Rachael Bentley

SmileDirectClub, Inc.: Representing SmileDirectClub, Inc. and eight of its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. SmileDirect is an industry leader in telehealth-driven clear aligner therapy with approximately $900 million in funded debt. Through its Chapter 11 cases, the Company obtained access to up to $80 million of debtor-in-possession financing and will seek to implement a going concern transaction following a comprehensive marketing process.

Wheels Up Experience Inc.: Represented Wheels Up Experience Inc., a provider of on-demand private aviation services, in its strategic partnership with a consortium of investors led by Delta Air Lines, Certares Management LLC, Knighthead Capital Management LLC, and Cox Enterprises. The transaction provided Wheels Up with a new $500 million credit facility through a debt and equity capital raise, and allowed customers to keep all outstanding flight credits. With a greatly enhanced liquidity position, Wheels Up is poised to execute on its business plan.

Wahoo Fitness: Represented Wahoo Fitness, a global leader in smart fitness and training for endurance athletes and fitness enthusiasts, in an out-of-court recapitalization that provided significant liquidity and fully eliminated all of Wahoo's existing debt.

Avaya Holdings Corp.: Represented Avaya Holdings Corp. and its affiliates in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Avaya Holdings Corp., (“Avaya”) is a global leader in solutions to enhance and simplify communications and collaboration. With overwhelming consensus from Avaya’s secured lenders and the support of its other key stakeholders, Avaya confirmed its prepackaged plan of reorganization just over a month after it commenced its Chapter 11 cases. The confirmed prepackaged plan reduced Avaya’s total debt by more than 75%, from approximately $3.4 billion to approximately $810 million, substantially increased Avaya’s liquidity position to approximately $650 million, decreased its net leverage to less than 1x, and provided substantial financial flexibility to accelerate Avaya’s investment in its innovative cloud-based communications portfolio. Avaya emerged from Chapter 11 protection as a privately held company approximately five weeks after the bankruptcy court confirmed Avaya’s prepackaged plan.

David’s Bridal, LLC: Represented David’s Bridal, LLC and certain of its affiliates, the nation’s largest provider of wedding gowns and other special occasion apparel with nearly 300 stores in the United States, Canada, Mexico, and the United Kingdom, in its Chapter 11 cases in the United States Bankruptcy Court for the District of New Jersey. At the time of filing, David’s Bridal operated approximately 300 stores in the U.S., Canada, and the U.K. and commenced its Chapter 11 cases with approximately $260 million of funded debt. During the Chapter 11 cases, following an extensive marketing process, the Company sold its operations as a going concern, saving more than 7,000 jobs and continuing operations at approximately 200 stores.  

URS Parent Corporation: Represented 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.

Nielsen & Bainbridge, LLC: Represented 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.

Carestream Health, Inc.: Represented Carestream Health, Inc. and its debtor affiliates in their prepackaged Chapter 11 cases filed in the United States Bankruptcy Court for the District of Delaware. Carestream, a Rochester, New York based global provider of medical imaging systems and non-destructive testing products had more than $1.3 billion of prepetition funded debt obligations. Prior to commencing the Chapter 11 cases, Carestream entered into a restructuring support agreement with a majority of its secured creditors to implement the comprehensive restructuring, eliminate approximately $470 million of funded debt obligations, and provide the Company with new liquidity through an $85 million exit facility and $75 million equity rights offering.

Belk, Inc.: Represented Belk, Inc. and certain of its affiliates in the fastest-ever in-court restructuring transaction. Belk emerged from Chapter 11 on February 24, 2021, just 21 hours after filing for Chapter 11 in the U.S. Bankruptcy Court for the Southern District of Texas. Belk, headquartered in Charlotte, North Carolina, is the nation’s largest private department store chain with 291 stores located throughout the southeastern United States. Pursuant to the prepackaged Chapter 11 plan of reorganization, Belk will keep all of its store locations open and pay all suppliers, landlords, and its 17,000 employees in full. As a result of the restructuring, Belk received $225 million of new capital and reduced its debt load by approximately $450 million. 

iQor Holdings Inc.: Represented iQor Holdings Inc. and certain of its affiliates in their prepackaged Chapter 11 restructuring in the U.S. Bankruptcy Court of the Southern District of Texas. Headquartered in St. Petersburg, Florida, iQor is a global provider of technology-enabled business process outsourcing and product support services. iQor’s operations span across North America, Europe, and Asia, and prior to the COVID-19 pandemic, iQor employed approximately 40,000 people globally. iQor commenced their Chapter 11 cases with a plan of reorganization supported by 100% of creditors that submitted a ballot. Through their prepackaged Chapter 11 cases, iQor will eliminate approximately $513 million in funded debt obligations and leave general unsecured creditors unimpaired.

