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56-605: Dean Foods was an American food and beverage company and the largest dairy company in the United States. The company's products included milk, ice cream, dairy products, cheese, juice, and teas. It processed milk in the United States under a number of regional and national brands. Founded in 1925, the company filed for Chapter 11 bankruptcy in 2019, and its assets were acquired by several buyers in 2020. Headquartered in Dallas , Texas , Dean Foods maintained plants and distributors across

112-403: A valuation of the reorganized business. Bankruptcy valuation is often highly contentious because it is both subjective and important to case outcomes. The methods of valuation used in bankruptcy have changed over time, generally tracking methods used in investment banking, Delaware corporate law, and corporate and academic finance, but with a significant time lag. Chapter 11 retains many of

168-617: A 70-year-old family business near Marquette, Michigan . Dean Food's TofuTown brand was acquired by the Hain Celestial Group in June 2007. In December, Dean Foods bought the Wells Dairy milk plant in Le Mars, Iowa . The plant manufactured Blue Bunny ice cream. Dean Foods purchased Alpro in 2009 for an estimated US$ 455 million, making it a "global leader in soy beverages". At that time,

224-515: A lawsuit objecting to the purchase and alleged that it created a monopolizing provider. Dean Foods announced it was contesting the complaint. In 2011, a class action suit was brought against Dean Foods over health claims made on the packaging of Horizon Organic Milk. In 2012, Dean Foods contributed $ 253,950 to fund opposition to California's ballot Proposition 37 which would require mandatory labeling of foods containing genetically modified ingredients. In 2017, bettor and stock trader Billy Walters

280-466: A motion to convert to chapter 7 or appoint a trustee if either of these actions is in the best interest of all creditors. Sometimes a company will liquidate under chapter 11 (perhaps in a 363 sale), in which the pre-existing management may be able to help get a higher price for divisions or other assets than a chapter 7 liquidation would be likely to achieve. Section 362(d) of the Bankruptcy Code allows

336-415: A number of mechanisms to restructure its business. A debtor in possession can acquire financing and loans on favorable terms by giving new lenders first priority on the business's earnings. The court may also permit the debtor in possession to reject and cancel contracts. Debtors are also protected from other litigation against the business through the imposition of an automatic stay . While the automatic stay

392-410: A plan during the period of exclusivity. This period allows the debtor 120 days from the date of filing for chapter 11 to propose a plan of reorganization before any other party in interest may propose a plan. If the debtor proposes a plan within the 120-day exclusivity period, a 180-day exclusivity period from the date of filing for chapter 11 is granted in order to allow the debtor to gain confirmation of

448-479: A price war against competitors — all with the bankruptcy court's approval. Studies on the impact of forestalling the creditors' rights to enforce their security reach different conclusions. Chapter 11 cases dropped by 60% from 1991 to 2003. One 2007 study found this was because businesses were turning to bankruptcy-like proceedings under state law, rather than the federal bankruptcy proceedings, including those under chapter 11. Insolvency proceedings under state law,

504-442: A reorganization; a conversion into chapter 7 liquidation, or it is dismissed. In order for a chapter 11 debtor to reorganize, they must file (and the court must confirm) a plan of reorganization. Simply put, the plan is a compromise between the major stakeholders in the case, including, but not limited to the debtor and its creditors. Most chapter 11 cases aim to confirm a plan, but that may not always be possible. Section 1121(b) of

560-513: Is a member of the Soyfoods Association of North America (SANA), which provides information about the health benefits and nutritional advantages of soy consumption. In July 2016 it was announced that the multinational company Danone would purchase WhiteWave Foods for $ 10.4 billion. The acquisition was completed in April 2017 and newly formed company was named "DanoneWave" In the fall of 2009

616-417: Is in place, creditors are stayed from any collection attempts or activities against the debtor in possession, and most litigation against the debtor is stayed, or put on hold, until it can be resolved in bankruptcy court, or resumed in its original venue. An example of proceedings that are not necessarily stayed automatically are family law proceedings against a spouse or parent. Further, creditors may file with

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672-408: Is severable. The trustee or debtor-in-possession normally assumes a contract or lease if it is needed to operate the reorganized business or if it can be assigned or sold at a profit. The trustee or debtor-in-possession normally rejects a contract or lease to transform damage claims arising from the nonperformance of those obligations into a prepetition claim. In some situations, rejection can also limit

