Weil represents an ad hoc group of unsecured and second lien holders with over $1.1 billion of notes issued by SandRidge Energy, Inc., a petroleum and natural gas exploration company headquartered in Oklahoma City. SandRidge filed for chapter 11 in May 2016 with $4 billion in debt – one of the year’s largest bankruptcies – approximately four months after commencing negotiations with Weil and the ad hoc group of noteholders. Weil was instrumental in improving recoveries for the noteholders while ensuring that SandRidge had the benefit of a pre-arranged chapter 11 restructuring that preserved the ongoing viability of the business and shortened the length of the bankruptcy.
- CIT Group: Representation of Citi as administrative agent for two revolving credit facilities totaling $3.1 billion and of Citibank (China) Co. Ltd, Shanghai Branch (Citi China) as administrative agent for a RMB 3 billion China-based equipment finance facility in the chapter 11 cases of CIT Group and its affiliates. Weil helped negotiate CIT Group’s prepackaged plan on behalf of Citi, in which the lenders received notes plus shares of newly issued common stock, resulting in a recovery of 70%. Weil’s representation of Citibank (China) resulted in that facility being cash collateralized for all amounts outstanding under the facility.
- Patriot Coal Corporation: Representation of (i) Citicorp North America, Inc., as joint lead arranger and joint bookrunner with Barclays Bank and (ii) Citibank, N.A. as administrative agent, in connection with $500 million superpriority senior secured debtor in possession new money, first out credit facility for Patriot Coal Corporation and its affiliated debtors in their chapter 11 cases. Prior to the commencement of the chapter 11 cases, Weil assisted Citi and Barclays in negotiating and obtaining the new money DIP facility for Patriot by working with Citi and Barclays to construct a creative solution with respect to certain collateral disposition issues as well as to ensure that Patriot’s existing lenders (who became the second out lenders under the DIP facility) would be willing to participate on a nonpriming, but nonetheless subordinate, basis. The DIP facility was paid in full, in cash, under the chapter 11 plan.
- Constar International, Inc.: Representation of Citi as arranger and book manager in a $75 million debtor in possession financing and exit financing in the chapter 11 cases of Constar International and its affiliates.
- Hayes Lemmerz International, Inc.: Representation of Citi as secured creditor in the chapter 11 cases of Hayes Lemmerz International, Inc. and its affiliates.
- ProtoStar Ltd.: Representation of Credit Suisse as agent for the prepetition secured lenders of a $242 million credit facility and the debtor in possession lenders in the chapter 11 cases of ProtoStar Ltd., where Weil litigated, and ultimately settled as part of a global settlement implemented through the plan of reorganization, challenges brought by the creditors’ committee to the validity and enforceability of the lenders’ prepetition liens.
- Questex Media Group, Inc.: Representation of Credit Suisse as administrative and collateral agent for the first lien lenders under a $180 million credit facility and debtor in possession lenders in the chapter 11 cases of Questex Media Group, Inc. and its affiliates.
- American Home Mortgage Holdings, Inc.: Representation of Credit Suisse as creditor and counterparty to a master repurchase agreement in the chapter 11 cases of American Home Mortgage Holdings, Inc., where Weil litigated, and ultimately settled, the scope and intent of the Bankruptcy Code’s “safe harbor” provisions.
- Owens Corning: Representation of Credit Suisse as agent for a $2 billion credit agreement in the chapter 11 cases of Owens Corning and its affiliates, where Weil successfully litigated substantive consolidation issues before the United States Court of Appeals for the Third Circuit and negotiated an increase in the value of the banks’ recovery from $600 million to over $2.2 billion.
- Spectrum Brands, Inc.: Representation of GE Capital as joint lead arranger on a $197 million revolving credit facility as part of a $242 million debtor in possession financing in the chapter 11 cases of Spectrum Brands, Inc. and its affiliates.
- Homer City Funding LLC: Representation of GE Capital Corporation and certain of its investment vehicles in the restructuring of its investment in a coal-fired power plant near Homer City, Pennsylvania.
- Sea Containers Ltd.: Representation of GE Capital and GE SeaCo SRL, a joint venture of GE Capital and Sea Containers Ltd., in connection with resolving disputes relating to GE SeaCo SRL in the chapter 11 cases of Sea Containers Ltd. and its affiliates.
