New Chapter 11 Filing - FirstRain Inc.

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FirstRain, Inc.

  • 6/5/17 Recap: California-based enterprise SaaS company that services Fortune 1000 companies with its software and analytics-driven apps to discover/read/discern/summarize useful insights about other companies/markets filed a prepackaged bankruptcy. The plan contemplates $7.5mm of total consideration including a $4mm DIP credit facility and the plan is to pay the DIP Lender in full, general unsecureds in full and provide the prepetition lender a partial recovery. ESW Capital LLC will own the company on the backend of the restructuring.
  • Jurisdiction: D. of Delaware (Judge Silverstein)
  • Capital Structure: $5.5mm secured debt (Pacific Western Bank as successor to Square 1 Bank)    
  • Company Professionals:
    • Legal: The Rosner Law Group LLC (Frederick Rosner, Scott James Leonhardt)
    • Investment Banker: Atlas Technology Group LLC
    • Claims Agent: JND Legal Administration (*click on company name above for free docket access)
  • Other Parties in Interest:
    • DIP Lender: ESW Capital LLC
      • Legal: Haynes and Boone LLP (Trevor Hoffman, Arsalan Muhammad) & (local) Morris Nichols Arsht & Tunnell LLP (Derek Abbott, Matthew Talmo)
    • Prepetition Lender: Pacific Western Bank
      • Legal: Levy Small & Lallas (Leo Plotkin) & (local) Chipman Brown Cicero & Cole LLP (William Chipman Jr.) 

Updated 7/18/17

New Chapter 11 Filing - Ignite Restaurant Group

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Ignite Restaurant Group

  • 6/6/17 Recap: Publicly-traded ($IRG) Houston-based owner of 112 Joe's Crab Shack locations and 25 Brick House Tavern + Tap locations filed for bankruptcy because people can't tear their eyes off of whatever mobile device they're towing around long enough to sit at a casual dining spot. "The market for casual dining has been deteriorating for some time." No kidding, dudes. That said, someone clearly still believes in the space as the company has lined up a stalking horse bidder to purchase the company in bankruptcy for $50mm and some assumed liabilities (subject to deductions/increases). That "someone" is KRG Acquisitions Co LLC, an affiliate of Kelly Investment Group. Maybe it's the "'I'm relaxed' restaurant experience" that the buyer finds compelling...? (Serious question: is weed legal in Texas yet?). Anyway, good luck with that. 
  • Jurisdiction: S.D. of Texas
  • Capital Structure: $30mm RCF & $165mm TL (Credit Suisse AG)     
  • Company Professionals:
    • Legal: King & Spalding LLP (Sarah Borders, Jeffrey Dutson, Edward Ripley, Elizabeth Dechant)
    • Financial Advisor: Alvarez & Marsal LLC (John Tibus)
    • Investment Banker: Piper Jaffray & Co. (Richard Shinder, Teri Stratton)
    • Real Estate Advisor: Hilco Real Estate LLC 
    • Claims Agent: Garden City Group LLC (*click on company name above for the free docket)
    • Other Parties in Interest:
      • Credit Suisse AG
        • Legal: Latham & Watkins LLP (Keith Simon, David Hammerman, Hugh Murtagh) & (local) Porter Hedges LLP (John Higgins)
      • KRG Acquisition Co LLC 
        • Legal: Goldberg Kohn Ltd. (Randall Klein, Prisca Kim) & (local) Okin Adams LLP (Matthew Okin, Ryan O'Connor)
      • Official Committee of Unsecured Creditors
        • Legal: Pachulski Stang Ziehl & Jones LLP (Jeffrey Pomerantz, Bradford Sandler) & (local) Cole Schotz PC (Michael Warner)
      • Potential Buyer: Landry's Inc.
        • Legal: Haynes and Boone LLP (Patrick Hughes, Arsalan Muhammad, Jonathan Pressment, Sarah Jacobson)

Updated 7/17/17 11:23 am CT

New Chapter 22 Filing - Venoco LLC

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Venoco LLC

  • 4/17/17 Recap: Denver-based E&P company that FILED FOR BANKRUPTCY LITERALLY 13 MONTHS AGO and emerged 9 months ago filed for bankruptcy again because of "material operational and regulatory setbacks." The prior bankruptcy eliminated nearly $1b of debt and the restructuring was predicated upon various operational objectives. First, the Plains All American Pipleine line 901 going online. Well, that didn't happen. Second, regulatory approval of "the highly anticipated lease line adjustment." Spoiler alert: that didn't happen either. Third, the extension of the lease term by the Beverly Hills Unified School District of an onshore facility beyond its 12/16 expiration date. Any guesses what happened there? Right, nada. And, fourth, an insurer required that the company post an additional $35mm in collateral to support bonds issued by it. You guessed it: the company didn't have the money for that either which, of course, would have effectively terminated operations altogether. Hence, the bankruptcy filing.
  • Jurisdiction: D. of Delaware     
  • Company Professionals:
    • Legal: Bracewell LLP (Robert Burns, Robin Miles, David Riley, Mark Dendinger, Jason Hutt) & (local) Morris Nichols Arsht & Tunnell LLP (Robert Dehney, Andrew Remming, Marcy McLaughlin)
    • Financial Advisor/CRO: Zolfo Cooper LLC (Bret Fernandes)
    • Investment Banker: Seaport Global Securities LLC
    • Claims Agent: Prime Clerk LLC (*click on company name above for free docket access)
    • Board of Directors: Mark DePuy, Gene Davis, Daniel Vogel, Jeffrey Bartlett, Chris Bement, Bill Lockyer
  • Other Parties in Interest:
    • Significant Shareholders: Apollo Investment Corporation, MAST Capital Management LLC, Candlewood Special Situations Master Fund Ltd.
    • Exxon Mobil Corporation
      • Legal: Haynes and Boone LLP (Charles Beckham, Kelli Norfleet) & (local) Farnan LLP (Michael Farnan)

