Purchase and Sale of Assets in Bankruptcy and Out-of-Court Transactions
The Law Office of Scott B. Riddle, LLC represents trustees, receivers, debtors, secured creditors, bidders, and purchasers in the purchase and sale of business and real estate assets. The firm handles asset sales in Chapter 7 and Chapter 11 bankruptcy cases, receivership proceedings, and out-of-court liquidations and workouts.
Bankruptcy and distressed-asset transactions can offer significant opportunities, but they also involve legal and practical risks. Buyers may need to evaluate liens, assumed liabilities, executory contracts, bidding procedures, court-approval requirements, and whether assets can be acquired free and clear of claims and interests. Sellers, trustees, receivers, and secured creditors must structure transactions to protect value, satisfy applicable legal requirements, and obtain necessary approvals.
Understanding Section 363 Sales
Section 363 of the Bankruptcy Code allows a bankruptcy trustee or Chapter 11 debtor in possession to seek court approval to sell estate assets outside the ordinary course of business. Depending on the circumstances, assets may be sold free and clear of liens, claims, and other interests, with those interests often transferred to the sale proceeds.
Section 363 sales may involve real estate, equipment, inventory, intellectual property, an operating business, or substantially all of a debtor’s assets. Sales may be conducted through an auction, a negotiated transaction subject to higher and better offers, or another court-approved process.
These transactions can provide opportunities for buyers while helping trustees and debtors maximize value. They also require careful attention to bidding procedures, due diligence, assumed liabilities, contracts, liens, notice, and the terms of the court’s sale order.
Valuation and Retaining Property in Bankruptcy
Accurate valuation can also be critical when a debtor seeks to retain property in bankruptcy. The value of real estate, business assets, equipment, vehicles, ownership interests, and other property may affect whether the property is protected by exemptions, whether a trustee may seek to sell it, and how secured and unsecured creditors are treated.
Valuation may also influence the amount a debtor must pay through a Chapter 11 or Chapter 13 plan. Depending on the type of property and the issue before the court, value may be supported by an appraisal, broker’s opinion, business valuation, auction estimate, or other reliable evidence.
Scott Riddle was featured in the June 15, 2012 edition of the Atlanta Business Chronicle. The article, “Buying on the Brink,” discussed the potential risks and rewards of purchasing businesses and assets in bankruptcy. Scott has also worked with brokers and auctioneers who specialize in bankruptcy sales and provide valuation services for real and personal property.
Representative Experience
The firm’s experience includes:
- Representing Chapter 7 trustees in the sale of a multimillion-dollar commercial office complex in Marietta, Georgia, as well as several tracts of undeveloped commercial and residential real estate.
- Representing a federal district court-appointed receiver in the sale of a coin-laundry business and several residential properties.
- Representing a Chapter 11 debtor in the auction and sale of substantially all the assets of an environmental-services company, enabling the company to emerge from bankruptcy.
- Representing a bidder and purchaser in the acquisition of nondebtor subsidiaries of an international software company involved in a Chapter 11 case.
- Representing a bankruptcy trustee in the negotiation and sale of stock in a restaurant chain.
- Representing the owner of several Subway franchises in North Georgia in the sale of multiple locations in connection with the owner’s retirement, including working with the national franchisor to approve purchasers and paying all secured debt of the company in full.
- Representing a client in a 2026 bankruptcy case involving more than 50 Applebee’s franchise locations, in which the restaurants and related assets were sold following an auction.
- Representing businesses and secured creditors in the orderly liquidation of business assets outside formal bankruptcy proceedings.
The firm represents parties in asset-sale matters throughout Georgia, including transactions arising in the United States Bankruptcy Courts for the Northern, Middle, and Southern Districts of Georgia.
If you are considering purchasing or selling assets in bankruptcy, receivership, or an out-of-court transaction, contact the firm at 404-815-0164 to discuss the matter.
