Frac Diamond Aggregates LLC
Represented Spectrum Origination LLC in its capacity as administrative agent and lender under a $30.8 million credit facility for Frac Diamond Aggregates LLC and Alliance Consulting Group, LLC . FDA used the proceeds of the credit facility to acquire a 1,700-acre sand mine and related assets from the debtor, free and clear of all liens, claims, interests and other encumbrances, pursuant to 11 U.S.C. §§ 105 and 363. ACG used the proceeds of the facility for the construction of a related sand drying and storage facility. The facility was secured by the sand mine, drying facility, and related assets, including the borrowers’ rights under certain storage and supply agreements, construction agreements, and other project documents.
RP Holdings Inc. Restructuring
Haynes and Boone was engaged by RP Holdings Inc. in August 2011 to assist in its restructuring efforts. At that time, the company had just hired a new CEO, was facing liquidity challenges due to the nationwide stoppage of foreclosure prosecutions, and had completed internal audits showing a total of approximately $20 million was owed to it by its two largest customers. Its senior secured facility was due to mature in August 2012. In the fall of 2012, the company pursued a restructuring transaction with its private equity sponsors, the secured lenders and the two law firms, which failed to materialize on the eve of a possible closing in early January 2012.
FKF Madison Park Group Owner, LLC Chapter 11
Represented a joint venture, in which the managing member was one of the nation's top real estate development firms, in the acquisition through the bankruptcy process of the debtors' equity in a luxury Manhattan condominium project where secured debt alone is approximately $250 million. Assisted with and coordinated all aspects of the joint venture's efforts, including development of strategy, negotiations with adverse parties, and handling all of the joint venture's transactional, bankruptcy and litigation requirements.
Trident Global Communications, LLC and Subsidiaries in a Distressed Merger Transaction
Represented Trident Global Communications, LLC, a Houston based communications company and its subsidiaries S&P Cellular Holding Company, LLC, Petrocom License Corporation, Employee Acquisition Company, LLC, Sola Communications, LLC, Coastel Acquisition, LLC, and Petrocom, LLC d/b/a Broadpoint in the distressed sale and merger of Petrocom License Corporation, Employee Acquisition Company, LLC, Sola Communications, LLC, Coastel Acquisition, LLC, and Petrocom, LLC d/b/a Broadpoint with and into Broadpoint, LLC an indirect subsidiary of Cellular One Communications, a global cellular and satellite communications company. Broadpoint, LLC purchased substantially all of the assets of Petrocom, LLC and its subsidiaries for $20 million as partial repayment of Petrocom’s indebtedness to CoBank, ACB.
Purchase and Sale Agreement by and between Edge Petroleum Corporation, and others as seller, and Mariner Energy, Inc., as buyer, in connection with the bankruptcy auction of the stock of Edge Petroleum's subsidiaries holding its oil and gas properties, valued at approximately $215 million after anticipated purchase price adjustments.
Equity Investment in Empresa Energy LLC by EnCap Energy Capital Fund VII, L.P.
Represented Empresa Energy, LLC in its sale of equity to EnCap Energy Capital Fund VII, L.P.
Contribution Agreement by and Among Delta Engineering Holdings, Inc. and the Several Contributors Named Therein
Represented selling shareholders of Delta Engineering Corporation in the sale of assets to Delta Engineering Holdings, Inc.
Asset Purchase Agreement by and among ZXP Technologies, LLC, as Purchaser and RhinoPak, L.P. as Seller
Represented RhinoPak, L.P. in the sale of assets to ZXP Technologies, LLC.
Sale of Assets - Chemical Packaging
Representation of a privately-held packager of chemicals and refined products in a sale of assets to a strategic buyer.
MAIR Holdings, Inc.- Mesaba Airlines, Inc. and Northwest Airlines, Inc.
Out-of-court litigation and r
epresentation of airline holding company, MAIR Holdings, Inc. in connection with the sale of stock of Mesaba Airlines, Inc. to Northwest Airlines, Inc., as part of the Chapter 11 cases of both airlines.
Merger by and among bioMerieux, Inc. BBI Acquisition, Inc. and Bacterial Barcodes, Inc.
Represented Bacterial Barcodes, Inc. in the sale of the company to bioMerieux, Inc.
Asset Purchase Agreement by and among Webxites, L.P., Webxites Holdings, Inc. and Gene McCubbin
Represented Webxites, L.P. in the sale of assets to Webxites Holdings, Inc.
Debtor-in-Possession Financing - International Air Cargo Company
Represented a major international air cargo company in the negotiation, documentation and closing of debtor-in-possession financing and a subsequent exit working capital credit facility, in connection with its Chapter 11 Bankruptcy proceeding.
Sale of Ownership - Storage Warehouses
Representation of investors in connection with the sale of ownership interests in a group of affiliated limited partnerships and limited liability companies owning storage warehouse properties.
Acquisition of Assets of Red Oak Sportswear Business by Knights Apparel, Inc.
Represented Four Bayou Lake, Inc. in a sale of assets to Knights Apparel, Inc.
Spectral Genomics, Inc. Sale of Diversilab Assets to Bacterial BarCodes, Inc.
Represented SGI Holding Corp. (formerly known as Spectral Genomics, Inc.) in a sale of assets to Bacterial BarCodes, Inc.
