Jennifer C. Hayes

JENNIFER C. HAYES
PARTNER

Overview

Jennifer Hayes focuses her practice on corporate bankruptcy and insolvency issues, creditors’ rights, bankruptcy trustee representation, and fraud-related commercial litigation. She represents Chapter 11 debtors (Chapter 11 and SubChapter V), secured and unsecured creditors (including creditors seated on Unsecured Creditors’ Committees), chapter 11 and chapter 7 trustees, buyers of bankruptcy estate assets, and buyers and sellers via the California assignment-for-the-benefit- of-creditors process. Jennifer has handled multiple bankruptcy appeals before the Bankruptcy Appellate Panel, District Court, and Ninth Circuit. She also represents plaintiffs and defendants in civil fraud, breach of contract, fraudulent transfer, unfair competition, and other business litigation cases in federal court and arbitration. She has first-chaired multiple bench trials and mediations. Prior to co-founding the boutique law firm of Finestone Hayes LLP in 2016, she was a partner in the international law firms of Dentons US LLP and McKenna Long & Aldridge LLP. Earlier in her career, she served as a Staff Attorney for the National Bankruptcy Review Commission and as the judicial law clerk for the Hon. Thomas E. Carlson (retired), U.S. Bankruptcy Judge, Northern District of California. She has spoken and written extensively on bankruptcy and insolvency issues. Since 2018, Jennifer has been named as a Super Lawyer in the field of Business Bankruptcy. Jennifer is included in The Best Lawyers in America© in the field of Bankruptcy Creditor Debtor Rights / Insolvency and Reorganization Law.

Representative Experience

Represent Project Administrator under multiple Trust Indentures issued in connection with California essential housing revenue bonds

Represented non-profit entity in defense of alter ego litigation that followed 12 years of litigation against a related union entity, which had resulted in $94 million jury verdict against that entity for unlawful labor practices. After judgment was vacated, and before damages were retried, the related entity filed SubChapter V. Through defense of scorched-earth litigation, client reached four-party, court-approved settlement in the bankruptcy case, which was then dismissed

Represented Subchapter V, Chapter 11 Debtor in hotly disputed case, defeating two motions to dismiss for bad faith and confirming Chapter 11 plan after two contested plan confirmation trials

Successfully defended confirmation order on appeal to the Bankruptcy Appellate Panel on novel legal issue of eligibility to be a debtor under Subchapter V. The BAP published its decision (the first appellate-level decision on the issue) as NetJets Aviation, Inc. v. RS Air, LLC (In re RS Air, LLC), 638 B.R. 403 (9th Cir. BAP 2022)

Retained as SubChapter V expert witness by multiple class-action defendants to explain class action members’ legal rights if defendants were to file SubChapter V bankruptcy, which led to pretrial settlement in each of the class actions

Represented Debtor in Chapter 15 case to recognize Singaporean insolvency proceeding in the United States

Represented prepetition lender and Debtor-in-Possession financing lender for eight related Chapter 11 restaurant debtors, which confirmed a plan of reorganization

Represented creditor with $38 million claim on the Official Committee of Unsecured Creditors in Pacific Gas & Electric Company’s 2019 Chapter 11 bankruptcy case

Represented creditor with $9 million claim on the Official Committee of Unsecured Creditors in the Neiman Marcus 2020 Chapter 11 bankruptcy case

Represented Assignor in assignment for the benefit of creditors of residential solar company

Represented Assignee in assignment for the benefit of creditors of business that developed air energy storage technology and high-pressure gas storage and transport products

Represented solar company in federal court post-arbitration enforcement lawsuit, successfully adding an additional defendant to a $3.367 million dollar judgment pursuant to Cal. Code Civ. Proc. § 187, following extensive, international discovery and a contested hearing. Represented client on appeal of judgment to the Ninth Circuit Court of Appeals

Represented solar company in obtaining prejudgment writ to obtain possession of $1,700,000 in federal court, based on solar panels wrongfully withheld by seller at the Port of Oakland

