Alice Belisle Eaton

Paul, Weiss advised entities advised by affiliates of global alternative investment manager Centerbridge Partners, L.P., in the formation of a fully funded $120 million “first-in, last-out” (FILO) facility as part of Sabre Securitization LLC’s expansion of its existing accounts receivable securitization facility from $200 million to $235 million. Sabre Securitization is an indirect subsidiary of Sabre Corporation, a leading technology provider to the global travel industry. The increased accounts receivable facility also includes a $115 million revolving tranche provided by existing lender PNC Bank N.A., alongside the Centerbridge FILO facility. The new FILO facility and amendment and extension to Sabre’s existing accounts receivable facility continue a series of recent transactions focused on strengthening Sabre’s balance sheet, bolstering its liquidity and enhancing its financial flexibility. The Paul, Weiss team was led by partners Paul Basta, Robert Zochowski and Alice Eaton and corporate counsel Mikhel Schecter, and included corporate partner Suhan Shim.

Apr 3

1 min

Attorneys from Paul Weiss Rifkind Wharton & Garrison LLP led Rite Aid through its second reorganization in two years and won approval for the sale of DNA testing company 23andMe over the objections of state regulators, earning the firm a place among the 2025 Law360 Bankruptcy Groups of the Year. The firm also handled the $8 billion bankruptcy of Diamond Sports Inc. and won a pair of circuit court appeals relating to uptier transactions — one representing debtor Mitel and one representing a lender excluded from a liability management transaction by Serta. Paul Weiss attorneys had a long history with the Rite Aid case because they had represented creditors of the company in the pharmacy chain's 2023 bankruptcy. Those creditors ended up in possession of the company through a debt-equity swap, but financial and operational challenges persisted, especially on the retail side of the business, and the company filed a "Chapter 22" in May 2025, less than a year after the first plan confirmation. The Chapter 22 presented challenges including "lender fatigue" as well as fatigue from employees, who "had been living in an environment of financial distress," partner Alice Eaton told Law360. Starting out with the aim of disposing of Rite Aid's assets to pay down debt, the team focused on a part of the business that seemed more viable, namely the "back-office" pharmacy, or the part of the pharmacy business consisting of filling prescriptions, sans the retail side. Rite-Aid sold the prescriptions themselves to competitors such as CVS and Walgreens. That was not without its own challenges, however, because of the high stakes of getting medications to patients who rely on them. "We managed to sell the prescriptions without a single incident of delay or problems," Eaton said. The debtor handed supplier and trade creditor McKesson the keys to the reorganized Rite-Aid and emerged from bankruptcy Dec. 31 "with minutes to spare," she said. Another major case for the firm was the Chapter 11 case of genetic testing company 23andMe, which "became quite a lightning rod in Congress," partner Paul Basta said, as the potential sale of the company's main assets — customers' genetic data — raised privacy fears. In one of the first bankruptcies involving such an asset, 23andMe fielded objections from state attorneys general to a planned sale to a nonprofit controlled by 23andMe shareholder Anne Wojcicki. "Privacy laws prohibit companies from transferring an individual's genetic data, but they don't prevent changes in ownership as long as the new owner agrees with the privacy policy," Basta said. The states took the position that the sale was a transfer of genetic data, while 23andMe argued that it was the equity of the company owning the genetic data that was being transferred, with the privacy policy unchanged. The court agreed with the company, finding state privacy laws did not apply — and the continuity in ownership helped, Basta said. "The judge felt the result was particularly fair because it was the same owner, and as a practical matter I don't think the consumer is in a worse position," he told Law360. The case, filed in March 2025, was also an important opportunity for junior attorneys' development, Basta added, noting that associates Grace C. Hotz, Jessica I. Choi and Lauren Castillo did a significant portion of the work in the case and had "great interactions with the court." Another significant challenge was the Chapter 11 bankruptcy of Diamond Sports Group, which began in 2023 and concluded in January 2025. The sports broadcasting company was not merely $8 billion in debt — of which it clawed back nearly $500 million through a fraudulent conveyance suit against parent Sinclair Inc. — but also had an antiquated business model based on customers paying for cable in order to watch sports. "You had to fix not only the balance sheet but fix the business, especially an industry that's going through so much change," partner Brian Hermann said. The solution was pivoting from television to a streaming deal with Amazon, which helped the company face the NHL, MLB and NBA in broadcast rights negotiations with surer footing. "In order to move from a legacy cable business to a streaming business, we needed a partner that gave us a lot of credibility with the leagues and the teams," Hermann said. "It gave us credibility with the judge that we had a viable business with Amazon." It also inked a naming rights deal with gambling company FanDuel, which gave it "a little more panache," he added. The 70-lawyer bankruptcy department — mostly based in New York, but with a growing London contingent — also prides itself on bankruptcy litigation, Hermann added. In addition to suing Sinclair in the Diamond Sports bankruptcy and obtaining a $495 million mediation judgment, the firm won favorable decisions in two appellate cases stemming from liability management transactions. In December 2024, the Fifth Circuit struck down Serta Simmons Bedding's 2020 uptier transaction, siding with lenders excluded from the uptier. At the same time, the Appellate Division of the New York Supreme Court dismissed challenges to telecom Mitel's 2022 uptier. The practice has adopted a strategy of cultivating a diverse practice with a mix of debtor- and creditor-side work and transactions outside of court, Basta said. "We're one of the firms that has a very balanced practice; we try to solve whatever problem we can solve," he said. "We try to organize ourselves to be responsive to whatever the market needs."