Debtor Representation - Atlas Air Worldwide Holdings, Inc.
Completed the successful restructuring of this company’s financial affairs, including restructuring more than $2.5 billion of debt in a bankruptcy case that was completed in only six months. Significant achievements in this case included restructuring the company’s enhanced equipment trust certificates (the first time this has ever been accomplished in a Chapter 11 case), restructuring all of the company’s leveraged leases and financed aircraft, effectuating the substantial buildup of cash during Chapter 11, and effectuating a rights offering of new common stock to creditors pursuant to the Chapter 11 plan. Atlas operated in Europe, the Middle East, and Asia and the reorganization involved coordination with numerous foreign jurisdictions and regulatory authorities.
Project Sponsor Representation - Underground Gas Storage
Project counsel to project sponsor and developer on the development of a 20Bcf underground natural gas storage facility (using an existing producing natural gas field) to support the development, construction and operation of a 520-MW combined cycle gas-fired merchant power generation storage facility in Tioga County, New York.
Chapter 11 Debtor Representation - Drypers Corporation
Represented this debtor-in-possession which was a major manufacturer of diaper products worldwide. The company was unable to reorganize and adopted a liquidating plan. We conducted a sale of four separate subsidiaries of the company through the bankruptcy auction process to separate buyers for U.S., South American, Puerto Rican and Malaysian operations.
Chapter 11 - Auto Parts
Representation of management in buy-out of retail outlets and regional distribution warehouses of a major U.S. auto parts chain out of its Chapter 11 case.
General Homes, Inc.
Sale of major U.S. homebuilder through its Chapter 11 case to major publicly-held U.S. homebuilder.
Brokerage Company Representation - Energy
Representation of a group of affiliated energy brokerage companies in a sale of assets to a strategic buyer in a roll-up transaction.
FX Luxury Las Vegas, LLC - Bankruptcy
Representation of second lien agent and certain second lien (junior) lenders in the FX Luxury Las Vegas I, LLC bankruptcy case in the Las Vegas, Nevada bankruptcy court. Successfully obtained ownership for the firm's clients of a seventeen-acre property located on the Las Vegas strip across from City Center.
Asset Purchase Agreement by and between Jaeger Products, Inc., Century Plastics, Inc., Peachleaf Kansas, L.P., Peachleaf de Mexico S. de R.L. de C.V. and Jaeger Acquisition Company
Represented Jaeger Products, Inc. in a sale of assets to Jaeger Acquisition Company/Raschig GmbH.
Represents NexBank, SSB and ad hoc second lien lender group in connection with Metroflag workout.
Acquisition of Assets - Valve Manufacturing
Representation of valve manufacturing and distribution company in connection with the acquisition of assets of a valve specialty manufacturing company.
National Gypsum Company
Representation of Claimants' Committee in asbestos bankruptcy Chapter 11 case of National Gypsum Company including formation of settlement trust and claims procedures.
Kaiser Aluminum & Chemical Company
Representation of Future Claims Representative for Silica and Coal Tar Pitch Volatiles Claims in the Chapter 11 bankruptcy case of Kaiser Aluminum & Chemical Corporation, including formation of settlement trusts and trust distribution procedures and post-confirmation representation of the Kaiser Silica Personal Injury Trust and the Kaiser Coal Tar Pitch Volatiles Personal Injury Trust.
Primacis Health Information Systems, Inc.
Representation of healthcare information systems company in connection with merger with healthcare information systems company as part of a consolidation and going public transaction.
Purchase of Newspapers
Representation of newspaper holding company in connection with the purchase of weekly and daily general circulation newspapers in various markets.
Venture Capital and Bridge Financing - Biotechnology
Representation of a biotechnology company in connection with its acquisition through a merger with a mutinational pharmaceutical and life sciences company.
Shareholder Representation - Engineering and Construction
Representation of key management and minority shareholders in a management-led buy-out of founding shareholders of a privately-held engineering and construction company.
Spectral Genomics, Inc.
Representation of biotechnology company in connection with venture capital and bridge financing and sale to large publicly-held life sciences company.
Sale of Assets - Specialty Apparel
Representation of a privately-held specialty apparel manufacturing and distribution company in connection with the sale of its assets.
Sale of Assets - Sportswear
Representation of a privately-held sportswear distribution company in the sale of its assets to a financial buyer in a roll-up transaction.
Sale of Florida Resort Hotel
Representation of a Japanese investor in connection with the sale of Florida resort hotel.
Community Health Computing, Inc.
Sale of healthcare information systems company through its Chapter 11 case to a publicly-held life sciences and technology company.
Fuller-Austin Insulation Company
Representation of Claimants' Committee in asbestos bankruptcy Chapter 11 case of Fuller-Austin Insulation Company including formation of settlement trust and claims procedures and post-confirmation representation of Fuller-Austin Asbestos Settlement Trust.
Purchaser Representation - Cable Television Systems
Representation of purchaser of rural cable television systems in a consolidation and roll-up transaction.
Sale of Company to International Engineered Products Company
Representation of a privately-held engineering, fabrication and distribution company in its sale to an international engineered products company.
Trustee Representation - Real Estate
Representation of Trustee for investors in connection with the removal of general partners and restructuring and liquidation of a group of affiliated real estate limited partnerships.