What We Do

Thriving from our roots in commercial bankruptcy and restructuring law, Stonecipher has evolved into trusted general counsel for privately-held businesses and leading advocates in the field of energy law.

Business

We provide general counsel to businesses at each stage of a business lifecycle with industry knowledge and understanding of the unique dynamics interpenetrating family-owned, privately-held companies.

  • Start up services and business formation
  • Fundamental corporate changes: mergers, acquisitions, divisions and spin-offs
  • Financing from traditional or alternative sources, including agented deals, note placements, and stock issuances
  • Asset and equity acquisitions and sales;
  • Matters unique to privately-held businesses:
    • Shareholder redemptions
    • Share transfer restrictions
    • Shareholder agreements and shadow equity agreements
    • Succession planning and ownership transitions
  • E-commerce and internet retail

Energy

With over 20 years’ experience in the energy industry, with a heavy emphasis on oil & gas, Stonecipher represents a wide range of clients within the upstream sector.

Our representative clients include: privately-held oil & gas companies, operators, royalty owners, working interest owners, and landowners.

Our services include interpreting, drafting and negotiating a variety of energy-related agreements and litigating any disputes that may arise. A sampling includes:

  • Landowner leases and addenda for Marcellus wells and other types of wells, whether the well is to be drilled on the landowner’s property or pooled with other neighboring property
  • Joint operating agreements on behalf of both Operators and Working Interest Owners
  • Financing secured by oil & gas assets and reserves
  • Exploration Agreements within Areas of Mutual Interest
  • Seismic Agreements
  • Well Service Agreements
  • the purchase and sale of leases, wells and related assets
  • Pipeline Management Agreements and Pipeline Construction Agreements
  • Lease and Royalty Agreements
  • Lease and Royalty Assignments
  • Well Drilling Agreements

Restructuring & Insolvency

A number of our lawyers are recognized as the Best Lawyers in America™ and Pennsylvania Super Lawyers™ and are certified as both business and consumer bankruptcy specialists by the American Board of Certification, and also hold the preeminent AV peer review rating given by Martindale-Hubbell. Throughout the firm’s history, Stonecipher lawyers have been inducted into the American College of Bankruptcy, chaired the Bankruptcy Section of the Allegheny County Bar Association, and served as members of the board of directors of the Pittsburgh Chapter of the Turnaround Management Association.

We are counsel to debtors, secured and unsecured creditors, creditor committees, receivers, investors interested in purchasing or selling distressed assets, and Chapter 7 and 11 trustees.

We counsel businesses and principals through out-of-court workouts, in bankruptcy, and in state and federal court. We evaluate your circumstances and advise you on whether bankruptcy provides the relief you or your business needs. We guide you through the strategic decision-making needed to restructure, reorganize or liquidate your business and to minimize personal liability in the process.

The five most common scenarios leading businesses and principals to one of our restructuring attorneys are:

  • Financial covenant defaults triggered by downturns in the market or industry
  • Tax debt
  • Personal guaranty obligations
  • Mismanaged finances or an unfortunate business decision
  • Employee theft or fraud

We provide transaction advice to creditors on how to document deals before they go awry and we provide collection and enforcement services to creditors when defaults occur. We have counseled numerous creditors, include trade vendors, secured and unsecured lenders, landlords, sureties, liquidation trustees, tort claimants, PACA claimants, and distressed asset investors. Our representations cover commercial real property leases, equipment leases, mechanic’s lien rights, reclamation rights, administrative claims, and bankruptcy rights and obligations, generally, and in a variety of industries. We have defended our clients in sizeable fraudulent transfer and preference actions often with millions at risk.

The five most common scenarios that lead a creditor to seek one of our restructuring attorneys are:

  • Customer files bankruptcy
  • The client is named a defendant in an avoidance action
  • Customer defaults on its obligations
  • Proactive desire to enhance rights and mitigate risk of loss
  • Misuse or misappropriation of funds or products by customer

  • Adversary actions to determine the validity, extent and priority of a lien
  • Adversary actions to object to discharge or the dischargeability of a particular debt
  • Avoidance actions including, preference and fraudulent conveyance lawsuits
  • Section 363 sales
  • Claim Objections
  • Plan Objections
  • Valuations
  • Mediations
  • Appeals

A boutique business law and restructuring firm with great sophistication and extensive participation and leadership within the local bar make Stonecipher attorneys very effective local counsel and conflicts counsel.

Local Counsel. What makes for great local counsel? Attorneys who can tell you judicial preferences and nuances and keep you in line with the local rules. They help you avoid embarrassment and re-writes. Our extensive participation and leadership within the local bar, including membership on rules committees and executive positions within such professional organizations as TMA, the Bankruptcy & Commercial Law Section of the local bar, and the Judith K. Fitzgerald Western Pennsylvania Bankruptcy American Inns of Court, give us the insight, visibility, and reputation you want in local counsel.

Conflicts Counsel. At Stonecipher, we represent a variety of interests, including secured creditors. Our client database, however, contains very few financial institutions. That makes us a particular gem for conflicts counsel. We can provide the continuity in a bankruptcy case needed to keep the bigger picture intact while your lead counsel steers your case in principal.