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Jason M. Torf is a partner in Ice Miller’s Bankruptcy and Financial Restructuring Group. Jason focuses his practice on helping companies dealing with financially troubled customers and other counterparties to maximize their recovery and minimize their risk.

In Jason’s creditor-focused bankruptcy practice, he is a creative thinker who considers possible avenues for higher priority claims and better recoveries that might otherwise not be apparent. Jason devises and implements strategies to accomplish the goal of maximizing recovery for creditor-side clients, sometimes through negotiation after creating leverage through a court filing and other times through litigation in the bankruptcy court.

Jason has significant experience representing all parties in bankruptcy and other financial distress situations, including:
  • Trade creditors
  • Creditors’ committees
  • Secured lenders and other secured creditors
  • Landlords
  • Preference and fraudulent transfer defendants
  • Trustees
  • Liquidating trustees
  • Utility companies and forward contract merchants
  • Bondholders
  • Parties to contracts with debtors
  • Intellectual property and trademark licensees and licensors
  • Asset purchasers in § 363 sales
  • Chapter 11 debtors-in-possession
  • Troubled companies in financial restructurings
This broad experience representing a wide variety of parties in the bankruptcy process enables Jason to negotiate and litigate effectively for his clients due to his ability to anticipate issues and arguments.

The creative approach Jason employs extends to his defense of preference cases to reduce liability. Rather than taking a mechanical approach, Jason looks at some of the more subjective defenses from many different angles, which allows him to put his clients’ best foot forward in preference settlement negotiations. This more creative approach allows Jason to reach solutions in preference cases that otherwise might not be obtainable through a more mechanical and less creative analysis.

Jason frequently educates his clients about rights and remedies that are available under the Uniform Commercial Code and works with clients to exercise those remedies. When utilized properly, these tools often help get our clients a step ahead of other unsecured creditors.

Jason also believes that an ounce of prevention is worth a pound of cure. This philosophy causes Jason to work with clients to ensure they have a good, comprehensive, seller-friendly set of documents. He has helped clients by revising or rewriting their terms and conditions, credit application forms, purchase order forms, sale agreements, and other operative documents to ensure they have good rights and remedies in the event of a customer default. Jason also counsels clients regarding best practices for ensuring enforceability of their terms and conditions.

As part of his creditor-focused practice, Jason regularly speaks to creditor-side trade groups, including:
  • National Association of Credit Management (NACM)
  • Credit and Financial Development Division (CFDD)
  • Various NACM industry credit groups
  • RiemerPlus
  • Toy Industry Association
Jason frequently discusses ways credit managers, credit departments, CFOs and other C-suite executives can become more proactive creditors to minimize risk and maximize recoveries when dealing with troubled customers.
 