Retained as expert witness regarding bankruptcy law in a San Francisco Superior Court lawsuit involving disputed possessory rights to a building in North Beach purchased via a bankruptcy sale under 11 U.S.C. § 363(f). Case settled before trial

Represented Chapter 11 Trustee in heavily contested sale free and clear of 48-acre, 9-parcel property, encumbered by numerous junior liens and subject to County enforcement proceedings due to alleged violations

Represented Chapter 11 Liquidating Trustee serving as officer and director of two corporations owned by the Liquidating Trust

Represented owner in obtaining repossession of condominium on Russian Hill in San Francisco, after years of wrongful possession and holdover by a vexatious litigant who filed Chapter 7. Of the owners of the six condominiums in the development, client was the first to obtain possession through use of the Chapter 7 bankruptcy process

Represented asset purchaser in auction for sale of internet company

Lead counsel in 27-month, cross-border federal court litigation for breach of contract involving the United Nations Convention on Contracts for the International Sale of Goods

Represented Chapter 11 Trustee in assumption and assignment of co-location facility lease and sale of operating assets

Represented litigation finance company in obtaining prejudgment writ of attachment in federal court breach-of-contract dispute

Settled intractable fraudulent conveyance lawsuit and Cal. Code Civ. Proc. § 187 claims against officers and directors in complex litigation removed to Bankruptcy Court

Represented Chapter 11 Debtor in mass-tort bankruptcy case from case filing through plan confirmation

On behalf of Chapter 7 trustee, prevailed on novel legal issue regarding the applicability of the automatic stay to a non-debtor (In re O’Reilly & Collins, Case No. 12-33016, Bankr. N.D. Cal, Docket No. 90, aff’d Danko v. Milgrom (In re O’Reilly & Collins), U.S. Dist. Ct., 4:13-cv-03177

Represented Chapter 7 Trustee in negotiation of asset purchase agreement and sale of FDAapproved cardiac test kits, sold for $4.75 million at auction following contested procedures motion at which the Court denied the secured creditor assignee the right to credit bid

Negotiated asset purchase agreement for sale of colocation facility assets on behalf of Chapter 7 Trustee

Obtained summary judgment for Chapter 7 Trustee to avoid and recover fraudulent transfers to sham trusts of residential real properties in California and Texas

Obtained judgment against Hong Kong defendant to avoid fraudulent transfer of real property on behalf of Chapter 7 Trustee

Lead counsel at two-day trial on LLC member’s motion to dismiss bankruptcy case. Prevailed on behalf of Chapter 7 Trustee in opposing the dismissal motion

Speaking Engagements and Publications

Speaker, “Overview of Application Process, Law School, and Career as an Attorney”, Phi Alpha Delta, Northern Arizona University, April 12, 2022

Speaker, with A. Kyle Everett (DSI Consulting) and John Fiero (Pachulski Stang), “Issues with Ponzi Schemes: Managing Expectations from Investigation to Distribution,” Bay Area Bankruptcy Forum, January 27, 2022

Speaker, with the Hon. Stephen L. Johnson and Ori Katz (Sheppard Mullin), Recent Developments in Business Bankruptcy, Zoom, November 3, 2021

Speaker, with the Hon. Stephen L. Johnson and Ori Katz (Sheppard Mullin), Recent Developments in Business Bankruptcy, Zoom, November 10, 2020

Speaker, “Bankruptcy Issue Spotting in the Age of COVID-19”, Bar Association of San Francisco, Zoom, August 5, 2020

Speaker, with the Hon. Stephen L. Johnson and Ori Katz (Sheppard Mullin), Recent Developments in Business Bankruptcy, San Jose and San Francisco, October and November 2019

Co-Author, Excerpts From Recent Developments in Business Bankruptcy 2018 (Part 3), California Receiver’s Forum, Receivership News, Issue 67, Winter 2019

Co-Author, Excerpts From Recent Developments in Business Bankruptcy 2018 (Part 2), California Receiver’s Forum, Receivership News, Issue 66, Summer 2019

