HOUSTON – Bracewell LLP represented Venoco, Inc. in a restructuring that was named the Out-of-Court Restructuring Deal of the Year (Over $500 Million) at the 10th Annual M&A Advisor Turnaround Awards. The Annual Turnaround Awards assembles the leading distressed investing, restructuring and turnaround deal-making professionals to honor their excellence.
Bracewell provided legal advice to Venoco in a series of strategic transactions, including $250 million of new financings consisting of a private issuance of $175 million of new 12 percent first lien senior secured notes and $75 million of cash secured senior term loans. A portion of the proceeds were applied towards the full repayment of the borrowings under Venoco’s existing revolving credit facility, which was subsequently terminated.
Simultaneously, $194 million in principal of and accrued interest on Venoco’s existing 8.875 percent senior notes due 2019 were exchanged for second lien senior secured notes at 77.5 percent. The second lien notes initially paid interest, at Venoco’s option, in the form of payment-in-kind at 12 percent or cash interest at 8.875 percent for up to 24 months and will pay cash interest at 8.875 percent thereafter.
Bracewell later advised Venoco in a new $75 million term loan facility with Deutsche Bank AG. The facility was fully drawn at closing and matures in December 2017, but is subject to acceleration in certain circumstances. Venoco used the proceeds from the new facility to repay all amounts outstanding under its prior term loan facility entered into in April 2015, and the prior facility was also terminated.
Bracewell attorneys involved in this matter included:
Partners: Robin J. Miles, Robert G. Burns, Kristen V. Campana, Troy L. Harder, Michael C. Hefter, Laura S. Martone, Nancy J. Nelson, Abraham A. Reshtick, and Charles H. Still Jr.
Senior Counsels: Rebecca H. Keep and Ryan M. Philp
Associates: Jeris D. Brunette, Brendan Derr, Jennifer N. Dill, William H. Ebert, Jon M. English,Jonathan Lozano, Jennifer R. Necas, Jodi A. Raab, and Caroline A. Wells