuardia Act trumps the stay, which is automatically triggered upon the filing of a bankruptcy case.

Read more: http://www.law.com/sites/camishasimmons/2015/07/30/in-trump-entertainment-resorts-bankruptcy-court-rules-federal-labor-law-trumps-bankruptcy-stay/#ixzz3hTiDecSV

Firm founder's lastest article published in July issue of American Bankruptcy Institute Journal

The oil and gas industry is in a state of uncertainty.  The price of crude oil, which is depressed and fluctuating, has fallen significantly in the past year.  Some exploration and production (E&P) and services companies in the industry have filed for bankruptcy protection while others are experiencing operational distress and may soon follow suit. 

One consequence of the decline in the price of crude oil is that E&P companies and the companies’ secured lenders may lose interests in oil and gas leases on property in which E&P companies are currently actively producing oil and/or gas.  This is so because for a lessee to avoid termination of an oil and gas lease on a lessor’s property, the lessee is required not only to produce oil and/or gas, the production must be in “paying quantities.” 

The article “Termination of Oil and Gas Leases for Failure to ‘Produce’” discusses a typical habendum clause of an oil and gas lease, the importance and definition of “production in paying quantities,” production in paying quantities litigation in bankruptcy, and best practices for parties holding interests in oil and gas leases that may terminate due to unprofitable production. 

Read more http://www.simmonslegal.solutions/termination-of-oil-and-gas-leases-for-failure-to--produce-.html

Camisha Simmons published an article on Law360 on May 14, 2015 titled “Rejection of Oil and Gas Leases May Prove Futile”

The oil and gas industry is experiencing uncertainty due to the depressed and fluctuating price of crude oil. Many companies in the industry may soon be forced into bankruptcy. Bankruptcy cases involving oil and gas assets present a number of complex issues. One such issue often litigated is the proper characterization of the nature of oil and gas lease interests.

The characterization of an oil and gas lease is of critical importance in bankruptcy because it determines whether or not the debtor-in-possession or trustee (“debtor”) may dispose of the interest under section 365 of the Bankruptcy Code.

This article discusses (i) assumption and rejection of oil and gas leases under section 365 of the Bankruptcy Code, in general; (ii) the protection provided for lessees’ interests in oil and gas leases that are considered “leases of real property;” and (iii) cases which highlight the futility of a debtor lessor’s rejection of an oil and gas lease that is characterized as a “lease of real property.”  Read more:  http://www.law360.com/projectfinance/articles/653737/rejection-of-oil-and-gas-leases-may-prove-futile

Camisha Simmons’ latest article titled “Bankruptcy Court Orders Bank to Disgorge Over $1.5 Million for Allowing Account Overdrafts” was published on Law.com

The article discusses a recent decision of the United States Bankruptcy Court for the Northern District of Iowa serves as a reminder that banks should proceed with caution when relaxing bank procedures to appease large account holders.  In the bankruptcy case Sarachek v. Luana Savings Bank (In re Agriprocessors, Inc.), the court ordered a bank to disgorge over $1.5 million for allowing repeated account overdrafts, which the chapter 7 bankruptcy trustee successfully argued were essentially short-term loans made to the debtor by the bank prior to the bankruptcy filing.  Read more: http://www.law.com/sites/camishasimmons/2015/05/10/bankruptcy-court-orders-bank-to-disgorge-over-1-5-million-for-allowing-account-overdrafts/

Simmons Legal Adds Katherine Britton as Of Counsel to the Firm

On April 9, 2015, the firm welcomed Katherine Britton as Of Counsel.  Ms. Britton has experience in both litigation and transactional matters.  She is licensed to practice law in Texas, Illinois and the District of Columbia. 

Camisha Simmons’ latest article titled “Bank Loses Mortgage in Bankruptcy Due to Mere ‘Technicality’" was published on Law.com

The article discusses a recent decision in the case Mbazira v. Ocwen Loan Servicing, LLC (In re Mbazira).  In that case, the United States Bankruptcy Court for the District of Massachusetts determined that a bank, which was an assignee of a mortgage, lost its mortgage in bankruptcy due to a faulty acknowledgment appended to the mortgage document.  The decision sends the message to borrowers that they can use bankruptcy as a device to wipe out otherwise valid mortgages encumbering property by pointing to purported flaws in a lender’s recording of the mortgage document in real property records.  Read more: http://www.law.com/sites/camishasimmons/2015/04/05/bank-loses-mortgage-in-bankruptcy-due-to-mere-technicality/#ixzz3Wpyuy5ZB

Firm Founder Named 2015 "Texas Rising Star" by Super Lawyers, a Thomson Reuters Rating Service

For the second year in a row, Camisha Simmons, founder and Managing Member of Simmons Legal PLLC, was named to the annual “Texas Rising Stars” list published by Super Lawyers magazine, a Thomson Reuters rating service.  No more than 2.5 percent of eligible lawyers in the state of Texas are named to the "Texas Rising Stars" list.

A New Law Firm is Born

On March 7, 2015, the law firm Simmons Legal PLLC was launched.  Simmons Legal PLLC is a woman-owned, minority-owned and veteran-owned transactional and civil dispute resolution and litigation law firm with a principal office in Dallas, Texas and a by-appointment office in New York, New York.  The firm was founded on three principles:  diversity, exceptional client service and entrepreneurialism​.