Matthew Fagen, P.C.

Thrasio — Represented 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.

Ideal Protein of America, Inc. — Representing Ideal Protein of America and its Debtor affiliates in their Chapter 15 proceedings in the United States and proceedings commenced in Canada under the Companies’ Creditors Arrangement Act (CCAA). Ideal Protein, a Québec-based company, provides a comprehensive weight loss protocol and associated nutritional products that assist customers to lose weight and make sustainable lifestyle changes. Ideal Protein intends to use the Chapter 15 and CCAA processes to run a competitive sale and investment solicitation process to maximize enterprise value.

Wheels Up Experience Inc. — Represented Wheels Up Experience Inc., a provider of on-demand private aviation services, in its strategic partnership with a consortium of investors led by Delta Air Lines, Certares Management LLC, Knighthead Capital Management LLC, and Cox Enterprises. The transaction provided Wheels Up with a new $500 million credit facility through a debt and equity capital raise, and allowed customers to keep all outstanding flight credits. With a greatly enhanced liquidity position, Wheels Up is poised to execute on its business plan.

West Marine, Inc. — Represented West Marine, Inc. and its affiliates, the nation’s leading omnichannel provider in the marine aftermarket, in multiple transactions, including a comprehensive out-of-court restructuring of its existing capital structure supported by 100 percent of the Company’s existing lenders and its equity sponsor. The comprehensive transaction delevered the Company’s funded indebtedness by more than $500 million, provided the Company access to $125 million of new money term loan financing, and left trade claims unimpaired.

Service King Paint & Body LLC — Represented Service King Paint & Body LLC, the third largest operator of auto body collision repair facilities in the U.S. (operating over 300 facilities across 24 states and Washington D.C.), and certain of its affiliates in an out-of-court restructuring transaction involving the raise of $200 million in new capital, reduction of $500 million in net indebtedness, and extension of remaining existing funded debt maturities. The transaction was supported by substantially all of Service King’s funded debtholders in addition to the company’s equity sponsors.

HONX, Inc. — Represented HONX, Inc., a wholly owned subsidiary of Hess Corporation, in its successful Chapter 11 case filed in the United States Bankruptcy Court for the Southern District of Texas. HONX and its corporate predecessors had for decades been subject to thousands of asbestos-related personal injury claims in connection with HONX’s former ownership and operation of an oil refinery on St. Croix, in the U.S. Virgin Islands. HONX filed its Chapter 11 bankruptcy case in April 2022 with the goal of fully and finally resolving all asbestos-related personal injury claims that were or could be asserted against HONX and Hess in one forum, using section 524(g) of the Bankruptcy Code. HONX confirmed its plan utilizing a section 524(g) channeling injunction in less than two years at a confirmation hearing jointly presided over by Judge Alfred H. Bennett of the U.S. District Court for the Southern District of Texas and Judge Marvin P. Isgur of the U.S. Bankruptcy Court for the Southern District of Texas. Pursuant to the plan, HONX established a settlement trust, funded with up to $190 million from Hess, to satisfy all valid current and future asbestos claims, which resulted in prompt and fair compensation for claimants and finality from current and potential future asbestos tort litigation for HONX and Hess.

Belk, Inc. — Represented Belk, Inc. and certain of its affiliates in the fastest-ever in-court restructuring transaction. Belk emerged from Chapter 11 on February 24, 2021, just 21 hours after filing for Chapter 11 in the U.S. Bankruptcy Court for the Southern District of Texas. Belk, headquartered in Charlotte, North Carolina, is the nation’s largest private department store chain with 291 stores located throughout the southeastern United States. Pursuant to the prepackaged Chapter 11 plan of reorganization, Belk will keep all of its store locations open and pay all suppliers, landlords, and its 17,000 employees in full. As a result of the restructuring, Belk received $225 million of new capital and reduced its debt load by approximately $450 million.

Frontera Generation Holdings LLC — Represented Frontera Generation Holdings LLC and five of its affiliates in their prearranged Chapter 11 cases filed in the United States Bankruptcy Court for the Southern District of Texas. Frontera owns and operates the only U.S.-based power plant that sells all of its 526MW/year power production to the Mexican wholesale market. The restructuring, which had nearly-universal lender support, enabled Frontera to obtain $70 million of new liquidity through a DIP-to-exit facility, slash more than $850 million of its $944 million debt load, and pay its trade claims in full.

