SiO2 Medical Products, Inc. ― Representing SiO2 Medical Products, Inc. and certain of its affiliates in their prearranged Chapter 11 cases filed in the U.S. Bankruptcy Court for the District of Delaware. SiO2 is a material life sciences company that holds 245 patents, including its flagship technology that combines the best of glass and polymers without the drawbacks of either. SiO2 filed for Chapter 11 with a restructuring support agreement supported by 100% of its first lien lenders. The restructuring support agreement contemplates a $60 million new-money postpetition financing facility and equitization of the first lien lender’s DIP claims and first lien claims in exchange for 100% of the equity of the reorganized company, subject to a marketing process seeking higher and better proposals. The proposed restructuring will reduce the Company’s secured debt by nearly $250 million.
WeWork Inc. ― Representing WeWork Inc. (NYSE: WE), a global flexible space provider, in connection with a comprehensive restructuring of its capital structure through a series of transactions with an ad hoc group of noteholders representing more than 60% of the company’s public notes, a third-party investor and affiliates of SoftBank Group Corp., which will be implemented through certain exchanges of $1.2 billion of WeWork’s existing unsecured notes for new debt and equity securities and the issuance of $675 million of new secured notes for cash. Collectively, the transactions will reduce WeWork’s net debt by approximately $1.5 billion at closing, extend a significant maturity wall from 2025 to 2027, and result in new funding and new and rolled capital commitments of more than $1 billion once completed.
Nielsen & Bainbridge, LLC ― Representation of Nielsen & Bainbridge, LLC (d/b/a NBG Home) and 13 of its affiliates in their prearranged Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of Texas. NBG Home is a trusted wholesale supplier of home décor and other home goods to prominent brick-and-mortar and online retailers such as Walmart, Target, and Amazon. NBG Home filed for Chapter 11 with a restructuring support agreement in place, supported by the majority of its secured creditors, that contemplates a $60 million DIP facility and an exchange of 100% of the equity of the reorganized company, subject to higher and better proposals. The proposed restructuring will preserve over 700 jobs and address nearly $400 million of secured debt.
Katerra Inc. ― Represented Katerra Inc. and its subsidiaries in their Chapter 11 cases in the United States Bankruptcy Court for the Southern District of Texas. Katerra is an innovative and eco-conscious construction company with facilities across the globe that develops, manufactures, and markets products and services in the commercial and residential construction spaces. Katerra commenced its Chapter 11 cases with the goal of facilitating a marketing and sale process for its assets to maximize value and creditor recoveries.
Form Technologies, Inc. — Represented Form Technologies, Inc., a leading global group of precision component manufacturers, in a $1.2 billion comprehensive recapitalization and debt exchange transaction that eliminated approximately $240 million of total funded debt, including full repayment of Form Technologies’ second lien term loan, partial repayment of the first lien term loan, and an amendment and 3.5-year maturity extension of the $733 million the company’s first lien revolver and term loan debt. The transaction was funded through the proceeds of a $300 million new money preferred equity investment from its existing equity holders and certain of its lenders.
Town Sports International, LLC ― Represented Town Sports International, LLC, a subsidiary of Town Sports International Holdings, Inc., and certain of its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. Town Sports is a leading owner and operator of fitness clubs primarily in the Northeast and Mid-Atlantic regions of the United States, with brands that include New York Sports Clubs, Boston Sports Clubs, Washington Sports Clubs, and Philadelphia Sports Clubs. As of December 31, 2019, Town Sports operated 186 fitness clubs and served approximately 605,000 members.
Arena Energy, L.P. — Represented Arena Energy, L.P., which filed a prepackaged Chapter 11 case in the U.S. Bankruptcy Court for the Southern District of Texas to pursue a sale of its assets as a going-concern. The sale — which is supported by Arena’s first-lien revolving lenders and second-lien term lenders — will restructure more than $1 billion in funded indebtedness and address over $500 million of plugging and abandonment liabilities.
BJ Services, LLC — Represented BJ Services, LLC and its affiliates in their Chapter 11 cases before the United States Bankruptcy Court for the Southern District of Texas. BJ Services was a leading provider of hydraulic fracturing and cementing services to upstream oil and gas companies engaged in the exploration and production of North American oil and natural gas resources. As of the Petition Date, BJ Services had over $350 million in funded debt obligations. During the Chapter 11 cases, the Company sold its operations as a going concern, saving over 500 jobs. The company confirmed a fully-consensual Chapter 11 plan and concluded its Chapter 11 cases less than four months after the Petition Date.
