Joshua Raphael

Franchise Group — Representation of Franchise Group, owner and operator of franchised and franchisable businesses, in connection with its Chapter 11 restructuring. Following months of litigation, Kirkland was retained and helped Franchise Group secure a global settlement with its key stakeholders to delever its balance sheet by more than $2.4 billion and emerge from Chapter 11 with a deleveraged capital structure, enhanced liquidity, and a strengthened and simplified business model. In addition to confirming a Chapter 11 plan of reorganization, Franchise Group successfully completed a value-maximizing sale of its Vitamin Shoppe business segment.

Zips Car Wash, LLC — Representation of Zips Car Wash, LLC and certain of its affiliates in their prearranged Chapter 11 cases in the U.S. Bankruptcy Court for the Northern District of Texas. Zips, one of the largest privately held car wash operators in the United States, emerged from Chapter 11 with a plan of reorganization supported by 100% of its lenders. Through the restructuring, Zips eliminated approximately $275 million of funded-debt obligations and rationalized its site footprint by exiting unprofitable locations and shedding hundreds of millions of dollars of go-forward lease liabilities.

JOANN Inc. — Representation of JOANN Inc. and certain of its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. JOANN is a leading national retailer in sewing, fabrics, and arts and crafts headquartered in Hudson, Ohio with approximately 800 stores across the United States. Prior to commencing its Chapter 11 cases, JOANN had approximately $615.7 million in funded debt, across a term loan and asset-based lending facility. JOANN commenced its Chapter 11 cases with the goal of facilitating a marketing and sale process for its assets to maximize value and creditor recoveries.

Vertex Energy, Inc. — Representation of Vertex Energy, Inc. (VTNR) and 23 of its subsidiaries (Vertex) in their prearranged Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of Texas. Vertex is a leading energy transition company and marketer of high-quality refined products. Vertex filed for Chapter 11 with a restructuring support agreement (RSA) that is supported by 100% of the company’s term loan lenders. The RSA and related Chapter 11 plan provide for a recapitalization of the business through a debt-for-equity exchange or a sale of all or substantially all of the debtors’ assets. Vertex commenced its Chapter 11 cases with a $280 million debtor-in-possession financing facility and a commitment from the Company’s intermediation counterparty to continue performing under Vertex’s critical intermediation facility.

SIRVA — Representation of SIRVA Worldwide, Inc. and its affiliates in their out-of-court restructuring, which was supported by 100% of SIRVA’s lenders. SIRVA is a global leader in corporate relocation and moving services with 77 locations servicing over 190 countries. Pursuant to the restructuring transaction, SIRVA eliminated over $300 million of funded debt obligations and received $40 million in new capital.

Vyaire Medical, Inc. — Representation of Vyaire Medical, Inc. and certain of its affiliates in their prearranged Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. Vyaire is a leading medical devices and services company with approximately $534 million in funded debt. Vyaire commenced the prearranged cases to conduct a sale process with a $45 million debtor-in-possession financing facility and the support of the vast majority of its secured lenders.

Careismatic Brands, LLC — Representation of Careismatic Brands, LLC and 21 of its affiliates (together, “Careismatic”) in their prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the District of New Jersey. Careismatic leads the $3 billion domestic medical scrubs market with a portfolio of 17 brands and dominant positions in the wholesale and online segments. The restructuring transactions, effectuated through an RSA with Careismatic’s key stakeholders, led to a net reduction of over $765 million in funded debt and provided a cash infusion through in-court financing for long-term, sustainable growth. On May 31, 2024, the company’s Chapter 11 plan of reorganization was confirmed with the unanimous support of its voting creditors. On June 13, 2024 the plan became effective.

WeWork, Inc. — Representation of WeWork, Inc. and its debtor affiliates — the leading global flexible space provider — in their Chapter 11 cases in the United States Bankruptcy Court for the District of New Jersey. With approximately $17 billion in funded debt and lease obligations at the time of filing and posing complex, novel issues of international, regulatory and foreign law, WeWork, with over 500 entities, is one of the largest jointly administered Chapter 11 cases in history. Through its Chapter 11 cases, WeWork was able to equitize all $4.3 billion of its funded indebtedness, right size its lease portfolio and reduce future obligations by $11 billion as the result of a pioneering strategy for rent negotiations, facilitate a global settlement with numerous stakeholders and navigate complex cross-border issues.

Rite Aid Corporation — Representation of Rite Aid Corporation (Rite Aid) and 119 of its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the District of New Jersey. Rite Aid entered its Chapter 11 cases with $3.45 billion in debtor-in possession financing. Following months of negotiations including court-ordered mediation with all of Rite Aid’s key stakeholders, as well as several bet-the-company disputes and obtaining an additional $75 million in debtor-in-possession financing later in the cases, Rite Aid was able to delever its balance sheet by approximately $2 billion through a recapitalization transaction with its senior secured noteholders and resolve more than $2.5 billion in pending and threatened litigation. Rite Aid emerged from Chapter 11 on August 30, 2024 with $2.975 billion in committed exit financing, a new go-forward supply contract with McKesson (Rite Aid’s largest vendor and the provider of 98% of Rite Aid’s just-in-time prescriptions), settlement agreements or controlled substance injunctive terms with the Department of Justice and 15 states in which Rite Aid conducts business, and a leaner, more efficient real estate footprint.

West Marine, Inc. — Representation of West Marine, Inc. and its affiliates, the nation’s leading omnichannel provider in the marine aftermarket, in multiple transactions, including a comprehensive out-of-court restructuring of its existing capital structure supported by 100 percent of the Company’s existing lenders and its equity sponsor. The comprehensive transaction delevered the Company’s funded indebtedness by more than $500 million, provided the Company access to $125 million of new money term loan financing, and left trade claims unimpaired.

Learfield Communications, LLC — Representation of Learfield Communications, LLC and its affiliates, a leading media and technology company in the college sports market, in a nearly $1 billion out-of-court restructuring with unanimous support from Learfield’s existing lenders and equity sponsors. The transactions substantially delevered Learfield’s balance sheet and provided access to significant new money equity investments, strengthening Learfield’s financial and liquidity positions.

Celsius Network LLC — Representation of Celsius Network LLC and its affiliates in their Chapter 11 cases filed in the U.S. Bankruptcy Court for the Southern District of New York. Celsius is one of the largest and most sophisticated cryptocurrency-based finance platforms in the world and provides financial services to institutional, corporate, and retail clients across more than 100 countries.

URS Parent Corporation — Representation of URS Parent Corporation, a leading vehicle transportation and logistics services provider, and certain of its affiliates in an out-of-court debt exchange and rights offering that eliminated $365 million of outstanding funded debt and raised new capital through an equity rights offering. The company obtained the support of 100% of the company’s lenders and its equity sponsor though a dual-track solicitation process, under which the company simultaneously solicited consents for an out-of-court debt exchange and votes in favor of a prepackaged restructuring.

Cineworld Group plc — Representation of Cineworld Group plc and 104 of its debtor affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Publicly traded on the London Stock Exchange, Cineworld, the parent company of Regal Entertainment Group, is the second-largest cinema chain in the world, operating over 9,100 screens at nearly 750 cinemas in 10 countries worldwide. Cineworld commenced its Chapter 11 cases with approximately $5.1 billion in funded debt and commitments from an ad hoc group of prepetition lenders to provide nearly $2 billion in debtor-in-possession financing.

Law Clerk, Kirkland & Ellis LLP, 2021⁠–2022

Summer Associate, Kirkland & Ellis LLP, 2021

Senior Consultant, IBM