Anup Sathy, P.C.

Anup has represented companies, lenders and investors in many of the most complex restructuring matters, including:

Chapter 11 Cases/Out-of-Court Restructurings

Energy Industry

• Seadrill Limited and certain of its direct and indirect subsidiaries in multiple multi-jurisdictional restructurings involving over $20 billion of financial obligations. Seadrill is a leading global provider of offshore contract drilling services across more than a dozen countries and five continents. Seadrill's Chapter 11 cases, one of the largest filings of 2021, equitized approximately $4.9 billion of secured debt across twelve silos and facilitated a capital investment of $350 million, enabling Seadrill to continue to operate its global fleet of modern drilling units.
• Seadrill New Finance Limited and its affiliates in their one-day prepackaged Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Seadrill New Finance utilized Chapter 11 to implement an amend-and-extend of approximately $622 million in senior secured notes and transfer majority ownership to certain secured noteholders. The reorganization plan was confirmed within one day of the filing of the Chapter 11 cases.
• Valaris plc and its subsidiaries in their prearranged Chapter 11 cases. Valaris, which is incorporated in the United Kingdom, is the world’s largest offshore driller by fleet size, owning over 60 drilling rigs and operating in every major offshore hydrocarbon basin in the world. Valaris filed Chapter 11 with a restructuring support agreement and backstop commitment agreement that equitized all $7.1 billion of its prepetition funded debt, consisting of an unsecured revolving credit facility and 15 series of unsecured notes. The noteholders supporting the restructuring also committed to backstop a rights offering for $500 million of new secured notes upon emergence from Chapter 11.
• Southcross Holdings LP and its subsidiaries, a leading provider of gas gathering, compression, treating, processing and NGL fractionation and transportation services in a comprehensive restructuring of more than $1.4 billion in funded debt and preferred equity obligations. Southcross implemented the restructuring through a prepackaged Chapter 11 bankruptcy for the privately-held holding company―the first sponsor-backed prepackaged bankruptcy in the oil and gas industry. At the time, the 15-day bankruptcy was one of the shortest Chapter 11 reorganization cases in U.S. history.
• Light Tower Rentals, Inc. — Represented an ad hoc committee of bondholders, composed of Clearlake Capital Group and Avenue Capital Management, in connection with the prepackaged Chapter 11 plan of reorganization of Light Tower Rentals, Inc. which was completed in fewer than 40 days and resulted in a 90 percent reduction of LTR’s debt. The Chapter 11 plan provided for a recapitalization of LTR, led by affiliates of Clearlake. LTR is a diversified specialty oilfield surface equipment rental company focused on operations in the Permian basin, with operations in other leading U.S. shale basins.
• Salt Creek Midstream, a full-service midstream provider headquartered in Houston, in a comprehensive out-of-court recapitalization that equitized certain existing debt and secured a new investment from its existing lender groups and funds managed by Ares Management.
• Platinum Energy Solutions, Inc., a Houston, Texas based oilfield services provider specializing in premium hydraulic fracturing, and other pressure pumping services, in all aspects of its successful comprehensive out-of-court restructuring. Platinum’s various restructuring transactions, including a successful exchange where greater than 98% of Platinum’s senior secured noteholders participated, retired more than half of Platinum’s debt, as well as eliminated more than $90 million of liabilities with material contract counterparties.
• Mandala Nusantara Limited and Asia Power WW Limited in the restructuring of the Wayang Windu Geothermal Project located in Indonesia. The out-of-court restructuring involved a transfer of ownership of the plant to the company’s lenders.
• ECR Corporate Holdings L.P. — Represented ECR Corporate Holdings L.P. and its affiliates in connection with the Chapter 11 proceeding of California Resources Corporation and its affiliates. ECR and CRC are partners in the Elk Hills joint venture, which processes natural gas and produces power for CRC’s operations, and they entered into a restructuring support agreement and settlement agreement.
• APW Ltd. — Represented Oaktree Capital Management, LLC and affiliates in a recapitalization pursuant to a pre-packaged Chapter 11 plan.

