Jonathan Friedland

Jonathan P. FriedlandPartner

  • Chicago: (312) 704-2770
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JONATHAN FRIEDLAND is a partner with Sugar Felsenthal Grais & Hammer, LLP.  Although based in Chicago, he is licensed to practice in Arizona, Illinois, New Jersey, and New York.  He views his job very simply:  to make clients money whenever possible and to protect their interests at every turn.  Jonathan holds the highest possible rating from Martindale-Hubbell (AV® Preeminent™) and AVVO (10/10), has been repeatedly recognized as an Illinois “superlawyer” in the areas of Business/Corporate Law and Bankruptcy & Creditor/Debtor Rights, has been named several times as a “Leading Lawyer” by Leading Lawyers Magazine, and has received several other similar distinctions. 

Jonathan’s transactional work includes serving as outside general counsel to a number of closely held businesses and their respective principals; representing private equity funds and others in their M&A activities; advising investors; and representing lenders and equipment lessors.  The wide range of issues he regularly advises on include:  fiduciary duties; structuring issues (between shareholders, members, joint ventures, etc.); credit negotiations; general contract issues; succession planning, employee matters, and litigation.  Jonathan is on the editorial board of The Corporate Counselor.

Jonathan has extensive experience in guiding companies and their constituents through a variety of challenging situations.  He represents companies in distress, their owners and boards of directors, official and ad hoc creditor committees, buyers, and other stakeholders in bankruptcy cases, assignments for the benefit of creditors, receiverships, and out-of-court workouts.  And while he is not a trial attorney, his clients trust and depend on his high level strategy acumen in dealing with litigation matters and other disputes.  Jonathan is lead author of Strategic Alternatives for Distressed Businesses, and Commercial Bankruptcy Litigation, each published by West.  He is also the general editor of A Comparison Shopping Guide for 363 Sales, a 250 page treatise published by the American Bankruptcy Institute.

Jonathan has been profiled, interviewed, and/or quoted in numerous publications, including Buyouts Magazine; Smart Business Magazine; The M&A Journal; Inside Counsel; LAW360; Business Week.com; The Bankruptcy Strategist; Dow Jones Daily Bankruptcy Review; Bankruptcy Court Decisions; Dow Jones LBO Wire; and The Daily Deal. Jonathan graduated from the State University of New York at Albany, magna cum laude, in 1991 (after three years of study) and from the University of Pennsylvania Law School in 1994.  He clerked for a federal judge before entering private practice.  He was an Adjunct Professor of Strategic Management at the University of Chicago’s Graduate School of Business for several years and was the 2006 Clayton Center for Entrepreneurial Law Visiting Professor of Business Law at the University of Tennessee College of Law.  Jonathan was a partner with Kirkland & Ellis before joining SFGH. 

Jonathan is also the founder and chairman of DailyDAC, LLC, d/b/a Financial Poise™ (an on-line provider of continuing education, information, and business intelligence for business owners, investors, and their respective trusted advisors).

Memberships

  •  American Bankruptcy Institute, Past Director; Past co-executive editor of its flagship publication, the ABI Journal.

  • Association for Corporate Growth.

  • Turnaround Management Association.  Past education co-chair of the Chicago/Midwest chapter of TMA.

 

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Honors



Selected by peers as a Leading Lawyer in: Bankruptcy & Workout Law: Commercial; Creditor's Rights/Commercial Collections Law (2008 - 2017)

Adjunct Professor of Strategic Management, University of Chicago Graduate School of Business.  In this capacity, co-taught (with James H.M. Sprayregen), course titled “Failure – Grave to Cradle Corporate Restructuring.” (Fall 2007 through Fall 2009).

Inaugural “Clayton Center for Entreprenurial Law Visiting Professor” at the University of Tennessee College of Law.  In this capacity, Mr. Friedland taught courses on corporate law (covering, among other topics, entity formation, fiduciary duties, securities regulation, and mergers and acquisitions) and chapter 11 restructurings.(Fall 2006).

