Best practices learned from decades of relevant experience
AIRLINES & AEROSPACE
AMERICAN AIRLINES. Following Ch. 11 filing of major international airline, evaluated labor cost savings, standalone forecasts, unsecured claims pool, and potential merger synergies to determine attractiveness of post-petition investment opportunities. Recommended purchase of American Airlines, Inc. trade claims for superior risk/reward over pari passu AMR Corp. convertible bonds. Enhanced portfolio returns with investments in AAMRQ stock and AMR Corp. DIP loans. Maintained strategy after predicting that merger between American Airlines and USAirways would ultimately reach antitrust settlement with U.S. Department of Justice. Case No. 11-15463 (SHL) filed in the Bankruptcy Court for the Southern District of New York. Authored case study for Corporate Financial Restructuring class at Rice Business.
HAWKER-BEECHCRAFT. Recommended against investing in sub-par debt of aircraft manufacturer during bankruptcy because of questionable regulatory approval for Chinese acquirer’s bid. Case No. 12-11876 (SMB) filed in the Bankruptcy Court for the Southern District of New York.
PAN AM INTERNATIONAL FLIGHT ACADEMY. Completed leveraged buyout of corporate carve-out that originated as the flight simulation and training center for the former Pan Am Airways. While serving on Board of Directors, addressed bank refinancing, executive recruitment, systems upgrade, and operational improvements. Expanded market share and increased margins through acquisition of competitor Aeroservice Aviation Center. Subsequently sold to ANA Holdings, parent company of All Nippon Airways.
PARADIGM PRECISION. Deal team leader for buyout of three manufacturers of precision machined aerospace engine components involving domestic and international facilities. Coordinated with two independent sponsors. Created new entity for roll-up strategy to consolidate underperforming businesses into industry leader. Subsequently sold to Dynamic Precision Group, a portfolio company of The Carlyle Group.
Smith West. Managed all aspects of due diligence, industry research, site visits, and customer calls for platform investment. Negotiated term sheets, purchase agreement, non-compete agreements, and other contracts. Closed third-party financing.
Palmer Manufacturing. Sourced second investment for roll-up strategy. Managed rapid due diligence and closing within 50 days of initial closing. Developed merger model and integration plan. Negotiated purchase agreement, non-compete agreements, executive contracts, and other contracts with multiple family entities involved in capital structure.
TM Industries. Completed third investment of complementary niche business founded by owner-operator. Negotiated seller note and earn-out to mitigate downside risks.
Dispute Resolution. Developed and pursued litigation strategies for post-closing disputes regarding working capital adjustments, breaches of representations, fraud and non-compete violations.
Board of Directors. Served on Board of Directors to set strategy, conduct monthly operating reviews, assess add-on acquisitions, and evaluate capital expenditures. Member of Audit Committee.
VALT ENTERPRISES. Created financial forecast and investor presentation for Series A financing for aerospace startup focusing on hypersonic missiles.
DANCHEM. Recommended against proposed merger between portfolio companies of American Capital and HIG Capital because of questionable synergies, underestimated integration costs, and accounting irregularities. Danchem Technologies, Inc., owned by American Capital, was a middle market specialty contract chemical producer based in Virginia. Competitors SpecialtyChem Products Corporation, in Wisconsin, and ChemDesign Corporation, in Massachusetts, were previously purchased by HIG Capital from Bayer. Following American Capital's termination of the proposed merger, SpecialtyChem and ChemDesign jointly commenced voluntary bankruptcy proceedings. Case No. 06-24729 filed in the Bankruptcy Court for the Easterm District of Wisconsin.
INDUSTRIAL SOLVENTS CORPORATION. Jointly advised CEO, as buyer, and heirs to deceased owner, as sellers, in sale of 70-year-old business that assists refiners, chemical producers and petrochemical manufacturers in placing their co-product/by-product materials into value-added applications, such as fuel oil blending, gasoline blending, cleaning applications, oilfield uses, chemical intermediates and paints & coatings. Negotiated Small Business Administration (SBA) loan and stock purchase agreement.
SOLUTIA. Represented Creditors’ Committee in complex reorganization of Monsanto spinoff of global manufacturer of performance materials and specialty chemicals. Researched treatment of original issue discount for valuing claims. Analyzed fraudulent transfer and preference issues. Case No. 03-17949 (PCB) filed in the Bankruptcy Court for the Southern District of New York.