728-444: Is treated as a contested matter under Bankruptcy Rule 9014. A party seeking relief from the automatic stay must also pay the filing fee required by 28 U.S.C.A. § 1930(b). In the new millennium, airlines have fallen under intense scrutiny for what many see as abusing Chapter 11 bankruptcy as a tool for escaping labor contracts, usually 30–35% of an airline's operating cost. Every major US airline has filed for Chapter 11 since 2002. In

784-465: The automatic stay of § 362. The automatic stay requires all creditors to cease collection attempts, and makes many post-petition debt collection efforts void or voidable. Under some circumstances, some creditors, or the United States Trustee , can request the court convert the case into a liquidation under chapter 7, or appoint a trustee to manage the debtor's business. The court will grant

840-617: The 10-Q filed on November 11, 2001. The company announced that the annual financials were under review at the time of filing for Chapter 11. Silk (brand) Whitewave Foods was founded in Boulder, Colorado , in 1977 by Steve Demos, initially focusing on soy and tofu products. The first product was introduced in March 1996 by WhiteWave, Inc. at the Natural Foods Expo in Anaheim , California . In

896-479: The 1920s. After purchasing other Illinois dairy plants Dean developed the enterprise "from a small regional dairy into a diversified food company". In December 2001, the legacy brand of Dean Foods was acquired by the Dallas -based Suiza Foods Corporation, who later adopted the Dean Foods name. As part of the merger, 11 plants were divested under the name National Dairy to a group led by Dairy Farmers of America . In

952-405: The Bankruptcy Code provides for an exclusivity period in which only the debtor may file a plan of reorganization. This period lasts 120 days after the date of the order for relief, and if the debtor does file a plan within the first 120 days, the exclusivity period is extended to 180 days after the order for relief for the debtor to seek acceptance of the plan by holders of claims and interests. If

1008-483: The Bankruptcy Code), so, only a debtor can file a plan of reorganization . The SBRA requires the U.S. Trustee appoint a "subchapter V trustee" to every Subchapter V case to supervise and control estate funds, and facilitate the development of a consensual plan. It also eliminates automatic appointment of an official committee of unsecured creditors and abolishes quarterly fees usually paid to the U.S. Trustee throughout

1064-569: The Cornucopia Institute filed a second complaint with the USDA again alleging that Deans Foods had violated federal organic regulations requiring access to pasture and fresh grass for their dairy cows. Silk brand soy milk was made using organic soybeans until early 2009, when Dean Foods switched to conventional soybeans while maintaining the same UPC barcodes and prices on the Silk products and replacing

1120-616: The Pioneer Press reported that the Cornucopia Institute had made complaints to the U.S. Department of Agriculture accusing Silk producer Dean Foods and its WhiteWave Foods division, of shifting their products away from organics without properly notifying retailers or consumers. According to the Star Telegram and other news sources, Silk brand soy milk was made using organic soybeans switched to conventional soybeans while maintaining

1176-560: The United States Bankruptcy Code ( Title 11 of the United States Code ) permits reorganization under the bankruptcy laws of the United States. Such reorganization, known as Chapter 11 bankruptcy , is available to every business , whether organized as a corporation , partnership or sole proprietorship , and to individuals, although it is most prominently used by corporate entities. In contrast, Chapter 7 governs

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1232-555: The United States. The company had 66 manufacturing facilities in 32 U.S. states and distributed its products across all 50 states. Through acquisition and licensing, Dean produced dairy products under many well-known national and regional brand names such as: DairyPure, TruMoo, Friendly's , Mayfield , Dean's, Meadow Gold, Purity, Tuscan , T.G.Lee and Alta Dena. Dean Foods was founded by Samuel E. Dean Sr., who owned an evaporated milk processing facility in Franklin Park, Illinois , in

1288-433: The advantages of a traditional Chapter 11 case without the unnecessary procedural burdens and costs. It seeks to increase the debtor's ability to negotiate a successful reorganization and retain control of the business and increase oversight and ensure a quick reorganization. A Subchapter V case contrasts from a traditional Chapter 11 in several key aspects: it is earmarked only for the "small business debtor" (as defined by

