The Atlanta firm Slutzky Wolfe & Bailey is representing a developer whose retail and movie theater complex near Hilton Head Island has fallen into foreclosure. 

Sea Turtle Entertainment LLC this month defaulted on a $23.5 million loan for its Berkeley Place shopping center in Bluffton, S.C., according to the Island Packet newspaper. Wells Fargo Bank has begun foreclosure proceedings against Sea Turtle, the Island Packet said, citing records in Beaufort County Circuit Court.

Slutzky Wolfe & Bailey commercial real estate partner Brad Wolfe is representing Sea Turtle in the matter, the paper said. Kilpatrick Stockton partner James Pulliam in Charlotte is counsel to Wells Fargo. Wells Fargo filed its complaint to initiate foreclosure on May 15.

Berkeley Place includes a movie theater and an Outback Steakhouse. The shopping center located in Bluffton, about 10 miles northwest of Hilton Head Island.

China rejected Coca-Cola Co.’s proposed $2.3 billion acquisition of China Huiyuan Juice Group Ltd., saying it would be “negative for competition” in the Chinese beverage market, Bloomberg News reported.

Coke’s acquisition agreement was one of the first major tests of China’s recently-adopted antitrust law, the Am Law Daily blog said. China's Anti-Monopoly Law came into affect in August 2008.

If the deal had gone through, Coca-Cola might have used its “dominant position” to drive up prices and limit competition, Bloomberg reported, citing the Chinese Ministry of Commerce.

Coca-Cola can appeal the decision, but won’t, Bloomberg said.

Skadden, Arps, Slate, Meagher & Flom, which has advised Coca-Cola on numerous recent corporate matters, had been counsel to the Atlanta beverage giant on the Chinese deal. Skadden partners Nicholas Norris in Hong Kong and Gregory Miao in Shanghai were lead advisers.

Some corporate attorneys had speculated in September that the Chinese government would approve the Coke deal because of the goodwill Coca-Cola had engendered in the country through its sponsorship of the Beijing Olympics and other factors.

Earlier this week, we noted that Alston & Bird is still owed an estimated $47,311 by a bankrupt client.

Now word comes that King & Spalding holds an I.O.U. from a bankrupt client, and its bill is much higher. Semiconductor maker Spansion Inc. owes $1,637,609 to lawyers in King & Spalding’s Silicon Valley office, the Am Law Daily blog reports.

Spansion also owes $1,584,395 to Sonnenschein Nath & Rosenthal.

The Sunnyvale, Calif. company’s voluntary petition in federal bankruptcy court in Delaware doesn’t identify which practice group of the law firms provided the heretofore-unpaid work. The petition also describes both amounts as “disputed.”

King & Spalding’s Web site says that counsel Rowena Young in Redwood Shores, Calif. has represented Spansion “in a Section 337 Investigation in the United States International Trade Commission brought by Spansion against Samsung … involving four Spansion patents.”

King & Spalding had not filed a notice of appearance with the court as of Tuesday afternoon.

Our friends at the Am Law Daily blog point out today that while some law firms are raking in the dollars from their bankruptcy practices, the rise in bankruptcy filings also cuts both ways. Many law firms—Atlanta’s Alston & Bird among them—are still owed money by some bankrupt companies.

One of those companies is Dynogen Pharmaceuticals Inc., which on Monday filed for Chapter 7 in U.S. Bankruptcy Court in Boston. The Waltham, Mass. company listed more than $10 million in liabilities and a paltry $18,393 in assets.

Among those holding I.O.U.’s from Dynogen is Alston & Bird. Alston’s Raleigh, N.C. office is owed $47,311.73 for patent and intellectual property legal services handled in 2008, according to a court filing. The filing doesn’t specify which Alston attorneys performed the work. Alston has a dozen attorneys in its Raleigh office, virtually all of them in the firm’s IP practice group. Alston's home office, of course, is One Atlantic Center in Atlanta. [photo, right]

Jones Day and McCarter & English are among the other law firms still owed by Dynogen.

University of Connecticut law school professor Steven M. Davidoff, writing in his “Deal Professor” column for The New York Times on Tuesday, had some choice words for the special committee of independent directors of Landry’s Restaurants Inc.

Landry's owns Golden Nugget Hotels and Casinos in Las Vegas, Rainforest Cafe and other restaurants.

