Cross‐Practice Team Advises Wells Fargo on Legacy Reserves Successful Chapter 11 Restructuring
Creditors, debtors, committees, lenders and other parties value the practical, commercial solutions we bring to every matter. We’ve been on both sides of the table, and that enables us to understand and address the goals and motivations of all parties. We offer distinctive strength in niche industries and products, and our record of success includes some of the most complex bankruptcy cases and out-of-court restructurings in the United States, France, Italy, the United Kingdom, Germany, China, Japan and Korea.
Our team is honored to be recognized for our restructuring work. In 2017, Chambers’ USA and Europe editions recognize our team for leadership in the United States, France and Italy. The Legal 500 reports that we “shine in creative, complex and difficult restructuring assignments.” We consistently rank among the top 10 bankruptcy law firms as listed by The Deal.
Financial institutions such as The Royal Bank of Scotland, Wells Fargo, Citi, Commerzbank, Credit Agricole and Barclays Bank rely on our team to navigate high-profile, multibillion-dollar restructuring and bankruptcy cases. We advise on in- and out-of-court restructurings, in particular enforcement proceedings, debtor-in-possession loans, post-reorganization exit facilities, 363 sales, consensual foreclosure and prepackaged plans. Our experience spans numerous sectors. For example, we have been selected as counsel in some of the most challenging engagements in the shipping industry – including Genco and Eagle Bulk. Our team also has unmatched experience in tribal finance, including advising on the restructuring of Foxwoods Casino, considered the largest, most complex Native American tribal debt restructuring in history.
We represent a range of clients in the purchase and sale of distressed products worldwide. Our lawyers are well-versed in LSTA, LMA and ISDA standard trade documentation and are equally skilled in crafting bespoke documents tailored to suit the individual needs of our clients and their investments. We are actively involved in various global multijurisdictional transactions and work with colleagues in Spain, Portugal and Luxembourg on a regular basis. Our teams in the United States and France also regularly represent clients in connection with the purchasing and selling of French loans and assist with the registration and filings in all relevant French districts. We are also working on unique opportunities in the United States. Currently we represent Citigroup Financial Products Inc. in the purchase and sale of over $100 million of bankruptcy claims against GT Advanced Technologies and its affiliates, and subsequently as a creditor, in the case pending before the United States Bankruptcy Court for the District of New Hampshire. We are also working with various clients in connection with vendor put agreements and litigation finance opportunities.
Together with our market-leading Infrastructure team, we have developed deep experience representing creditors in workouts of P3 projects. Project Finance cited our work on the restructuring of the $6 billion debt of the Indiana Toll Road and related concessions as the “North American Transport Deal of the Year.” In 2014, we represented an Australian infrastructure fund with the successful handover of a Virginia parkway in exchange for the reduction of $512 million in secured debt, ensuring that the road continues to operate without interruption or cost to the state taxpayers. We are also active in connection with several bankruptcies in the renewable energy, oil and gas, and coal sectors.
As the nation’s No. 1 municipal finance firm, we bring unique insights to distressed situations. We recently represented Stockton, California, in its “bet-the-city” litigation seeking Chapter 9 protection. One of the largest municipal bankruptcies in U.S. history, the case relieved the city of more than $500 million in debt and produced significant savings through new labor contracts and pensions. We also represented Vallejo, California, in a bankruptcy that was an important test case on pension obligations. The American Lawyer twice recognized our team as “Dealmaker of the Year” for this work.
Secured lenders, financial institutions and other sophisticated investors turn to our restructuring team to devise multibillion-dollar structures of complex financial products to limit bankruptcy and commercial risk. We also assist clients in handling the repercussions of busted and failed deals. We have advised on synthetic and leveraged leases including EETCs in nearly every major airline bankruptcy in the U.S. We have advised numerous derivative counterparties in the Lehman and other broker deals bankruptcies. We also assist various fund and banking clients, including Portigon AG, Fortress, ABN AMRO, RBS and KBC, with the workout, foreclosure, restructuring and potential bankruptcy of life settlement portfolios.
Our team has helped clients navigate many successful European restructurings. We assisted one of the continent’s leading wine and spirits groups in avoiding bankruptcy through an intensive restructuring plan with its creditors and shareholders. We advised EuroDisney’s board on the company’s €1 billion restructuring and assisted with Club Med’s €900 million take-private. And we guided Italian natural gas infrastructure company Snam on a multifaceted debt restructuring following a sell-off by one of its largest stakeholders. We continue to advise the company on a series of innovative debt financings.
Acted as counsel for the trustee of bonds on the insolvency filing for Afren plc.
Represented Belvédère Group, one of the leading wine and spirits groups, in avoiding bankruptcy through an intensive restructuring plan with the company's creditors and shareholders.
Represented BrightSource Energy as successful bidder under Section 363 of the Bankruptcy Code for the Palen Project solar power facility of Solar Trust.
