Gregory C. Matisoff

On Friday, August 2, 2024, Sidley successfully obtained confirmation of Ebix Inc.’s Chapter 11 plan from the U.S. Bankruptcy Court for the Northern District of Texas. Ebix, which operates an insurance exchange platform as well as providing other financial services focused on the insurance industry, filed for Chapter 11 bankruptcy on December 17, 2023. In connection with the filing, Ebix reached a “stalking horse” agreement to sell its North American Life and Annuity assets to Zinnia Distributor Solutions, which sale ultimately closed on April 1, 2024. The Debtors then ran an extensive marketing process for their remaining assets and/or equity interests in non-Debtor subsidiaries, and the right to sponsor a plan of reorganization for the Debtors. A consortium of Eraaya Lifespaces Limited, Vikas Lifecare Limited, and Vitasta Software India Private Limited (the “Plan Sponsor”) was the successful bidder for the sponsorship of a plan of reorganization for the Debtors, and the Debtors were able to broker a global resolution between the Debtors, the Prepetition Lenders / DIP lenders, the Plan Sponsor, and the Unsecured Creditors Committee in advance of the confirmation hearing to present an uncontested confirmation hearing other than with respect to issues related to releases and exculpation provisions in the plan raised by the Office of the United States Trustee. Following a bench ruling, the Court confirmed the plan, commending the parties for a “marvelous job” done, specifically appreciating the consideration given to addressing the Court’s stated concerns regarding third-party releases (although ultimately requiring the removal of the third-party release opt-out provisions). This complex, cross-border matter involved lawyers and staff from the New York, Chicago, Los Angeles, Century City, Houston, Dallas, Washington, D.C., San Francisco, London, Singapore, and Hong Kong offices. The Sidley team included Tom Califano, Rakhee Patel, Ameneh Bordi, Jeri Leigh Miller, Weiru Fang, Molly Dyas, Luke Mason, Michael Sabino, Ibrahim Babiker, Siddhanth Goyal, Raphael Rabinowitz, Parker Embry, Ashrita Gulati, Jake Landreth, Joshua Lee, Jesse Lopez, Chelsea McManus, Joshua Oeij, Andreas Rauch, Francesca Sadler, and Chris Yu (Restructuring); Nicholas Schwartz, Mark Adler, Julie Ann Rosenberg Lamm, Pietro Fontana, Daniel Lindsey, Bill Turnbull III, Shaobin Zheng, Wilfred Ong, and Horine Ye (Global Finance); S. Scott Parel, Justin Macke, Jessica Pisani, Nick DeAngelis, Staci Alexander, Amanda Patterson, Ryan Lim, Sarah Kang, Ellen Heighten, Henry Dickinson, Rachel Ang, Caulyn Bong, Micaela Hannah, and Amanda Gonzalez (M&A/Private Equity); Suresh Advani, Richard Silverman, Oliver Currall, Mitchell Li, Molly Homann, Tyler Replogle, Alice Qin (Tax); Gregory Jacobs, John Kuster, Jon Muenz, and Katelin Everson (Commercial Litigation and Disputes); James Mendenhall, Carys Golesworthy, Kayla Scott, and Ryan Tan (Global Arbitration, Trade and Advocacy); Kristina Gliklad, Vadim Brusser, Edward Sharon, and Jamie Sadler (Antitrust and Competition); Kostian Ciko, Prabhat Mehta, and Istvan Hajdu (Capital Markets); Mary Niehaus and Gregory Matisoff (Employee Benefits and Executive Compensation); Walter Carlson and Andrew Kunsak (Securities and Shareholder Litigation); David Lashway and John W. Woods Jr. (Privacy and Cybersecurity); E. Kyle Barnett (Technology and Life Sciences Transactions); Stephanie Dobecki (Insurance); Elizabeth McCloy (Real Estate); Carlton Fleming (Emerging Companies and Venture Capital); Scott Heyman (Tax Controversy); Katherine Roberts (Labor, Employment and Immigration); and George Vlahakos (Energy and Infrastructure).