Ray C. Schrock, P.C.

Biography

Ray Schrock
Ray C. Schrock, P.C. is Co-Chair of the Restructuring Department and a member of the Firm’s Management Committee. Ray has extensive experience leading complex, corporate international and U.S. restructuring matters for public companies, financial institutions, private equity funds, portfolio companies and creditors. His recent cutting-edge matters include AMC Entertainment, CBL Properties, Serta Simmons Bedding, JCrew, Sears Holdings Corporation, PG&E Corporation, Ditech, Fieldwood Energy, Claire’s Stores, Inc., Southeastern Grocers, Inc., Aeropostale, Tidewater and many other ongoing public and non-public matters.

Ray is consistently recognized as one of the country’s leading restructuring lawyers and is ranked Band 1 both in New York and Nationwide by Chambers & Partners. Most recently, he was inducted into The American College of Bankruptcy as a Fellow. In 2020, he was named MVP by Law360 and “Lawyer of the Year: Restructuring and Insolvency” by IFLR1000Also, in 2020 he was awarded Dealmaker of the Year by The American Lawyer for his work as counsel to Sears Holdings Corporation in its chapter 11 bankruptcy and sale to ESL Investments, he was recognized as a “Top Restructuring Lawyer” by Business Insider and named a Leading Lawyer by Legal 500. He led the team that advised J.Crew in its groundbreaking consensual restructuring, which won the Financial Times North America Innovative Lawyers Report 2017 award for “Accessing New Markets and Capital.” Ray was named a “Market Leader” for Restructuring and Insolvency in the U.S. by IFLR1000, was named among Turnarounds & Workouts’ “Outstanding Restructuring Lawyers”, and Global M&A Network’s Top 100 Restructuring & Turnaround Professionals, and he has also been named a Bankruptcy MVP by Law360.

Representative Experience

Debtor/Company-side Experience:

  • Healogics, Inc., the nation’s leading wound-care center operations provider, on a comprehensive restructuring of over $860 million in funded debt through an out-of-court debt-for-equity exchange, resulting in a $450m deleveraging that obtained 100% participation from its lenders and provided Healogics with $240 million in new equity financing. As part of the transaction, the Company also secured a new $30M revolving credit facility, in addition to a new $370 million first lien term loan.
  • J.Crew Group, Inc. and its debtor-affiliates, one of the nation’s premier clothing retailers with approximately $2 billion in funded debt and 13,000 employees, in their pre-arranged chapter 11 cases, as well as the cutting edge out-of-court workout involving intellectual property
  • PG&E Corporation and Pacific Gas and Electric Company, one of the largest combined natural gas and electric energy companies in the United States and the largest utility company in the State of California, in their chapter 11 cases. PG&E has approximately 16,000,000 customers, 24,000 employees and estimated liabilities (including contingent and disputed liabilities) in excess of $50 billion.
  • Sears Holdings Corporation and its debtor-affiliates in their chapter 11 cases. Sears is one of the largest retailers in the world and its chapter 11 cases represent one of the largest retail chapter 11 cases in history. At the time of commencing these cases, Sears had more than 68,000 employees and approximately $6 billion in debt.
  • Ditech Holding Corporation, one of the nation’s largest mortgage servicers, and certain of its affiliated debtors in their pre-arranged chapter 11 cases. Ditech and its subsidiaries had approximately $15-17 billion in debt and mortgage-related liabilities, including residential mortgage securities funding obligations. At the time of filing, Ditech filed a restructuring support agreement (“RSA”) backed by holders of more than 75% of its first lien term loan debt. Ditech’s RSA provides for a dual-track restructuring strategy that allows the debtors to evaluate various strategic alternatives with a backstopped emergence plan as they continue to provide customers with home financing solutions and high-quality service.
  • CBL & Associates Properties, Inc., one of the largest mall owners in the United States, in connection with its chapter 11 cases involving more than $4 billion in debt obligations.
  • Serta Simmons Bedding, LLC, one of the largest manufacturers and distributors of mattresses in North America, in their new money priority term loan and exchange transaction, which included $200 million of new capital and the exchange of approximately $1 billion in first lien debt and $300 million in second lien debt, and reduced debt held by participating lenders by over $400 million.
  • AMC Entertainment Holdings, Inc., the largest movie exhibition company in the United States and globally, in its successful out-of-court restructuring which included various capital raising efforts that yielded over $1.5 billion of cash and other liquidity improvements and the reduction of AMC’s debt load by more than $550 million.
  • NPC International, Inc. and its debtor affiliates in their chapter 11 cases involving over $900 million of funded debt. NPC is America’s largest franchisee company with over 1,600 restaurants across two iconic brands–Pizza Hut and Wendy’s and more than 35,000 employees.
  • 24 Hour Fitness Worldwide Inc. and its debtor-affiliates in their chapter 11 cases involving approximately $1.4 billion of funded debt. 24 Hour Fitness is a leading fitness club operator with locations across the United States and more than 3 million members.
  • Exide Holdings, Inc. and it’s debtors-affiliates, a global lead-acid batteries manufacturing company, in their chapter 11 cases. In just 5 months, Exide completed two going concern sale and separation transactions for its U.S. and European/Rest of World businesses (including the negotiation of long-term commercial arrangements among them) and also accomplished a first of its kind global settlement with the Department of Justice and more than 10 state regulators to resolve hundreds of millions of dollars of Exide’s historical environmental liabilities at more than 20 dormant locations.
  • Mortgage Contracting Services, a company providing inspection services and property preservation for investors of defaulted mortgages, on its out-of-court debt-for-equity exchange, resulting in a $400 million deleveraging that obtained 100% participation from its debtholders and provided MCS with renewed incremental liquidity through a new revolving credit facility.
  • RentPath Holdings, Inc. and its debtor-affiliates, one of the nation’s largest apartment rental and digital marketing solutions companies with approximately $700 million in debt, in connection with their prearranged chapter 11 cases and sale to Redfin Corporation for $608 million.
  • Fairway Group Holdings Corporation and its debtors-affiliates in their chapter 11 cases. Fairway is an iconic food retailer which operates locations across New York, New Jersey, and Connecticut and employs over 3,000 employees. Fairway commenced its chapter 11 cases to implement a stalking horse bid and strategic sale process designed to facilitate a global auction to secure buyers for all of Fairway’s stores. The chapter 11 cases were supported with a restructuring support agreement signed by approximately 91% of Fairway’s prepetition lenders, who also provided debtor-in-possession financing to the company.
  • Kingfisher Midstream, LLC and its subsidiaries, a midstream oil and gas services business with substantial gas processing, crude oil gathering and storage, and produced water gathering and disposal assets in the Anadarko Basin in Oklahoma, in their chapter 11 cases. Won contested sale hearing.
  • LBI Media and its subsidiaries in connection with their restructuring efforts. LBI Media is one of the nation’s largest Spanish-speaking media companies with national and regional broadcasting capability across the United States in television and radio media.
  • Southeastern Grocers, Inc., the fifth-largest supermarket chain in the United States, in its prepackaged restructuring of more than $1 billion in debt. This novel and groundbreaking model will result in the preservation of more than 40,000 jobs and provide unimpaired recoveries to all operating company creditors while allowing the company to close unprofitable locations.
  • Fieldwood Energy, a Gulf of Mexico offshore energy exploration and production company, in connection with its chapter 11 cases.
  • Claire’s Stores, Inc., one of the nation’s largest retailers with more than 4,000 owned and franchised locations globally, in its prearranged restructuring efforts related to more than $2 billion in funded debt.
  • Tops Supermarkets, a regional supermarket chain with approximately 14,000 employees and $1 billion in funded debt, in its restructuring efforts.
  • Walter Investment Management, Inc., the fifth-largest mortgage servicer in the United States, in its prepackaged restructuring efforts related to more than $2 billion in funded parent-level debt and more than $13 billion in other funded debt obligations. This one-of-a-kind restructuring plan allowed this highly regulated enterprise to avoid filing its operating companies for chapter 11 while simultaneously discharging the operating companies’ guarantees of funded debt at the holding company. The restructuring plan also provided a recovery of 50% of the recognized company’s common stock to existing shareholders while simultaneously reducing the company’s funded debt by more than $600 million.
  • Tidewater Inc., the largest offshore vessel service company in the world, in connection with restructuring more than $2 billion in funded debt obligations.
  • Basic Energy Services, Inc., one of the nation’s largest oilfield services companies, in their prepackaged restructuring cases involving more than $1.1 billion in funded debt obligations.
  • Breitburn Energy Partners, L.P., an independent oil and gas limited partnership, in its restructuring efforts related to more than $3 billion in funded debt obligations.
  • Aeropostale, Inc. and its subsidiaries, an international retail clothing company, in connection with their chapter 11 cases. Aeropostale has locations in all 50 states, 17 countries internationally and approximately 20,000 employees. Aeropostale’s chapter 11 has been recognized as the 2017 Section 363 Sale of the Year (over $100 Million to $250 Million) and the 2017 Restructuring Deal of the Year (over $250 Million to $500 Million) by The M&A Advisor.
  • Fairway Group Holdings and its subsidiaries, an iconic New York supermarket chain, in their prepackaged chapter 11 cases. Fairway’s chapter 11 has been recognized as the 2017 Consumer Staples Deal of the Year (over $100 Million) by The M&A Advisor.
  • The Great Atlantic & Pacific Tea Company (A&P) and its direct and indirect subsidiaries in their chapter 11 cases, commenced in 2015. A&P entered chapter 11 with nearly $600 million in signed asset purchase agreements covering 120 stores and more than 12,500 employees. A&P currently employs more than 28,500 people at stores throughout the northeastern United States under numerous retail banners. A&P listed $1.6 billion in assets and $2.3 billion in debt as of the commencement of the cases.
  • Essar Steel Algoma, Inc. and certain of its debtor-affiliates, in connection with the restructuring and refinancing of their $1.2 billion capital structure. Essar Steel Algoma is one of the largest integrated steel manufacturers in North America and is a portfolio company of the multi-billion dollar Essar Group Fund Limited.
  • Vantage Drilling Company in their prepackaged chapter 11 cases to restructure more than $2.5 billion in senior secured debt. Vantage filed its prepackaged chapter 11 cases with the support of more than $1.6 billion in senior secured debtholders having agreed to vote in favor of the balance sheet restructuring. Also representing Vantage Drilling for matters of U.S. law in connection with their parallel liquidation proceedings in the Cayman Islands. Vantage Drilling’s subsidiaries will reorganize as one of the largest international oil and gas ultra-deep-water drillers, with a fleet of operations spanning the globe in partnership with various, international oil and gas producers.
  • Chassix Holdings, Inc. and its domestic subsidiaries, in connection with their prearranged chapter 11 restructuring of their $700 million capital structure. Chassix employs more than 4,500 people worldwide and is one of the world’s leading manufacturers of chassis and other safety-critical components to the world’s leading car makers, including BMW, Chrysler, Ford, General Motors and Nissan. The Chassix restructuring has been recognized as the 2016 Chapter 11 Reorganization of the Year (Over $500 Million) by The M&A Advisor and the Prearranged Chapter 11 Restructuring and Recapitalization of the Year at the 2016 Turnaround Atlas Awards.
  • Certain Private Equity sponsors and portfolio companies in their out-of-court restructuring efforts.
  • Longview Power, LLC and certain of its debtor-affiliates, including Mepco Holdings, LLC and its affiliates, in connection with their chapter 11 cases involving the restructuring of approximately $1 billion in funded debt.
  • Ally Financial Inc. and Ally Bank and their subsidiaries, in connection with Ally Financial Inc.’s (AFI) mortgage subsidiary, Residential Capital, LLC’s, chapter 11 bankruptcy cases, which include a global settlement with multiple key stakeholders. Residential Capital, LLC is the fifth-largest servicer of residential mortgage loans in the United States with more than $15.6 billion in assets and $15.2 billion of indebtedness. AFI is a leading, independent, globally diversified financial services firm with operations in 32 countries and assets in excess of $180 billion. Ally was the architect and plan sponsor of a landmark chapter 11 plan and settlement that relieved AFI and its non-debtor subsidiaries of all liabilities held by Residential Capital or private third parties.
  • The Great Atlantic & Pacific Tea Company (A&P) and its direct and indirect subsidiaries in their 2010 chapter 11 cases. Won a contested confirmation hearing in 2012.
  • Other retail companies in their strategic review efforts.
  • Several companies in the E&P and E&P service sectors in restructuring efforts related to multi-billion dollar funded debt capital structures.
  • Advising Biotechnology and Lifesciences companies in connection with strategic reviews of assets and capital structures.