Law Clerk for U.S. Bankruptcy Court, Northern District of Illinois (1994-1995).

Rated AV® Preeminent™ by Martindale-Hubbell.This is the highest possible rating, awarded to less than 14% of all U.S. attorneys.

Rated as “Superb” (10 out of 10) by the attorney rating service, AVVO.

LawDragon – LawDragon 500 Finalist.

Retired Member, Horace Rumpole Inn of Court.

Publications

Speaking Engagements

Civic & Professional

Editorships

  • The Corporate Counselor (Editorial Board)

  • American Bankruptcy Institute Law Review (Advisory Board; retired)

  • Norton Bankruptcy Law and Practice (Principal Contributing Editor)

  • American Bankruptcy Institute Journal (Executive Editor for three years; retired)

  • Pre-Bankruptcy Planning for the Commercial Reorganization (American Bankruptcy
    Institute/2008) (Editor)

  • A Comparison Shopping Guide for 363 Sales (American Bankruptcy Institute/2009)
    (Editor)

Books

Treatise Chapters

  • Norton Bankruptcy Law and Practice, Principal Contributing Editor (Thomson/West).

  • Fraudulent Transfers, ASSET PROTECTION PLANNING (Illinois Institute for Continuing Legal Education).

  • Going Out of Business Sales, BUSINESS BANKRUPTCY ACQUISITIONS (American Bankruptcy Institute).

  • Representing the Chapter 11 Debtor, BUSINESS BANKRUPTCY PRACTICE (Illinois Institute for Continuing Legal Education).

  • Representing the Unsecured Creditor, BUSINESS BANKRUPTCY PRACTICE (Illinois Institute for Continuing Legal Education).

  • Financing a Chapter 11 Case:Debtor in Possession Financing, REORGANIZING FAILING BUSINESSES (Third Edition) (American Bar Association (forthcoming)

Jonathan P. Friedland's recent or notable engagements and experience includes:

Experience

  1. Corporate & General Commercial.  Jonathan represents private equity and hedge fund sponsors in connection with their corporate governance and M&A activity.  Jonathan represents private companies in all aspects of their affairs.  He has served as outside general counsel to a number of companies.  Examples include Giving Tree Associates (consulting); Hyper Microsystems, Inc. (reverse logistics); KCP Advisory (turnaround management); Learnpad Group (educational software and hardware); Westheimer Corp. (musical instruments distribution).  PE and hedge fund sponsors Jonathan has worked with as lead counsel include:  Alterna Capital, Equity Group Investments, Gerchen Keller Capital, Kairos Capital Partners, Granite Creek Partners, Lake Pacific Partners, Lyon Capital Ventures, MFP Investors, Senator Investment Group, Talon Asset Management, Thunderbird Group, Thoma Bravo, Versa Capital, Vertex Capital, Waud Capital.  Additionally, while not a courtroom litigator, Jonathan regularly leads strategy and tactics with respect to a host of business litigation matters, including business fraud, business “divorce,” non-compete breaches, wrongful termination cases, interference with contact matters, breach of fiduciary duty, and successor liability.  His bankruptcy litigation experience includes involuntary, discharge, dismissal, lift stay, preference, fraudulent conveyance, equitable subordination, substantive consolidation, and confirmation issues. 

  2. Restructuring and Insolvency.  Jonathan is the principal author and editor of a treatise on bankruptcy litigation and a treatise on bankruptcy alternatives.  He regularly serves as lead counsel to debtors, committees, boards of directors, and other parties in situations of distress.  He regularly advises a number of companies in their capacity as creditors in insolvency situations.  Examples of public companies for which he has served in such a role include Crate & Barrel; MicroStrategy, Inc., and World Fuel Services. Moreover, as constituents are commonly better served when bankruptcy can be avoided, Jonathan has become expert at using (and, in fact, a leader in the development of) alternatives to bankruptcy (i.e. assignments for the benefit of creditors; Article 9; composition agreements) to achieve his clients’ goals.  Restructuring/insolvency matters sometimes involve bad people doing bad things, and Jonathan has helped companies deal with directors/officers have committed fraud and counseled sophisticated boards grappling with very difficult ethics issues.

