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Financial Restructuring

Financial Restructuring

Our cross-disciplinary team of financial restructuring lawyers is known throughout the U.S. and internationally for regularly advising on special situations, distressed investments and acquisitions, lending and financing activities in connection with both Chapter 11 proceedings and out-of-court transactions. We counsel noteholders and bondholders, and have been recognized for our work for private investment funds, financial institutions, commercial lenders, corporate borrowers and debtors, and institutional investors including insurance companies, mutual funds and pension funds.

We work with Bracewell’s vast energy industry team, particularly well-known for representing creditors and borrowers in distressed upstream, midstream and downstream restructuring and insolvency transactions. We also have a globally-recognized practice representing international shipping groups and their bondholder and lender constituencies. Additionally, our financial restructuring lawyers have substantial experience handling fraudulent transfer, fiduciary duty, lender liability, valuation and other complex litigation issues that arise in Chapter 11 cases.

To keep our clients and others abreast of the changes in the market, our restructuring lawyers regularly publish writings and post information and commentary to our award-winning Basis Points Blog, a leading source of information on the latest happenings in restructuring and bankruptcy.

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Recent Notable Matters

Venoco, LLC Debtors in Chapter 11 proceedings to restructure their capital structure by obtaining confirmation of a plan of reorganization just four months after filing for bankruptcy. The M&A Advisor recognized this transaction as the Turnaround Awards 2017 Energy Deal of the Year (over $100 million to $500 million). Due to unforeseeable operational issues, Venoco filed a second Chapter 11 proceeding in April 2017 in which brokered settlements with several holders of decommissioning claims, led to a consensual Chapter 11 plan that was confirmed in May 2018. Prior to the Chapter 11 filings, the company was advised in a series of strategic transactions that were recognized as the 2015 Turnaround Awards Out‐of‐Court Restructuring Deal of the Year (over $500 million).

QTCB Noteholder Group  investors holding bonds issued by the Puerto Rico Public Buildings Authority and guaranteed by the Commonwealth of Puerto Rico in the $120 billion public debt restructuring pursuant to Title III of PROMESA, involving numerous novel issues of law and extraordinarily complicated litigation and negotiation environment

Transworld Systems Inc.  private equity sponsor in the restructuring of its portfolio company which was implemented as a simultaneous exchange offer, rights offering, and prepackaged plan solicitation, and ultimately reduced Transworld’s debt and raised new equity capital

Eastern Outfitters, LLC  Debtor in Chapter 11 proceedings resulting in the successful Section 363 sale of certain Bob’s Stores and Eastern Mountain Sports retail stores to the 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).

Energy & Exploration Partners, LLC Debtors in Chapter 11 proceedings resulting in the restructuring of more than $1 billion of funded debt enabling the company to emerge from Chapter 11 with a deleveraged balance sheet and new financing to support future operations. The transaction was named by Global M&A Network as the 2017 Turnaround Atlas Awards Turnaround of the Year ($1 billion‐$2 billion) Network.

Wells Fargo Bank, N.A.  Administrative agent to the first lien bank group and DIP lenders in the Chapter 11 proceedings of PennVirginia, an oil and gas explorer with more than $1.4 billion of debt obligations; and administrative agent to the first lien bank group in the Chapter 11 cases of Triangle USA Petroleum Corporation and its subsidiary debtors (TUSA) pending in the U.S. Bankruptcy Court for the District of Delaware. TUSA, an independent oil and gas exploration and development company, had over $680 million of funded debt, including over $300 million of first lien bank debt and $380 million of unsecured notes.

Linc USA GP  debtor in Chapter 11 proceedings resulting in the successful 363 sale of substantially all of the debtors’ assets, which was recognized as the by Global M&A Network as the 2017 Turnaround Atlas Awards Energy Restructuring of the Year ($5 million to $500 million)

Ahern Rentals, Inc. Noteholder group in Chapter 11 proceedings of Ahern Rentals, Inc. that resulted in a full recovery for the noteholders after the court agreed to terminate Ahern’s exclusive right to file a plan of reorganization. The M&A Advisor recognized this transaction in two categories in the 2014 Turnaround Awards, including as the Restructuring Deal of the Year (over $500 million to $1 billion).

EXCO Resources, Inc. — prepetition secured lender and DIP lender in the Chapter 11 proceedings of EXCO, an oil & gas exploration company seeking to restructure approximately $1.4 billion of funded debt

Nordheim Eagle Ford Gathering, LLC  pipeline gatherer in a contract rejection dispute involving major issues of first impression in the oil & gas sector regarding treatment of covenants running with the land in a Chapter 11 proceeding

Warren Resources — second lien lender in the Chapter 11 proceeding of Warren Resources, an oil and gas business with $550 million of funded debt

Foxwoods Noteholder Group — noteholder group in groundbreaking $2.2 billion restructuring of tribal owned Foxwoods Casino

ENI Petroleum Co. Inc.  joint venture partner of Quicksilver Resources in Quicksilver’s Chapter 11 proceedings

Optim Energy, LLC  debtor in Chapter 11 proceedings, including the successful 363 sale of the Twin Oaks Plant to a unit of Blackstone Group and the confirmation of a plan of reorganization for the debtors’ other remaining power generation business

Premier Entertainment Inc.  shareholders in the Chapter 11 proceedings of RMS Titanic, including the submission of a stalking horse bid to purchase the debtors’ assets

Mohegan Sun Investor Coalition — noteholder group representing three tranches of bonds in the $1.5 billion recapitalization of tribal owned Mohegan Sun Casino

US Bank as Indenture Trustee to Yankee Stadium Parking Garage  indenture trustee in connection with the restructuring of the financing to build and renovate the parking garage system for the new Yankee Stadium

Macquarie Bank Limited  secured lender in restructuring of a secured debt facility to provide inventory financing, cash advances, and financing of margin calls for a commodities company

Major international bank  several restructurings of monoline insurance companies, including SCA/Syncora, CIFG and Ambac

Amegy Bank  administrative agent for first lien lender group in the Chapter 11 proceedings of Torqued-Up Energy Services, Inc.

International shipping companie 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

Energy companie debtors in Chapter 11 proceedings of Trinity River Resources, LP and WBH Energy Partners, LLC, each filed in the U.S. Bankruptcy Court for the Western District of Texas

One of Europe’s largest financial services organization  holder of promissory note in an out-of-court restructuring of a Denver, Colorado-based corporation

Private Placement Noteholder Groups Investing in Australian Companies  multiple restructurings of Australian companies

KeyBank, N.A. — Administrative agent to the RBL lender group in the Chapter 11 cases of Bonanza Creek Energy Inc. and its subsidiary debtors (BCEI) pending in the U.S. Bankruptcy Court for the District of Delaware. As of the bankruptcy filing, BCEI, a Denver‐based oil and gas company, had over $1.2 billion of funded debt, including over $450 million of first lien bank debt and $800 million of unsecured notes.

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Energy XXI Pursues Deleveraged Balance Sheet via Chapter 11

April 15, 2016

Yesterday, Energy XXI Ltd. became the latest domestic oil and gas company to pursue a more deleveraged balance sheet via Chapter 11 restructuring. This does not come as a surprise to those following the company – for much of the last three months Energy XXI’s stock has been trading at less than $1.00 per share. According to the press release issued by the company, the filing comes after the company reached agreement with more than 63% of second lien note holders on the material terms of the restructuring. The restructuring is intended to eliminate more than $2.8 billion in debt from the...

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