- S&A Restaurant Corp.: Representation of GE Franchise Finance with respect to its interest in select nonfranchise restaurants operated by S&A Restaurant Corp. in the chapter 11 cases of S&A Restaurant and its affiliates.
- Mesa Air Group, Inc.: Representation of GECAS and certain of its related entities as a creditor pursuant to certain aircraft engine and single investor aircraft lease agreements in the chapter 11 cases of Mesa Air Group, Inc. and certain of its affiliates. Among other efforts, Weil represented the GECAS parties with regard to their respective claims against Mesa, including the sale of certain claims to third parties prior to Mesa’s plan of reorganization going effective.
- Other Airline Chapter 11 Cases: Representation of GECAS and its affiliates in various capacities in the chapter 11 cases of (i) Aloha Airlines, Inc. and its affiliates; (ii) ATA Airlines, Inc. and its affiliates; (iii) Delta Air Lines, Inc. and its affiliates; (iv) FLYi, Inc. and its affiliates; (v) Frontier Airlines Holdings, Inc. and its affiliates; (vi) Gemini Cargo Logistics and its affiliates; (vii) Northwest Airlines Corporation and its affiliates; (viii) Skybus Airlines, Inc. and its affiliates; and (ix) UAL Corporation (United Airlines) and its affiliates.
- Ener1: Representation of Liberty Harbor Special Investments, LLC and Goldman Sachs Palmetto State Credit Fund, L.P., funds managed by Goldman Sachs Asset Management, as prepetition creditors in the chapter 11 case of Ener1. With Weil’s assistance, the Goldman funds, Ener1, and certain other key creditor constituencies successfully negotiated a prepackaged bankruptcy which reduced Ener1’s funded debt from approximately $91 million to less than $46 million and provided an infusion of up to $81 million in new capital to support Ener1’s long-term business objectives and strategic plan.
- Nassau Broadcasting I, LLC: Representation of Goldman Sachs Credit Partners L.P., as agent, in the involuntary chapter 11 cases of Nassau Broadcasting I, LLC and its affiliates. Weil advised Goldman Sachs Credit Partners on all matters in the chapter 11 cases, including cash collateral issues, asset sales, contract assumptions and rejections, and general prosecution of the chapter 11 case. The Debtors closed all of their sale transactions, with certain of the proceeds distributed to Goldman Sachs Credit Partners and the debtors’ other lenders.
- Powerwave Technologies, Inc.: Representation of affiliate of The Gores Group as prepetition secured lender and debtor in possession lender in the chapter 11 case of Powerwave Technologies, Inc.
- NE Opco, Inc. and NEV Credit Holdings, Inc.: Representation of The Gores Group and its affiliated funds in the chapter 11 cases of NE Opco, Inc. and NEV Credit Holdings, Inc., in their capacity as agent for the debtors’ second lien credit agreement and equity owner. Early in the chapter 11 cases, Weil successfully and expeditiously negotiated a settlement with the debtors whereby Gores attained a release of all claims against it, which paved the way for a 363(b) sale of the debtor and a recovery for the second lien creditors.
- AmTrust Financial Corporation: Representation of Guggenheim Partners as the holders of senior notes in AmTrust Financial Corporation in the chapter 11 cases of AmTrust and its affiliates. Weil worked with AmTrust’s counsel in disputes, and eventual litigation, with the FDIC (which had seized AmTrust Financial’s bank subsidiary), and to propose a chapter 11 plan of liquidation.
- BP Clothing LLC: Representation of Guggenheim Corporate Funding LLC and its related funds as the agent and majority lenders under the first lien credit agreement in the prearranged chapter 11 case of BP Clothing LLC, where, pursuant to a prepetition plan support agreement that Weil helped negotiate, the lenders converted their debt into the substantial majority of the equity of the reorganized debtor.
- Hawaiian Telcom Communications, Inc.: Representation of Lehman Commercial Paper, Inc. (LCPI), as administrative agent and collateral agent in a senior secured term facility, which replaced preexisting loans and served as exit financing in the chapter 11 cases of Hawaiian Telcom Communications, Inc. and its affiliates, the then-leading provider of telecommunication services in Hawaii. With the assistance of Weil on behalf of the secured lenders, which held approximately $575 million in debt, Hawaiian Telcom successfully confirmed a chapter 11 plan supported by the lenders over the objection of the creditors’ committee, which reduced its debt from $1.15 billion to $300 million.