TRONOX. As titanium dioxide producer headed to plan confirmation, made proposal to Official Committee of Equityholders to backstop high yield debt offering for competing plan of reorganization, giving equityholders leverage to settle with Official Committee of Unsecured Creditors. After exiting bankruptcy, analyzed debt and equity of reorganized company as investment opportunity. Subsequently, compared financial performance of Tronox to Chemours, a DuPont spinoff, to evaluate relative value of sub-par debt. Case No. 09-10156 (ALG) filed in the Bankruptcy Court for the Southern District of New York.
BERRY-HILL GALLERIES. Deal team leader for senior loans to bankrupt fourth-generation art gallery in the Upper East Side of Manhattan specializing in Early American art. Case No. 05-60170 (REG) filed in the Bankruptcy Court for the Southern District of New York.
DIP Loan. Managed due diligence, drafted term sheets, negotiated credit agreements, and presented to Investment Committee for American Capital’s first debtor-in-possession loan.
Art Purchase. Identified opportunity for bargain purchase of painting by Edward Hopper due to bankruptcy law nuance. Negotiated resolution of disputes with Christie’s.
Exit Financing. Managed multi-party negotiations for plan of reorganization, resulting in over 100% recoveries to creditors and the family retaining full ownership.
CHILDREN'S LEARNING ADVENTURE. Served as financial advisor for privately-held early childhood education provider operating 44 amenity-rich centers in 11 states with over 1.2 million square feet. Programs delivered stimulating curriculum for pre-school education, before-school childcare, after-school enrichment, and summer camp serving children ages 6 weeks to 12 years. Exorbitant lease payments effectively over-leveraged operations, making the debtor vulnerable to shocks like Hurricane Harvey in Texas. Strained liquidity triggered lease defaults and bankruptcy for several locations. Created recapitalization plan involving discounted buyouts of landlords involving part cash, part takeback notes, and part equity. By converting unsustainable lease payments based on historical costs to more favorable debt service at current market values, debtor could restore revenue and earnings to prior levels by focusing liquidity on marketing and growth. Case No. 17-14851 (BMW) before the Bankruptcy Court for the District of Arizona.
GREAT ATLANTIC & PACIFIC TEA COMPANY (A&P). After meeting with management of supermarket chain backed by Yucaipa’s Ron Burkle, recommended exiting bond position because of misguided strategic plan. Company subsequently filed for bankruptcy. Recommended against investing in debtor-in-possession loan and distressed debt because of questionable viability and risky liquidation. Case No. 10-24549 (RDD) filed in the Bankruptcy Court for the Southern District of New York.
KMART. After Seventh Circuit Court of Appeals reversed Bankruptcy Court’s approval of critical vendor motion allowing troubled retailer to pay 2,330 trade creditors in full, represented clients in adversary proceedings to recover payments. Case No. 02-02474 (SPS) filed in the Bankruptcy Court for the Northern District of Illinois.
KODAK. Prior to bankruptcy filing, evaluated business strategy, industry trends, and product competitiveness for troubled imaging company with sub-par debt. Following bankruptcy filing, recommended investing in debtor-in-possession loan. Case No. 12-10202 (ALG) filed in the Bankruptcy Court for the Southern District of New York.
MAROLINA OUTDOOR. Advised family office on foreclosure strategy for senior debt investment in overleveraged start-up apparel company. Evaluated liquidity needed to execute business plan under multiple scenarios. Introduced investor to potential merger partner.
PATHMARK SUPERMARKETS. Advised debtor in highly successful balance sheet restructuring of overleveraged supermarket chain. Built store-by-store financial model that optimized diverting debt service to capex investment based upon historical analysis of financial benefit of five categories of store improvement projects. Case No. 00-2963 (JJF) filed in the Bankruptcy Court for the District of Delaware.
RADIO SHACK. Determined asset value and liquidity would support electronics retailer’s risky turnaround. Recommended writing short-dated credit default swaps to express thesis that RadioShack would not default on convertible bonds at upcoming maturity because company had sufficient cash and needed more time to implement new CEO’s turnaround strategy. Later, recommended buying sub-par bonds trading below liquidation value. Authored case study for Corporate Financial Restructuring class at Rice Business.
RTIC COOLERS. Raised debt financing for successful start-up of roto-molded coolers, stainless steel tumblers, and soft-sided coolers amid trade dress and unfair competition litigation with competitor. Created financing presentation and managed initial due diligence for potential lenders. Negotiated term sheets. Case No. 15-00597 (RP) filed in District Court for the Western District of Texas.