~~On Friday, August 2, 2024, Sidley successfully obtained confirmation of Ebix Inc.’s Chapter 11 plan from the U.S. Bankruptcy Court for the Northern District of Texas. Ebix, which operates an insurance exchange platform as well as providing other financial services focused on the insurance industry, filed for Chapter 11 bankruptcy on December 17, 2023. In connection with the filing, Ebix reached a “stalking horse” agreement to sell its North American Life and Annuity assets to Zinnia Distributor Solutions, which sale ultimately closed on April 1, 2024. The Debtors then ran an extensive marketing process for their remaining assets and/or equity interests in non-Debtor subsidiaries, and the right to sponsor a plan of reorganization for the Debtors. A consortium of Eraaya Lifespaces Limited, Vikas Lifecare Limited, and Vitasta Software India Private Limited (the “Plan Sponsor”) was the successful bidder for the sponsorship of a plan of reorganization for the Debtors, and the Debtors were able to broker a global resolution between the Debtors, the Prepetition Lenders / DIP lenders, the Plan Sponsor, and the Unsecured Creditors Committee in advance of the confirmation hearing to present an uncontested confirmation hearing other than with respect to issues related to releases and exculpation provisions in the plan raised by the Office of the United States Trustee. Following a bench ruling, the Court confirmed the plan, commending the parties for a “marvelous job” done, specifically appreciating the consideration given to addressing the Court’s stated concerns regarding third-party releases (although ultimately requiring the removal of the third-party release opt-out provisions). This complex, cross-border matter involved lawyers and staff from the New York, Chicago, Los Angeles, Century City, Houston, Dallas, Washington, D.C., San Francisco, London, Singapore, and Hong Kong offices. The Sidley team included Tom Califano, Rakhee Patel, Ameneh Bordi, Jeri Leigh Miller, Weiru Fang, Molly Dyas, Luke Mason, Michael Sabino, Ibrahim Babiker, Siddhanth Goyal, Raphael Rabinowitz, Parker Embry, Ashrita Gulati, Jake Landreth, Joshua Lee, Jesse Lopez, Chelsea McManus, Joshua Oeij, Andreas Rauch, Francesca Sadler, and Chris Yu (Restructuring); Nicholas Schwartz, Mark Adler, Julie Ann Rosenberg Lamm, Pietro Fontana, Daniel Lindsey, Bill Turnbull III, Shaobin Zheng, Wilfred Ong, and Horine Ye (Global Finance); S. Scott Parel, Justin Macke, Jessica Pisani, Nick DeAngelis, Staci Alexander, Amanda Patterson, Ryan Lim, Sarah Kang, Ellen Heighten, Henry Dickinson, Rachel Ang, Caulyn Bong, Micaela Hannah, and Amanda Gonzalez (M&A/Private Equity); Suresh Advani, Richard Silverman, Oliver Currall, Mitchell Li, Molly Homann, Tyler Replogle, Alice Qin (Tax); Gregory Jacobs, John Kuster, Jon Muenz, and Katelin Everson (Commercial Litigation and Disputes); James Mendenhall, Carys Golesworthy, Kayla Scott, and Ryan Tan (Global Arbitration, Trade and Advocacy); Kristina Gliklad, Vadim Brusser, Edward Sharon, and Jamie Sadler (Antitrust and Competition); Kostian Ciko, Prabhat Mehta, and Istvan Hajdu (Capital Markets); Mary Niehaus and Gregory Matisoff (Employee Benefits and Executive Compensation); Walter Carlson and Andrew Kunsak (Securities and Shareholder Litigation); David Lashway and John W. Woods Jr. (Privacy and Cybersecurity); E. Kyle Barnett (Technology and Life Sciences Transactions); Stephanie Dobecki (Insurance); Elizabeth McCloy (Real Estate); Carlton Fleming (Emerging Companies and Venture Capital); Scott Heyman (Tax Controversy); Katherine Roberts (Labor, Employment and Immigration); and George Vlahakos (Energy and Infrastructure).