Stage Stores, Inc. — Represented Stage Stores, Inc. (NYSE: SSI) and its affiliate Specialty Retailers, Inc. in their Chapter 11 cases pending before the United States Bankruptcy Court for the Southern District of Texas. Stage operates in 42 states through 437 department stores under the Bealls, Palais Royal, Peebles, Stage and Goody’s brands and 289 off-price stores under the Gordmans brand. Stage had $1.6 billion in revenue in 2019.
Pier 1 Imports, Inc. — Represented Pier 1 Imports, Inc. and its subsidiaries in their Chapter 11 cases in the United States Bankruptcy Court for the Eastern District of Virginia. Pier 1 is a publicly-traded omnichannel retailer specializing in home furnishings and décor with 923 stores in the United States and Canada.
Deluxe Entertainment Services Group Inc. — Represented Deluxe Entertainment Services Group Inc. and certain of its affiliates in their prepackaged Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. Deluxe is a leading content creation-to-distribution company that provides digital media services to Hollywood studios, independent filmmakers, television networks, online content producers, and brands. The Deluxe Chapter 11 cases were filed with a prepackaged plan of reorganization that will consensually reorganize Deluxe by exchanging its secured debt for equity in the reorganized company.
Z Gallerie, LLC ― Represented Z Gallerie, LLC, a leading specialty retailer focused on fashion and art-conscious home décor with retail locations across the United States and a significant e-commerce platform, in its Chapter 11 case in Delaware.
Toys“R”Us, Inc. ― Represented Toys “R” Us, Inc. and several of its direct and indirect subsidiaries in one of the largest ever retail Chapter 11 filings in the United States Bankruptcy Court for the Eastern District of Virginia, Richmond Division. Following implementation of a strategy to effect a successful wind-down of operations in the United States and going concern sales and/or reorganizations of operations throughout the world, including Asia, led efforts to construct and implement global settlement agreements amongst all stakeholders and five distinct Chapter 11 plans.
Payless ShoeSource, Inc. ― Represented Payless ShoeSource, Inc. and certain of its affiliates in Chapter 11 cases pending in the United States bankruptcy court for the Eastern District of Missouri. Payless is the largest specialty family footwear retailer in the Western Hemisphere with nearly 4,400 stores across more than 30 countries. Payless is using Chapter 11 to exit unprofitable store locations and implement a pre-arranged restructuring plan supported by 2/3 of its lenders that will reduce its approximately $830 million in funded debt by nearly 50%. Payless has also filed for recognition of the U.S. Chapter 11 proceedings under Part IV of the Companies’ Creditors Arrangement Act in the Ontario Superior Court of Justice.
Penn Virginia Corporation ― Represented Penn Virginia Corporation in its prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the Eastern District of Virginia. The Company filed for Chapter 11 with a support agreement with all of its secured debt and a supermajority of its unsecured debt regarding a transaction that will reduce the company’s long term debt from approximately $1.2 billion to approximately $128 million. Penn Virginia is an independent oil and gas company engaged in the exploration, development, and production of oil, NGLs, and natural gas. The company’s operations are focused on oilfields primarily in the Eagle Ford shale in South Texas, with additional properties in the Granite Wash in Oklahoma and the Marcellus Shale in Pennsylvania. In 2017, the Turnaround Management Association recognized the successful Penn Virginia restructuring with its “Mid-Size Company Transaction of the Year Award.”
Caesars Entertainment Operating Co. Inc. ― Represented Caesars Entertainment Operating Co. Inc. (“CEOC”) in its Chapter 11 restructuring. CEOC, a majority owned subsidiary of Caesars Entertainment Corporation, provides casino entertainment services and owns, operates or manages 44 gaming and resort properties in 13 states of the United States and in five countries primarily under the Caesars, Harrah's and Horseshoe brand names. CEOC and its debtor subsidiaries had more than $18.4 billion in funded debt obligations as of the commencement of their Chapter 11 cases. In 2018, the Turnaround Management Association recognized the successful restructuring of Caesars Operating Entertainment Co. Inc. with its “Mega Company Turnaround of the Year Award.”