Andrew N. Rosenberg

Creditor and Investor Experience

Consumer and Retail

• An ad hoc committee of noteholders of Neiman Marcus, one of the world’s largest omni-channel luxury fashion retailers, in (a) a recapitalization transaction involving the exchange of unsecured notes into a new series of third lien notes and preferred equity in MyTheresa, a German luxury online retailer, and the issuance of new second lien notes and (b) the company’s subsequent prearranged chapter 11 case
• An ad hoc group of FILO term loan lenders in the prearranged chapter 11 cases of GNC Holdings, a leading global specialty retailer of health and wellness products. The company’s plan provided for a dual-track process for a standalone plan of reorganization or going concern sale
• An ad hoc committee of cross-holders holding approximately 45% of PetSmart’s secured and unsecured debt in challenging certain spin transactions

Communications and Technology

• SVPGlobal in an out-of-court restructuring of IPC Systems, a leading provider and servicer of voice communication systems for financial companies, which included the refinancing or restructuring of more than $1 billion of funded debt obligations and a $125 million equity financing
• The ad hoc committee of bondholders of Spanish Broadcasting System, one of the largest owners and operators of radio stations in the U.S., in the company’s out-of-court recapitalization transaction
• An ad hoc group of first lien lenders in (a) the chapter 11 restructuring of Windstream, a leading provider of advanced network communications and technology solutions for businesses across the U.S., with over $5 billion in funded debt obligations, and (b) the recharacterization litigation against, and $1.2 billion settlement with, Uniti, the REIT that owns most of Windstream’s network. The transaction provided for the equitization of a substantial portion of Windstream’s $3 billion in outstanding first lien indebtedness, as well as access to approximately $2 billion in new capital, and a new long term lease structure between Windstream and Uniti
• The bondholders of Nortek, a global technology company, in the company’s prepackaged chapter 11 reorganization, which cut the total debt by roughly $1.3 billion

Energy and Power

• An ad hoc group of bondholders of Oro Negro, a Mexican oil services company, in a) a significant victory for three of its members when the New York Supreme Court dismissed a breach of contract action brought by several former officers of Oro Negro; and b) a restructuring of over $900 million of secured debt obligations issued pursuant to Norwegian law-governed documents that involves contested concurso mercantil proceedings in Mexico, a related chapter 15 proceeding in the Southern District of New York, and litigation in Singapore and Norway
• An ad hoc group of senior noteholders in the prepackaged chapter 11 cases of Oasis Petroleum, a Houston, Texas-based independent exploration and production company with a focus on unconventional crude oil and natural gas development. The prepackaged plan provided for the restructuring of about $2.23 billion of debt, including the extension and modification of its RBL facility, the conversion of the senior notes into all of the equity of the reorganized company, and the settlement of significant litigation claims
• An ad hoc group of secured noteholders in the prepackaged chapter 11 restructuring of Denbury Inc., a Plano, Texas-based hydrocarbon exploration company and the only U.S.-based public company of scale with a primary focus on carbon dioxide enhanced oil recovery. The company’s plan provided for the restructuring of nearly $2.4 billion of debt, including the extension and modification of its RBL facility and equitization of the secured notes
• An ad hoc group of creditors of California Resources Corporation, an independent, publicly traded oil and natural gas exploration and production company with the largest oil and natural gas production operations in California, in its chapter 11 cases. The company’s plan provided for the restructuring of over $5.8 billion of debt and preferred equity interests

Financial and Other Services

• The bondholders of CIT Group, a leading financing and bank holding company, in the first successful bankruptcy of a bank holding company and the largest prepackaged bankruptcy ever completed, including negotiating $7.5 billion of emergency financing and a prepackaged reorganization plan to restructure approximately $33 billion of debt
• The ad hoc committee of bondholders of GMAC, one of the world’s largest financial services companies, in a $28.5 billion debt exchange offer, one of the largest exchange offers ever consummated
• An ad hoc group of lenders in a cross-border restructuring of U.K.-based CEVA Group, one of the world’s largest non-asset-based supply chain management companies. In a two-part out-of-court exchange, CEVA eliminated approximately €1.3 billion of consolidated net debt, reduced its cash interest expense by over €130 million and received cumulative new capital commitments of over €230 million for investment in its business plan. Paul, Weiss was recognized by The Financial Times for our “Highly Commended” work on this matter