Reported and Representative Cases
  • In re Toy s ‘R’ Us, Inc., No. 17-34665 (Bankr. E.D. Va.): Represented a number of the largest trade vendors in the Toys ‘R’ Us bankruptcy as part of the ad hoc group of trade vendors.
  • In re Team Express Distributing, LLC:  Represented pre- and post-petition secured lender in bankruptcy case filed by an online sporting goods retailer in obtaining repayment in full of all amounts owed, including interest and attorneys’ fees, successfully navigating several contested evidentiary hearings throughout the case.
  • Ha-Lo Industries, Inc. v. CenterPoint Properties Trust, 342 F.3d 794 (7th Cir. 2003): Obtained a favorable opinion from the U.S. Court of Appeals for the Seventh Circuit on behalf of a major commercial and industrial real estate investment trust (REIT) in the Midwest that established new law entitling a landlord to payment of a full month’s rent after the mid-month rejection by a debtor-tenant of its lease where rent was due in full on the first of the month.
  • Arens Controls Company, L.L.C v. Enova Systems, Inc., No. 08 C 6994 (N.D. Ill., Norgle, J.): Represented a parts manufacturer for the commercial electric vehicle maker as plaintiff in an anticipatory breach of contract case, obtaining summary judgment as to liability, defeating a cross-motion for summary judgment, and obtaining a complete jury verdict in the full amount of damages sought.
  • In re GoPicnic Brands, Inc., No. 14B 43382 (Bankr. N.D. Ill., Cox, J.): Represented the winning bidder in acquiring the assets of GoPicnic Brands, Inc. out of bankruptcy.
  • In re WorldCom, Inc., No. 02-13533 (AJG) (Bankr. S.D.N.Y.): Represented a professional athlete in the WorldCom bankruptcy in litigation involving client’s claim that arose from the debtor’s rejection of an endorsement agreement, resulting in a favorable settlement shortly before trial.
  • In re Telecom Relay Services, Inc., No 05 B 29983 (Bankr. N.D. Ill., Black, J.); Anderson v. Midwest Tower Partners LLC, No. 07-cv-1076 (N.D. Ill., Shadur, J.): Represented an owner/developer of wireless telecommunications towers in obtaining the assignment of director and officer liability claims from the trustee in the chapter 7 bankruptcy of a tower lessee; prosecuting a lawsuit against the debtor’s principal for fraudulent transfer, fraud, breach of fiduciary duty and piercing the corporate veil, among other counts, to a favorable settlement; and obtaining summary affirmance in the appeal by the debtor’s principal of the order authorizing the trustee to assign the D&O claims.
  • In re Fresh Choice, LLC, No. 12-46157 (Bankr. N.D. Cal., Efremsky, J): Represented a  leading foodservice distributor as the secured creditor of a salad bar and grocery chain; employed a strategy of negotiating with the debtor and its principal, as guarantor of the debtor owed to client; and worked strategically with the creditors’ committee to create value, utilizing litigation to create leverage which ultimately resulted in the negotiated sale of client’s claim for significant value, and substantially more than would have been realized in the case after it later converted to Chapter 7.
News
Blog Posts
Published In
  • “Perfecting Article 9 Security Interests under Illinois Law,” Chapter 2 in Secured Transactions, Illinois Institute for Continuing Legal Education (periodic updates 2001-2012)
  • “Contractual Rights (Code §§555-557, 559-562),” Chapter 75 in Norton Bankruptcy Law and Practice 3d, Thomson/West, 2008 – updated 2012
  • “Strategies and Tactics for Creditors’ Committees,” Chapter 15 in Bankruptcy Litigation 2d (co-author), Thomson/West, 2007
Speaking Engagements
  • "Best Practices for Doing Business with a Financially Troubled Customer Pre-Bankruptcy," NACM National Hardware Industry Credit Group, July 2019, Nashville, TN
  • "Best Practices for Doing Business with a Financially Troubled Customer Post-Bankruptcy," The Toy Association, July 2019, Webinar
  • "Getting to the Front of the Line: Proactive Techniques to Minimize Risk and Maximize Recovery When Dealing With a Financially Troubled Customer," Ice Miller LLP CLE for In-House Counsel, June 2019, Chicago, IL
  • "Best Practices for Doing Business with a Financially Troubled Customer Pre-Bankruptcy," RiemerPlus National Recreation & Snow Credit Association, June 2019, Chicago, IL
  • "Best Practices for Doing Business With a Financially Troubled Customer Pre-Bankruptcy," The Toy Association, May 2019, Minneapolis, MN
  • "Best Practices for Doing Business With a Financially Troubled Customer, Both Pre- and Post-Bankruptcy," NACM Luggage and Related Products Industry Credit Group, March 2019, Las Vegas, NV
  • "CFDD Credit Retreat 2019 Legal Issues," CFDD Portland, March 2019, Troutdale, OR
  • "Best Practices for Doing Business With a Financially Troubled Customer, Both Pre- and Post-Bankruptcy," CFDD Portland, March 2019, Portland, OR
  • "Trade Creditor Beware: Lessons Learned From Toys 'R' Us and Sports Authority," CFDD National Conference 2018, November 2018, Charlotte, NC
  • "Trade Creditor Beware: Lessons Learned From Toys 'R' Us and Sports Authority," CFDD Portland, October 2018, Portland, OR
  • "Anatomy of a Preference Defense: An Insider's Look Behind the Scenes of a Bankruptcy Preference Defense," NACM National Hardware Industry Credit Group, July 2018, Nashville, TN
  • "Trade Creditor Beware: Lessons Learned from Toys 'R' Us and Sports Authority," NACM South Central, July 2018, Nashville, TN
  • "CFDD Credit Retreat 2018: Legal Issues," CFDD Portland, March 2018, Troutdale, OR