Jan 29

4 min

Paul, Weiss advised Roark Capital Group in its acquisition of Subway Restaurants, one of the world’s largest quick service restaurant brands. The deal combines Subway’s global presence and brand strength with Roark’s deep expertise in restaurant and franchise business models. Financial terms of the transaction were not disclosed. The Paul, Weiss team was led, among others, by corporate partner Jeffrey Marell, and included, among others, partners Suhan Shim, Charles Pesant, Victoria Forrester, Robert Zochowski, Brian Janson, Megan Spelman, Marco Masotti, Aaron Schlaphoff and Manuel Frey, and counsel Hilary Christian, David Sobel, Stephen Koo, Mikhel Schecter, Andrew Day and Jennifer Songer; tax partners Matthew Jordan and Scott Sontag; litigation partners Jacqueline Rubin, Roberto Finzi and Paul Brachman; intellectual property partner Claudine Meredith-Goujon and counsel Elana Bensoul; executive compensation partner Lawrence Witdorchic and counsel Jacob Glazeski; restructuring partners Kyle Kimpler and Alice Eaton; and antitrust counsel Marta Kelly and Chad de Souza.

Apr 30

1 min

A Delaware bankruptcy court Thursday gave final confirmation of a Chapter 11 plan proposed by iRobot Corp., the maker of the Roomba robot vacuum, that calls for eliminating $257 million in debt and transferring ownership of the company to its secured creditor. During a hearing in Wilmington, U.S. Bankruptcy Judge Brendan L. Shannon approved the reorganization proposal and disclosure statement, about one month after the debtor filed for bankruptcy. Under the plan, control of the business will be handed over to its primary manufacturer and secured creditor, Shenzhen Picea Robots Co. Ltd., and its subsidiary Santrum Hong Kong Co. Ltd., also known as Picea HK. "I place significance also on the fact that the debtors are here today on an uncontested basis, having successfully resolved issues, informally or formally raised by various stakeholders, including the United States trustee and the United States," the judge told the parties. Counsel for the debtor cited broad support from its major stakeholders. The two voting classes, holders of first-lien claims and those holding Picea HK supply agreement claims, also voted to accept the plan. "We are … pleased to be here today on a fully consensual basis," John T. Weber of Paul Weiss Rifkind Wharton & Garrison LLP told the court for iRobot. "Today's hearing is the culmination of the debtor's extensive efforts over the last several months, working with their key stakeholders to implement value maximizing and comprehensive restructuring." The debtor received informal responses from Lexon Insurance Co., Oracle America Inc., Atlantic Specialty Insurance Co. and the U.S. Trustee's Office, and has resolved all related issues in the modified plan. The U.S. Department of Justice warned late Tuesday that certain transactions contemplated in iRobot's Chapter 11 may be subject to review by the Committee on Foreign Investment in the U.S., the interagency body charged with evaluating national security risks arising from foreign investment in U.S. businesses. "The debtors and Picea have already engaged constructively with the applicable regulators, including CFIUS agencies on data protection and security, and Picea is taking steps to ensure data security," Weber said. He added that the Justice Department is not objecting to the confirmation and the debtor confirmed with the government that nothing in the plan limits any federal regulatory powers. Massachusetts-based iRobot filed for Chapter 11 protection Dec. 14 with a prepackaged plan supported by a restructuring support agreement with Picea. Best known for its robotic vacuum cleaners, of which it has sold 50 million units since launching in 2002, iRobot has struggled amid declining demand and tariffs on products manufactured in China and Vietnam, according to a first-day declaration. A proposed merger with Amazon failed to clear regulatory hurdles in 2022, and a potential sale fell through in October, leading to the bankruptcy filing, the company said. Under the bankruptcy plan, all of iRobot's funded debt would be converted into equity. All first-lien claims and Picea HK supply agreement claims would be equitized, giving Picea HK 100% ownership of the reorganized company's new common equity, according to a filing. Existing equity interests would be canceled on the plan's effective date, while general unsecured claims and other priority and secured claims would remain unimpaired and be treated in the ordinary course. Once it emerges from bankruptcy, iRobot would become privately held, delist from the Nasdaq and operate under the ownership of Picea HK. The company's plan also calls for postbankruptcy governance changes, including creating a Delaware subsidiary, iRobot Safe Corp., to strengthen safeguards for personal and sensitive data. The debtor is represented by Sean T. Greecher, Andrew L. Magaziner, Shella Borovinskaya and Kristin L. Cardoza of Young Conaway Stargatt & Taylor LLP and Paul M. Basta, Alice Belisle Eaton and John T. Weber of Paul Weiss Rifkind Wharton & Garrison LLP. The government is represented by Kirk Manhardt, Rodney Morris and Dominique V. Sinesi of the U.S. Department of Justice. The case is In re: iRobot Corp., case number 1:25-bk-12197, in the U.S. Bankruptcy Court for the District of Delaware.