Real Estate, Hospitality & Entertainment

• General Growth Properties and certain of its affiliates in their Chapter 11 reorganization. GGP and its consolidated affiliates reported approximately $30 billion in total assets and $27 billion in total liabilities at the time of their Chapter 11 cases. Through its affiliates, GGP owned and managed more than 200 regional shopping centers and other properties across 40 states. Their filings are considered the largest Chapter 11 cases undertaken by a real estate investment trust in U.S. history. Anup is credited with negotiating a comprehensive restructuring of more than $15 billion of property-level debt (including more than $11.5 billion of CMBS debt) in just over eight months. Under his supervision, over 250 separate project-level plans of reorganization were confirmed.
• Cirque du Soleil, the world’s premier live entertainment media company based in Quebec, Canada, in its Chapter 15 proceedings to recognize proceedings commenced in Canada. For nearly 40 years, Cirque du Soleil has conceptualized, produced, and presented shows to more than 180 million spectators in approximately 450 cities across 90 countries in 6 continents. Cirque du Soleil used the insolvency proceeding to run a competitive sale and bidding process under the supervision of the Canadian Court and ultimately obtained court approval for a sale of substantially all of its assets to its senior creditors.
• Innkeepers USA Trust, a hotel REIT that owned and operated approximately 75 hotels across the nation with more than 10,000 rooms under management, in its Chapter 11 reorganization that restructured approximately $1.6 billion of indebtedness.
• SHC KSL Partners, L.P., the joint venture that owned the Hotel del Coronado, an iconic resort hotel opened in 1888 located in Coronado, California, in a comprehensive out-of-court restructuring of approximately $600 million in funded indebtedness through a recapitalization and debt-for-equity transaction.
• Strategic Hotels & Resorts, Inc. in the recapitalization of the Fairmont Scottsdale Princess pursuant to which a new joint venture was created between Strategic Hotels and an affiliate of Walton Street Capital. The new joint venture invested cash and retired existing debt as part of a recapitalization transaction that restructured aggregate obligations of approximately $200 million.
• Hyatt Corporation — Represented Hyatt Corporation and partners in the acquisition of a managed hotel on Waikiki Beach, Hawaii through a Chapter 11 plan. The acquisition, valued at approximately $450 million, involved complicated tax, corporate and bankruptcy issues and was effectuated pursuant to simultaneous U.S. and Japanese restructuring proceedings.
• Sunterra, Inc. — Represented Greenwich Capital Markets as the debtor-in-possession lender pursuant to a $160 million secured facility.