Aug 9

5 min

Sidley represented ZMC in its acquisition of a controlling stake of semiconductor silicon solutions and services company Pure Wafer. The acquisition will help ZMC expand its U.S. operations to meet the demands of semiconductor original equipment makers. The Sidley team was led by Vijay Sekhon and Dan Clivner (M&A and Private Equity), and included Nikita Ponomarev, Sam E. Hulsey, Emily A. Hunter, Cat Zhang, Antoinette R. Petkov, Rudy A. Ramirez, Karin Baca, and Jean Shen (M&A and Private Equity); Banks Bruce, Sean Damm, Angela Fontana, Alexander S. Waddell, Caroline Roberts, and Mimi Mallory (Global Finance); Lauren A. Gallagher, Gregory C. Matisoff, and Amanda M. Casanueva (Employee Benefits and Executive Compensation); Maureen M. Crough (Environmental); Cathryn Le Regulski, Emily M. Wajert, and Allison C. Ivey Toth (Employment); Ash Nagdev (Privacy and Cybersecurity); James W. Lowe and Jason C. Semmes (Antitrust and Competition); Eric Schwartz and Ernesto R. Claeyssen (Commercial Litigation and Disputes); Keith Hayden Del Prete and Serena M. Patel (Real Estate); Scott J.F. Goldstein (Insurance); Rachel D. Kleinberg and Jonathan M. Westreich (Tax); Stephen M. Fronk and Paul Kariyawasam (Technology and Life Sciences Transactions); and Michael D. Mann (White Collar Defense and Investigations).~~Sidley represented ZMC in its acquisition of a controlling stake of semiconductor silicon solutions and services company Pure Wafer. The acquisition will help ZMC expand its U.S. operations to meet the demands of semiconductor original equipment makers. The Sidley team was led by Vijay Sekhon and Dan Clivner (M&A and Private Equity), and included Nikita Ponomarev, Sam E. Hulsey, Emily A. Hunter, Cat Zhang, Antoinette R. Petkov, Rudy A. Ramirez, Karin Baca, and Jean Shen (M&A and Private Equity); Banks Bruce, Sean Damm, Angela Fontana, Alexander S. Waddell, Caroline Roberts, and Mimi Mallory (Global Finance); Lauren A. Gallagher, Gregory C. Matisoff, and Amanda M. Casanueva (Employee Benefits and Executive Compensation); Maureen M. Crough (Environmental); Cathryn Le Regulski, Emily M. Wajert, and Allison C. Ivey Toth (Employment); Ash Nagdev (Privacy and Cybersecurity); James W. Lowe and Jason C. Semmes (Antitrust and Competition); Eric Schwartz and Ernesto R. Claeyssen (Commercial Litigation and Disputes); Keith Hayden Del Prete and Serena M. Patel (Real Estate); Scott J.F. Goldstein (Insurance); Rachel D. Kleinberg and Jonathan M. Westreich (Tax); Stephen M. Fronk and Paul Kariyawasam (Technology and Life Sciences Transactions); and Michael D. Mann (White Collar Defense and Investigations).