1344-559: The automatic stay provisions of the Bankruptcy Code. In August 2019, the Small Business Reorganization Act of 2019 ("SBRA") added Subchapter V to Chapter 11 of the Bankruptcy Code. Subchapter V, which took effect in February 2020, is reserved exclusively for the small business debtor with the purpose of expediting bankruptcy procedure and economically resolving small business bankruptcy cases. Subchapter V retains many of

1400-441: The best interests of the creditors and the estate, the case may be dismissed resulting in a return to the status quo before bankruptcy. If the case is dismissed, creditors will look to non-bankruptcy law in order to satisfy their claims. In order to proceed to the confirmation hearing, a disclosure statement must be approved by the bankruptcy court. Once the disclosure statement is approved, the plan proponent will solicit votes from

1456-433: The business ceases operations, a trustee sells all of its assets, and then distributes the proceeds to its creditors. Any residual amount is returned to the owners of the company. In Chapter 11, in most instances the debtor remains in control of its business operations as a debtor in possession , and is subject to the oversight and jurisdiction of the court. A Chapter 11 bankruptcy will result in one of three outcomes for

1512-512: The case. Most notably, Subchapter V allows the small business owner to retain their equity in the business so long as the reorganization plan does not discriminate unfairly and is fair and equitable with respect to each class of claims or interests. The reorganization and court process may take an inordinate amount of time, limiting the chances of a successful outcome and sufficient debtor-in-possession financing may be unavailable during an economic recession. A preplanned, pre-agreed approach between

1568-471: The classes of creditors. Solicitation is the process by which creditors vote on the proposed confirmation plan. This process can be complicated if creditors fail or refuse to vote. In which case, the plan proponent might tailor his or her efforts in obtaining votes, or the plan itself. The plan may be modified before confirmation, so long as the modified plan meets all the requirements of Chapter 11. A chapter 11 case typically results in one of three outcomes:

1624-560: The company introduced Silk Pure Almond, an almond milk , and its first non-soy-based product. In 2013, WhiteWave Foods separated from Dean Foods, and became an independent, publicly traded company. Silk has been a five-year recipient of the Green Power Leadership Award from the U.S. Department of Energy and the Environmental Protection Agency. Silk has been a supporter of Farm Aid since 2002. Silk

1680-575: The company was restructured and a number of subsidiaries were sold, including Rachel's Organic . Dean Foods spun off WhiteWave Foods, the maker of Horizon Organic and Silk Soymilk, as a standalone company in May 2013. In March 2005, the Cornucopia Institute filed a complaint with the United States Department of Agriculture (USDA) alleging that their Horizon Organic subsidiary was violating "organic livestock management" standards. On May 12, 2008,

1736-487: The company's assets. The cooperative Dairy Farmers of America was specifically named as a potential buyer. In 2020, all of Dean's assets were acquired by several companies. The largest share of assets was purchased by Dairy Farmers of America for $ 425 million. In May 2015 Dean Foods announced that they would introduce a national milk brand, DairyPure, which would appear alongside regional brands, in an attempt to boost sales. In October 2010, Dean Foods announced it

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1792-442: The cost of litigating the chapter 11 case) are paid first. Secured creditors —creditors who have a security interest , or collateral , in the debtor's property—will be paid before unsecured creditors. Unsecured creditors' claims are prioritized by § 507. For instance the claims of suppliers of products or employees of a company may be paid before other unsecured creditors are paid. Each priority level must be paid in full before

1848-408: The court must determine whether the plan is "feasible, " in other words, the court must safeguard that confirming the plan will not yield to liquidation down the road. The plan must ensure that the debtor will be able to pay most administrative and priority claims (priority claims over unsecured claims ) on the effective date. Like other forms of bankruptcy, petitions filed under chapter 11 invoke

1904-442: The court seeking relief from the automatic stay. If the business is insolvent , its debts exceed its assets and the business is unable to pay debts as they come due, the bankruptcy restructuring may result in the company's owners being left with nothing; instead, the owners' rights and interests are ended and the company's creditors are left with ownership of the newly reorganized company. All creditors are entitled to be heard by