TANDY BRANDS. Served as expert witness for Ch. 7 Trustee following Article 9 sale to senior lender Salus Capital. Researched and drafted expert report on breach of fiduciary duties, conflicts of interest, and duties owed to creditors due to insolvency. Case No. 14-31252 (HDH) filed in the Bankruptcy Court for the Northern District of Texas.
URBAN AIR. Financial advisor for ownership group of five underperforming adventure parks. Designed comprehensive turnaround plan and exit strategy after performing historical financial analysis, creating financial projections, and considering industry benchmarks for each site.
BAR OVER HAT MIDSTREAM. Advised operator of salt water disposal wells in North Carolina on strategic acquisitions and financing.
DYNEGY/ENRON. Represented Dynegy in over $100 million dispute involving thousands of energy swaps and forward agreements governed by controversial master netting agreement. Led key portion of mediation that resulted in settlement. Prepared presentations for senior management to synthesize legal and business issues into comprehensive strategy. Performed extensive legal research on safe harbor sections of Bankruptcy Code, fraudulent transfers, and voidable preferences. Determined value of client’s claims under multiple scenarios.
DYNEGY. During takeover battle between Carl Icahn and Blackstone for power company Dynegy, analyzed attractiveness of Dynegy’s sub-par debt. After Dynegy entered bankruptcy, evaluated dual DIP loans for coal assets and gas assets. Case No. 13-38111 (CGM) filed in the Bankruptcy Court for the Southern District of New York.
FOREST OIL. Organized creditors to litigate change of control and fraudulent transfer claims following merger with Sabine Oil & Gas, a portfolio company of First Reserve Corp., during energy industry downturn. Interviewed and selected counsel. Replaced indenture trustees. Applied ASC820 to measure fair value amid year-end turmoil in energy credit markets. Case No. 15-11835 (SCC) filed in the Bankruptcy Court for the Southern District of New York. Authored case study for Corporate Financial Restructuring class at Rice Business.
GRANT GEOPHYSICAL. Advised debtor in out-of-court workout of leading provider of seismic acquisition services to the oil and gas industry in land and transition zone environments. Grant Geophysical was subsequently acquired by Geokinetics, which was itself subsequently acquired by SAExploration.
KIMZEY CASING SERVICES. Advised owners to make no further investment in casing services business during energy industry downturn. Co-borrower’s default forced company into bankruptcy. Recommended owners bid at competitive bankruptcy auction. Case No. 15-51337 (RS) filed in the Bankruptcy Court for the Western District of Louisiana.
LOCKWOOD INTERNATIONAL. Valve distributor Lockwood International and its subsidiaries sought bankruptcy protection following alleged embezzlement, loan default, and litigation. Served as financial advisor for potential buyer seeking to acquire subsidiary Lockwood Manufacturing Group in 363 sale. Lockwood Manufacturing Group and TIV Holdings, its Italian affiliate, manufactured, upgraded, and tested ball valves for pipelines.
SABINE OIL & GAS. Following merger with Forest Oil, evaluated potential scenarios for recoveries for second lien loans and unsecured bonds in out-of-court restructuring and bankruptcy. Researched and assessed legal arguments against second lien loans. Assessed hedging illiquid exposure with credit default swaps. Applied ASC820 to measure fair value amid year-end turmoil in energy credit markets. Analyzed legal and financial issues involved in subsequent bankruptcy. Case No. 15-11835 (SCC) filed in the Bankruptcy Court for the Southern District of New York. Authored case study for Corporate Financial Restructuring class at Rice Business.
TRIGEANT (financing). Provided senior secured rescue financing for troubled asphalt refinery to facilitate tolling agreement following negative development in litigation with Petróleos de Venezuela. Following subsequent default, initiated foreclosure proceedings and sold debt at par plus accrued to equityholder.
TRIGEANT (buyout). Advised winning bidder in 363 sale of bankrupt asphalt refinery amid family dispute. Navigated legal issues to complete acquisition, including real v. personal property rights, family legal disputes, and issues with plan of reorganization and DIP loan. Case No. 13-38580 filed in the Bankruptcy Court for the Southern District of Florida.
VENOCO. Evaluated exchange offer for holdco and opco subordinated debt into second lien debt. Analyzed credit agreement and bond indenture to determine lien capacity. Conducted on-site due diligence. Created counterproposal and negotiated term sheet. Analyzed effect on existing positions of not participating in exchange. Applied ASC820 to measure fair value amid year-end turmoil in energy credit markets. Case No. 16-10655 (KG) filed in the Bankruptcy Court for the District of Delaware.
