Aparna Yenamandra, P.C.

Rite Aid Corporation — Representing Rite Aid Corporation (“Rite Aid”) and 119 of its affiliates in their prearranged Chapter 11 cases in the U.S. Bankruptcy Court for the District of New Jersey. As one of the largest pharmacy chains in the United States, Rite Aid employs over 45,000 people, including 6,100 pharmacists in 2,100 retail pharmacy locations across 17 states. Through Elixir, its pharmacy benefit management business, Rite Aid manages pharmacy benefits for more than one million members through accredited specialty and mail-order pharmacies. Following months of negotiations, Rite Aid entered Chapter 11 with access to approximately $3.45 billion in committed post-petition DIP financing provided by its existing bank lenders and an agreement in principle with a majority of its secured bondholders on the terms of a comprehensive restructuring to delever its $4 billion debt load and right-size its operational footprint.

Learfield Communications, LLC ⁠— Represented 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.

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.

Dunn Paper Holdings, LLC — Represented Dunn Paper Holdings, LLC and its affiliates and subsidiaries in connection with an out-of-court restructuring by which an ad hoc group of first lien lenders, comprising all of the company’s approximately $380 million of funded debt, consensually foreclosed upon substantially all of Dunn’s assets and assumed majority ownership of the Company.

Intelsat S.A. — Represented Intelsat S.A. and its debtor-affiliates, operator of the world’s largest satellite fleet and connectivity infrastructure—in connection with their Chapter 11 cases in the United States Bankruptcy Court for the Eastern District of Virginia. With approximately $15 billion in liabilities at the time of filing, and posing complex intercompany issues and novel issues of regulatory and foreign law, Intelsat was one of the largest and most complex restructurings of 2020 and 2021. Intelsat filed with $1 billion in committed DIP financing, which it subsequently refinanced and expanded up to $1.5 billion during its Chapter 11 cases. During their Chapter 11 cases, Intelsat purchased Gogo Inc.’s commercial aviation business, including its software platform and network management infrastructure, for approximately $400 million in a relatively unprecedented transaction for a Chapter 11 debtor. After extensive multiparty and cross-silo negotiations and successful mediation efforts, Intelsat obtained confirmation of its plan of reorganization on a fully-consensual basis and emerged from Chapter 11 with nearly $7 billion in new exit financing and a deleveraged capital structure.

Array Marketing Canada Inc. ― Represented Array Canada, a global leader in in-store merchandising services for retailers and brands, and its affiliates in a comprehensive out-of-court restructuring. The cross-border transaction closed in September 2021 and reduced Array’s leverage by more than 50%, increased liquidity, and extended its debt maturities.

The Aldo Group Inc. ― Represented National Bank of Canada as debtor-in-possession lender in the Chapter 15 cases of The Aldo Group Inc. in the United States Bankruptcy Court for the District of Delaware. Aldo is a global leader in footwear fashion apparel with operations in over 100 countries.

Represented a private agriculture company in connection with its out-of-court restructuring, including a $200 million convertible preferred equity investment and $100 million unsecured debt investment from a consortium of investors and a concurrent refinancing of its existing first lien credit facility.

Tailored Brands, Inc. ― Represented Tailored Brands, Inc. and its 17 affiliates in their prearranged Chapter 11 cases. Tailored Brands, a leading specialty retailer of men’s tailored clothing and the largest men’s formalwear provider in the United States and Canada, operates approximately 1,400 stores and employs over 18,000 people across its omni-channel network of five retail brands (Men’s Wearhouse, Men’s Wearhouse and Tux, Jos. A. Bank, K&G, and Moores). Tailored Brands commenced its Chapter 11 cases with broad support from its secured lenders, evidenced by a Restructuring Support Agreement that contemplates a reduction in funded indebtedness by $455 million to $555 million, a $500 million DIP ABL facility to finance the Chapter 11 cases, and committed exit financing that will ensure the company has sufficient liquidity to support its operations following emergence from Chapter 11.