1960-409: The court to terminate, annul, or modify the continuation of the automatic stay as may be necessary or appropriate to balance the competing interests of the debtor, its estate, creditors, and other parties in interest and grants the bankruptcy court considerable flexibility to tailor relief to the exigencies of the circumstances. Relief from the automatic stay is generally sought by motion and, if opposed,

2016-436: The court. The court is ultimately responsible for determining whether the proposed plan of reorganization complies with bankruptcy laws. One controversy that has broken out in bankruptcy courts concerns the proper amount of disclosure that the court and other parties are entitled to receive from the members of the creditor's committees that play a large role in many proceedings. Chapter 11 usually results in reorganization of

2072-406: The creditors' objection, the plan must not discriminate against that class of creditors, and the plan must be found fair and equitable to that class. Upon confirmation, the plan becomes binding and identifies the treatment of debts and operations of the business for the duration of the plan. If a plan cannot be confirmed, the court may either convert the case to a liquidation under chapter 7, or, if in

2128-427: The damages that a contract counterparty can claim against the debtor. Chapter 11 follows the same priority scheme as other bankruptcy chapters. The priority structure is defined primarily by § 507 of the Bankruptcy Code ( 11 U.S.C.   § 507 ). As a general rule, administrative expenses (the actual, necessary expenses of preserving the bankruptcy estate, including expenses such as employee wages, and

2184-597: The debtor and its creditors (sometimes called a pre-packaged bankruptcy ) may facilitate the desired result. A company undergoing Chapter 11 reorganization is effectively operating under the "protection" of the court until it emerges. An example is the airline industry in the United States; in 2006 over half the industry's seating capacity was on airlines that were in Chapter 11. These airlines were able to stop making debt payments, break their previously agreed upon labor union contracts, freeing up cash to expand routes or weather

2240-413: The debtor's business or personal assets and debts, but can also be used as a mechanism for liquidation. Debtors may "emerge" from a chapter 11 bankruptcy within a few months or within several years, depending on the size and complexity of the bankruptcy. The Bankruptcy Code accomplishes this objective through the use of a bankruptcy plan. The debtor in possession typically has the first opportunity to propose

2296-410: The debtor: reorganization, conversion to Chapter 7 bankruptcy, or dismissal. In order for a Chapter 11 debtor to reorganize, the debtor must file (and the court must confirm) a plan of reorganization. In effect, the plan is a compromise between the major stakeholders in the case, including the debtor and its creditors. Most Chapter 11 cases aim to confirm a plan, but that may not always be possible. If

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2352-423: The features present in all, or most, bankruptcy proceedings in the United States. It provides additional tools for debtors as well. Most importantly, 11 U.S.C.   § 1108 empowers the trustee to operate the debtor's business. In Chapter 11, unless a separate trustee is appointed for cause, the debtor, as debtor in possession, acts as trustee of the business. Chapter 11 affords the debtor in possession

2408-705: The first quarter of 2010 the company moved to the Cityplace district of Dallas, Texas . In November 2019, Southern Foods Group, LLC d/b/a Dean Foods, and forty-two affiliated companies filed for Chapter 11 Bankruptcy in the United States District Court for the Southern District of Texas on November 12, 2019. The company cited the decline in consumption of cow's milk products; rendering them unable to meet their debt and pension obligations. The company stated that they were working with potential buyers for

2464-434: The judge approves the reorganization plan and the creditors all "agree", then the plan can be confirmed. §1129 of the Bankruptcy Code requires the bankruptcy court reach certain conclusions prior to "confirming" or "approving" the plan and making it binding on all parties in the case. Most importantly, the bankruptcy court must find the plan (a) complies with applicable law, and (b) has been proposed in good faith. Furthermore,

2520-407: The judge approves the reorganization plan and the creditors all agree, then the plan can be confirmed. Section 1129 of the Bankruptcy Code requires the bankruptcy court reach certain conclusions prior to confirming or approving the plan and making it binding on all parties in the case, most notably that the plan complies with applicable law and was proposed in good faith. The court must also find that

2576-404: The next lower priority level may receive payment. Section 1110 ( 11 U.S.C.   § 1110 ) generally provides a secured party with an interest in an aircraft the ability to take possession of the equipment within 60 days after a bankruptcy filing unless the airline cures all defaults. More specifically, the right of the lender to take possession of the secured equipment is not hampered by