Co-Author, Excerpts From Recent Developments in Business Bankruptcy 2018 (Part 1), California Receiver’s Forum, Receivership News, Issue 65, Winter/Spring 2019

Speaker, with the Hon. Stephen L. Johnson and Ori Katz (Sheppard Mullin), Recent Developments in Business Bankruptcy, San Jose and San Francisco, October and November 2018

Co-Author, Bankruptcy Basics for Booming Businesses, CEB California Business Law Practitioner, Volume 33, Issue 3, Summer 2018

Co-Author, Excerpts From Recent Developments in Business Bankruptcy 2017, California Receiver’s Forum, Receivership News, Issue 63, Spring 2018

Speaker, with the Hon. Stephen L. Johnson and Ori Katz (Sheppard Mullin), Recent Developments in Business Bankruptcy, San Jose and San Francisco, October and November 2017

Speaker, Bankruptcy Basics for Booming Businesses, Bar Association of San Francisco, September 25, 2017

Panelist, California Bankruptcy Forum, “Concentration” panel, May 2017, San Diego

Speaker, Northern District of California Judicial Conference, Napa, “Happy Trails? The Changing Landscape for Bankruptcy Lawyers, Courts, and Clients,” April 2017

Emory University School of Law, Guest Lecturer, Bankruptcy Seminar for 3L’s, Atlanta, October 2014

Alameda County Bar Association, “Bankruptcy Pitfalls for Litigators: Things Every Litigator Should Know About Bankruptcy and its Impact on Pending and Future Litigation,” Panel Speaker, September 2014

Barristers Club of San Francisco, “Bankruptcy Pitfalls for Litigators: Things Every Litigator Should Know About Bankruptcy and its Impact on Litigation,” Panel Speaker, April 2014

U.C. Hastings College of the Law, Guest Lecturer, Bankruptcy, November 2007 • Co-Author with the Hon. Thomas E. Carlson, U.S. Bankruptcy Judge (retired), N.D. Cal., “The Small Business Provisions of the 2005 Bankruptcy Amendments,” 79 Am. Bankr. L. J. 645, 2005

Author, “Caught in a Cycle of Neglect: The Accuracy of Business Statistics,” 101 Com. L. J. 307, 1996. Cited over decades by internationally esteemed authors, prominent national law journals, and the leading treatise in bankruptcy, Collier on Bankruptcy.

Committees

Member of SubChapter V Judicial Committee for the Northern District of California. One of five attorneys selected to collaborate between the Bench and Bar in drafting the Northern District’s SubChapter V Form Plan and Order and revising same based on emerging case law. September 2022-present

Member of Board of Directors, Bay Area Bankruptcy Forum, August 2017 to August 2020

Appointed to Northern District of California Bench-Bar Committee, July 2017 - June 2020

Conferences

Chair, Bench-Bar Committee’s Bay Area Bankruptcy Judges’ Conference, September 2019

Co-Chair, Bench-Bar Committee’s Bay Area Bankruptcy Judges’ Conference, October 2018

Producer, California Bankruptcy Forum, Homestead Exemption Panel, 2017 Conference

Education Co-Chair, California Bankruptcy Forum, 2016 Conference

Bankruptcy Battleground West, American Bankruptcy Institute, Advisory Board Member, 2014, 2015 and 2016 Conferences

Admissions

Ninth Circuit Court of Appeals

United States District Court for the Northern, Southern, Central, and Eastern Districts of California

State Bar of California, 1998

State Bar of Texas, 1994

Education

University of Texas School of Law, 1995, LL.M., Empirical Bankruptcy Studies, 1994, Juris Doctor. Ms. Hayes’s LL.M. in empirical bankruptcy studies is the first, and apparently only, such degree bestowed in the United States.

Smith College, 1991, BA (Economics, French, cum laude)

Sciences Po, Paris, France, 1989-90 (Economics)

JENNIFER C. HAYES PARTNER