Mark Dendinger is the managing partner of Bracewell's Connecticut office. He is also a financial restructuring partner who focuses on all aspects of corporate restructuring, bankruptcy and insolvency proceedings. He represents debtors, equity owners, creditors, ad hoc groups, creditors' committees, asset purchasers and other distressed investors (including hedge funds and private equity funds) in bankruptcies, acquisitions, out-of-court workouts, financings, litigation, section 363 sales and other restructuring transactions. He has received several recognitions for outstanding client representation, including by The Legal 500 United States, Restructuring (including Bankruptcy): Corporate (2019) and in each of the last eight editions of the IFLR1000 Financial and Corporate and M&A Guide (2016-2023). Most recently, he was one of only eight lawyers in the United States to be shortlisted by IFLR1000 for “United States Lawyer of the Year: Restructuring & Insolvency. Connecticut Law Tribune has named Mark a 2020 Game Changer, awarded to individuals who make a difference in the legal profession by serving as a positive force for change. In addition, he has served as an adjunct professor at the University of Connecticut School of Law, leading a course in Bankruptcy, Advanced Topics (2019 and 2021).
Prior to practicing law, Mark spent seven years as an investment professional at a multi-billion dollar private equity investment firm specializing in secondary market transactions, with funds capitalized at more than $15 billion, which brings an intrinsic business sense to his practice.
Recent Notable Matters
Senior Secured Lenders and Administrative Agents
Natixis — Chapter 11 restructuring of borrower MDC Texas Energy, LLC and its affiliate debtors, as administrative agent of and co-lender to a senior secured RBL credit agreement
Wells Fargo Bank, N.A. — Chapter 11 bankruptcy case and successful reorganization of Diamond Offshore Drilling, Inc. and certain of its affiliates. The plan of reorganization and exit financing included approximately $400 million in a revolving credit facility, $100 million in a term loan and over $85 million in privately placed notes, as administrative agent and RBL Lenders
Wells Fargo Bank, N.A. — Chapter 11 cases of Extraction Oil & Gas, Inc., including implementing a $125 million superpriority senior secured debtor in possession credit facility and providing an exit facility upon emergence, as administrative agent under a $1.5 billion secured prepetition revolving facility
Wells Fargo Bank, N.A. — restructuring of a $1 billion secured revolving credit facility, with an initial borrowing base of $475 million, to Pinedale Energy Partners, LLC, to finance the acquisition of oil and gas properties in Wyoming and for general corporate purposes, as lender and administrative agent
Wells Fargo Bank, N.A. — Chapter 11 cases of Alta Mesa Holdings, which involved the sale of oil and gas assets in the SCOOP/STACK plays of Oklahoma to a private equity backed vehicle of Bayou City Energy Management and Mach Resources, as lenders’ counsel to the group behind the upstream debtor
Bank of Oklahoma Financial, N.A. — Chapter 11 restructuring of Unit Corporation, which included the implementation of a DIP facility and ultimately led to a consensual plan of reorganization with Bank of Oklahoma serving as exit facility agent, administrative agent and prepetition senior RBL lender
Credit Agricole — implementation of a DIP financing of $2.81 billion, which enabled debtor McDermott to operate in bankruptcy and exit Chapter 11 with financing of $2.4 billion in letter of credit capacity and $544 million in funded debt, as DIP lender and agent
Macquarie Bank Ltd — restructuring the outstanding funded debt and equity of an agricultural commodities company, including its secured facilities totaling approximately $150 million and comprised of a revolving credit facility, a secured commodity hedge facility and a commodity repurchase facility
Chapter 11 Debtors
Venoco, Inc. and Venoco Liquidating Trust — Chapter 11 cases of debtor Venoco, which wiped out nearly $1 billion in debt by equitizing certain lenders in the reorganized company. Represented Venoco Liquidating Trust in a litigation and pursuit of an adversary proceeding in connection with the Venoco Chapter 11 cases seeking just compensation from the state of California in connection with an inverse condemnation and certain environmental decommissioning claims that implicated sovereign immunity.