California Pizza Kitchen, Inc. — Represented California Pizza Kitchen, Inc. (“CPK”) and its affiliates in their prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas. CPK is an iconic restaurant brand that specializes in California-style pizza with locations internationally and throughout the United States. CPK’s plan received near unanimous approval from all voting classes and allowed CPK to emerge from Chapter 11 in November 2020, reducing its debt obligations by over $225 million.

Neiman Marcus Group LTD LLC — Represented Neiman Marcus Group LTD LLC 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. The restructuring plan was confirmed in September 2020, eliminated more than $4 billion of debt and more than $200 million of annual cash interest expense, and preserved more than 13,000 jobs. Neiman Marcus is the first retailer with over $5 billion of debt to reorganize under Chapter 11.

PES Holdings, LLC — Represented PES Holdings, LLC in its Chapter 11 cases initiated in July 2019, four weeks after a catastrophic explosion at PES’s Girard Point refining complex that resulted in a permanent shutdown of PES’s refining operations. Following this event, PES worked quickly to obtain access to $100 million of new DIP financing from its term loan lenders and negotiated consensual cash collateral usage with its working capital lender to finance its Chapter 11 cases. In Chapter 11, PES pursued a competitive sale process for the refinery site and a claim under its $1.25 billion property insurance policy. The process culminated in a $225.5 million equity sale to Hilco Redevelopment Partners under a Chapter 11 plan. The Chapter 11 plan and sale were approved by the United States Bankruptcy Court for the District of Delaware in February 2020, less than 8 months after the catastrophic explosion.  

Clover Technologies Group, LLC — Represented Clover Technologies Group, LLC (“Clover”), a provider of aftermarket management services for mobile device carriers and historically operated as a collector and remanufacturer of printer cartridges, in connection with its restructuring of $650 million of term loan indebtedness. As part of its comprehensive restructuring, Clover sold its printer cartridge remanufacturing business for over $200 million, acquired an additional company for synergies with the remaining mobile device business, and entered into a restructuring support agreement for the equitization of the vast majority of the term loan indebtedness.

Deluxe Entertainment Services Group Inc. — Represented Deluxe Entertainment Services Group Inc. and certain of its affiliates in their prepackaged Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. Deluxe is a leading content creation-to-distribution company that provides digital media services to Hollywood studios, independent filmmakers, television networks, online content producers, and brands. The Deluxe Chapter 11 cases were filed with a prepackaged plan of reorganization that will consensually reorganize Deluxe by exchanging its secured debt for equity in the reorganized company.

Parker Drilling Company — Represented Parker Drilling Company and certain of its affiliates in connection with their prearranged Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas. Parker is a leading international provider of contract drilling and drilling-related services and rental tools. Parker, together with its non-debtor affiliates, has operations in approximately 19 countries worldwide and employs over 2,400 employees. Parker’s prearranged plan of reorganization carries broad stakeholder support and proposes to reduce Parker’s funded-debt obligations by approximately $375 million and provide Parker with $95 million in fully-committed new equity capital upon emergence from Chapter 11. 

Philadelphia Energy Solutions — Represented PES Holdings, LLC in its prepackaged Chapter 11 restructuring in the United States Bankruptcy Court for the District of Delaware. Headquartered in Philadelphia, PES owned and operated the largest oil refining complex on the U.S. Eastern seaboard. The refining complex, which spans 1,300 acres and has capacity to refine 335,000 barrels of crude oil per day, was in continuous operation since the 1860s. PES’s prepackaged plan of reorganization carried universal stakeholder support and commitments for over $260 million of new capital, and provided PES with substantially reduced debt service obligations upon emergence. PES obtained confirmation of its plan in March 2018.

The Gymboree Corporation — Represented The Gymboree Corporation and certain of its affiliates in connection with their prearranged Chapter 11 cases in the United States Bankruptcy Court for the Eastern District of Virginia. Gymboree is one of the largest children’s apparel specialty retailers in North America, with widely recognized brands — Gymboree, Janie and Jack, and Crazy 8 — and approximately 1,300 stores worldwide. Gymboree confirmed a Chapter 11 plan that restructured over $1.1 billion of indebtedness.

Ultra Petroleum Corp. — Represented Ultra Petroleum Corp. (Ultra), a publicly-traded, independent oil and natural gas exploration and production company—in its Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas in 2017. Ultra has historically been one of the lowest-cost operators in the domestic oil and gas industry. Ultra’s principal assets are its Pinedale Field properties in Wyoming.