Cirque du Soleil ― Represented Cirque du Soleil, the world’s premier live entertainment media company based in Quebec, Canada, in its Chapter 15 proceedings in the United States to recognize proceedings commenced in Canada under the Companies’ Creditors Arrangement Act (CCAA). Prior to filing for bankruptcy, Cirque du Soleil entered into a stalking horse asset purchase agreement with its sponsors for the sale of substantially all company assets. Cirque du Soleil intends to use the insolvency process to run a competitive sale and bidding process under the supervision of the Canadian Court to maximize enterprise value. Over the past 36 years, Cirque du Soleil conceptualized, produced, and presented shows to more than 180 million spectators, in approximately 450 cities across 90 countries in 6 continents.

J. C. Penney Company, Inc. ― Represented J. C. Penney Company, Inc. and 17 of its affiliates in their pre-arranged Chapter 11 cases. JCPenney, an iconic American retail staple tracing its roots back to 1902, includes private brands such as Liz Claiborne, St. John’s Bay, Stafford, and Arizona Jean Co. JCPenney employs more than 85,000 people, manages a massive supply chain with nearly 3,000 vendors and eleven domestic shipping facilities, and operates approximately 850 stores in the United States and Puerto Rico, in addition to a substantial e-commerce business. With approximately $4.9 billion in debt, JCPenney entered bankruptcy with a Restructuring Support Agreement that carries broad first lien stakeholder support and is expected to substantially de-lever the company’s balance sheet.

Forever 21 Inc. ― Represented Forever 21 Inc. and its affiliates in their Chapter 11 restructuring in the U.S. Bankruptcy Court for the District of Delaware. Based in Los Angeles, California, Forever 21 is a fast-fashion retailer specializing in women’s and men’s fashion, jewelry and accessories with over 750 stores globally. 

Savers, LLC ― Represented 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.

Jones Energy Inc. ― Represented Jones Energy Inc. and its affiliates in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. Jones Energy is an Austin, Texas based independent oil and gas company engaged in the exploration, development, production, and acquisition of oil and gas properties in the Anadarko Basin in Oklahoma and Texas that fully equitized over $1 billion in funded debt and preferred equity obligations. Jones obtained confirmation of its uncontested plan just three weeks after filing.

Vanguard Natural Resources Inc. ― Represented Vanguard Natural Resources Inc. and its affiliates in their Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. Vanguard is an independent exploration and production company focused on the production and development of oil and natural gas properties in the United States with operations in the Gulf Coast, Permian and Anadarko Basins. Vanguard had approximately $850 million in debt at the time of filing and obtained a commitment for a $130 million debtor-in-possession financing facility, which included $65 million in new money.

Charming Charlie ― Represented Charming Charlie, a Houston based specialty retailer focused on fashion jewelry, handbags, apparel, gifts and beauty products, in its Chapter 11 restructuring in the United States Bankruptcy Court for the District of Delaware. As of the Petition Date, the Company operates more than 375 stores in the United States and Canada. Charming Charlie entered into a restructuring support agreement with a majority of its term loan lenders and equity sponsors which provides for a comprehensive financial and operational restructuring that will significantly reduce the Company’s funded debt obligations and establish a sustainable capital structure.

Linn Energy, LLC ― Represented Linn Energy, LLC and its affiliates in its Chapter 11 cases filed in the United States Bankruptcy Court for the Southern District of Texas. Linn is a leading independent oil and natural gas exploration and production company with operations in 12 states and eight discrete U.S. regions.

Aspect Software Inc. ― Represented Aspect Software Inc., a leading provider of software and technology solutions for customer care centers worldwide, in its prearranged restructuring, in which Aspect filed and emerged from Chapter 11 in 75 days, and which achieved significant reduction of funded debt, a fully negotiated new first lien facility, and an infusion of $60 million of new capital to enable growth.

Energy Future Holdings Corp.― Represented Energy Future Holdings Corp. and 70 of its affiliates (collectively, “EFH”) in their prearranged Chapter 11 cases 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 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 the seventh largest Chapter 11 case filed in history.