About Michael Rosella

Michael Rosella advises independent directors, special committees, boards of directors, private equity sponsors and creditors in connection with complex Chapter 11 cases, independent investigations and liability management transactions. Michael has represented key stakeholders in some of the most high-profile recent restructurings in the United States, spanning across the healthcare, technology, manufacturing, retail, real estate, and oil and gas industries. Michael is a core part of Katten’s nationally recognized team advising independent directors and special committees, a Restructuring practice that has helped define the standards for independent director representations in major bankruptcy cases.

Clients have come to rely on Michael’s committed, practical approach to high-stakes restructuring matters, particularly in advising estate fiduciaries through the complex situations that arise for financially distressed companies. This includes guiding clients through evaluating strategic alternatives, conducting comprehensive independent investigations and evaluating potential estate litigation claims. Michael also has extensive experience prosecuting and defending clients in bankruptcy litigation, as well as representing investment bankers in Chapter 11 cases.

While in law school, Michael served as associate editor of the Fordham Intellectual Property, Media & Entertainment Law Journal. He also served as a judicial intern for the Honorable Madeline Cox Arleo of the US District Court for the District of New Jersey.

Practice Focus

  • Representing independent directors, boards of directors, special committees and companies in distressed situations
  • Independent director and special committee investigations
  • Chapter 11 restructurings
  • Out-of-court restructurings and liability management transactions
  • Corporate governance for distressed companies
  • Avoidance action prosecution and defense
  • Litigation in bankruptcy and distressed situations

Representative Experience

  • Rite Aid / Elixir. Counsel to the independent directors of Elixir, Rite Aid’s pharmacy benefit manager subsidiary, in connection with Rite Aid’s Chapter 11 cases. Advised on the value-maximizing sale of the Elixir business and led an independent investigation into intercompany transactions.
  • Envision Healthcare. Counsel to the independent managers of AmSurg, a subsidiary of Envision specializing in the management of ambulatory surgery centers, in connection with Envision and AmSurg’s pre-bankruptcy liability management transactions, including liquidity enhancing and deleveraging transactions and pre-arranged Chapter 11 cases.
  • Cyxtera Technologies. Counsel to the independent restructuring committee of the board in the complex Chapter 11 cases of the global digital infrastructure company. Provided strategic guidance on a dual-track sale and recapitalization process that resulted in a value-maximizing asset sale, while conducting an independent investigation into pre-bankruptcy transactions that was essential to plan confirmation.
  • Claire’s Holdings. Counsel to the independent managers of Claire’s, the global jewelry and accessories powerhouse, in connection with Claire’s Chapter 11 cases, including advising the Independent Managers on an investigation of potential estate claims and causes of action.
  • 2U. Counsel to the independent director of 2U, a leading online education platform, in connection with the company’s Chapter 11 cases, including with respect to an independent investigation into potential estate claims and causes of action.
  • Seadrill Limited. Counsel to the independent directors of one of the world’s largest offshore drilling contractors in connection with Seadrill’s 2021 Chapter 11 cases, tasked with analyzing and ultimately approving competing restructuring proposals for certain of Seadrill’s most valuable assets.
  • Sears Holdings Corporation. Counsel to the plaintiffs in over 1,300 avoidance actions filed on behalf of one of the oldest and most prominent retailers in the world. The client has sought to claw back more than $820 million of preferential transfers.
  • Additional Katten Experience. Michael has advised companies, private equity sponsors and independent directors on a broad range of out-of-court restructurings, liability management transactions and independent investigations in significant matters that are not publicly disclosed.

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Practices
Education
  • Fordham University School of Law, JD
  • Boston College, BA
Bar Admissions
  • New York
Court Admissions
  • US District Court, Southern District of New York
  • US District Court, Eastern District of New York
Professional & Community Involvement
  • New York State Bar Association
  • American Bankruptcy Institute