Nov 15

2 min

Sidley is representing a consortium, headed by APG Asset Management N.V. (APG), on behalf of the largest Dutch pension fund, ABP, and Australian Retirement Trust (ART), in the acquisition of Riverstone Holdings’ equity stake in Pattern Energy Group LP. The consortium joins the Canadian Pension Plan Investment Board (CPP Investments), which acquired Pattern Energy alongside Riverstone in 2020. Pattern Energy is one of the world’s largest privately owned developers and operators of wind, solar, transmission, and energy storage projects. It will leverage this new investment to advance its market-leading development pipeline of over 25 gigawatts (GW) of renewable energy and transmission projects and support its operating facilities and in-construction portfolio of nearly 10,000 megawatts (MW) across North America. The transaction is expected to close in the first half of 2025, subject to regulatory approvals and other customary closing conditions. The Sidley team is being led by Private Equity/M&A partners Brien Wassner and Chris Barbuto, senior managing associate Rachel Fridhandler, and Energy partner Greg Lavigne. Additional team members include Sam Hulsey, Victoria Richmond, Sarah Wiley, Kyle Patel, Tamia Sutherland, and law clerk Landon Garfinkel (M&A and Private Equity); C.J. Polito, Keturah Brown, John David Thompson, Marcela Varela, Juan Camarena Paz, Meredith Kuykendall, Annaliese Oliveira, Charlie Peskin, Alexander Thompson, and law clerks Julien Blanchard and Zev Falik (Energy and Infrastructure); Christian Brause, John Schaff, and Andrew Smith (Tax); Lauren Gallagher, Gregory Matisoff, and Ryan McLeod (Employee Benefits and Executive Compensation); John Kuster, Danica Muir, and Zachry Tannis (Commercial Litigation and Disputes); Jen Fernandez, Kayla Scott, and Nick Wiggins (Global Arbitration, Trade and Advocacy); Keith Hayden Del Prete, Jonathan Koh, and Serena Patel (Real Estate); Alex Csordas (Capital Markets); Heather Palmer and Maureen Crough (Environmental); Rebecca Stuart and Allison Ivey Toth (Labor, Employment and Immigration); Steve McInerney and Sasha Hondagneu-Messner (Privacy and Cybersecurity); Alena Thomas (Global Finance); Scott Goldstein (Insurance); Rachelle Soderstrom (Technology and Life Sciences Transactions); and Craig Francis Dukin (White Collar Defense and Investigations).~~Sidley is representing a consortium, headed by APG Asset Management N.V. (APG), on behalf of the largest Dutch pension fund, ABP, and Australian Retirement Trust (ART), in the acquisition of Riverstone Holdings’ equity stake in Pattern Energy Group LP. The consortium joins the Canadian Pension Plan Investment Board (CPP Investments), which acquired Pattern Energy alongside Riverstone in 2020. Pattern Energy is one of the world’s largest privately owned developers and operators of wind, solar, transmission, and energy storage projects. It will leverage this new investment to advance its market-leading development pipeline of over 25 gigawatts (GW) of renewable energy and transmission projects and support its operating facilities and in-construction portfolio of nearly 10,000 megawatts (MW) across North America. The transaction is expected to close in the first half of 2025, subject to regulatory approvals and other customary closing conditions. The Sidley team is being led by Private Equity/M&A partners Brien Wassner and Chris Barbuto, senior managing associate Rachel Fridhandler, and Energy partner Greg Lavigne. Additional team members include Sam Hulsey, Victoria Richmond, Sarah Wiley, Kyle Patel, Tamia Sutherland, and law clerk Landon Garfinkel (M&A and Private Equity); C.J. Polito, Keturah Brown, John David Thompson, Marcela Varela, Juan Camarena Paz, Meredith Kuykendall, Annaliese Oliveira, Charlie Peskin, Alexander Thompson, and law clerks Julien Blanchard and Zev Falik (Energy and Infrastructure); Christian Brause, John Schaff, and Andrew Smith (Tax); Lauren Gallagher, Gregory Matisoff, and Ryan McLeod (Employee Benefits and Executive Compensation); John Kuster, Danica Muir, and Zachry Tannis (Commercial Litigation and Disputes); Jen Fernandez, Kayla Scott, and Nick Wiggins (Global Arbitration, Trade and Advocacy); Keith Hayden Del Prete, Jonathan Koh, and Serena Patel (Real Estate); Alex Csordas (Capital Markets); Heather Palmer and Maureen Crough (Environmental); Rebecca Stuart and Allison Ivey Toth (Labor, Employment and Immigration); Steve McInerney and Sasha Hondagneu-Messner (Privacy and Cybersecurity); Alena Thomas (Global Finance); Scott Goldstein (Insurance); Rachelle Soderstrom (Technology and Life Sciences Transactions); and Craig Francis Dukin (White Collar Defense and Investigations).

