Dawn M. Cica

Dawn M. Cica

Partner

Dawn has more than 25 years of experience working on transactions of all types, including transactional aspects of bankruptcy and creditor’s rights such as strategic resolutions, workouts, restructurings, settlements, debtor-in-possession financings and asset sales. Her transactional experience also extends to a variety of other industries, particularly the complex details surrounding the gaming and real estate fields.

Notably, on behalf of the Nevada Department of Environmental Protection, Dawn was part of a team that handled the negotiation of a settlement among various state and federal government agencies allowing for the confirmation of a reorganization plan in the Tronox bankruptcy that ultimately resulted in a recently approved litigation settlement of more than $5 billion, with almost a quarter being distributed to the State of Nevada for environmental remediation.

In addition to her transactional experience, Dawn has built a renowned bankruptcy practice in the State of Nevada representing creditors, committees, affiliated parties and debtors. She has been involved in many influential Nevada bankruptcies in various industries, including the Aladdin Resort, Station Casinos, Riviera Hotel & Casino, Jerry’s Nugget, Las Vegas Monorail, Lake Las Vegas, South Edge, Consolidated Resorts, Viansa Winery, Tower Homes, Village at Centennial Springs, CommPartners, Global Axcess, MEGO Financial, Integrated Financial Associates, USA Capital, Rodeo Creek Gold, Martifer Solar USA and the Nevada Cancer Institute. She has also participated in bankruptcies in other states where she is licensed, as well as in Delaware.

From the negotiation and execution of initial lending agreements, through modifications and forbearances, foreclosures, guarantor lawsuits and bankruptcy matters, Dawn has counseled lender, guarantor and borrower clients on the full scope of their legal issues in major commercial and real estate matters and in commercial bankruptcy cases and workouts. She has advised banks in connection with large corporate, middle market, and retail lending disputes and she has extensive experience representing secured lenders in creditors’ rights matters.

Dawn has also earned a reputation in the gaming industry for her sound judgment and strategic counseling on a range of matters, including lending, leasing, management agreements, acquisitions and sales, as well as restructuring issues. She has an acute understanding of the regulations surrounding the industry and uses that knowledge to help her clients overcome various transactional and restructuring challenges, particularly those surrounding gaming collateral. She is the author of a comprehensive law review article on gaming issues arising in bankruptcy published in the UNLV Law Review.

In the real estate field, Dawn has a depth of knowledge surrounding real estate and finance transactions from the cradle to the grave. She is well versed in public and private financings, including indenture trustee work, secured lending, note purchases, asset sales and acquisitions, leasing, joint ventures, land development, construction lending and negotiation of construction contracts – as both initial transactions and in the context of workouts and restructurings.

As its general counsel, Dawn was instrumental in the purchase, redevelopment and real estate development of the “new” Aladdin Hotel and Casino (now Planet Hollywood). As part of that redevelopment, Dawn advised as to the various financings and refinancings (secured, mezzanine and public debt), worked with joint venture partners to structure other components of the project, including the mall, a separate tower and a parking garage, negotiated various development agreements and construction arrangements and oversaw all of the other aspects of the development, including mechanics lien litigation. As general counsel she was also responsible for the seminal case regarding the function of an individual lender as part of a syndicate (Beal Savings Bank. v. Sommer). During that time, Dawn also began working with an affiliate to the owners of the Aladdin to assemble and develop a 680-acre master planned community in the Northwest, including all real estate and development matters, financing arrangements and joint venture agreements for 2200 homes, a 27-hole golf course and a stand-alone casino. Dawn was responsible for the agreements between the owners and the hotel and casino operators including the gaming lease, the operating agreements and the joint easement agreements among all of the components, including the complex regulatory overlay.

Her transactional and bankruptcy experience extends to a variety of industries. In addition to her extensive experience with the gaming industry, she is well versed in the complex details surrounding the fields of real estate development, hospitality and golf course operations. She is the past president of the Las Vegas Country Club Homeowners Association and has testified before the legislature on HOA issues.

Before Black & LoBello

Prior to joining Black & LoBello, Dawn was a partner at Fox Rothschild, LLP, a national firm based in Philadelphia. She also previously served as general counsel of Mountain Spa Development and the Sommer Family Trust, which purchased and redeveloped the Aladdin Hotel and Casino. Prior to that, she practiced in the bank finance and mergers and acquisitions groups in the New York and San Francisco offices of Shearman and Sterling LLP, an international law firm.

Beyond Black & LoBello

A respected voice in the industry, Dawn often presents on bankruptcy and gaming topics surrounding the state of Nevada. In addition, she is actively involved in several State and national business and bankruptcy-related organizations including the general subcommittee of the executive committee for the Real Estate Section of the Nevada Bar. In addition she is the past chair of the Bankruptcy Section of the State Bar of Nevada; she is active in the Turnaround Management Association, where she serves on the board of directors for the Nevada Chapter and the advisory board for both the national Annual Conference and the national Distressed Investing Conference; the American Bankruptcy Institute, where she serves on the Planning Committee for its Southwest Conference and its Bankruptcy Battleground West Conference; and the Association of Insolvency and Restructuring Advisors. She is also a member of IAGA and IML.

