Recent Publications

Diversity Highlights (2013)

The Attorney Diversity Committee (ADC) at Haynes and Boone, LLP is comprised of more than 60 attorneys, management and administrative team members that meets each month to advance our firm’s numerous diversity efforts. This document summarizes the efforts and accomplishments of 2013. >>



Autumn D. Highsmith

Associate

Dallas


2323 Victory Avenue
Suite 700
Dallas, Texas 75219
T +1 214.651.5135
F +1 214.200.0929

Areas of Practice

Education

  • J.D., Baylor University School of Law, 2005, summa cum laude; Executive Editor, Baylor Law Review; Order of the Barristers; Delta Theta Phi
  • B.A., Political Science and Speech Communications, Baylor University, 1999

Bar Admissions

  • Texas, 2005
Autumn D. Highsmith

Autumn Highsmith's practice is focused in the areas of business reorganization and bankruptcy and related litigation, including representation of Chapter 11 debtors, secured and unsecured creditors, and parties looking to acquire assets out of bankruptcy.

Autumn's experience includes the following:

  • Secondment as in-house counsel at major airline, involving negotiation of new agreements and restructuring of existing agreements.
  • Representation of Guaranty Financial Group Inc. and its affiliates in their Chapter 11 bankruptcy cases involving a $2 billion dispute with the Federal Deposit Insurance Corporation.
  • Representation of Cornerstone E&P and Cornerstone Southwest in their Chapter 11 bankruptcy cases.
  • Representation of Bank of America as administrative agent and lender in the WCI Communities Chapter 11 case.
  • Representation of secured lenders in the Spectrum Brands Chapter 11 bankruptcy in dispute over proposed reinstatement of secured claims.
  • Representation of Lothian Oil, Inc. and its affiliates, oil and gas exploration and production companies located in Midland, Texas.
  • Representation of SI Restructuring, Inc, formerly Schlotzsky’s, an Austin-based owner and franchisor of more than 500 casual dining restaurants in its Chapter 11 reorganization case.
  • Representation of MAIR Holdings, Inc. in the Chapter 11 of Mesaba Aviation, Inc.
  • Assisting clients acquiring financially troubled businesses, including existing creditor contingencies utilizing competing plans of reorganization to exchange debt for equity.
  • Advising international and foreign corporations concerning the forms of bankruptcy relief available in the United States, including Chapter 11 reorganization or Chapter 15 ancillary and cross-border proceedings.
  • Advising creditors and parties-in-interest in airline bankruptcy cases.
  • Advising funds and other creditors in broker/dealer insolvency proceedings.
  • Advising creditors in the defense of preference and other avoidance actions.
  • Assisting creditors with relief from stay actions.

Recent Publications

  • "The Lehman and Charter Attack on Ipso Facto Clauses," Bloomberg Law Reports - Bankruptcy, Vol. 4, No. 33, August 16, 2010.
  • "Cross-Border Insolvency: Chapter 15 and Avoidance Actions under Foreign Law," Bloomberg Law Reports - Bankruptcy Vol. 4, No. 32, August 9, 2010.
  • "Rule 2019 - It’s as Plain as the Nose on an Elephant's Face," Co-author with Robin Phelan and Kendra Mayer, Bloomberg Law Reports, Vol. 4, No. 18, May 3, 2010.
  • "Sauce for the Goose? Dual Standard Emerging in Cross Border Insolvencies: Domicile Not Enough to Recognize Foreign Proceeding," Co-Author with Judith Elkin and Frances Smith, American Bankruptcy Institute 2009 Caribbean Insolvency Symposium on February 5-7, 2009.
  • "A review of Daubert cases in Bankruptcy Context," 2008 ABA Spring Review, Co-Author with Eric Terry, Ian Peck and Abigail Ottmers.

