Creditor and Ad Hoc Group Representations

Ropes & Gray business restructuring lawyers have represented official creditors’ committees across a diverse range of industries, including oil and gas, retail, telecommunications, and manufacturing. Our team has also advised ad hoc creditor groups in many of the nation’s largest chapter 11 cases, providing strategic advice on reorganization options, as well as debtor-in-possession and exit financing opportunities.

Among the Ropes & Gray team’s recent and most notable committee representations are:

Official Committees

• The Official Committee of Unsecured Creditors of Linn Energy, LLC and Berry Petroleum Company, both independent oil and gas exploration companies, in chapter 11 cases in the United States Bankruptcy Court for the Southern District of Texas.  Linn Energy had acquired Berry Petroleum in 2013 merger to create one of the largest exploration and production companies in the United States. Linn and Berry filed for bankruptcy with approximately $8.3 billion in outstanding debt and, as a result of the chapter 11 cases, emerged as independent companies. 
• The Official Committee of Unsecured Creditors of Magnum Hunter Resources Corporation, an independent oil and gas exploration and production company with over $900 million in funded debt claims in Magnum Hunter’s chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. Magnum Hunter filed for chapter 11 after negotiating a chapter 11 plan providing for the exchange of all of the funded debt for equity in the reorganized enterprise.
• The Official Committee of Unsecured Creditors of Sabine Oil & Gas Corporation, et al. in connection with one of the largest of the wave of oil and gas industry bankruptcy cases. Sabine Oil & Gas Corp. is a developer of onshore oil and gas properties in Texas and Louisiana, holds interest in more than 2,000 production sites, and has assets totaling about $2.5 billion and total liabilities of $2.9 billion, including approximately $1.15 billion in unsecured debt.
• The Official Committee of Unsecured Creditors of Perkins & Marie Callender’s Inc., a manufacturer of frozen foods, a chapter 11 case in the United States Bankruptcy Court for the District of Delaware.
• The Official Committee of Unsecured Creditors of Charter Communications, Inc., a chapter 11 case in the United States Bankruptcy Court for the Southern District of New York, which involved the leading litigation regarding the nonconsensual reinstatement of senior secured bank debt (in excess of $11.8 billion). At the time of filing, Charter Communications was a Fortune 500 company and the fourth-largest cable operator in the United States. 
• The Official Committee of Unsecured Creditors of R.H. Donnelley Corporation, et al. in connection with R.H. Donnelley’s chapter 11 cases involving claims in excess of $9.5 billion, a chapter 11 proceeding in the United States Bankruptcy Court for the District of Delaware.

Ad Hoc Groups

• Global A&T Electronics Ltd. -- Represented an ad hoc group of secured noteholders of Global A&T Electronics, a Singapore-based semiconductor business, in the negotiation and execution of a prepackaged plan of reorganization in the United States Bankruptcy Court for the Southern District of New York. The prepackaged plan resolved a multiyear intercreditor litigation over Global A&T’s issuance of new first-lien notes to refinance a tranche of second-lien notes.
• GenOn Energy, Inc. – Represented an ad hoc group of unsecured noteholders in the negotiation and filing of a prearranged chapter 11 case to restructure approximately $2.5 billion of unsecured notes issued by GenOn Energy, Inc. and GenOn Americas Generation LLC, both merchant power subsidiaries of NRG Energy, Inc. Ropes & Gray brought suit against NRG on behalf of certain noteholders seeking recovery of certain shared services payments. This suit ultimately led to a settlement in which NRG provided hundreds of millions of dollars in value to the creditors of GenOn Energy and GenOn Americas.
• Forbes Energy Services Ltd. – Represented an ad hoc group of unsecured noteholders in the prepackaged chapter 11 cases of Forbes Energy Services Ltd., an oil and gas services provider. As part of the plan, the ad hoc group provided a backstop commitment for a $50 million exit facility.
• NewPage Corporation >– Represented an ad hoc group of first-lien term lenders to NewPage Corporation in the prenegotiated chapter 11 cases of NewPage and its corporate parent, Verso Corporation, in the United States Bankruptcy Court for the District of Delaware. Ropes & Gray advised the ad hoc group on the plan of reorganization, as well as a $675 million debtor-in-possession facility and a $220 million exit facility.
• Residential Capital, LLC – Represented an ad hoc group of holders of more than $40 billion of residential mortgage-backed securities issued by subsidiaries of Residential Capital, LLC (ResCap), in their chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. Prior to ResCap’s bankruptcy filing, Ropes & Gray acted as bankruptcy counsel in negotiating an $8.7 billion claim in settlement of ResCap's contractual obligations to repurchase subprime and other mortgages sold into securitizations in breach of representations and warranties made by ResCap.
• Edison Mission Energy Inc. – Represented an ad hoc group of holders of more than $2 billion in face amount of senior unsecured notes of Edison Mission Energy (EME) in chapter 11 cases in the United States Bankruptcy Court for the Northern District of Illinois. EME, the merchant power subsidiary of Edison International, had $3.7 billion in senior unsecured notes outstanding, as well as other, potentially significant, unsecured obligations. Led by the ad hoc group, the chapter 11 cases culminated in a $2.65 billion sale of the debtors’ assets to NRG Energy and a global settlement of tax-related and other claims against the debtors’ parent, Edison International.