2021 was a productive year for the Business Restructuring + Insolvency Group at Morrison & Foerster. We would like to provide our friends and clients with an overview of the matters on which we have worked throughout the year. As you will note, our work in 2021 continued to reflect our track record of being a “go-to” firm for complex restructurings across industries and jurisdictions.
Our roles have varied, from representing a range of clients from companies and ad hoc official committees to liquidators and trustees. In addition, we have been active in a number of industries, including energy, retail, aerospace, telecom, and real estate, among others. Details of our work can be found on the following pages.
As always, we want to thank our clients and friends for a strong 2021.
UCC of Valaris
We served as counsel to the official committee of unsecured creditors of Valaris plc (“Valaris”) and its affiliated debtors in their chapter 11 cases. Valaris is a leading provider of offshore drilling services to the international oil and gas industry. It currently operates the industry’s largest modern offshore drilling fleet of 67 rigs and maintains drilling operations in nearly every major offshore market, spanning 24 countries.
Valaris’s customers include many of the leading national and international oil companies, in addition to numerous local and independent offshore exploration and production companies. The company listed total assets of approximately $13 billion and total debts of approximately $7.85 billion in its first day filings.
Valaris, which is incorporated under the Laws of England and Wales, required implementation of certain restructuring transactions in the United Kingdom. This engagement exemplifies the global footprint of MoFo’s restructuring practice, as the New York and London teams worked in tandem to provide a full range of legal services to the committee, ultimately ensuring full payment of general unsecured claims.
Ad Hoc Group of Constitutional Debtholders – Puerto Rico
We are representing an ad hoc group of holders of constitutional debt, i.e., debt issued or guaranteed by the Commonwealth of Puerto Rico and entitled to priority under the Commonwealth Constitution. The members of the ad hoc group at one point held in excess of $3 billion face amount of constitutional debt, making it the largest bondholder group in the Commonwealth’s pending Title III case. The Commonwealth’s Title III case is the first case to be administered under a newly enacted federal insolvency law, raising a host of complex and novel legal issues not typically present in a typical corporate restructuring. In January 2022, the Title III court confirmed the Commonwealth’s plan of adjustment, which is expected to become effective in the first quarter of 2022.
We serve as bankruptcy counsel to CalPlant I Holdco, LLC and CalPlant I, LLC in their chapter 11 bankruptcy cases. CalPlant is nearing completion of the world’s first manufacturing plant capable of producing medium-density fiberboard using rice straw as feedstock. CalPlant filed for chapter 11 in October 2021 to conduct a marketing process for substantially all of its assets and/or restructure approximately $380 million in secured debt.
Former Judge James M. Peck has continued to attract a wide range of court-ordered and private mediation assignments. The public engagements include the successful resolution of avoidance actions in the Miami Metals chapter 11 case in the Southern District of New York and the Our Alchemy chapter 7 litigation in the District of Delaware asserting complex claims and defenses arising out of the failed acquisition of a digital media business. There is a discernable trend, however, in confidential engagements that fit within an emerging category of “synthetic bankruptcies”. We are involved currently in one such bespoke claim resolution process that is intended to achieve beneficial agreements between and among counterparties while avoiding the expense, delay, and potential value destruction of a formal bankruptcy case. We are unusually well positioned for other assignments in this new “synthetic” arena for liquidations and restructurings.
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