Selected Representative Experience


Guaranty Financial Group Inc. - Chapter 11
Representation of Guaranty Financial Group Inc. ("GFG") and three of its affiliates in their complex Chapter 11 cases in the Northern District of Texas. Through its subsidiaries, GFG formerly owned Guaranty Bank, which operated more than 100 bank branches in Texas and California and, at one time, had consolidated assets of more than $16 billion. The Office of Thrift Supervision appointed the FDIC as receiver for Guaranty Bank in August 2009, resulting in the second largest bank failure of 2009 and the tenth largest in American history. This Chapter 11 case required the firm to formulate a plan for the distribution of GFG's assets to GFG's creditors, including GFG's $305 million Trust Preferred Security Holders. The complexity of the case was heightened by the heavy involvement of the FDIC, which asserted multi-billion dollar claims against the Debtors' estates. The firm negotiated a global settlement among GFG, the FDIC, and GFG's Trust Preferred Holders, and in May 2011, a plan of liquidation for GFG and its affiliates was confirmed resolving claims against the debtors in excess of $2.4 billion.

Mexicana Airlines - Chapter 15
Representation of American Airlines' interests related to the Concurso proceedings of the Mexican passenger airlines Mexicana, including proper treatment of claims arising under a codesharing agreement and an interline agreement.

Lothian Oil Company
Represented this privately held oil and gas exploration and production company in its Chapter 11 case in the bankruptcy court in San Antonio, Texas.

Debtor-in-Possession Representation - Schlotsky's
Our firm served as counsel to Schlotzsky’s in its Chapter 11 case. Schlotzsky’s was the owner and operator of 36 company owned restaurants and franchised 500 additional units in the United States and 7 foreign countries.

Cornerstone E&P Company - Debtor Representation
Represented an oil and gas exploration and production company and its affiliate in their Chapter 11 proceedings in the Northern District of Texas. The court has approved a unique vendor-financing program in lieu of traditional DIP financing, which allowed Cornerstone to finish completion operations on vital wells.

Chapter 11 Case - Oil and Gas Exploration and Production Companies
Represented oil and gas exploration and production companies in Chapter 11 case involving a severe liquidity crisis and numerous lawsuits.

WCI Communities, Inc.
Representation of lender, as Administrative Agent, in connection with amendments to the $500 million pre-petition revolving line of credit for WCI Communities, Inc. and its related affiliates and subsequent representation of the lender in connection with a $150 million syndicated debtor-in-possession lending facility to WCI. In addition, the firm represented the lender in connection with the negotiation, documentation, and consummation of WCI’s plan of reorganization and exit facilities.

Swaps and Other Derivative Transactions
Haynes and Boone has substantial experience in assisting clients who have swaps and other derivative transactions with failed or failing counterparties. Most recently it has assisted a major petrochemical manufacturer in assessing the applicability of the bankruptcy code derivative safe harbor provisions to various long term supply contracts with financially distressed petrochemical producers. Also, Haynes and Boone has assisted more that 20 swap and derivative counterparties in unwinding their ISDA based transactions with various U.S. and foreign affiliates of Lehman Brothers Holdings, Inc.

Memberships

  • Co-Chair, International Women's Insolvency and Restructuring Confederation (IWIRC)
  • Chair, Mentoring Committee, Dallas Association of Young Bankruptcy Lawyers
  • John C. Ford Inn of Court
  • American Bankruptcy Institute
  • American Bar Association, International Secured Transactions and Insolvency Committee
  • Federal Bar Association
  • Dallas Association of Young Lawyers
  • Dallas Bar Association
  • State Bar of Texas

Online Publications

06/20/2012 - Weathering the Storm: Vitro’s Concurso Plan is Manifestly Contrary to Public Policy . . . at Least for Now
On June 13, 2012, the United States Bankruptcy Court for the Northern District of Texas (the “Bankruptcy Court”) published an opinion ruling on whether the Mexican Plan of Reorganization (the “Concurso Plan”) of the Mexican glass-manufacturing company, Vitro, S.A.B. de C.V., approved by the Federal District Court in Mexico, should be enforced under Chapter 15 of United States Bankruptcy Code.

01/09/2012 - Qimonda's Impact on Patent Licenses When a Licensor Goes Bankrupt in a Foreign Land
Can a U.S. patent licensee whose license has been rejected by a licensor under foreign law in a foreign bankruptcy rely on the protections of § 365(n) of the U.S. Bankruptcy Code? On October 28, 2011, the United States Bankruptcy Court for the Eastern District of Virginia issued an opinion addressing this in the Chapter 15 case of Qimonda AG (“Qimonda”).