- Moonlight Basin Ranch L.P.: Representation of Lehman Brothers Holdings Inc. and LCPI, as the largest secured creditors and lenders in a $24 million debtor in possession financing facility in the chapter 11 cases of Moonlight Basin Ranch L.P. and its affiliates.
- Latshaw Drilling: Representation of LCPI., as administrative agent and prepetition lender in the chapter 11 cases of Latshaw Drilling and its affiliates.
- Suncal PSV: Representation of LCPI and Lehman ALI, Inc., as prepetition lenders in financing facilities totaling approximately $2 billion in the chapter 11 cases of SunCal PSV and its affiliated debtors.
- Fontainebleau Las Vegas Holdings: Representation of Lehman Brothers Holdings Inc., as agent and prepetition lender in a $315 million financing facility in the chapter 11 cases of Fontainebleau Las Vegas Holdings and its affiliates.
- City of Stockton: Representation of NPFG in the chapter 9 case of the City of Stockton. Weil assisted in the successful negotiation of settlement terms with the City of Stockton regarding the treatment of claims relating to certain debt obligations insured by NPFG that were superior to the terms originally dictated by the City. Weil simultaneously negotiated a favorable settlement of an unlawful detainer proceeding involving certain real property collateralizing the NPFB-insured municipal debt. Weil was a major contributor to the formulation of the City’s proposed plan of adjustment, which incorporated the terms of the settlements negotiated by Weil.
- City of San Bernardino: Representation of NPFG in the chapter 9 case of the City of San Bernardino in its capacity as municipal bond insurer. Weil has participated in mediation sessions involving the City to ensure a favorable outcome regarding the treatment of municipal debt insured by NPFG and has worked with NPFG’s financial advisors regarding possible cost-savings measures for the City.
- Equa-Chlor, LLC: Representation of The Prudential Insurance Company of America as prepetition secured lender, with an approximately $43.5 million prepetition claim, in the chapter 11 cases of Equa-Chlor, LLC. On behalf of Prudential, Weil helped negotiate a successful settlement of a significant claim with Equa-Chlor’s general contractor, paving the way for Prudential to provide postpetition financing on a priming lien basis. Weil also negotiated a chapter 11 plan of reorganization, pursuant to which Prudential provided certain exit financing and received debt and approximately 90.5% of the equity in the reorganized Equa-Chlor.
- Black Diamond Mining Company, LLC: Representation of The Prudential Insurance Company of America as prepetition senior lender in the chapter 11 cases of Black Diamond Mining Company, LLC and its affiliates.
- K-V Pharmaceutical Company: Representation of Silver Point Capital, Whitebox Advisors, and Pioneer Investment Management as debtor in possession lenders and senior secured noteholders in the chapter 11 cases of K-V Pharmaceutical Company and its affiliates. With Weil’s assistance, Silver Point, Whitebox, and Pioneer negotiated and obtained Court approval of a debtor in possession loan that was used to resolve some of the key issues in the chapter 11 cases and to provide a path for K-V to exit chapter 11. Following a global settlement in the chapter 11 cases, Silver Point, Whitebox, and Pioneer obtained full cash payment on their secured notes, and Silver Point acquired a portion of the reorganized company’s equity.
- Tropicana Entertainment, LLC: Representation of Silver Point Finance, LLC as administrative and collateral agent, sole bookrunner, and sole lead arranger for the $67 million debtor in possession financing provided to Tropicana Entertainment, LLC and its affiliates in their chapter 11 cases.
- Syntax-Brillian Corporation: Representation of Silver Point Finance, LLC as administrative and collateral agent for the prepetition and postpetition lenders in a $23 million senior secured debtor in possession financing facility provided to Syntax-Brillian Corporation and its affiliates in their chapter 11 cases.
Chambers & Partners has noted that Weil is “one of the few teams to undertake insolvency and restructuring work for both creditors and debtors.”
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The Weil Bankruptcy Blog contains developments on the restructuring world from our Business Finance & Restructuring team. The Bankruptcy Blog's comprehensive analysis is widely respected in the industry, and was the only bankruptcy-related blog to be included in the 6th Annual ABA listing of the top 100 legal blogs. The European Restructuring Watch presents views from Weil's European teams.