Special Situations

Some transactions happen under pressure — an over-leveraged balance sheet, a deadline driven by illiquidity, an asset that has to move before its value erodes. Special-situations work rewards judgment, speed, and a clear head about risk, and it is among the most demanding work a transactional lawyer does.

Corporate governance grows more complicated when a company is under stress. As a balance sheet deteriorates or insolvency looms, a board must ensure it complies with its fiduciary duties, conflicts sharpen, and decisions about consents, control, and competing interests must be made quickly and on a record that may later be scrutinized. Handling those questions well takes more than familiarity with the governance documents a venture-backed company starts life with. It takes judgment about how protective provisions, board approvals, and fiduciary duties actually behave once interests diverge and value is on the line. That is where Binder Law's background is distinctive: governance experience drawn not only from venture financings and emerging-company work, but from special situations and restructurings at Kirkland & Ellis LLP, where the hardest governance questions arise.

Binder Law advises companies, investors, lenders, and acquirers on distressed and complex situations, including out-of-court restructurings and workouts, recapitalizations, distressed acquisitions and divestitures, and the array of creative structures these matters require. The work draws directly on special-situations, liability management, and restructuring experience developed at Kirkland & Ellis LLP — one of the leading restructuring practices in the world — and applies it at the scale and cost structure that the middle market and emerging companies actually need.

What distinguishes this work is the combination of rigor and responsiveness. Distressed matters move quickly and leave little margin for error; they call for a lawyer who can structure a solution, paper it fast, and stay focused on the few terms that truly drive outcome and risk.