Retail, Manufacturing, and Media

• iHeartMedia, Inc. and certain subsidiaries, one of the world’s leading global multi-platform media, entertainment, and data companies, in their Chapter 11 restructuring. iHeart is the largest radio broadcaster in the United States and specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local and national communities.The Company had consolidated debts of over $20 billion and the Chapter 11 cases, which were the largest of 2018 based on outstanding debt, restructured over $16 billion of such debt. In connection with its restructuring, iHeart reached an agreement with holders of more than $11 billion of its debt and its financial sponsors, reflecting widespread support across the capital structure, regarding a comprehensive balance sheet restructuring that reduced iHeartMedia’s debt by more than $10 billion.
• Neiman Marcus Group and affiliates in their pre-arranged Chapter 11 cases. The Company successfully completed its restructuring of over $5.5 billion of funded indebtedness in under five months. Neiman Marcus is the first retailer with over $5 billion of debt to reorganize under Chapter 11. The restructuring plan was confirmed during the COVID pandemic, eliminated more than $4 billion of debt and more than $200 million of annual cash interest expense, and preserved more than 13,000 jobs.
• Tupperware Brands Corporation and its affiliates, the iconic household products company, in connection with a comprehensive and global out-of-court restructuring of over $800 million of secured debt. The transactions extended maturities and reduced substantial amortization and cash interest expenses.
• Chiquita Brands International, Inc. and affiliates, a multi-billion dollar international food products company operating in 60 countries, in connection with their prearranged Chapter 11 plan. The plan of reorganization, which restructured approximately $700 million of debt, was implemented in just over three months.
• Zenith Electronics Corporation, a historic leader and manufacturer of consumer electronics, in its pre-packaged Chapter 11 case, which was confirmed in only three months. The deleveraging transaction resulted in Zenith being owned in full by its previous majority shareholder, LG Electronics.
• Thrasio Holdings, Inc. and 240 of its affiliates in their prearranged Chapter 11 cases in the U.S. Bankruptcy Court for the District of New Jersey. Thrasio is the largest aggregator of Amazon brands in the world. Thrasio entered Chapter 11 with a restructuring support agreement widely supported by its lenders, and, upon exit from Chapter 11, comprehensively restructured over $3 billion of funded debt and preferred equity obligations and injected $90 million of new money financing into the go-forward business.
• Learfield Communications, LLC and its affiliates, the nation's leading media and technology company in the college sports market, in a comprehensive out-of-court restructuring of over $1 billion of obligations. The transactions were supported by all of Learfield's creditors and sponsors, and substantially delevered Learfield's balance sheet and injected significant new money equity capital.
• TriMark USA and certain of its affiliates (“TriMark”), a leading provider of equipment, supplies, and design services to the foodservice industry, on a $350 million new equity raise led by several of the company’s existing lenders and a transaction that substantially deleveraged TriMark’s balance sheet.
• US Renal Care and certain affiliates in their comprehensive refinancing and deleveraging transactions. U.S. Renal Care is the nation's largest privately held kidney care provider with a network of over 400 clinics and 200 home programs. The transactions significantly reduced the Company's debt, lowered its annual interest expense, extended debt maturities, and raised over $300 million in new capital to enhance future growth.
• Guitar Center, Inc. — Represented Ares Management in connection with the Chapter 11 restructuring of its portfolio company. Guitar Center entered into a restructuring support agreement with its key stakeholders, including Ares and its noteholder groups, and filed a prepackaged bankruptcy that reduced the company’s debt by nearly $800 million, funded in part by a $165 million equity investment with Ares as lead investor. The Company emerged from Chapter 11 in under two months.
• Savers, LLC — Represented TPG Capital, L.P. and Leonard Green and Partners, L.P. as stockholders and board directors in Savers, LLC and its affiliates' out-of-court deleveraging transaction. Savers is a for-profit, thrift retailer that offers a wide range of clothing, accessories, and household goods in its stores across the United States, Canada, and Australia. The transaction resulted in the consensual, out-of-court equitization of $300 million in funded debt and refinancing of $700 million in secured debt, and an equity investment of $165 million.
• Pretium Packaging, LLC, a leading international full-service designer and producer of sustainable packaging solutions, in a comprehensive liability management transaction that provided the company with significant additional liquidity and reduced net debt. The transactions were supported by an overwhelming majority of the company’s creditors.
• Forever 21 Inc. and its affiliates in their Chapter 11 restructuring and going concern sale to their principal lessors. Based in Los Angeles, California, Forever 21 is a fast-fashion retailer specializing in women’s and men’s fashion, jewelry and accessories with over 750 stores globally at the time of its filing.
• The Gymboree Corporation and certain of its affiliates in connection with their prearranged Chapter 11 cases. At the time of its filing, Gymboree was one of the largest children’s apparel specialty retailers in North America, with widely recognized brands — Gymboree, Janie and Jack, and Crazy 8. Gymboree confirmed a Chapter 11 plan that restructured over $1.1 billion of indebtedness.
• Movie Gallery, Inc. and its subsidiaries, the second largest North American home entertainment specialty retailer, in their Chapter 11 reorganization cases. At the time of its filing, Movie Gallery generated revenue of approximately $2.5 billion and had approximately 40,000 employees.
• Broder Bros., Co. and its affiliates in a successful out-of-court restructuring of one of the nation’s largest distributors of trade, private label and exclusive apparel brands. The restructuring involved the conversion of over $200 million of bond debt into equity and the issuance of approximately $100 million in new notes.
• Jitney-Jungle Stores of America, Inc. and affiliates in their Chapter 11 restructuring. Under a Chapter 11 plan, substantially all of the Company’s assets were sold to third parties.
• STX Filmworks, Inc. and its subsidiaries, a film, television, and digital media production company, and STX’s corporate parent, Eros STX Global Corporation, in the stock sale of STX to an affiliate of The Najafi Companies.
• Reddy Ice — Represented Centerbridge Partners, L.P., the largest holder of first and second lien indebtedness and rights offering backstop party, in connection with the Chapter 11 case. Reddy Ice is the largest manufacturer and distributor of packaged ice in the United States. The restructuring, which resulted in Centerbridge owning a majority of the restructured company, was completed in under 50 days.
• KV Pharmaceutical — Represented Centerbridge Partners, L.P. as lender under a secured financing transaction.
• Radnor Corporation — Represented Silverpoint Capital as the debtor-in-possession lender pursuant to a $100 million secured facility.
• Propex, Inc. — Represented Wayzata Investment Partners as the provider of debtor-in-possession financing and the stalking-horse purchaser for substantially all assets.
• InPhonic, Inc. — Represented Versa Capital as the provider of debtor-in-possession financing and the stalking-horse purchaser for substantially all the assets.
• Anchor Hocking — Represented Monomoy Capital Partners in its purchase of substantially all the assets.