Notable Cases

  • Beal Savings Bank v. Sommer, 2005 NY Slip Op 52075(U) (N.Y. Misc. 2005)
  • Beal Savings Bank v. Sommer, 815 N.Y.S.2d 63 (N.Y. App. Div. 1st Dep’t
  • Beal Savings Bank v. Sommer, 8 N.Y.3d 318, 865 N.E.2d 1210 (N.Y. 2007)

Honors & Awards

  • National M&A Advisory Award for Real Estate Deal of the Year – Chapter 15 Sale of the Veris Gold Mine (2015)
  • Listed as one of the Top 50 Women Mountain States Super Lawyers by Super Lawyers magazine (2014, 2015)
  • Included in a list of “Legal Elite” attorneys in Southern Nevada (2013, 2014, 2015)
  • Included in a list of the “Top 150 Legal Elite” attorneys in Southern Nevada (2012)
  • Included in the list of “Super Lawyers” by Super Lawyers magazine (2013, 2014, 2015)

Bar Admissions

  • Nevada
  • New York
  • California

Education

  • University of California (J.D., 1987)
  • University of Nevada, Reno (B.S., B.A., 1984)

Memberships

  • Turnaround Management Association
  • American Bankruptcy Institute
  • Association of Insolvency and Restructuring Advisors
  • State Bar of Nevada, Business Law Section and Gaming Law Section
  • ABI Southwest, Planning Committee
  • Bankruptcy Battleground West, Planning Committee
  • Bankruptcy Battleground West 2015 Advisory Board

Board Of Directors

  • TMA, Nevada Chapter
  • ABI Asset Sale Committee
  • Nevada State Bar, Executive Committee of the Real Estate Section
  • Nevada State Bar, Member and Past Chair Executive Committee of the Bankruptcy Section

 

Publications

September 2015

Update, When Gaming Goes Heads Up With the Bankruptcy Code: Unique Restructuring Issues for Gaming Businesses in Difficult Economic Times
American Bankruptcy Institute Annual Southwest Bankruptcy Conference

February 2015
Confirmation Issues in Individual Chapter 11 Cases
American Bankruptcy Institute Bankruptcy Battleground West

September 2014
Financing Strategies in Bankruptcy
American Bankruptcy Institute Annual Southwest Bankruptcy Conference

February 2014
Recent Developments in Business and Municipal Bankruptcies
American Bankruptcy Institute Bankruptcy Battleground West

January 2014
Recent Developments in Real Estate and Bankruptcy
IMN Winter Forum on Real Estate Opportunity and Private Fund Investing

September 2013
Deeds In Lieu of Foreclosure
National Business Institute: BOOT CAMP – Foreclosure and Loan Workout Proceedings

September 2012
Secrets of a Transactional Attorney: Pre-Petition Workout Tips, Bad-Boy Guaranties and DIP Loans
American Bankruptcy Institute Annual Southwest Bankruptcy Conference

Spring 2012
When Gaming Goes Heads Up With the Bankruptcy Code: Unique Restructuring Issues for Gaming Businesses in Difficult Economic Times
UNLV Gaming Law Journal

March 2012
Don’t Bet on It: Quirky Interest Enforcement Problems in Bankruptcy Cases
ABA Business Law Section Spring Meeting

March 2012
When Landlord-Tenant Law Meets Bankruptcy

11th Annual Landlord-Tenant Law Conference

September 2011
In and Out of Bankruptcy: Weathering the Financial Storm in Gaming

Nevada Gaming Lawyer

March 2009
What Lenders to Gaming Companies Should Know About Nevada Gaming Law

Lewis and Roca Publication

March 2002
Choosing Business Entities in Nevada

National Business Institute

Events

Casino Issues in Bankruptcy – Annual Southwest Bankruptcy Conference

September 2015

Alternatives to Bankruptcy – TMA Annual Conference

October 2015

Individual Chapter 11 Cases
February 2015

Dine with Us During IMN’s Winter Forum on Real Estate Opportunity and Private Fund Investing
January 22, 2015 at 7:00pm
Las Brisas

Valuations in Bankruptcy Panel & Networking Dinner
November 19, 2014 at 5:30pm
The Las Vegas Country Club

The 22nd Annual Southwest Bankruptcy Conference
September 4, 2014

Recent Developments in Business and Municipal Bankruptcies
February 2014

Recent Developments in Real Estate and Bankruptcy
January 2014

BOOT CAMP – Foreclosure and Loan Workout Proceedings
September 2013

Secrets of a Transactional Attorney: Pre-Petition Workout Tips, Bad-Boy Guaranties, DIP Loans and Asset Sales
September 2012

Don’t Bet on It: Quirky Security Interest Enforcement Problems in Bankruptcy Cases
March 13, 2012

Challenges of Nevada’s Home Owners Associations: Turnaround Trouble in Your Own Backyard
February 14, 2012

Corporate Bankruptcy and Forbearance of Defaults
July 13, 2010

Bankers Guide to Forbearance Agreements
February 2010

News

June 15, 2015

Super Lawyers Magazine:  Top 50 Women Mountain States Super Lawyers

June 1, 2015
Nevada Business Magazine: Legal Elite 2015: Nevada’s Top Attorneys

September 25, 2014
Casino Bankruptcies: Thinking Outside the Typical Chapter 11 Box

July 30, 2014
Recent Landmark Environmental Cleanup Settlement Brings More Than $1 Billion to Nevada as Part of a Bankruptcy Settlement With the State of Nevada, Represented by Fox Restructuring Partner Dawn Cica

June 15, 2015

Super Lawyers Magazine:  Top 50 Women Mountain States Super Lawyers

June 1, 2014
Nevada Business Magazine: Legal Elite 2014: Nevada’s Top Attorneys

April 29, 2014
Fox Attorneys Present at the Information Management Network’s Real Estate General Counsels Forum in Newport Beach, California

June 1, 2013
Nevada Business Magazine: Legal Elite 2013: Nevada’s Top Attorneys

April 12, 2011
State Gets