Citigroup Financial Products Inc.
Represented Citigroup in the purchase, sale and restructuring of claims, loans and/or leases relating to over 60 aircraft for American Airlines, Inc.
Citigroup Financial Products Inc.
Represent Citigroup as an activist creditor (including DIP and exit lender) against GT Advanced Technologies and its affiliates in the case pending before the United States Bankruptcy Court for the District of New Hampshire.
City of Stockton, California
Represented the City in preparing for, and then subsequently filing, its Chapter 9 bankruptcy case, including representing the city in the 90-day statutory mediation process which preceded the bankruptcy case. Orrick worked with the City to prepare a detailed proposal to restructure the material claims against the city, including the City’s bond obligations, many of which were insured, long-term liabilities (including pension, healthcare and labor), large judgments, injunctions, leases and other major claims. While preparing a pre-bankruptcy plan and negotiating with creditors, we also worked simultaneously on preparing the City’s Chapter 9 bankruptcy petition. Orrick helped the City win a significant and cutting-edge bankruptcy court ruling upholding the City’s pre-bankruptcy unilateral reduction and phased out elimination of retiree health benefit payments over the objection of the association of retired City employees. Orrick won another ruling on an issue of first impression, i.e., whether a Chapter 9 debtor may enter into settlements with creditors during the pendency of the case without court approval. Following a three-day evidentiary hearing, the bankruptcy court overruled objections filed by four institutional lenders and ruled that Stockton was eligible for Chapter 9 relief. Finally, the US Bankruptcy Appellate Panel of the Ninth Circuit dismissed an appeal filed by holdout creditor Franklin Templeton over the plan that enabled the City to exit bankruptcy
City of Vallejo, California
Represented the City of Vallejo, California in filing its Chapter 9 case in 2008. At the time, Vallejo was the largest California municipality to seek bankruptcy relief since Orange County. We worked with the City to prepare a detailed proposal to restructure each creditor claim, including the City’s debt obligations, long-term liabilities (including pension, healthcare and labor), leases and other major claims. While preparing a pre-bankruptcy plan and negotiating with creditors, we also worked simultaneously on preparing the City’s Chapter 9 bankruptcy petition. Orrick was named "Dealmakers of the Year" by American Lawyer in connection with our work on this matter.
Cliffs Natural Resources
Acted as lender counsel in enforcement proceedings against Cliffs Natural Resources, a U.S. mining and natural resources company.
Represented Commerzbank AG in connection with three separate firm portfolio restructurings.
Crédit Agricole CIB (CA-CIB)
Represent CA-CIB as arranger, lead manager and administrative agent in connection with the restructuring of a US$100 million term loan in a syndicated ship mortgage financing provided to Genco Shipping & Trading Ltd., as part of the company’s prepackaged bankruptcy.
Represented the bidding lenders in a potential US$400 million post-petition DIP financing for the City of Detroit. Also provided special bankruptcy counsel for the City of Detroit Downtown Development Authority in connection with the issuance of the US$450 million Michigan Strategic Fund Limited Obligation Revenue Bonds to finance the acquisition and development of a new multipurpose events center for the Detroit Red Wings.
Indiana Toll Road
Represent the Bank Steering Committee and now Wilmington Trust, as Administrative agent to the lenders, in connection with the US$6 billion restructuring of the Indiana Toll Road and related concessions.
Advising corporate, government entities and financial counterparties with swaps, forward contracts, repurchase agreements and other derivative products in various aspects of the Lehman Brothers proceedings in the U.S. and U.K.
Assist various funds including, Portigon AG, Fortress, The Royal Bank of Scotland, Commerzbank and ABN AMRO, in connection with the workouts, foreclosures, restructurings and potential bankruptcies of various life settlement portfolios.
Ocean Rig UDW Inc. (ORIG)
Represented ORIG in the successful bid for an ultra deepwater drillship being sold through an auction.
Potomac Electric Power Company (Pepco)
Defended Pepco in complex, cutting-edge litigation concerning the ability of Mirant Corporation, a debtor power generator, to reject electric power contracts.
Pueblo of Pojoaque
Represent the Pueblo of Pojoaque Tribe in the out of court restructuring of US$265 million in bonds issued by the tribe to fund construction of its Buffalo Thunder Resort & Casino. This restructuring is ongoing.
Represent multiple bondholders, leading financial institutions and other parties in the restructuring of Puerto Rico’s debt.
Puerto Rico Electric Power Authority (PREPA)
Act as underwriters counsel in connection with PREPA’s proposed exchange offer for existing insured and uninsured revenue funding and refunding bonds and fuel line revolving loan agreements, including securitization bonds (US$8 billion).
Puerto Rico Sales Tax Financing Corporation (COFINA)
Represent holders of senior COFINA bonds in the analysis of restructuring issues attached to these notes.