Telecommunications, Transportation, Insurance and Infrastructure

• American Tire Distributors, Inc. and 12 of its debtor affiliates (“ATD”) in their Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. ATD operates the largest distribution network of replacement tires across North America. Prior to commencing its Chapter 11 cases, ATD had approximately $1.9 billion in funded debt, across a term loan and asset-based lending facility. ATD executed an RSA with a group of lenders holding more than 90% of their term loan and 100% of their FILO facility and commitments from the same group of lenders as well as their ABL lenders to provide debtor-in-possession financing, which included $250 million of new money commitments.
• Hoonigan and 26 of its affiliates (collectively, “Hoonigan”) in their prepackaged cases filed in the United States Bankruptcy Court for the District of Delaware. Hoonigan is a global designer and supplier of premium aftermarket automotive products, reaching millions of customers through a broad network of distributors, e-commerce platforms, and digital content. Hoonigan commenced its prepackaged cases with a consensual deal with a majority of its debtholders and sponsor that contemplates eliminating approximately $1.2 billion of its $1.7 billion prepetition funded debt and leaving general unsecured claims unimpaired.
• Conseco, Inc. and certain of its subsidiaries in their Chapter 11 cases. Conseco operated in the heavily regulated finance, banking and insurance industries. At the time of its filing, Conseco was the third largest Chapter 11 case in U.S. history. As part of the restructuring, and after a lengthy auction, Conseco sold the assets of its finance subsidiaries for a cash purchase price of more than $1 billion (reportedly the largest ever cash sale in a Chapter 11 case at the time). The sale paved the way for the parties to negotiate the restructuring of the remaining Conseco businesses (comprised predominantly of Conseco’s insurance subsidiaries), which were reorganized under a plan in under nine months.
• IPC Systems, Inc., a leading global provider of secure, compliant communications and networking solutions for the global financial markets, in connection with its comprehensive out-of-court recapitalization, which refinanced or restructured more than $1 billion of funded debt obligations, including approximately $800 million of first lien debt and more than $350 million in second lien debt.  The transaction reduced the company's overall debt by more than $400 million and provided new capital of $125 million for investment in long-term growth strategies.
• American Tire Distributors, Inc., one of the largest independent suppliers of replacement tires, in its prearranged Chapter 11 cases. The restructuring of American Tire’s approximately $2.6 billion in funded debt included a conversion of approximately $1.1 billion of bonds to equity. Existing equity holders received 5% of the new equity, plus warrants for additional equity.
• Wheel Pros, Inc., a leading vertically integrated platform for aftermarket automotive enhancements, in a comprehensive liability management transaction that enhanced the company’s liquidity and deleveraged its balance sheet. Nearly all of the company’s existing term loan lenders participated in the transaction, with such lenders investing $235 million of new capital and exchanging at a discount over $1.1 billion of existing debt for new term loans.
• Transworld Systems Inc. — Represented an ad hoc committee of second lien bondholders in connection with Transworld Systems Inc.’s out-of-court restructuring of more than $500 million of funded debt obligations. Transworld is a national provider of accounts receivable management, debt collection, and loan servicing solutions. The restructuring was implemented as a simultaneous exchange offer, rights offering, and prepackaged plan solicitation, and ultimately obtained the support of 99% of second lien bondholders, reduced Transworld’s debt by more than $460 million, and raised $40 million of new equity capital.
• YRC Worldwide, Inc., one of the world’s largest LTL transportation businesses, in a comprehensive multi-year out-of-court restructuring. The transactions restructured more than $1.5 billion in bond and secured debt, converted parts of YRC’s senior credit facility into equity, provided for a $100 million new-money investment, extended the maturity of refinanced debt obligations and deferred pension obligations. The restructuring was supported by the major unions and more than 20 different multi-employer pension funds.
