Special Credit and Liability Management
O’Melveny provides sophisticated and interdisciplinary support to clients seeking to capitalize on or find creative solutions for fast-evolving special situations.
O’Melveny provides sophisticated and interdisciplinary support to clients seeking to capitalize on or find creative solutions for fast-evolving special situations.
O’Melveny is a high-value partner to investors, lenders, companies, and other stakeholders throughout the full lifecycle of complex special situations, from front-end lending and creative capital solutions to liability management transactions, workouts, restructurings, litigation, and crisis management. Our multidisciplinary approach allows us to structure and implement innovative financing and risk management solutions to address the needs of clients facing distressed and event-driven situations.
In the ever-evolving liability management space, no two transactions are alike. O’Melveny’s highly-coordinated team has deep experience across all layers of the capital structure and is uniquely qualified to help clients navigate “out-of-the-box” liquidity solutions. Our first-in class bankruptcy litigation team is also a go-to firm for helping clients assess litigation claims related to liability management transactions or other financing events.
Our distinctive value lies in our collaborative culture: our national-scale team of market-leading private credit, M&A, leveraged finance, capital markets, restructuring and bankruptcy, corporate governance, litigation, and tax planning lawyers work in harmony to influence long-term economic and strategic outcomes.
The team is especially strong in highly complex, multi-front, or contentious situations, when our ability to blend expertise across corporate and litigation disciplines can be fully brought to bear for clients.
Represented ad hoc group of lenders to Robertshaw, a global engineering and manufacturing company. Representation included successfully defending Robertshaw’s liability management transaction, one of the handful of such transactions to be litigated to trial. O’Melveny also successfully contested the amount and priority of competing lender’s claim, oversaw a contested Section 363 sale, and confirmed Robertshaw’s plan of reorganization resulting in our clients becoming majority owners of the new company.
Represented Isagenix International, a leader in providing nutrition solutions for weight loss, performance, and healthy aging, through a complex recapitalization transaction, effectively eliminating approximately US$130 million in senior secured debt and US$40 million in unsecured debt. The transaction implemented the terms of the Restructuring Support Agreement reached with a majority of the company’s noteholders and resulted in the transition of ownership, including from the Company’s ESOP, to a group of investors, including Arbour Lane Capital Management LP, Cerberus Capital Management, L.P., Crescent Capital Group, and Summit House Capital Management LLC.
Represented an ad hoc group of second lien lenders to K&N Engineering in its out-of-court recapitalization. The transaction injected US$60 million of cash into the business and enabled the company to execute its long-term strategy of investing in the industry-leading automotive, industrial, and residential HVAC filtration technology that it provides to its customers.
Title VI of PROMESA provides a mechanism for the Commonwealth of Puerto Rico to negotiate and effectuate debt restructurings with the support of over 50% of impacted bondholders through a largely out-of-court process. O’Melveny, led the Title VI effort for the Commonwealth for nearly five years, completing Title VI debt restructurings for the Government Development of Puerto Rico (US$5 billion), the Puerto Rico Convention Center District Authority Bond (US$386 million), Puerto Rico Infrastructure Financing Authority (US$1.9 billion), Puerto Rico Public Finance Corporation (US $1.1 billion), the Puerto Rico Tourism Development Fund (US$90 million) and the Puerto Rico Industrial Development Company (US$180 million).
Acted for an ad hoc group of first-lien lenders and unsecured noteholders in chapter 11 cases for gym chain 24 Hour Fitness in the financial restructuring of more than US$1.2 billion of funded debt. At the culmination, our clients became the majority owners of the reorganized company.
Represented funds affiliated with Franklin Advisers as majority debtor-in-possession lender and stalking-horse buyer in a chapter 11 case for Appvion, successfully achieving roll-up of US$240 million of first lien debt at the outset of the case and acquiring substantially all of Appvion’s assets in a credit bid as part of a contested section 363 sale.
Represented a group of secured lenders in the first lien debt of Texas Competitive Electric Holdings LLC (TCEH), a subsidiary of Energy Future Holdings (EFH) cases in a billion-dollar intercreditor dispute. We won dismissal with prejudice of a lawsuit by another group of secured lenders. The decision was affirmed by both the District Court of Delaware and the Third Circuit after oral argument.
Counsel for senior secured lender in restructuring of nationwide restaurant chain. Represented successor company in follow-on litigation with former subsidiary, the subsidiary’s subsequent bankruptcy filing and multiple adversary proceedings, and a global resolution.