Healthcare and Pharmaceuticals

• An ad hoc group of first lien and second lien lenders of Sound Physicians, a physician-founded and led organization providing services across the acute episode of care, in the negotiation and consummation of an out-of-court exchange
• An ad hoc group of second lien noteholders of Rite Aid Corporation, a full-service pharmacy company providing a broad range of services, including retail pharmacy, PBM, and mail order, across 17 states, in connection with its restructuring of $3.4 billion of total funded debt, including $1.05 billion held by the ad hoc group
• Chatham Asset Management in an out-of-court restructuring of One Call Corporation, a leader in ancillary services for the workers’ compensation industry and ancillary services for Medicare and Medicad, that eliminated nearly $1 billion of the company’s outstanding debt
• An ad hoc group of debtholders of Concordia Healthcare, an international specialty pharmaceutical company based in Canada, in the restructuring of the company and its affiliates

Printing and Manufacturing

• Strategic Value Partners, as sponsor and debtor-in-possession lenders in the prepackaged chapter 11 cases of Klöckner Pentaplast, a global packaging and specialty film manufacturer
• An ad hoc group of noteholders and preferred stockholders in an out-of-court recapitalization of Associated Materials, a North American manufacturer and distributor of exterior building products with over $800 million of debt. The recapitalization transactions included the exchange of 99% of Associated Materials’ senior secured notes for new common equity, the purchase of $250 million of new first lien notes by the participating noteholders, and the distribution of new common equity to preferred stockholders
• Chatham Asset Management and its affiliated or managed funds in its approximately $325 million acquisition of substantially all of the assets of The McClatchy Company, a Sacramento-based publishing company that operates 29 daily newspapers in 14 states, through a cash and credit bid under section 363 of the Bankruptcy Code, in The McClatchy Company’s chapter 11 cases

Other

• An ad hoc group of first lien lenders of OTG, a leading operator of airport concessions, in its successful out-of-court restructuring of approximately $1.6 billion of senior debt obligations and $360 million of preferred stock

Shipping

• An ad hoc committee of holders of first preferred ship mortgage notes issued by Eletson, a world leader in international seaborne transportation, specializing in the transport of refined petroleum products, liquefied petroleum gas and ammonia, in an out-of-court exchange of its existing notes for new first-preferred ship mortgage notes
• The ad hoc committee of bondholders of Trico Marine Services, a large Norway-based shipping company (n/k/a DeepOcean), in connection with an out-of-court exchange of $400 million of senior secured debt into equity and raising a new $100 million working capital facility

Complex Litigations

• An ad hoc group of PREPA bondholders in a restructuring of approximately $8.5 billion of bonds issued by PREPA, the Puerto Rico electric and power utility
• An ad hoc group of holders of defaulted bonds issued by the Venezuelan state-owned oil company Petróleos de Venezuela, S.A., (PDVSA), in a significant court victory granting a summary judgment on the notes worth $3 billion
• An indenture trustee and certain noteholders of Algeco Scotsman Global Finance plc in challenging a restructuring transaction proposed by the company and negotiating and closing an improved transaction pursuant to which Algeco’s sponsor TDR Capital agreed to purchase $125 million of notes held by the group as well as invest $250 million in Algeco on a go-forward basis

Company Experience

• Rite Aid Corporation, a full-service pharmacy company providing a broad range of services, including retail pharmacy, PBM, and mail order, across 17 states, in the company’s successful chapter 11 plan of reorganization
• Penson Worldwide, a provider of financial clearing services and related operational and technology products, in its restructuring efforts with two groups of bondholders that together were owed nearly $280 million and its subsequent liquidating chapter 11 case in Delaware, which included a sale of Penson’s operating subsidiary, Nexa Technologies, as a going-concern to a Canadian financial services cooperative
• Top-Flite Golf Company in its filing for bankruptcy and selling of its assets to Callaway Golf Co. for approximately $170 million