Lorraine McGowen

Partner

New York


Read full biography at www.orrick.com
Lorraine McGowen is a lead restructuring partner with over 30 years of experience representing clients from the US and internationally with entrepreneurial enthusiasm and a true passion for innovation seeking to maximize their recoveries or reduce their exposure.

Lorraine advises financial institutions, syndicated lender groups, creditor committees and other parties from the U.S., Europe, Asia and Africa who seek to maximize recovery or reduce exposure. She also advises investors and acquirers of companies. She interfaces with auditors, government regulators, investment bankers and others, and develops and implements mediation and litigation strategies, and negotiates reorganization plans and complex corporate and finance documents.

Recent engagements include representing Toyota (one of the largest creditors with more than $7 billion in claims) in the highly complex global restructuring of Takata Corporation, one of the largest manufacturers and distributors of automotive safety systems, including airbags; representing financial institutions in connection with Puerto Rico’s $72 billion restructuring; and representing several PPA counterparties in the PG&E bankruptcy case.  Lorraine is described by colleagues, clients and others as “tireless,” “driven, determined, dedicated and devoted” and “a multi-faceted, multi-dimensional, multi-successful person on so many levels.”

Lorraine is a member of Orrick's Management Committee and recently completed two terms of service on the firm’s 11-member Board of Directors.  She also currently co-leads Orrick's Automotive Technology & Mobility group and its global Diversity & Inclusion (D&I) Initiative.  

As a leading D&I advocate, Lorraine creates programs for the legal profession and the community.   She was selected as a 2019 Rainmaker by the Minority Corporate Counsel Association (MCCA) and as one of Savoy Magazine’s Most Influential Black Lawyers for 2018 and 2015, and received Legal Outreach’s Pipeline to Diversity 2017 Champion Award and the New York City Bar Association Diversity and Inclusion 2012 Champion Award. IFLR 1000 Rankings named Lorraine a leading lawyer in the U.S. She was selected by Direct Women to be a 2016 Board Institute member. She is a frequent speaker and author on bankruptcy and insolvency and diversity and inclusion.

Among her community involvement, she serves on the Board of Directors for the Institute for Inclusion in the Legal Profession and on the Advisory Committees for Legal Outreach and the Vance Center for International Justice of the NYCBA.

Posts by: Lorraine McGowen

Puerto Rico Debt Recovery Act Ruled Unconstitutional

On Friday February 6, the Puerto Rico Federal District Court ruled the Debt Enforcement and Recovery Act (the “Recovery Act”) unconstitutional.  Franklin Calif. Tax-Free Trust, et al. v. Comm. Of Puerto Rico et al., (D.P.R., Feb. 6, 20150)(Case No. 3:14-cv-01518-FAB).

The opinion is extensive and addresses each of the constitutional challenges raised by both Blue Mountain and the Franklin/Oppenheimer plaintiffs, and the Commonwealth’s request that the bondholder complaints be dismissed as being “unripe”, among other defenses.  The Court confirmed federal jurisdiction and ripeness of the bondholders’ claims of preemption, impairment of contracts and certain of the taking clause claims. The Court said that those claims became ripe immediately upon adoption of the Recovery Act. Most importantly, the Court has ruled that the entire act is preempted expressly by the federal Bankruptcy Code and is therefore void pursuant to the Supremacy Clause of the United States Constitution. The Court further ruled that the Commonwealth is permanently enjoined from enforcing the Recovery Act.

A summary of the key findings by the Court is provided below. The Court also dismissed the claims against PREPA. The Court held that the mere fact that PREPA may commence an action under the Recovery Act at some future time is not sufficient to assert claims against PREPA. The Court noted that “if PREPA’s filing for debt relief pursuant to the Recovery Act were imminent, this could be a sufficient injury traceable to PREPA.”   (Decision at 26-27).

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Summary of Puerto Rico Public Corporation Debt Enforcement & Recovery Act

On June 28, 2014, the Commonwealth of Puerto Rico adopted the Puerto Rico Corporations Debt Enforcement & Recovery Act, Act 71-2014 (the “Debt Enforcement Act”), enabling certain Commonwealth public corporations in financial distress to restructure their debt obligations. The Debt Enforcement Act establishes a debt enforcement, recovery and restructuring regime for public corporations and other instrumentalities of the Commonwealth economic emergency. The goal of the new law is to balance the interests of creditors and other stakeholders with the interest of the Commonwealth to protect its citizens and to enable the financially distressed public corporations to continue to provide essential government services such as the delivery of electricity, gas and clean water.  Read More.

General Motors Bankruptcy Court Applies the Brakes to Unauthorized Termination Statements

Last week, the United States Bankruptcy Court for the Southern District of New York held that a UCC-3 termination statement is effective to terminate a financing statement under the Uniform Commercial Code only if the filing of the termination statement was authorized by the secured party whose security interest was terminated.1 This decision raises the bar on the level of diligence by potential creditors to confirm that any prior liens covering their prospective collateral were effectively terminated. As stated by the Court, “the fact that a termination statement has been filed does not by itself mean that the initial statement came to an end.” Read More.