  • Open Discussion, NACM Luggage and Related Products Industry Credit Group, February 2018, Las Vegas, NV
  • “Getting Ahead in Your Financially Troubled Customer’s Bankruptcy: Minimizing Risk and Maximizing Recovery and Hedging Post-Bankruptcy Shipments to Improve Recovery,” 2018 Toy Fair Credit Meeting – The Toy Association, February 2018, New York, NY
  • “Techniques to Prevent a Secured Lender from Running Away with Everything,” NACM South Central Region, November 2017, Little Rock, AR
  • Techniques to Minimize Risk and Maximize Recovery When Dealing with a Financially Troubled Customer,” NACM South Central Region, November 2017, Memphis, TN
  • “Creditors’ Rights: Techniques to Minimize Risk and Maximize Recovery,” The Toy Industry Association, October 2017, Webinar
  • “Rights and Remedies under Article 2 of the Uniform Commercial Code,” Business Credit Intelligence/NACMNE & NACMCT National Architectural Door & Hardware Manufacturers Group, September 2017, Chicago, IL
  • “Rights and Remedies under Article 2 of Uniform Commercial Code,” CFDD Portland, August 2017, Portland
  • “Credit Applications: Legal Issues,” NACM National Hardware Industry Credit Group, July 2017, Nashville, TN
  • “Techniques to Prevent a Secured Lender from Running Away with Everything,” NACM Luggage and Related Products Industry Credit Group, June 2017, Chicago, IL
  • “Techniques to Prevent a Secured Lender from Running Away with Everything,” 121st Credit Congress & Exposition - National Association of Credit Management, June 2017, Grapevine, TX
  • "Credit Application: Legal Issues," In-House Company Presentation, May 2017, Louisville, KY
  • “Rights and Remedies under Article 2 of the Uniform Commercial Code,” NACM Luggage and Related Products Industry Credit Group, April 2017, Las Vegas, NV
  • “Credit Applications: Legal Issues,” NACM South Central Region, March 2017, Louisville, KY
  • “Anatomy of a Preference Defense: An Insider’s Look Behind the Scenes of a Preference Defense,” NACM South Central Region, February 2017, Nashville, TN
  • “Bankruptcy and Creditors’ Rights: Useful Topics You Should Know,” In-House Company Presentation, January 2017, Louisville, KY
  • “Credit Applications: Obtaining Key Information, Terms and Conditions and Electronic Contracts,” NACM National Staffing Services Credit Group, November 2016, San Diego, CA
  • “Credit Applications: Obtaining Key Information, Terms and Conditions and Guarantees as a Credit Enhancement Tool,” CFDD Portland, November 2016, Portland, OR
  • “Anatomy of a Preference Defense: An Insider’s Look Behind the Scenes of a Preference Defense,” CFDD National Conference 2016, September 2016, Louisville, KY
  • “Legal Issues Panel,” CFDD National Conference 2016, September 2016, Louisville, KY
  • “Understanding First-Day Orders and Their Impact on Trade Creditors,” The Quarterly Club, September 2016, Schaumburg, IL
  • “Techniques to Prevent a Secured Lender from Running Away with Everything,” The Quarterly Club, September 2016, Schaumburg, IL
  • “Anatomy of a Preference Defense: An Insider’s Look Behind the Scenes of a Preference Defense,” In-House Company Presentation, September 2016, Wyoming, MI
  • “Credit Applications: Legal Issues,” NACM Luggage and Related Products Industry Credit Group, June 2016, Chicago, IL
  • “Credit Applications: Legal Issues,” CFDD Credit Retreat 2016, March 2016, Troutdale, OR
  • “Unclaimed Property: Reporting and Remitting Unused Customer Credits to the State,” NACM Luggage and Related Products Industry Credit Group, March 2016, Las Vegas, NV
  • “Legal Issues Panel,” NACM Western Region & CFDD National Conference 2015, October 2015, Portland, OR
  • “Non-Bankruptcy Alternatives,” NACM Western Region & CFDD National Conference 2015, October 2015, Portland, OR
  • “Online Credit Resources for the Trade Credit Professional,” NACM Western Region & CFDD National Conference 2015, October 2015, Portland, OR
  • “Anatomy of a Preference Defense: An Insider’s Look Behind the Scenes of a Preference Defense,” CFDD Portland, October 2015, Portland, OR
  • “The Proactive Creditor: Doing Business with a Customer in Bankruptcy,” NACM National Staffing Services Credit Group, August 2015, Deer Park, IL
  • “My Customer Filed Bankruptcy: Now What,” National Summer Credit Conference – Toy Industry Association, Inc., July 2015, Alexandria, VA
  • “An Insider’s Look Behind the Scenes of a Preference Defense,” NACM South Central, April 2015, Louisville, KY
  • “The Proactive Creditor: Preference Defense Tips & Tricks,” NACM Luggage and Related Products Industry Credit Group, March 2015, Las Vegas, NV
  • “The Proactive Creditor: Bankruptcy Code Reform and Its Impact on Trade Creditors,” 2015 Toy Fair Credit Meeting – Toy Industry Association, Inc., February 2015, New York, NY
  • “The Proactive Creditor: Preference Defense Tips & Tricks,” 2015 Toy Fair Credit Meeting – Toy Industry Association, Inc., February 2015, New York, NY
  • “The Proactive Creditor: Preference Defense Tips & Tricks and Recent Developments,” NACM National Transportation Industry Credit Group, November 2014, San Diego, CA
  • “PACER and Other Online Bankruptcy Resources,” CFDD Credit Retreat, February 2014, Troutdale, OR
  • “Bankruptcy: Back to Basics,” CFDD Credit Retreat, February 2014, Troutdale, OR
  • “The Proactive Creditor: Credit Enhancements and Other Techniques to Reduce Your Company’s Exposure to a Distressed Customer and an Overview of the Claims Process in Bankruptcy,” 2014 Toy Fair Credit Meeting – Toy Industry Association, Inc., February 2014, New York, NY
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