01/09/2012 - The IP Beacon, January 2012
A Haynes and Boone Newsletter highlighting current issues in Intellectual Property Law.  

11/08/2011 - Weathering the Storm: Qimonda, Patent Licenses and § 365(n)
On October 28, 2011, the United States Bankruptcy Court for the Eastern District of Virginia issued an opinion in the Chapter 15 case of Qimonda AG (“Qimonda”). The bankruptcy court held that the application of § 365(n) to executory licenses to U.S. patents was required to sufficiently protect the interests of U.S. patent licensees under Chapter 15 of the Bankruptcy Code and that the failure of German insolvency law to protect patent licensees was “manifestly contrary” to United States public policy.

09/20/2011 - Weathering the Storm: Living Will Requirement under Dodd-Frank
On September 13, 2011, the Board of Directors of the Federal Deposit Insurance Corporation (“FDIC”) unanimously approved a final rule implementing Section 165(d) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Rule”). The Dodd-Frank Rule requires (i) bank holding companies with $50 billion or more in assets and (ii) nonbank financial institutions, such as insurance companies and investment banks that are designated as “systemic” by the Financial Stability Oversight Council to create and submit “living wills.”

08/16/2010 - The Lehman and Charter Attack on Ipso Facto Clauses
Congress included five sections in the Bankruptcy Code that limit the enforcement of ipso facto clauses in a bankruptcy case (“Anti-Ipso Facto Sections”).

08/09/2010 - Cross-Border Insolvency: Chapter 15 and Avoidance Actions under Foreign Law
In a case of first impression, the United States Court of Appeals for the Fifth Circuit overruled the decisions of the United States Bankruptcy Court and the United States District Court for the Southern District of Mississippi and held that a chapter 15 proceeding may be used to pursue foreign law avoidance actions against defendants and assets in the United States.

05/03/2010 - Rule 2019 - It’s as Plain as the Nose on an Elephant's Face
Federal Rule of Bankruptcy Procedure 2019 requires every committee in a chapter 9 or chapter 11 bankruptcy case “representing” more than one creditor or equity security holder to file a verified statement containing certain disclosures, such as the amount of claims held by members of the committee, the dates the members acquired their claims and the amounts paid for the claims.

03/16/2010 - Sauce for the Goose? Dual Standard Emerging in Cross Border Insolvencies: Domicile Not Enough to Recognize Foreign Proceeding
Presented at the American Bankruptcy Institute 2009 Caribbean Insolvency Symposium on February 5-7, 2009. Will also be presented at the Practicing Law Institute's 32nd Annual Current Developments in Bankruptcy & Reorganization in New York City on April 19-20, 2010.

12/11/2009 - Weathering the Storm: Charter Communications Decision Allows Reinstatement of Debt
Many companies secured their financing several years ago when the credit market featured advantageous pricing and loose loan covenants. Because these favorable terms would be impossible for borrowers to obtain in today’s lending environment, many viable companies with highly leveraged capital structures are looking for strategies to restructure debt. Charter Communications (“Charter”), the country’s fourth largest cable television company, took a gamble during, arguably, the most challenging period in the modern era of global corporate finance.  See how the company's bold moves paid off. 

03/05/2009 - Chapter 15 of the U.S. Bankruptcy Code: New Procedures for Cross Border Insolvencies
The Bankruptcy Abuse, Prevention and Consumer Protection Act of 2005, which was signed into law in the United States on April 20, 2005 and became effective, for the most part, on October 17, 2005, creates a new chapter of the United States Bankruptcy Code (11 U.S.C. 101, et seq., as amended) (the “Bankruptcy Code”) – Chapter 15.

11/15/2007 - Welcome to the Jungle [of Claims Trading in Bankruptcy]
Presented at the 26th Annual Jay L. Westbrook Bankruptcy Conference in Austin, TX, November 15-16, 2007.
As a result of a growing number of investors interested in corporate takeovers, bankruptcy developed as a hot spot for mergers and acquisitions in the 1990s. This interest in acquiring claims against, or acquiring control of, distressed companies has resulted in the creation of a large market for the trading of claims against bankruptcy debtors.