  3. Other.  Jonathan’s has wide experience in other legal matters.  A few examples include:  (a) representing asset-based lenders and equipment lessors in making loans and leasing equipment; (b) writing non-consolidation opinion letters in the context of loan securitizations; (c) advising start-ups on formation and operations; (d) litigating on behalf of for competitive local exchange carriers in front of their regulatory body; (e) dealing with IP trolls; and (f) counseling clients regarding extortion threats. 

Representative Buy/Sell Representations / Investment Activities as Lead Counsel

  • 2016-  Represented several private equity and hedge funds in their acquisition and investment activities.
  • 2016- Represented purchaser of about $200 million of assets under management from registered investment advisor.
  • 2015- Represented Alpha Fiduciary in its acquisition of Leavitt Financial, a financially troubled registered investment advisor.
  • 2015- Represented Echelon Capital in its acquisition of manufacturer of locker storage systems through Article 9.
  • 2014- Represented $10 million subordinated debt investment by infrastructure-focused PE fund in an energy company.
  • 2014- Represented senior management in connection with sale of management consulting firm to investment bank.
  • 2014- Represented seller of gambling operations to competitor.
  • 2013- Represented employment background checking firm in purchase of competitor.
  • 2013- Represented purchaser of coal-fired power plant out of Dynegy Holdings Chapter 11, Case No. 11-38111, in Southern District of New York.
  • 2013- Represented purchaser of proprietary trading platform out of Peregrine Financial Group Chapter 11, Case No. 12-27488, in Northern District of Illinois.
  • 2013- Represented seller of Small World Toys (toy manufacturer and distributor) to industry buyer
  • 2012- Represented purchaser of substantially all of the assets of Orren Pickell Designers & Builders, LLC out of an assignment for the benefit of creditors in Illinois.
  • 2012- Represented seller of Naturade (vitamin manufacturer) to financial buyer.
  • 2011- Represented purchaser of assets of Smarterville IP, LLC, out-of-court.
  • 2010- Represented financial buyer in purchase of multi-unit jewelry retailer.
  • 2009- Represented purchaser of all returned goods out of Circuit City Chapter 11, Case No. 08-35653 in Eastern District of Virginia.
  • 2009- Represented purchaser of all overstock goods out of Steve & Barry’s Chapter 11, Case No. 08-14604 in Southern District of New York.

Representative Assignment for the Benefit of Creditor and Wind Down Matters

  • 2016- Representing an auto repair shop in considering its strategic options with respect to winding up its business.
  • 2016- Represented homebuilder in connection with assessing its options to deal with its insolvency. 
  • 2016- Represented the Assignee in the assignment for the benefit of creditors of The American Group.
  • 2015- Represented Tapco Supply, Inc. in its assignment for the benefit of creditors and sale to a buyer.   
  • 2015- Represented in Big Bay Lumber in its assignment for the benefit of creditors.
  • 2015- Represented Tria Boutique in its wind down.