AMERICAN CAPITAL. Following default and solvency concerns for troubled business development company during global financial crisis, analyzed make-whole provisions for above-par debt and distressed equity. Concluded that bondholders would not force company into Ch. 11 because make-whole would become inactive. Recommended avoiding bonds but buying stock. After out-of-court settlement, recommended selling stock at profit and buying bonds. Later, recommended buying new debt issues.
CHISOS. Engaged as financial advisor for alternative financing company to assist founders with determining the viability of utilizing Income Share Agreements for potential investments. Created metrics to determine which start-up investments to pursue based on the creditworthiness of potential participants.
MONOLINE INSURERS. Following global financial crisis, analyzed regulatory, industry, and political issues affecting insurance companies providing credit enhancement for corporate and municipal bonds. Recommended writing credit default swaps on MBIA to profit from misperceptions about liquidity and litigation. Recommended buying sub-par notes of MBIA and Assured Guaranty to capitalize on overblown insolvency fears. Recommended writing credit default swaps on Radian and buying credit default swaps on MGIC after predicting unusual spread between similar companies would close.
NEWFOUND RENTALS. Served as financial advisor for multi-step refinancing of rent-to-own leasing company. Created confidential investor presentation, negotiated with multiple potential lenders, and assisted with reaching agreements with existing investors.
RESCAP. Engaged as financial advisor on behalf of insurance companies regarding ongoing insurance coverage litigation. Analyzed and reviewed background materials for the bankruptcy case and adversary proceedings and conducted analysis to reach opinion of fair economic value for settlement.
FOOD & BEVERAGE
FARMLAND INDUSTRIES. Represented Creditors’ Committee in 5-way breakup of agricultural and refinery businesses resulting in over 90% recoveries to unsecured creditors. Successfully opposed vendor’s attempt to transform unsecured claim into administrative expense. Case No. 02-50557 (JWV) filed in the Bankruptcy Court for the Western District of Missouri.
NEW ENGLAND CONFECTIONERY COMPANY. Deal team leader for leveraged buyout of distressed business from family trust considering liquidation after failed sales process.
Candy Business. Orchestrated bargain purchase of 160-year old producer of sugar and chocolate products, including Sweethearts, NECCO, Mary Jane, Clark, Haviland, and Skybar. Negotiated deal terms and purchase agreement. Managed all aspects of due diligence, financial modeling, capital structure, and transition. Terminated pension plan and revised union contract.
Real Estate. Managed purchase of 816,000 sq. ft. manufacturing and distribution facility and surplus real estate. Supervised environmental, tax and insurance review, and appraisal process.
Executive Recruitment. Replaced 9 of 11 senior managers, including CEO and CFO. Negotiated employment and separation agreements. Created management option plan.
Board of Directors. Served as Director to set long-term strategy, conduct monthly operating reviews and assess acquisitions.
REDDY ICE. Negotiated favorable outcome for illiquid holdco discount notes in prepackaged Ch. 11 of crushed ice supplier. Organized informal committee of noteholders to enhance negotiating leverage with debtor and sponsor, CenterBridge Partners. Exploited legal and strategic weaknesses in the pre-petition strategy of the debtor and sponsor. After bankruptcy filing, exited holdco notes at profitable levels to avoid merger risk between Reddy Ice and Arctic Glacier, which was itself bankrupt. Arctic Glacier ultimately sold to H.I.G. Capital, which outbid CenterBridge. Case No. 12-32350 (SGJ) filed in the Bankruptcy Court for the Northern District of Texas.
CAVU BIOTHERAPIES. Advised owner-operator of revolutionary biotherapy that retrains a dog's own t-cells, which had been harvested previously and frozen, to eradicate cancerous tumors. Created financial projection and investment presentation for raising new capital.
COMMUNITY DENTAL PARTNERS. Serving as Interim Chief Financial Officer of dental support organization (DSO) with 80 locations. Overhauled accounting and finance team to focus on performance improvement. Significantly improved month-end closing process. Installed automation for accounts payable and employee expenses. Enabled financial transparency across the organization to enable executives to improve profitability. Integrated multiple acquisitions into cohesive platform for future growth. Negotiated loan amendment with lender.
HEIGHTS HOSPITAL. Engaged as financial advisor for multi-step refinancing of construction bridge loan following renovation of 144-bed community hospital in Houston Heights. Created confidential investor presentation, negotiated with multiple potential lenders, and assisted with reaching agreements with existing and future tenants.