Jan 22

3 min

The Department of Justice has notified the Delaware bankruptcy court that an evaluation of Roomba maker iRobot's proposed Chapter 11 plan transactions by the Committee on Foreign Investment in the U.S. could postpone those deals on the eve of a plan confirmation hearing. In a notice posted to the case docket of iRobot late Tuesday, attorneys from the Commercial Litigation Branch of the Justice Department said the debtor's plan transactions that would hand the company over to Hong Kong-based secured creditor Shenzhen Picea Robots Co. Ltd. may be subject to review by CFIUS to ensure the deal isn't a threat to national security. The government "submits this notice to inform the court that one or more transactions contemplated by the debtors may be subject to review by the Committee on Foreign Investment in the United States ..., which could affect the ability of the parties to complete the transactions, the timing of completion, or relevant terms," the notice said. "Bankruptcy courts have previously acknowledged that potential national security concerns (including CFIUS review) are relevant factors in bankruptcy proceedings." Two members of Congress sent a letter Jan. 8 to U.S. Treasury Secretary Scott Bessent, who chairs CFIUS, that highlighted their concerns with the proposed transactions, including that it would give access to private consumer data to a company with close ties to the People's Republic of China. U.S. Reps. Ritchie Torres, D-N.Y., and Zach Nunn, R-Iowa, said in their joint letter that modern Roomba autonomous vacuum cleaners operate with sophisticated mapping technology, cameras and sensors that have collected detailed floor plans and other spatial data from tens of millions of American homes. "This sensitive information, in the hands of a PRC-funded entity, could be exploited for surveillance purposes or to advance the Chinese Communist Party's broader intelligence-gathering objectives," the lawmakers said. "We must not allow our bankruptcy laws to become a back door for the CCP to acquire sensitive American technology and access to the private data of American citizens," the letter continued. Torres and Nunn added that national security laws in China require companies to cooperate with that country's national intelligence services and share data on request. They said Picea Robotics — the parent of iRobot's largest secured creditor and recipient of 95% of the debtor's equity under the Chapter 11 plan — has been part of China's "Little Giants" program that assists small- to medium-sized businesses with direct government assistance. The transfer of significant intellectual property assets that cover autonomous navigation, artificial intelligence and robotics with dual-use applications could aid China in its efforts to fuse military and civilian technology, according to the letter. CFIUS review could result in several outcomes, including a finding that there are no national security risks attendant to the transaction, the DOJ said in its filing. If a determination is made that there are risks to national security, the committee and parties to the transaction can come up with mitigation strategies to address the risk. If mitigation isn't possible and the parties don't voluntarily abandon the deal, then the matter is referred to the president, who will consider whether it is appropriate to suspend or prohibit the transaction, according to the notice. An initial review takes 45 days, with the possibility of further 45 days of investigation by the committee, the Justice Department noted. If the matter is referred to the president, he has 15 days to make a decision on taking action to stop the deal, with any decision not subject to judicial review, the filing said. Representatives of iRobot did not immediately respond Wednesday to a request for comment. The Massachusetts-based company filed for bankruptcy protection in December with over $250 million in debt. It has proposed a prepackaged Chapter 11 plan that would transfer control of its business to its secured creditor, primary manufacturer and senior lender. Under the proposed plan, Picea would convert its first-lien term loans into a 95% ownership stake in iRobot once the company emerges from bankruptcy, fully resolving its roughly $74 million in general unsecured claims, according to the plan disclosure statement. Picea and iRobot entered into a restructuring support agreement just before the bankruptcy filing with the plan expected to take effect by February 2026, iRobot's chief financial officer, Karian Wong, said in a first-day declaration. Picea is iRobot's largest secured and unsecured creditor that holds a $180 million first-lien term loan and a $74 million unsecured trade claim. The restructuring transaction would also cancel all existing equity and stock and take the company private, delisting it from the Nasdaq, the company said in a statement last month. U.S. Bankruptcy Judge Brendan L. Shannon is set to consider confirmation of the proposed plan beginning at 10 a.m. Thursday in Wilmington, Delaware. Best known for its robotic vacuum cleaner, of which the company has sold 50 million units since its launch in 2002, iRobot fell on hard times in the face of declining demand and tariffs on China and Vietnam, where its products have been produced. The debtor is represented by Sean T. Greecher, Andrew L. Magaziner, Shella Borovinskaya and Kristin L. Cardoza of Young Conaway Stargatt & Taylor LLP and Paul M. Basta, Alice Belisle Eaton and John T. Weber of Paul Weiss Rifkind Wharton & Garrison LLP. The case is In re: iRobot Corp., case number 1:25-bk-12197, in the U.S. Bankruptcy Court for the District of Delaware.

Jan 21

4 min