Benjamin M. Rhode

Covia Holdings Corporation ― Representing Covia Holdings Corporation and certain of its affiliates in connection with Covia’s prearranged Chapter 11 bankruptcy cases pending in the U.S. Bankruptcy Court for the Southern District of Texas. Covia provides diversified mineral-based and material solutions for global energy and industrial markets. As of its Chapter 11 filing, Covia’s funded debt totaled approximately $1.6 billion, including approximately $1.56 billion in secured term loan indebtedness. Prior to filing for Chapter 11 protection, Covia entered into a restructuring support agreement (RSA) with an ad hoc term lender group that collectively holds a majority of Covia’s term loan indebtedness that lays the groundwork for a comprehensive financial and operational restructuring of Covia that will reduce its go-forward leverage and fixed costs by more than $1 billion through a partial equitization of Covia’s prepetition term loan indebtedness and a strategic rationalization of its railcar fleet and distribution terminal network.

Hornbeck Offshore Services, Inc. ― Representing Hornbeck Offshore Services, Inc. and its affiliates, in its Chapter 11 restructuring in the U.S. Bankruptcy Court for the Southern District of Texas. Hornbeck provides marine transportation and subsea installation services to support the deep water drilling and production needs of their exploration and production, oilfield service, offshore construction, and U.S. military customers. The Hornbeck Chapter 11 cases were filed with a prepackaged plan of reorganization that contemplates a $75 million in debtor-in-possession (DIP) financing and a fully backstopped $100 million rights offering.

Tapstone Energy, LLC — Represented 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.

One Call Corporation — Represented One Call Corporation, a leader in ancillary services for the workers’ compensation industry, in a successful out-of-court recapitalization that reduced One Call’s debt through a consensual equitization of nearly $1 billion of junior debt, reduced its annual interest expense by approximately $90 million, and eliminated all near-term maturities. The restructuring was facilitated by a $375 million investment led by existing lenders KKR and GSO Capital Partners.

Proserv Group — Representing Oaktree Capital Management and KKR Credit Advisors as first lien lenders in an out-of-court exchange transaction. Proserv, based in Aberdeen, Scotland, is an energy services company offering marine technology services across the full life-of-field to its global customers. The transaction resulted in the consensual equitization of more than $500 million in funded debt and a $50 million new capital injection.

iHeartMedia, Inc. — Represented iHeartMedia, Inc. and certain subsidiaries, one of the world’s leading global multi-platform media, entertainment, and data companies, in their Chapter 11 restructuring. iHeart is the largest radio broadcaster in the United States and specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local and national communities. The Company had consolidated debts of over $20 billion and the Chapter 11 cases, which are the largest of 2018 based on outstanding debt, restructured over $16 billion of that debt. In connection with its restructuring, iHeart reached an agreement with holders of more than $11 billion of its debt and its financial sponsors, reflecting widespread support across the capital structure, regarding a comprehensive balance sheet restructuring that reduced iHeartMedia’s debt by more than $10 billion.

GST Autoleather, Inc. — Represented GST Autoleather, Inc., a supplier of leather upholstery to nearly every major automaker, in its Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. The Company obtained a commitment from its senior secured lenders for a $40 million debtor-in-possession facility, the proceeds of which will be used to fund ongoing business operations while pursuing a court-supervised going concern sale. GST has operations in North America, China, South Korea, Europe, and South Africa.

BCBG Max Azria Global Holdings, LLC. — Representing BCBG Max Azria Global Holdings, LLC, and certain of its subsidiaries, in their Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. BCBG is a well-known and respected name in high-end women’s apparel and accessories and has historically operated more than 550 stores spread across all fifty states, Canada, Europe, and Japan. In 2018, the Turnaround Management Association recognized the successful restructuring of BCBG Max Azria Group, LLC with its “Large Company Turnaround of the Year Award.”

Caesars Entertainment Operating Co. Inc. — Representing 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.”

Source Interlink Companies, Inc. — Represented Source Interlink Companies, Inc. and its affiliates, market leaders in content development, multi-media publishing, and retail sales and logistics, in their successful out-of-court restructuring in October 2013. The fully consensual recapitalization transaction significantly deleveraged the two Source businesses, Source Interlink Media and Source Interlink Distribution, and provided for enhanced liquidity to support the Source businesses' future growth.

FA Liquidating Corp. — Represented FA Liquidating Corp. (f/k/a Fisker Automotive, Inc.) in their Chapter 11 cases and in their successful $150 million sale of substantially all their assets to an affiliate of Wanxiang America Corp.

hibu Inc. — Represented hibu Inc. (a/k/a Yellowbook) and five of its U.S. affiliates, all subsidiaries of Yellow Pages Limited, a U.K. corporation. Yellow Pages Limited and its subsidiaries comprise one of the world's largest providers of print and digital directory services, publishing approximately 1,250 different directories and servicing over one million small business customers worldwide. Advised hibu on all aspects of the restructuring of its global operations, including in connection with its Chapter 15 bankruptcy cases before the U.S. Bankruptcy Court for the Eastern District of New York. These Chapter 15 cases complemented reorganization proceedings pending in the United Kingdom and successfully facilitated the restructuring of over £2.3 billion of funded debt.

Mercantile Bancorp, Inc. — Represented the Official Committee of Trust Preferred Securities Holders in the Chapter 11 bankruptcy of Mercantile Bancorp, Inc. — a bank holding company — involving the disposition of its bank subsidiary.

First Place Financial Corporation. — Represented the Official Committee of Trust Preferred Securities in the Chapter 11 bankruptcy of First Place Financial Corporation — a bank holding company. The company contemplated an expedited sale process of First Place Bank that would have significantly impaired the trust preferred securities holders. In less than three weeks, our team successfully negotiated an enhanced agreement with the stalking horse bidder that allowed for nearly full satisfaction of the trust preferred securities holders' claims.

The Dolan Company. — Represented The Dolan Company and certain of its subsidiaries and affiliates in their prepackaged Chapter 11 reorganization. Pursuant to the confirmed Chapter 11 plan, Dolan restructured more than $100 million in funded debt obligations through a debt-to equity transaction with its secured lenders and paid general unsecured creditors in full. These transactions have permitted reorganized Dolan to emerge as a stronger company with a right-sized balance sheet. Dolan litigated confirmation of its Chapter 11 plan with an Official Committee of Equity Security Holders, whose constituents' equity interests in Dolan were cancelled by the plan. Following extensive pretrial discovery and multiple days of trial, Dolan and its secured lenders struck a favorable settlement with the equity committee that permitted Dolan to exit Chapter 11 on a timely basis and preserve the value of its businesses for all stakeholders. Dolan provides diversified information management and professional services to the legal, financial, and real estate sectors in the United States.

Engineer for The Boeing Company, 2007–2009