Optim Energy, LLC — Chapter 11 case of debtor Optim Energy, LLC, which culminated in the 363 sale of certain significant assets and the confirmation of plans of reorganization in late 2015 for its remaining operating assets
Energy & Exploration Partners, Inc. — Chapter 11 cases resulting in the restructuring of more than $1 billion of funded debt, enabling the company to emerge with a deleveraged balance sheet and new financing to support future operations
Eastern Outfitters — Chapter 11 cases resulting in the successful 363 sale of certain Bob’s Stores and Eastern Mountain Sports retail stores to United Kingdom’s largest sporting goods retailer, SportsDirect.com Retail Ltd. The M&A Advisor recognized the deal as the 2018 Section 363 Sale of the Year (over $100 million to $250 million).
Linc Energy Ltd — Chapter 11 proceedings of debtor Linc Energy and affiliates holding $408 million in secured debt at the time of filing, culminating in a section 363 sale for approximately $120 million and a significant recovery for unsecured creditors
International shipping companies — several restructurings of international shipping companies, including equity owners in Chapter 11 proceedings of Excel Maritime, Ltd. and Toisa, Ltd. seeking to restructure, in part, and liquidate two large international shipping operations each with several billion dollars of debt; debtors in Chapter 11 proceedings of Marco Polo Seatrade, B.V. and Omega Navigation Enterprises, Inc., each involving major issues of first impression in international shipping regarding jurisdictional authority to commence Chapter 11 proceedings in the U.S.; and debtors in Chapter 11 proceedings of TMT Co., Ltd. that ultimately liquidated a large international shipping operation with more than $1.5 billion of funded debt
Platinum Equity and the board of directors of its portfolio company, Transworld Systems Inc. — Chapter 11 proceedings involving the restructuring of $2.2 billion in debt held by the a large shipping operation, and resulting in a release of client from liability in connection with an eventual Chapter 11 plan of liquidation
Entergy Corp. — acquisition of the Choctaw Energy Facility (an 810 megawatt natural gas-fired electric generation plant) from NRG Wholesale Generation LP during its Chapter 11 cases for a base purchase price of $314 million
Rockland Capital and EIG — sale of the La Paloma Chapter 11 debtors’ 1,200 megawatt combined-cycle plant, located about 110 miles northwest of Los Angeles, California, to the debtors’ first-lien prepetition secured lender in a $150 million credit-bid, private sale
Eni Petroleum — potential legacy decommissioning liabilities of up to $110 million as a result of Fieldwood’s proposed abandonment of certain assets in its Chapter 11 plan of reorganization, which resulted in securing a settlement including a lump sum payment, a cap on Eni’s potential decommissioning liability and payment of legal fees
Columbia Gas Transmission, LLC — administrative claim in Murray Energy Holdings’ Chapter 11 cases, resulting in settlement of $5 million in administrative expenses resulting from the effects of Murray’s operations on Columbia’s pipelines
Rockies Express Pipeline LLC — contract rejection claim with potential exposure of approximately $800 million in connection with the Gulfport Energy Corp. Chapter 11 restructuring, which resulted in an consensual resolution following actions before both the bankruptcy court and regulators
Publications and Speeches
“Avoiding Subordination of Secured Debt After TPC Decision,” Law360, July 19, 2022.
“Retail Bankruptcies: Threading the Needle in a Tattered Industry,” Journal of Corporate Renewal, November/December 2018.
“The Good, the Bad, and the Ugly of Shipping Chapter 11s,” Marine Money International, October/November 2016.
“Losing Momentive: A Roadmap to Higher Cramdown Interest Rates,” Harvard Business Law Review, June 15, 2015.
“To (Credit) Bid Or Not To (Credit) Bid, That Is The Question,” INSOL International Electronic Newsletter, August 2014.
“Shipping Chapter 11s: Safe Harbor or Rough Seas? (Continued),” INSOL International Technical Papers Series,Issue No. 30, August 2014.
“Shipping Chapter 11s: Safe Harbor or Rough Seas?,” INSOL International Electronic Newsletter, October 2013.
“Bankruptcy Considerations for the Transaction Attorney,” American College of Investment Counsel Annual Meeting and Education Conference, October 10, 2013.