Representative Chapter 11 Debtor Representations as Lead Counsel

  • Agri-Fine, Inc. - Case No. 07-61947 in Bankruptcy Court for the Northern District of Illinois.   Prior to its bankruptcy filing, Agri-Fine Inc. was the nation’s largest producer of acidulated soapstock.  The Debtor was formed in 1984 for the primary purpose of manufacturing an all-vegetable, virgin oil, from a co-product called soapstock, for use as a highly nutritional, all-vegetable ingredients for the livestock feed industry.  Due to a prepetition fall in commodity prices, costly expenditures and the loss of a major supplier, Agri-Fine was forced to file for chapter 11.  During the case, SFGH oversaw the negotiation of numerous outstanding and complex negotiations, including issues with the state and local government, executory contracts for train rail cars, and ongoing litigation with other parties.  SFGH additionally managed the sale of the debtor’s assets to a competitor, thereby saving jobs.
  • Hydraulic Technologies, Inc. - Case No. 07-61947 in Bankruptcy Court for the Northern District of Ohio.  This $50 million-revenue OEM supplier was a portfolio company of Oryx Capital.  Mr. Friedland and his team prepared an emergency Chapter 11 filing over the course of a long weekend that ultimately concluded with the successful sale of substantially all of the debtor's assets in a §363 sale.
  • Musicland Holdings, Inc. - Case No. 06-10064 in Bankruptcy Court for Southern District of New York.  Mr. Friedland represented this 1,000 chain store through the consummation of its $100 million asset sale to Trans World Entertainment Corporation.
  • Cable & Wireless, Inc., - Case No. 03-13711 in Bankruptcy Court for the District of Delaware. Mr. Friedland led the confirmation process in this case, which resolved in excess of $6 billion in claims against the debtors.
  • Polymer Group, Inc. - Case No. 02-05773 in Bankruptcy Court for District of South Carolina.  Mr. Friedland represented Polymer Group, Inc., a leading worldwide manufacturer, in its Chapter 11 reorganization.
  • HomeLife Corporation - Case No. 01-02412 in Bankruptcy Court for District of Delaware  Mr. Friedland led this 100+ furniture retailer's store from its bankruptcy prepetition through confirmation of its Chapter 11 plan.
  • Globe Manufacturing Corp. - Case No. 01-70115 in Bankruptcy Court for Northern District of Alabama.  Mr. Friedland prepared this company for Chapter 11 and then served as its §327(c) counsel in connection with its sale to a strategic acquirer.

Representative Chapter 11 Committee Representations as Lead or Co-lead counsel

  • World Marketing Chicago, LLC, et al. - Case No. 15-32968 in the Bankruptcy Court for the Northern District of Illinois.
  • CRP-2 Holdings, AA, L.P.- Case No. 15-24683 in the Bankruptcy Court for the Northern District of Illinois.
  • Alliant Manufacturing, LLC- Case No. 14-21229 in the Bankruptcy Court for the Northern District of Illinois.
  • Hartford Computer Hardware, Inc. – Case No. 11-49744 in the Bankruptcy Court for the Northern District of Illinois.
  • Argentum Medical, LLC. - Case No. 11-25515 in the Bankruptcy Court for the Northern District of Illinois.   
  • Gas City, Ltd. - Case No. 10-47879 in the Bankruptcy Court for the Northern District of Illinois. 
  • New Creative Enterprises, Inc. - Case No. 08-17134 in the Bankruptcy Court for the Southern District of Ohio. 
  • InGEAR Corporation. - Case No. 08 B 02824 in the Bankruptcy Court for the Northern District of Illinois.
  • Universal Food & Beverage, Inc. - Case No. 07 B 15955 in Bankruptcy Court for the Northern District of Illinois.
  • Capital Engineering & Manufacturing Company. - Case No. 06 B 09747 in Bankruptcy Court for the Northern District of Illinois.  This case was filed as a result of a shareholder dispute and then lingered for nearly a year. The dissident shareholders sought to convert the case to Chapter 7.  The Debtor sought to sell the assets to insiders.  A client was a creditor of Capital Engineering and Mr. Friedland was asked to get involved.  Mr. Friedland helped the client to organize an informal committee of creditors, then persuaded the United States Trustee to appoint an official committee and to appoint the members of the unofficial committee to be the members of the official committee.  Less than two months after Mr. Friedland got involved in the matter, there was a successful sale and subsequent 100% distribution to non-insider unsecured creditors, without the cost or time delay of a Chapter 11 plan.