HUMBLE SURGICAL HOSPITAL. Served as Chief Restructuring Officer for outpatient surgical hospital following one ruling favoring Aetna ($41 million) and another ruling against Cigna ($16 million) regarding nearly identical allegations about past billing practices. Prepared first day declaration and testified at first day hearing. Created financial model for 13-week cash budget and use of cash collateral. Evaluated credit agreement, third party contracts, employee functions, gross-to-net accounts receivable, cash management system, leases, competition, and deferred capital expenditures. Addressed issues related to withdrawal of reference by District Court and garnishment of bank accounts by Aetna. Case No. 17-31078 (DRJ) filed in the Bankruptcy Court for the Southern District of Texas.
SACRED OAK MEDICAL CENTER. Following Ch. 11 filing by parent Engy Group, served as debtor’s financial advisor to resolve investor dispute. Researched viability of business plan and capital structure for newly-constructed behavioral health facility. Created transaction structure to accommodate needs of various constituents and negotiated consensual resolution.
VITALPET. In 2019, certain investors in a troubled rollup of 24 veterinary hospitals hired Anapolsky Advisors to advise on strategic alternatives in the midst of a shareholder dispute, loan default, dwindling liquidity, and litigation. During the litigation, Mr. Anapolsky served as Interim CEO to manage day-to-day operations and lead key negotiations regarding strategic alternatives and potential transactions. Under Mr. Anapolsky's leadership, VitalPet's management team created a turnaround plan for refocusing on core operations, funding neglected capital expenditures, overhauling an unreliable accounting system, restructuring compensation structure, and recapitalizing the balance sheet. Mr. Anapolsky provided essential testimony in shareholder litigation over corporate governance. In October 2019, creditors forced an involuntary Chapter 11 filing. After a contentious bankruptcy, the company was sold in March 2020 for $45MM via a 363 sale resulting in 100% recoveries for creditors. Case No. 19-35736 (CML) filed in the Bankruptcy Court for the Southern District of Texas.
ALGOMA HARDWOODS. Served on Board of Directors for underperforming manufacturer and distributor of custom wood doors. Improved on-time delivery and profitability after upgrading management and investing in equipment. Ultimately sold to Masonite International Corp.
BAILEY TOOL & MANUFACTURING. Served as expert witness for Ch. 7 trustee in breach of fiduciary duties litigation involving lender liability. Case No. 16-30503 (BJH) filed in the Bankruptcy Court for the Northern District of Texas. On December 23, 2021, the Bankruptcy Court ruled that the lender was at fault for its borrower’s bankruptcy and subsequent liquidation and liable to the borrower’s estate under various breach of contract, tort, and bankruptcy theories. Bailey Tool & Mfg. Co. v. Republic Bus. Credit (In re Bailey Tool & Mfg. Co.), 2021 WL 6101847 (Bankr. N.D. Tex. Dec. 23, 2021).
ENGY SOUTHWEST CONTAINER PRODUCTS. Following Ch. 11 filing by parent Engy Group, served as debtor’s financial advisor to resolve investor dispute, raise capital to complete manufacturing plant build-out, and refinance bank debt. Created bottom-up financial model and investor presentation to solicit capital from numerous potential investors. Testified about 9019 settlement agreement. Created transaction structure to accommodate needs of various constituents and negotiated consensual resolution. Case No. 17-34848 (MI) filed in the Bankruptcy Court for the Southern District of Texas.
EXIDE TECHNOLOGIES. Member of the core team of attorneys and investment bankers who represented the Creditors’ Committee to oppose the debtor’s plan of reorganization with $1 billion at stake. Applied legal and finance skills to critique the debtor’s valuation and support the Creditors’ Committee’s valuation. Drafted multiple pleadings, recruited expert witness, and conducted depositions. Succeeded in obtaining landmark decision on valuation in bankruptcy. Case No. 02-11125 (KJC) filed in the Bankruptcy Court for the District of Delaware.
NEWPAGE. Evaluated sub-par debt of specialty paper manufacturer amid industry overcapacity and negative print-to-digital trends. During subsequent bankruptcy, assessed potential merger of NewPage, a portfolio company of Cerberus Capital Management, with competitor Verso, a portfolio company of Apollo. Case No. 11-12804 (KG) filed in the Bankruptcy Court for the District of Delaware.