Updated 4/22/17 

New Chapter 11 Filing - Goodman Networks Inc.

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Goodman Networks Inc.

  • 3/13/17 Recap: Frisco Texas-based minority-business-enterprise (MBE) and wireless network and satellite television systems servicer filed a prepackaged chapter 11 case to de-lever its balance sheet by $212.5mm. This is a story, in many respects, about a concentrated revenue base and too much debt. 83% of the company's revenue is attributable to AT&T and "substantial completion of AT&T's 4G network build-out has diminished the associated demand for Goodman's services." Consequently, the company wasn't generating enough revenue to sustain its capital structure. Now, holders of the secured debt will receive cash, $112.5mm of new debt, PIK preferred stock and common stock. To preserve the MBE status, current equity will get PIK preferred stock and 50.1% of the common stock. Query whether that level of retained equity is a lesson to those who invested in this MBE structure. 
  • Jurisdiction: S.D. of Texas
  • Capital Structure: $25mm RCF (MidCap Financial Trust), $325mm '18 12.125 % secured notes (Wells Fargo)
  • Company Professionals: 
    • Legal: Kirkland & Ellis LLP (Patrick Nash, Joshua Sussberg, Joseph Graham, Laura Krucks, Alexander Cross) & (local) Haynes & Boone LLP (Stephen Pezanosky, Kelli Norfleet)
    • Financial Advisor: FTI Consulting (John Debus)
    • Investment Banker: June Creek Interests (Andy Jent)
    • Claims Agent: KCC (*click on company name for docket)
  • Other Parties in Interest:
    • Ad Hoc Committee of Second Lien Bondholders (Alden Global, AllianceBernstein Global LP, J.P. Morgan Investment Management Inc., J.P Morgan Chase Bank N.A., Phoenix Investment Advisor LLC, Principal Global Investors LLC, Invesco Senior Secured Management Inc., Sound Point Capital Management LP)
      • Legal: Akin Gump (Michael Stamer, Charles Gibbs, Meredith Lahaie, Sara Brauner)
      • Financial: Greenhill & Co. Inc.
  • Wells Fargo
    • Legal: Reed Smith LLP (Eric Schaffer, Lloyd Lim, Maura Nuno)
  • AT&T Corp.
    • Legal: Sidley Austin LLP (Brian Lohan)

Updated 3/28/17

New Chapter 11 Filing - EMAS Chiyoda Subsea Limited

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EMAS Chiyoda Subsea Limited

  • 2/28/17 Recap: Some offshore blood here. The Houston-based deepwater subsea construction service company (which sounds pretty bada$$ btw) suffered from declining revenue and cash flow (read: declining demand), high costs and increasingly limited access to credit. Hence, bankruptcy. With the benefit of a $90mm dual-tranche DIP, the Company will sell its marine base in Texas and otherwise use bankruptcy to restructure the balance sheet.
  • Jurisdiction: S.D. of Texas
  • Capital Structure: $480mm secured debt & $175mm unsecured debt    
  • Company Professionals:
    • Legal: Skadden Arps (George Panagakis, Justin Winerman, Robert Fitzgerald) & (local) Porter Hedges LLP (John Higgins, Joshua Wolfshohl, Eric English, Brandon Tittle)
    • Claims Agent: Epiq Bankruptcy Solutions LLC (*click on company name for docket)
  • Other Parties in Interest:
    • Tranche A Lender (Subsea 7 Finance UK PLC)
      • Legal: Arnold & Porter Kaye Scholer (Mark Liscio) & (local) Freshfields Bruckhaus Deringer (Linda Martin)
    • Tranche B Lender (Chiyoda Corp.)
      • Legal: White & Case LLP (Roberto Kampfner) & (local) Haynes & Boone LLP (Charles Beckham Jr.)
    • DNB Bank ASA, Singapore Branch (agent and security trustee)
      • Legal: Milbank Tweed Hadley & McCloy (Dennis Dunne, Tyson Lomazow, Nelly Almeida) & (local) Haynes & Boone LLP (Bradley Foxman)

Updated 3/26/17