• Central Security Group, Inc., one of the nation’s largest providers of home and business security and automation, in an out-of-court debt-for-equity exchange that significantly improved the Company’s overall capital structure, eliminated approximately $250 million of the Company’s funded debt and included a new $25 million revolving credit facility commitment. The out-of-court transaction was executed after the Company successfully solicited support from 100% of its lenders.
• Fisker Automotive, Inc., designers and developers of premium electric vehicles with extended range technology, also known as Plug-in Hybrid Electric Vehicles (PHEVs), in their Chapter 11 cases and on all aspects of its going-concern sale transactions.
• Protection One, Inc., a leading provider of security monitoring services, in an out-of-court restructuring. Pursuant to an agreement negotiated with Protection One’s creditors, the Company received approximately $75 million from its former majority owner to resolve ongoing tax disputes. The settlement facilitated a contemporaneous execution of an exchange agreement with the parent company, who agreed to reduce the Company’s outstanding principal balance under its credit facility in exchange for the issuance of common stock.
• Tower Automotive, Inc. and certain of its affiliates in their Chapter 11 restructuring. With annual sales of more than $3.1 billion, Tower is one of the largest independent global suppliers of structural components and assemblies to the automotive industry. Tower’s major customers include virtually every major worldwide automaker. Tower is the ultimate parent company to approximately 70 domestic and foreign subsidiaries conducting business at more than 60 facilities worldwide.
• Teligent, Inc. and subsidiaries, a multi-billion dollar competitive local exchange carrier (CLEC) providing telecommunications services to businesses in 43 markets, in their Chapter 11 cases. Through confirmation of a joint plan of reorganization, more than $1 billion of debt was restructured.
• Premier Cruises, Ltd. and affiliates, a major operator of cruise ships, in an out-of-court restructuring of approximately $200 million of debt. The transaction addressed complicated insolvency issues in the United States, Bermuda, Europe and the Caribbean.
• ACR Management, LLC and certain affiliates, considered among the nation’s largest crane rental companies, in their pre-arranged Chapter 11 restructuring. The restructuring plan, which restructured more than $500 million of debt, was completed in approximately six months.
• Neff Corp., one of the leading equipment rental companies in the United States, in its prearranged Chapter 11 restructuring involving approximately $600 million of indebtedness.
• Harnischfeger Industries, Inc. (n/k/a Joy Global Inc.) and more than 50 affiliates in their Chapter 11 restructuring of more than $1 billion of debt. The Company is a worldwide leader in manufacturing, servicing and distributing equipment for surface and underground mining.
• Hines Horticulture and affiliates, one of the largest commercial nursery operators in North America, in their Chapter 11 cases pursuant to which a going-concern sale transaction was closed.
• Boart Longyear — Represented Centerbridge Partners in connection with the reorganization of Boart Longyear Limited and its subsidiaries, an Australian publicly-traded Centerbridge portfolio company, pursuant to Australian schemes of arrangement and corresponding U.S. Chapter 15 cases. One of the world’s leading providers of drilling services, drilling equipment, and performance tooling for mining and drilling operations, the Company resolved its commodities and COVID-19-driven balance sheet issues by equitizing nearly all of its outstanding $900 million in funded debt, as well obtaining shareholder authorization for a members’ scheme to redomicile in Canada.
• Aquilex — Represented Centerbridge Partners, L.P. in an out-of-court restructuring transaction of approximately $500 million of debt. The restructuring was implemented through a voluntary offer to exchange the Company’s senior notes for equity along with a rights offering. Through divisional and branch offices in the United States, Europe and the Middle East, Aquilex provides industrial services to a diverse global base of more than 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.