OAKWOOD HOMES. Advised Official Committee of Unsecured Creditors for bankrupt manufactured homes operator seeking to sell to Clayton Homes, a portfolio company of Berkshire Hathaway. Case No. 02-13396 (PJW) filed in the Bankruptcy Court for the District of Delaware.
PALM HARBOR HOMES. Advised Official Committee of Unsecured Creditors for selecting bankruptcy counsel and financial advisor to challenge 363 sale of manufactured homes operator to competitor Fleetwood Homes, a subsidiary of Cavco Industries, without auction. After gaining court approval for an auction and attracting additional bidders, sold company for higher price to stalking horse bidder. Served on Liquidating Trustee Oversight Committee to wind down bankruptcy estate following sale of operations. Case No. 10-13850 (CSS) filed in the Bankruptcy Court for the District of Delaware.
CENGAGE LEARNING. Recommended exiting loans issued by textbook publisher, which was a portfolio company of Apex Partners, following hiring of new CEO. Avoided steep losses as company failed to execute its strategic plan. Following bankruptcy exit, recommended reinvesting in loans. Case No. 13-44106 (ESS) filed in the Bankruptcy Court for the Eastern District of New York.
DEX MEDIA. Analyzed legacy investments in post-exit loans issued by publishers SuperMedia (formerly Idearc) and Dex One (formerly RH Donnelley) of telephone directories. Recommended exiting positions before distress developed. Following subsequent simultaneous bankruptcies and merger, recommended reentering Dex Media post-petition loans. Dex One Case No. 13-10533 (KG) filed in the Bankruptcy Court for the District of Delaware. SuperMedia Case No. 13-10545 (KG) filed in the Bankruptcy Court for the District of Delaware.
GATEHOUSE MEDIA. Following bankruptcy filing of local newspaper publisher, analyzed valuation of reorganized equity as investment opportunity and potential for merger with Lee Enterprises. Case No. 13-12503 (MFW) filed in the Bankruptcy Court for the District of Delaware.
GETTY IMAGES. Analyzed investment in leveraged loans and high yield bonds of digital image service following buyout by The Carlyle Group and initial public offering of competitor Shutterstock. Evaluated split-up value. Multiple meetings with management to assess turnaround potential.
MCCLATCHY. Analyzed sub-par debt of regional newspaper publisher. Created financial model to evaluate credit metrics and forecast under multiple scenarios. Recommended investing in senior secured bonds and avoiding unsecured bonds. Later, assessed new debt issue and determined that writing credit default swaps provided superior risk/reward. Multiple management meetings to assess debt reduction plan.
MCGRAW-HILL EDUCATION. Recommended investing in leveraged loans for leading textbook publisher following split-up with S&P Global and buyout by Apollo despite challenging industry environment due to print-to-digital transition.
SPANISH BROADCASTING. Evaluated certificate of designation for illiquid preferred stock to recover par plus accrued dividends from operator of Spanish-language radio and television stations. Developed litigation strategy using legal, accounting, financial, and industry research. Served as 30(b)(6) designee for depositions and affidavits. Along with Lehman Brothers, which was another preferred stockholder, led settlement negotiations. Although Delaware Chancery Court ruled in favor of Spanish Broadcasting, publicity surrounding case generated investor interest in the preferred stock, making it actively traded at higher levels and enabling a profitable exit. Civil Action No. 8321-VCG.
TRADER CORP. Analyzed corporate carve-out that produced used car publications in Canada and was pursuing print-to-digital transition. Conducted on-site due diligence to understand competitive dynamic and sales process. Maintained investment in senior secured notes as recovered from discount to premium upon successful execution of operational transition.
METALS & MINING
ALPHA NATURAL RESOURCES. After distressed coal mining company sought bankruptcy protection to address unfavorable changes to self-bonding requirements, recommended investing in debtor-in-possession loan. Evaluated legal issues related to revolver drawdown to finance subsidiary’s purchase of natural gas assets. Case No. 15-33896 (KRH) filed in the Bankruptcy Court for the Eastern District of Virginia.
ARSHAM METALS INDUSTRIES. Advised winning bidder at 363 auction regarding capex upgrades, joint ventures and growth strategies.
GAUTIER STEEL. Served as expert witness for arbitration involving dispute between majority and minority shareholders. Dispute arose after company restructured bar mill company as employee stock ownership plan (ESOP) and plate steel mill as standalone subsidiary.