Creditor/Acquiror/Ad Hoc Group/Other Experience:

  • Citibank, N.A., as administrative agent under the DIP credit facility, in the chapter 11 cases of Garrett Motion Inc. and its affiliates, a Switzerland-based designer, manufacturer, and seller of turbocharger and electric-boosting technologies and automotive software solutions for light and commercial vehicle original equipment manufacturers worldwide.
  • DIP lender, first lien lender, and stalking horse bidder in the chapter 11 cases of Tamarac 10200, LLC and Unipharma, LLC, manufacturer of OTC and nutraceutical products.
  • Krayn Wind LLC, a U.S. based turbine wind farm, in connection with the FirstEnergy Solutions Corp. chapter 11 cases.
  • Liberty Media, Inc. in connection with its multi-hundred-million-dollar debt position in connection with the chapter 11 cases of iHeart Media.
  • Ad Hoc Group of Unsecured Bondholders in 77Energy, Inc., an oilfield services company, in connection with its prepackaged chapter 11 cases.
  • Alfa Group, a multi-billion dollar conglomerate with worldwide operations, in connection with its investment in Pacific Exploration and Production Corporation. Pacific Exploration is a global energy exploration and production company with more than $5 billion in funded debt.
  • Several sponsors/funds and creditors in private loan-for-control, in-court and out-of-court workouts.
  • KKR Credit in private creditor representations.
  • Trive Capital in several buy-side investments.
  • TerraMar Capital in connection with certain private investments.

Ray joined Weil in 2014 from a major international law firm, where he was a senior equity partner, resident in that firm’s New York office.

Ray is an editor of The Law and Practice of Restructuring in the UK and US, published by Oxford University Press, and has served on Law360’s Editorial Advisory Board for bankruptcy. He has participated on a variety of panels, including Views from the Bench: The Evolving Dynamics of Secured Lending and the Rights of Secured Creditors and ABI Annual Bankruptcy Conference: Rise of Mediation in Major Bankruptcy Cases, Lessons Learned from Retail, amongst others. He is a member of the American Bankruptcy Institute, INSOL International and Turnaround Management Association.

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