A look at Landry's recent history, however, shows that recent events, including hurricanes damaging its properties, the global credit crisis, and a dispute with its bondholders, had put the company in a tough spot.

Earlier this week, Landry’s called off its plans to be taken private by affiliates of the company’s chief executive, Tilman Fertitta, in a $1.3 billion deal. Instead, Landry’s said it will refinance about $400 million in debt with Jefferies & Co.

Landry’s deep-sixed the deal because the Securities and Exchange Commission was asking the deal’s lenders—Jefferies and Wells Fargo Foothill--to disclose material that Landry’s and the lenders deemed confidential.

In addition to criticizing Landry’s version of the events that led to the scrapping of the deal, Davidoff kept his sharpest knives for the company’s special independent committee. Davidoff said that the independent directors failed Landry’s shareholders by failing “to negotiate a standstill with Mr. Fertitta and allowed Mr. Fertitta to obtain majority control of this company while this failed deal was pending … depriving [shareholders] of a change-of-control premium and leaving them with unreimbursed substantial transaction expenses.”

Read Davidoff’s full column here.

King & Spalding partner Jack Capers was counsel to the special independent committee, along with two New York-based King & Spalding partners. Capers declined to comment.

Proskauer Rose advised Jefferies on Landry’s go-private talks. Haynes and Boone counseled Landry’s executives. Olshan Grundman Frome Rosenzweig & Wolosky advised Landry’s chief executive Tilman Fertitta.

Numerous events over the past three years led to Landry’s consideration of a deal to take itself private.

Back in 2007, Landry’s bondholders had threatened to force the company to repay its debt early because Landry’s had not made timely filings of its audited financial statements with the SEC, according to the Houston Chronicle. If Landry’s didn’t pay up early, the bondholders would force Landry’s to declare bankruptcy. Landry’s CEO Fertitta [photo, below] countered by suing the bondholders, claiming they were trying to extort millions of dollars from the company.

Landry’s and the bondholders reached a settlement that resulted in higher borrowing costs for Landry’s.

More recently, Landry’s business operations in Texas and Louisiana were hit hard by Hurricanes Gustav, Hannah and Ike and by Tropical Storm Eduard. When Hurricane Ike struck the Gulf Coast in September, “several of our restaurants in Galveston and Kemah sustained significant damage,” Landry’s said in its third-quarter earnings release. Landry’s took a pre-tax asset impairment charge of $24.4 million as a result of the hurricane damage, although some of that will be recouped through insurance.

Throw in last fall’s collapse of the global credit markets, and Jefferies’ and Wells Fargos’ ability to finance Landry’s go-private deal may have been fatally compromised. That last part is unknown, however, since Landry’s lenders declined to file certain information with the SEC.

Landry’s operates several restaurant chains, including Rainforest Café, Saltgrass Steak House, Landry’s Seafood House and The Chart House. Landry’s sold the Joe’s Crab Shack chain to J.H. Whitney & Co. in 2006.

Aflac Inc. may bid to acquire one of American International Group Inc.’s Japanese life insurance assets, Bloomberg News reported.

Aflac may attempt to purchase the Alico Japan life insurance unit, which AIG is putting up for sale, Aflac CEO Daniel Amos told Bloomberg Television. Aflac gets 70 percent of its sales in Japan.

Alston & Bird and Skadden, Arps, Slate, Meagher & Flom have handled some corporate work for the Columbus, Ga. insurance company in recent years. Alston advised Aflac as a creditor seeking claims in the Parmalat bankruptcy case, according to Alston’s web site. Skadden partner Michael P. Rogan in 2006 advised Aflac on a securities offering in connection with a deferred compensation plan. Skadden counsel Nancy G. Rubin in Washington has advised Aflac on general corporate and securities matters, according to the law firm’s web site.

Aflac’s general counsel, Joey M. Loudermilk, has been with the company since 1983.

Aflac is most interested in Alico because of the similarity of the products they offer, Amos said. Alico is Japan's fifth-largest life insurer.

“Alico has been a competitor of ours for years, and we think Alico has a lot of potential in terms of an acquisition,” Amos said Oct. 10.

AIG said Oct. 3 it is seeking to sell life insurance and retirement businesses as it tries to repay an $85 billion loan extended by the U.S. government to keep the insurer from collapsing, Bloomberg said. In addition to Alico, AIG is selling its AIG Edison Life Insurance Co. and AIG Star Life Insurance Co. units in Japan.