ReachLocal UK Limited
Advised Reachlocal, and subsequently Duff & Phelps in its role as administrator of Reachlocal, on the pre-packaged sale in administration of Reachlocal UK's digital marketing business.
Renco Group, Inc.
Represent Renco in seeking reversal of a US$215 million fraudulent conveyance bankruptcy judgment before District Court and Second Circuit.
Residential Capital, LLC (ResCap)
Represented ResCap as special securitization counsel in its bankruptcy filing, including with respect to securitization issues arising from its DIP financing and asset purchase agreement.
The Royal Bank of Scotland Group plc and ABN AMRO Bank N.V.
Represented the Royal Bank of Scotland and ABN AMRO Bank N.V. in connection with a US$400 million debtor-in-possession revolving and term loan credit facility to Chemtura Corporation, a global manufacturer of specialty chemicals.
The Royal Bank of Scotland Group plc
Represented the Royal Bank of Scotland as lender in the restructuring of debt of Alpha Natural Resources, one of the largest U.S. coal producers.
The Royal Bank of Scotland
Represented The Royal Bank of Scotland as agent to the lenders of Eagle Bulk Shipping Inc. in restructuring in excess of US$1.2 billion.
South Bay Expressway, L.P.
Represented the bank syndicate members in connection with the Chapter 11 bankruptcy case of South Bay Expressway, L.P. (SBX), the toll road operator of the 9-mile express toll road in San Diego and the first P3 toll road project to seek bankruptcy relief. The case involved the restructuring of US$560 million in loans that had been extended. Orrick also represented SBX in connection with its post-emergence sale of the toll road to SANDAG.
Represented Tenaska as bidder for the sale under Section 363 of the Bankruptcy Code of the Batesville LSP Energy combined cycle power facility.
Represented Australian infrastructure fund Transurban with the successful handover of the Pocahontas Parkway to its lenders in exchange for the reduction of US$512 million in secured debt, ensuring the Parkway continues to operate without interruption or cost to the Virginia taxpayers.
Represented Exxaro Australia Sands Pty Ltd. and certain of its affiliates in the Chapter 11 bankruptcy cases of Tronox LLC, its indirect parent Tronox Incorporated and direct and indirect debtor and non-debtor affiliates of Tronox LLC (collectively, Tronox). Orrick represented Exxaro in preserving its preemption rights, which were triggered by Tronox’s attempted sale of substantially all of its assets under Bankruptcy Code Section 363, which sale motion was withdrawn by Tronox. Orrick also advised Exxaro with respect to the restructuring of Tronox, including the resolution of the legacy environmental liabilities, and continues to represent Exxaro Resources Ltd. in the combination of part of its mining business with Oklahoma City-based pigment producer, Tronox Incorporated. Tronox emerged from bankruptcy with a net equity value of approximately US$1.1 billion.
Unofficial Committee of General Motors Dealers
Represented the Unofficial Committee of General Motors Dealers in connection with the bankruptcy proceedings of General Motors Corporation (GM). Orrick also assisted a number of other parties related to this bankruptcy, including Hella KGaA (addressing its long term supply contracts for component parts) and Fisker Automotive (in its acquisition of a shuttered GM plant in a Section 363 sale).
Represented the U.S. Treasury as DIP Lenders and purchasers in two of the largest bankruptcies in U.S. history – this included representation in the largest DIP financing in history for General Motors and the Chrysler 363 asset sale, which reached the United States Supreme Court.
Vantage Drilling Co.
Represent a lender in the restructuring of debt of this international offshore drilling company.
Acting for an ad hoc committee of bondholders of Waste Italia in the restructuring of this Italian waste management company.
Wells Fargo Bank, N.A.
Represented Wells Fargo in several distressed Native American Gaming matters.
Wilmington Trust, N.A.
Acted as agent’s counsel for Wilmington Trust in connection with the bankruptcy case of affiliated landowners and developers in North Las Vegas. Acted as agent to the second lien lenders to November 2005 Land Investors LLC.
October.29.2019 - November.02.2019
Remains a go-to practice for financial restructurings, with standout expertise in the energy and shipping spaces. Hailed in the market for its strength in Chapter 9 municipal bankruptcy cases.Chambers USA, 2017
They have in-depth knowledge and can anticipate the behaviour of all the parties involved.Chambers Europe, 2017
The 'excellent team' at Orrick 'never shows less than 110% commitment to the client’s cause' … they are a 'highly knowledgeable and responsive' group.The Legal 500 US, 2015 (Corporate Restructuring)
An experienced and agile team that is solution-driven and pragmatic. The cornerstone of the practice is to be mindful of the client’s interest, where the lawyers really try to put themselves in your shoes.Chambers Europe, 2015
The Deal, past 6 quarters
The American Lawyer, 2015