SHERWIN-ALUMINA. Following bankruptcy of aluminum oxide producer, hired as expert witness for parent Glencore to defend against complaint and claims objection filed by Official Committee of Unsecured Creditors seeking recharacterization, equitable subordination, fraudulent transfers, illegal dividends, unjust enrichment, and other causes of action. Case No. 16-20012 (DRJ) filed in the Bankruptcy Court for the Southern District of Texas.
WEIRTON STEEL. Represented secured noteholders opposing takeover attempt by WL Ross. Researched case law on highest and best offers, credit bidding, free and clear title, valuation, and stalking horses. Drafted pleadings. Favorably settled dispute on appeal. Case No. 03-01802 (LEF) filed in the Bankruptcy Court for the Northern District of West Virginia.
HECHINGER. Advised debtor in liquidating valuable real estate leases after regional home improvement retailer succumbed to competition from Home Depot and Lowe’s. After going-out-of-business sales paid off secured lenders, worked with Official Committee of Unsecured Creditors on beneficial auction structure. When open bidding failed to produce desired results, created novel two-tier closed bidding procedures to generate substantially higher proceeds for unexpected creditor recoveries. Hired and coordinated multiple real estate brokers to market properties. Case No. 99-02261 (PJW) filed in the Bankruptcy Court for the Southern District of New York.
KNOTEL. Financial advisor for second lien creditor of global provider of flexible workspaces designed to empower teams and enhance productivity. Analyzed various out-of-court workout, bankruptcy reorganization and orderly liquidation strategies. Assisted negotiation of discounted sale to exit investment.
LASCO. Financial advisor for build-to-suit landlord of multiple childcare centers operated by Children's Learning Adventure. Analyzed multiple scenarios involving complex legal, financial, regulatory, and operational issues on a site-by-site basis. Provided analysis for landlord-tenant negotiations, mediation, and litigation.
A&B VALVE & PIPING. After evaluating historical financial statements and inventory details, advised long-term owners to make no further investment in regional distributor of valves, piping, fittings, and flanges during energy industry downturn. Company then sought bankruptcy protection due to illiquidity and sold its assets to a competitor. Recommended owners submit proposal for debtor-in-possession financing but not bid at bankruptcy auction. Case No. 15-51336 (RS) filed in the Bankruptcy Court for the Western District of Louisiana.
ATLAS FIELD SERVICE. Advised vendor providing field oversight, safety programs, and safety implementation for utilities, such as Pacific Gas & Electric (PG&E). Following bankruptcy of PG&E, assisted in filing proof of claim, monetizing claims, and considering critical vendor status. Case No. 19-30088/89 filed in the Bankruptcy Court for the Northern District of California.
ENVIRONMENTAL PROCESSING SYSTEMS. Financial advisor for five-acre facility with two Class I nonhazardous disposal wells primarily serving customers in the chemicals and refining industries. Analyzed alternatives for adjacent 114-acre tract of land for expansion opportunities using Class II permits to target oil & gas industry.
HIGH COUNTRY TRANSPORTATION. Engaged as financial advisor by company trying to sell its long-haul trucking division to private equity firm that owned a competitor. After deal collapsed, prepared company for bankruptcy by liquidating long-haul trucking division, selling real estate, negotiating lease rejection claims, and creating pro forma financial projections for remaining two trucking divisions. Assisted in preparation of first day motions and structuring exit financing to fund plan of reorganization and eliminate owners’ personal guarantees. Case No. 17-32503 (SGJ) filed in the Bankruptcy Court for the Northern District of Texas.
LENDER PROCESSING SERVICES. Analyzed sub-par debt of service provider to mortgage industry. Recommended increasing investment in bonds following “robo-signing” scandal involving faulty foreclosures of sub-prime mortgages.
M&I ELECTRIC. Advised refinancing of underperforming provider of power delivery solutions during energy industry downturn. Created financing presentation and managed initial due diligence for potential lenders. Advised seeking separate lenders for receivables and real estate collateral. Negotiated term sheets.
MERIT SERVICE SOLUTIONS. Evaluated turnaround strategy of provider of snow removal and lawn maintenance services for retailers following botched IT upgrade and management turnover. Assessed contentious dispute among shareholders. Analyzed financial projections and valuation range. Worked with management and sponsor to create negotiating strategy with senior lender for capital infusion.
ROBINS CLOUD LLP. Advised refinancing of law firm specializing in class actions and mass torts and negotiations with lender.
SHEDHUB. Advised on internal sales training for an online shed marketplace software company that offers B2B marketing and e-commerce services to shed manufacturers and dealerships. Performed market research, advised on future growth strategies, and developed presentation materials for internal company use.