2632-402: The process of a liquidation bankruptcy, though liquidation may also occur under Chapter 11; while Chapter 13 provides a reorganization process for the majority of private individuals. When a business is unable to service its debt or pay its creditors , the business or its creditors can file with a federal bankruptcy court for protection under either Chapter 7 or Chapter 11. In Chapter 7,

2688-421: The proposed plan. With some exceptions, the plan may be proposed by any party in interest. Interested creditors then vote for a plan. If the judge approves the reorganization plan and the creditors all agree, then the plan can be confirmed. If at least one class of creditors objects and votes against the plan, it may nonetheless be confirmed if the requirements of cramdown are met. In order to be confirmed over

2744-545: The reorganization plan is feasible in that, unless the plan provides otherwise, the plan is not likely to be followed by further reorganization or liquidation. In a Chapter 11 bankruptcy, the debtor corporation is typically recapitalized so that it emerges from bankruptcy with more equity and less debt, a process through which some of the debtor corporation's debts may be discharged. Determinations as to which debts are discharged, and how equity and other entitlements are distributed to various groups of investors, are often based on

2800-585: The space of 2 years (2002–2004) US Airways filed for bankruptcy twice leaving the AFL–CIO , pilot unions and other airline employees claiming the rules of Chapter 11 have helped turn the United States into a corporatocracy . The trustee or debtor-in-possession is given the right, under § 365 of the Bankruptcy Code, subject to court approval, to assume or reject executory contracts and unexpired leases. The trustee or debtor-in-possession must assume or reject an executory contract in its entirety, unless some portion of it

2856-491: The study stated, are currently faster, less expensive, and more private, with some states not even requiring court filings. However, a 2005 study claimed the drop may have been due to an increase in the incorrect classification of many bankruptcies as "consumer cases" rather than "business cases". Cases involving more than US$ 50 million in assets are almost always handled in federal bankruptcy court, and not in bankruptcy-like state proceeding. The largest bankruptcy in history

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2912-518: The word “organic” with “natural” on the product's packaging, prompting the Cornucopia Institute to file complaints that the company had not properly notified retailers or consumers. Foremost Farms USA, a cooperative of over 2,000 dairy farmers in several mid-western states, sold its Wisconsin milk processing plants to Dean Foods in 2009. In January 2010, the US Department of Justice and the state attorneys general's office of Wisconsin and Michigan, filed

2968-592: The years that followed, Silk became a successful, worldwide, organic food brand. In 2002 WhiteWave, Inc was sold to Dean Foods for over $ 300 million. The company's sales grew to $ 350 million in annual revenues by 2005. As the business grew, Silk became the largest purchaser of organic, Non GMO soybeans in North America. According to Silk's web site in August 2009, all its soy beans are sourced from North America including organic and non-GMO soybeans. In January 2010,

3024-608: Was convicted of insider trading in Dean shares in Federal court. Walters' source of non-public information was company director Thomas C. Davis employing a prepaid cell phone nicknamed "the Batphone" and, sometimes, the code words "Dallas Cowboys" for the company name. The case involved profits or avoided losses of $ 40 million from 2008 to 2014. The verdict was to be appealed according to Walters' lawyer. Chapter 11 bankruptcy Chapter 11 of

3080-445: Was of the US investment bank Lehman Brothers Holdings Inc., which listed $ 639 billion in assets as of its Chapter 11 filing in 2008. The 16 largest corporate bankruptcies as of December 13, 2011 Enron, Lehman Brothers, MF Global and Refco have all ceased operations while others were acquired by other buyers or emerged as a new company with a similar name. ‡ The Enron assets were taken from

3136-616: Was retiring the Schepps brand for dairy products in the Dallas, Texas area in favor of their Oak Farms brand. The Schepps brand had been in the Dallas market since 1942. In 2005, Dean Specialty Foods was spun off from Dean Foods as Bay Valley Foods, LLC, a division of TreeHouse Foods , Inc. In June 2005, TreeHouse Foods started trading on the New York Stock Exchange with a ticker of THS. In August 2006, Dean Foods acquired Jilbert's Dairy,

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