Kevin McClelland

Debtor Representations

• Ultra Petroleum Corp. ― Representation of Ultra Petroleum Corp. and its affiliates in their comprehensive deleveraging and balance-sheet restructuring, accomplished through prepackaged Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of Texas and a parallel Canadian recognition proceeding filed in the Supreme Court of Yukon in 2020. Ultra is one of the largest oil and natural gas exploration and production companies in Wyoming.
• Stage Stores, Inc. ― Representation of 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.
• Tapstone Energy, LLC ― Representation of Tapstone Energy, LLC and certain of its affiliates in their out-of-court restructuring. Tapstone is an independent oil and natural gas company focused on the development and production of oil, natural gas, and NGLs in the Anadarko Basin in Oklahoma, Texas, and Kansas. The restructuring transaction reduced Tapstone’s funded debt by approximately $440 million and provided the company with liquidity, including a $50 million new money investment, to optimize operations and expand its production base through mergers and acquisitions.
• Bluestem Brands ― Representation of Bluestem Brands, Inc. and certain of its affiliates (“Bluestem”), a direct-to-consumer retailer that provides a wide array of merchandise through multiple channels under the Orchard and Northstar brand portfolios, in their Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. Bluestem filed with over $460 million in funded indebtedness and a stalking horse purchase agreement that contemplates a going-concern transaction.
• Barneys New York, Inc. ― Representation of Barneys and its affiliates, the iconic luxury retailer and Manhattan staple, in their Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York.
• FastMed Holdings I, LLC ― Representation of FastMed Holdings I, LLC and certain of its affiliates (“FastMed”) in their deleveraging transaction. FastMed is a privately owned operator of over 100 urgent care clinics in Arizona, North Carolina, and Texas. The transaction resulted in the consensual equitization of approximately $80 million in funded debt and the paydown of approximately $148 million in secured debt. 
• Specialty Retail Shops Holding Corp. ― Representation of Specialty Retail Shops Holding Corp. and its subsidiaries (“Shopko”), a retailer of general merchandise, including clothing, accessories, electronics, home furnishings, as well as company-operated pharmacy and optical-services departments, in their Chapter 11 cases in the United States Bankruptcy Court for the District of Nebraska. As of its Chapter 11 filing, Shopko operated more than 360 stores in over 25 states. Shopko’s Chapter 11 cases are the largest ever filed in Nebraska.
• Toys“R”Us, Inc. ― Representation of 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.
• Seadrill Limited — Representation of Seadrill Limited and certain of its direct and indirect subsidiaries in their multi-jurisdictional restructuring of approximately $20 billion of contract and debt obligations. Seadrill is a leading global provider of offshore contract drilling services and employs nearly 4,000 individuals across 22 countries and five continents. Seadrill's pre-arranged Chapter 11 cases, one of the largest filings in 2017 based on asset size, resulted in the re-profiling of approximately $6 billion of secured debt, eliminated approximately $3.5 billion of unsecured bond and contractual obligations, and facilitated a capital investment of more than $1 billion. In the months preceding Chapter 11, Seadrill also consummated a series of ring-fencing transactions that successfully prevented its non-consolidated businesses from also having to commence Chapter 11 cases. Seadrill and its debtor subsidiaries confirmed their Chapter 11 plan with near universal consensus in approximately 7 months and emerged from Chapter 11 in less than 10 months.
• Energy Future Holdings Corp. — Representation of Energy Future Holdings Corp. and its affiliates (collectively, "EFH") in their Chapter 11 cases pending in the U.S. Bankruptcy Court for the District of Delaware. EFH — the largest generator, distributor and certified retail provider of electricity in Texas — is the product of the largest leveraged buy-out in history. With over $49 billion in liabilities and $36 billion in assets, EFH's Chapter 11 case is the largest operating Chapter 11 case ever filed in Delaware and one of the largest Chapter 11 cases filed in history.
• Sequa Corporation — Representation of Sequa Corporation in its successful refinancing and out-of-court restructuring of approximately $1.9 billion of funded indebtedness. Pursuant to the consensual restructuring, Sequa obtained a significant new money investment, its senior credit facilities were refinanced in full, and over 90 percent of its unsecured notes were exchanged for new convertible preferred equity.  
• C&J Energy Services ― Representation of C&J Energy Services, a leading provider of well construction, well completions, well support and other complementary oilfield services to oil and gas exploration and production companies, in its prenegotiated Chapter 11 filing in the United States Bankruptcy Court for the Southern District of Texas. With nearly 5,000 employees, C&J services include directional drilling, cementing, hydraulic fracturing, cased-hole wireline, coiled tubing, rig services, fluids management services and other special well site services. C&J eliminated approximately $1.4 billion in debt from its balance sheet, substantially deleveraging its capital structure and strongly positioning the company for long-term success.

Investor Representations

• Savers, LLC ― Representation of TPG Capital, L.P. and Leonard Green and Partners, L.P. as stockholders and Board directors in Savers, LLC and its affiliates’ (“Savers”) out-of-court deleveraging transaction. Savers is a for-profit, thrift retailer that offers a wide range of clothing, accessories, and household goods in it its stores across the United States, Canada, and Australia. The transaction resulted in the consensual, out-of-court equitization of $300 million in funded debt and refinancing of $700 million in secured debt, and an equity investment of $165 million.
• Northern Pacific Group — Representation of Northern Pacific Group and a joint-venture affiliate in connection with a new $20 million debtor-in-possession loan to and successful $50 million credit-bid purchase of certain assets of Sungevity, Inc. and its subsidiaries. Sungevity was a leading solar panel distribution business that designs home solar systems, that provided financing options, and managed system installation, maintenance, and performance.

Public Interest Law Initiative Fellow, CARPLS, 2016

Summer Associate, Kirkland & Ellis LLP, 2015