SUREFOX. Served as Interim Chief Financial Officer for veteran-owned private security company. Led turnaround team to implement internal controls, upgrade QuickBooks to NetSuite, create 13-week cash forecast, complete audit and taxes, monetize non-core assets, stabilize liquidity, eliminate factoring, prepare investor presentation, and develop dashboards for each manager.
ALLEGIANCE TELECOM. Following 363 sale of local exchange carrier providing integrated telecommunications services in U.S. metropolitan areas to XO Communications, litigated, mediated and settled numerous bankruptcy claims for Allegiance Telecom Liquidating Trust. Evaluated security interests, subordination issues, executory contracts, leases, letters of credit, and employment agreements. Drafted omnibus claims objections, stipulations, and assignments. Case No. 03-13057 (RDD) filed in the Bankruptcy Court for the Southern District of New York.
CLEARWIRE. Evaluated commitment of Sprint to financially support its affiliate ClearWire in its 4G wireless strategy as ClearWire’s liquidity dwindled. Conducted on-site due diligence to determine costs and timing of converting from Wimax to LTE, viability of 4G network rollout, and feasibility of monthly financial forecast. Created financial model to assess multiple scenarios.
HCI SERVICES. Consulted with independent sponsor to raise equity capital from family office to fund buyout of underperforming telecommunications services provider. Assessed deferred capital expenditures for trucks, IT systems, and CRM applications. Analyzed working capital trends and impact of turnaround strategy on future working capital needs. Performed on-site due diligence at company facility and customer sites. Negotiated conversion of asset purchase agreement to stock purchase agreement to accommodate customer approval process.
PS LIGHTWAVE. Successfully completed debt refinancing in under 70 days for privately-owned, independent fiber optic bandwidth infrastructure platform after family dispute over consent rights caused strategic partner to pause equity transaction. Created lender presentation and negotiated term sheets with multiple potential investors. Advised company to navigate liquidity and litigation challenges.
UTILITIES & POWER
CENTRAIS ELÉTRICAS DO PARÁ (CELPA). Represented lead creditor in the Ad Hoc Committee of Bondholders in Brazilian power distribution’s insolvency proceedings. Negotiated with debtor, secured creditors, and indenture trustee. Solicited competing bids from local investors for sale of company. Succeeded in obtaining voting rights for individual bondholders. Recovered fees and expenses in Ch. 15 proceeding. Judicial Reorganization Proceedings Case No. 0005939-47.2012.8.14.0301 in the 13th Lei Complementar of the Tribunal de Justiça do Estado do Pará and Ch. 15 Case No. 12-14568 (SCC) filed in the Bankruptcy Court for the Southern District of New York.
ENERGY FUTURE HOLDINGS. Researched commodity, regulatory, tax, competition, liquidity, and covenant issues for regulated (Oncor) and unregulated (TXU and Luminant) divisions of regional power provider. Evaluated questionable allegations by hedge fund of technical default. Analyzed prior debt-for-debt exchanges and potential for future exchanges within complex corporate structure. Assessed sponsor KKR’s motivations for out-of-court restructuring versus bankruptcy reorganization. Prior to bankruptcy filing, recommended writing short-dated TCEH credit default swaps to profit from market’s predictions of imminent Ch. 11 timing. Then recommended buying short-dated TCEH credit default swaps as spread declined too rapidly after Ch. 11 was delayed. Critiqued make-whole provisions to avoid EFIH second lien notes. Case No. 14-10979 (CSS) filed in the Bankruptcy Court for the District of Delaware. Authored case study for Corporate Financial Restructuring class at Rice Business.
GENON ENERGY. Recommended investment in sub-par bonds of coal and natural gas power plant operator affiliated with NRG Energy. Assessed corporate structure, capital structure, operating leases, pass-thru certificates, credit metrics and asset coverage. Created bottoms-up financial model by subsidiary. Researched regional power forecasts. Evaluated government auctions for standby capacity.
TOKYO ELECTRIC POWER CO. (TEPCO). Following nuclear meltdown of Fukashima-Daiichi power plant caused by tsunami and earthquake in Japan, recommended investing in TEPCO’s sub-par European bonds because of favorable security and maturity profile. Also, recommended writing 5-year credit default swaps for TEPCO on thesis that Japanese government would support Tokyo’s primary power provider and oppose nuclear victims receiving no recoveries if TEPCO became insolvent.