Dec 16

3 min

Sidley represented Northlane Capital Partners in the sale of PAR Excellence Systems, Inc. (PAR) to OceanSound Partners. Based in Cincinnati, Ohio, PAR is a provider of automated supply chain and inventory management solutions to government, non-profit, and private healthcare systems, and its offerings are comprised of cloud-based software, proprietary hardware products, and value-added service. Northlane Capital Partners is a middle market private equity firm focused on key segments within the healthcare and business services sectors. The Sidley team was led by Krista Kay Lewis (M&A and Private Equity), and included Samuel W. Wales, Thomas Guzman, Karla E. Utset, Kendall E. Bernard, Greg Fritzius, and Priya Suri (M&A and Private Equity); Laura Collins, Jamie M. Sadler, and Edward W. Sharon (Antitrust and Competition); Stacy Crosnicker and Gregory C. Matisoff (Employee Benefits and Executive Compensation); Arif S. Noorani (Food, Drug and Medical Device); Howard J. Stanislawski (Global Arbitration, Trade and Advocacy); Sean Damm and Caroline Roberts (Global Finance); Eric Kauffman (Labor, Employment and Immigration); Stephen W. McInerney and Ben Cross (Privacy and Cybersecurity); Rachel D. Kleinberg and Tyler J. Combest (Tax); and Lauren G. Grau and Zach Johnston (Technology and Life Sciences Transactions).~~Sidley represented Northlane Capital Partners in the sale of PAR Excellence Systems, Inc. (PAR) to OceanSound Partners. Based in Cincinnati, Ohio, PAR is a provider of automated supply chain and inventory management solutions to government, non-profit, and private healthcare systems, and its offerings are comprised of cloud-based software, proprietary hardware products, and value-added service. Northlane Capital Partners is a middle market private equity firm focused on key segments within the healthcare and business services sectors. The Sidley team was led by Krista Kay Lewis (M&A and Private Equity), and included Samuel W. Wales, Thomas Guzman, Karla E. Utset, Kendall E. Bernard, Greg Fritzius, and Priya Suri (M&A and Private Equity); Laura Collins, Jamie M. Sadler, and Edward W. Sharon (Antitrust and Competition); Stacy Crosnicker and Gregory C. Matisoff (Employee Benefits and Executive Compensation); Arif S. Noorani (Food, Drug and Medical Device); Howard J. Stanislawski (Global Arbitration, Trade and Advocacy); Sean Damm and Caroline Roberts (Global Finance); Eric Kauffman (Labor, Employment and Immigration); Stephen W. McInerney and Ben Cross (Privacy and Cybersecurity); Rachel D. Kleinberg and Tyler J. Combest (Tax); and Lauren G. Grau and Zach Johnston (Technology and Life Sciences Transactions).

Sep 12

2 min

Sidley represented Exiger in its acquisition of logistics intelligence platform XSB, a data science company known for its artificial intelligence (AI)-based applications that transform data into actionable intelligence. Exiger is a market-leading supply chain and third-party risk AI company. The acquisition will enhance Exiger’s AI offerings for customers in the logistics, PEO, and acquisition industries. The Sidley team was led by partner Grace Jamgochian, managing associate Flora G. Gonzalez, and associate Chloe Marks (M&A and Private Equity), and included Howard J. Stanislawski (Global Arbitration, Trade and Advocacy); Ash Nagdev and Sasha Hondagneu-Messner (Privacy and Cybersecurity); Ernesto R. Claeyssen (Commercial Litigation); E. Kyle Barnett and Ida Ebeid (Technology and Life Sciences Transactions); James Heyworth (Securities and Shareholder Litigation); Eric S. Wolf and Gregory C. Matisoff (Employee Benefits and Executive Compensation); Eric G. Hoffman (Labor, Employment and Immigration); Christian Brause and Eric M. Grosshandler (Tax); and Vadim Brusser (Antitrust and Competition).~~Sidley represented Exiger in its acquisition of logistics intelligence platform XSB, a data science company known for its artificial intelligence (AI)-based applications that transform data into actionable intelligence. Exiger is a market-leading supply chain and third-party risk AI company. The acquisition will enhance Exiger’s AI offerings for customers in the logistics, PEO, and acquisition industries. The Sidley team was led by partner Grace Jamgochian, managing associate Flora G. Gonzalez, and associate Chloe Marks (M&A and Private Equity), and included Howard J. Stanislawski (Global Arbitration, Trade and Advocacy); Ash Nagdev and Sasha Hondagneu-Messner (Privacy and Cybersecurity); Ernesto R. Claeyssen (Commercial Litigation); E. Kyle Barnett and Ida Ebeid (Technology and Life Sciences Transactions); James Heyworth (Securities and Shareholder Litigation); Eric S. Wolf and Gregory C. Matisoff (Employee Benefits and Executive Compensation); Eric G. Hoffman (Labor, Employment and Immigration); Christian Brause and Eric M. Grosshandler (Tax); and Vadim Brusser (Antitrust and Competition).

Aug 9

1 min