Sheridan Holding Company I, LLC: Represented Sheridan Holding Company I, LLC and certain affiliates in the first one-day Chapter 11 case in Texas history in the U.S. Bankruptcy Court for the Southern District of Texas. Due to the coronavirus pandemic, Sheridan I obtained confirmation of its prepackaged Chapter 11 plan of reorganization by video conference on March 24, 2020, one day after Sheridan I filed for Chapter 11. Headquartered in Houston, Texas, Sheridan I is the first of three series of Sheridan oil and natural gas investment funds. Sheridan I’s prepackaged equitization restructuring eliminated approximately $470 million of funded debt and left general unsecured creditors unimpaired.

Seabras 1 USA, LLC: Represented Seabras 1 USA, LLC and Seabras 1 Bermuda Ltd. in their Chapter 11 restructuring in the U.S. Bankruptcy Court for the Southern District of New York. Seabras owns the first transoceanic submarine fiber optic cable system directly connecting the commercial and financial centers of North America and South America. Through this system, Seabras sells international broadband capacity between the U.S. and Brazil and leases fiber routes in New York to telecommunications companies, internet and cloud service providers, financial institutions, and other large enterprises.

Dura Automotive Systems, LLC: Represented Dura Automotive Systems, LLC and certain of its subsidiaries (“Dura”), a leading independent designer and manufacturer of automotive systems, including mechatronic systems, exterior systems, and lightweight structural systems, in their Chapter 11 cases. As of its Chapter 11 filing, Dura and its affiliates had operations in thirteen countries with sales from its three main product segments generating approximately $1.1 billion in 2018.

Sheridan Holding Company II, LLC: Represented Sheridan Holding Company II, LLC, and certain affiliates in their prepackaged Chapter 11 restructuring in the U.S. Bankruptcy Court for the Southern District of Texas. Sheridan II is the second of three series of Sheridan oil and natural gas investment funds. Sheridan II’s prepackaged restructuring addressed over $1.1 billion of funded debt obligations through an equitization which had near universal creditor support and left general unsecured creditors unimpaired.

American Tire Distributors, Inc.: Represented American Tire Distributors, Inc., one of the largest independent suppliers of replacement tires, in its prearranged Chapter 11 cases. The restructuring of American Tire’s approximately $2.6 billion in funded debt includes a three-year maturity extension and conversion of approximately $1.1 billion of bonds to equity. Existing equity holders are to receive 5% of the new equity, plus warrants for additional equity. The restructuring has the support of a majority of all holders of funded debt and leaves general unsecured creditors unimpaired.

EV Energy Partners, L.P.: Represented EV Energy Partners, L.P., and certain affiliates in their prepackaged Chapter 11 restructuring in the U.S. Bankruptcy Court for the District of Delaware. Headquartered in Houston, EVEP is a master limited partnership engaged in acquiring, producing and developing oil and natural gas properties with approximately $640 million in funded debt obligations at the time of filing. Before filing for Chapter 11 to implement its restructuring, the company negotiated a restructuring support agreement with 100 percent of the lenders under its reserve-based revolving credit facility and holders of approximately 70 percent of its unsecured notes, locking in support for a comprehensive restructuring of the company’s balance sheet.

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.

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.

21st Century Oncology Holdings, Inc.: Represented 21st Century Oncology Holdings, Inc. and its subsidiaries and affiliates, the largest global provider of integrated cancer care services, in its Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. 21st Century is seeking to effectuate a series of transactions contemplated by a Restructuring Support Agreement supported by over 90% of the Company’s funded debt holders. The transactions contemplated under the Restructuring Support Agreement will reduce the Company’s net debt by more than $500 million. The Company offers a comprehensive range of cancer treatment services, focused on delivering academic quality, cost-effective patient care in personal and convenient settings.

FloWorks International, LLC: Represented FloWorks International, LLC, a specialty industrial distributor of pipe, valves, and fittings and related technical solutions to energy and industrial sectors, in its successful out-of-court recapitalization transaction supported by Clearlake Capital Group LP, TowerBrook Capital Partners LP, the company’s management team, and other stakeholders. 

rue21, inc.: Represented rue21, inc. and certain of its affiliates in their Chapter 11 restructuring of over $800 million in funded debt in the United States Bankruptcy Court for the Western District of Pennsylvania. rue21 is a fashion and specialty retailer that sells young adult casual apparel and accessories. rue21 operated approximately 1,200 stores across the 48 continental states upon filing for Chapter 11. rue21 emerged from bankruptcy with a $125 million asset-based revolving credit facility and a $50 million term loan exit facility.

Answers Holdings, Inc.: Represented Answers Holdings, Inc. and certain of its subsidiaries in their prepackaged Chapter 11 cases. Answers is a leading global provider of high quality internet content and cloud-based customer solutions, and operates as three principal business divisions: Multiply; ForeSee; and Webcollage. The Chapter 11 cases delevered the company by $471.4 million representing over 86% of its funded debt obligations. As a result of forging consensus with approximately 90% of its creditors prior to the Chapter 11 cases, Answers’ Chapter 11 plan received unanimous support from its voting creditors and was confirmed in only 32 days.