With consumers finding it difficult to get credit and the nationwide average price of gasoline at more than $3.60 per gallon, auto dealerships across the country are shutting their doors. In what therefore should not be a surprise, the nation’s largest Hummer dealer just announced that it will close.

Towbin Hummer of Las Vegas will close tomorrow, The Wall Street Journal’s Deal Journal blog reported. It’s at least the eighth Hummer dealer to close this year.

Deal Journal provides an example that makes it plain why consumers aren’t exactly lining up to buy Hummers these days. “With the national average for a price of gas resting at $3.66 a gallon, it costs $84 to fill up Hummer’s smallest model–the H3,” Deal Journal said. “At that price, an H3 owner in Las Vegas could fly to Los Angeles for a roundtrip weekend getaway for about as much as it would cost to drive the H3.”

Auto dealers of all stripes are closing, but especially those that sell U.S.-made cars. The number of new-car dealers in Georgia has declined from 623 in 2005 to 603 this year, according to the National Automobile Dealers Association.

There are at least four Hummer dealers in metro Atlanta, including Bridges Auto Group’s Hummer of Union City.

Dealers are being forced to offer more financial incentives on Hummers than any other car brand, and still they’re not selling, Deal Journal said. U.S. buyers received an average of $8,861 in various incentives for each Hummer sold, the blog said, citing Edmunds.com. In comparison, BMW is offering an average of $84 in incentives for each Mini it sells.

One Atlanta-area Hummer dealer, Lou Sobh Hummer in Duluth, is offering $10,000 off all 2007 versions of the Hummer H2 SUT, according to its Web site.

In one of his first acts as a Securities and Exchange Commission commissioner, former McKenna Long & Aldridge partner Luis Aguilar voted in favor of making it easier for U.S. investors to access information about foreign markets and companies.

The SEC voted to adopt a number of rules, including one to expand disclosures that foreign private firms provide to investors, Forbes reported. Another rule change would allow investors to use the Internet to access material documents belonging to a foreign private company.

“U.S. investors will have access to higher quality disclosures,” Aguilar said during an open SEC meeting, according to Forbes. Aguilar joined the SEC on July 31.

The commission voted unanimously in favor of the changes.

Alston & Bird has been retained by troubled mortgage lender IndyMac Bancorp Inc. To what extent Alston is working for IndyMac, however, is unclear.

IndyMac, which was shut down by the federal government earlier this month, hired Alston partner Dwight C. Smith III to advise the company on a number of issues, “including the transfer of its assets to the government,” according to British publication TheLawyer.com.

Smith, reached at his Washington office, declined to comment. Tony Wilbert, a senior vice president with Edelman who serves as an Alston spokesman, also declined to comment.

Alston’s Smith practices in the area of bank regulatory matters. Before joining Alston he was deputy chief counsel at the U.S. Office of Thrift Supervision.

TheLawyer.com also said that Alston is “expected to have a role advising [IndyMac’s] directors and executives in relation to a current investigation by the Federal Bureau of Investigation into possible mortgage fraud.”

IndyMac, a regulated thrift based in Pasadena, Calif., was closed by the Office of Thrift Supervision on July 11 and placed into receivership with the Federal Deposit Insurance Corp. The OTS transferred the assets and some liabilities of IndyMac Bank to a new institution called IndyMac Federal Bank.

IndyMac had been hammered by defaults on its mortgages; earlier this year, depositors pulled $1.3 billion from the bank during an 11-day period. IndyMac, which had been the largest savings-and-loan association in Southern California, was one of the largest bank failures in U.S. history.

FDIC Chairwoman Sheila Bair last week said that FDIC intends to sell all of IndyMac’s assets to a single buyer, Bloomberg News reported.

Alston has done work previously for IndyMac. Alston partner Michael L. Stevens in Atlanta in 2007 advised IndyMac on a securities sale.

The U.S. Senate on Friday approved McKenna Long & Aldridge partner Luis Aguilar to the Securities and Exchange Commission. Senate Majority Leader Harry Reid, Democrat of Nevada, said he was pleased that Senate Democrats were able to reach a deal with Republican lawmakers and the Bush administration to fill so many positions, Dow Jones reported. Reid said, “We are restoring Democratic representation to the SEC, where it had been absent.”

Aguilar, an Atlanta-based corporate attorney, fills a vacancy created when Roel C. Campos left the SEC last fall.