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Rights Offering: Introduction and Overview


Level: Advanced
Runtime: 61 minutes
Recorded Date: April 20, 2018
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Agenda

2:30 pm - 3:30 pm
  • Overview
  • Securities Law Exemptions
  • Relevant Agreements
  • Value Creation for Investors
  • Select Rights Offering Comps
  • Case Study: Chaparral Energy
  • Case Study: Expro International Group Holidngs, Ltd.
  • Case Study: C&J Energy Services, Ltd.
  • Case Study: Peabody Energy Corporation
  • Common Objections to Bankruptcy Rights Offerings
Runtime: 1 hour
Recorded: April 20, 2018

Description

This panel will provide an overview of rights offerings and issues that frequently arise, including limitations under the securities laws as to which creditors can participate, what happens to those creditors who cannot participate, what is a backstop party, who has the right to participate in the backstop, how backstop parties are compensated, and the limitations on the use of Section 1145 in connection with rights offerings and any securities subscribed for in rights offerings.

This program was recorded on April 20th, 2018.

Provided By

American Bankruptcy Institute
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Panelists

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Andrew M. LeBlanc

Managing Partner
Milbank, Tweed, Hadley & McCloy, LLP

Andrew M. Leblanc is a managing partner in the Washington, D.C., office of Milbank, Tweed, Hadley & McCloy LLP and is a member of the firm’s financial restructuring and litigation and arbitration groups. His practice focuses on complex commercial litigation, financial restructuring and international arbitration, with a particular focus on contested issues arising in bankruptcy cases.

Mr. Leblanc regularly represents official committees, secured and unsecured creditors, debtors and bidders in bankruptcy cases, as well as financial institutions as defendants in adversary proceedings brought as part of bankruptcy cases in courts throughout the country. His significant recent representations include lead trial counsel for the ad hoc group of noteholders in the In re Nortel Networks bankruptcy, Lightsquared Inc. in its bankruptcy and related litigation, the Refco litigation trustee in claims arising from the bankruptcy of Refco, LLC, the Transeastern defendants in a $500 million fraudulent transfer case in In re TOUSA, the lead lenders in the Texas Rangers bankruptcy, the lead second-lien noteholders in the In re DBSD bankruptcy, and Vitro SAB, a Mexican glassmaker that filed a chapter 15 petition in the U.S. Mr. Leblanc has been recognized as one of the leading lawyers in America for bankruptcy litigation by Chambers USA, Lawdragon and Benchmark Litigation, which recognized him as one of the “Top 10 Bankruptcy Practitioners in America” and as the 2017 and 2018 “Bankruptcy Lawyer of the Year.”

Mr. Leblanc received his B.S. from Rensselaer Polytechnic Institute and his J.D. from Harvard Law School.

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Michael O'Hara

Managing Director, Debt Advisory & Restructuring Group
Jefferies LLC

Michael O’Hara is co-head of the U.S. and a managing director in the Debt Advisory and Restructuring Group of Jefferies LLC in New York. He provides investment banking advisory services on a variety of restructuring and special-situation assignments for companies, creditors, corporate board committees, and acquirers and sellers of distressed assets.

Mr. O’Hara’s notable company/debtor assignments include AbitibiBowater, Akorn Pharmaceuticals, American Axle & Manufacturing, AIG, Ascent Resources Marcellus, Brock Group, Energy Future Holdings, EXCO Resources, Fusion Connect, Mallinckrodt, MoneyGram, Mrs. Fields, Quad Graphics (re: Vertis), RockPile Energy Services, Samson Resources, Southland Royalty Co., Taro Pharmaceutical, Travelport, Triangle Petroleum and Washington Mutual, among others. His creditor assignments have included Chaparral Energy, Dana, Delphi, Eastman Kodak, EP Energy, Extraction, Gulfport, Hostess Brands, Intrawest, Jupiter Resources, Lehman, Preferred Sands, Quicksilver Resources, Ultra Petroleum and Vanguard Natural Resources, among others.

Mr. O’Hara has worked on several sovereign situations, including Argentina (Enron/Azurix), Greece and Iceland (Kaupthing). He has served as a guest lecturer at the University of Chicago Booth School, Columbia Business School and the Wharton School at the University of Pennsylvania, among others, and has participated in many restructuring industry conferences.

Before joining Jefferies, Mr. O’Hara was a partner in the Restructuring and Special Situations Group of PJT Partners (formerly Blackstone). He also previously worked in the M&A groups at Wasserstein Perella & Co. and Stephens Inc.

Mr. O’Hara received his B.S. in finance from Georgetown University and his M.B.A. from Columbia Business School.

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Damian S. Schaible

Partner
Davis Polk & Wardwell LLP

Damian S. Schaible is a partner with Davis Polk & Wardwell LLP in New York and co-heads its Restructuring practice. He has experience in a wide range of corporate restructurings and bankruptcies, representing debtors, creditors, banks, hedge funds, asset-purchasers and other strategic parties in connection with pre-packaged and traditional bankruptcies, out-of-court workouts, DIP and exit financings, bankruptcy litigation, ? 363 sales and liability-management transactions.

Mr. Schaible has served on ABI’s Executive Committee and on the Executive Committee of the New York City Bar Association as its treasurer. In addition, he has worked with several major financial institutions on their resolution plans (“living wills”) as required under Dodd-Frank.

Mr. Schaible was twice named an “Outstanding Restructuring Lawyer” by Turnarounds & Workouts, most recently in 2020, and was named an “Energy MVP of the Year” by Law360 for 2017. He received his B.A. magna cum laude in political science from the College of the Holy Cross in 1998 and his J.D. magna cum laude from New York University School of Law in 2001, where he was a member of the Order of the Coif and served on the NYU Law Review. After law school, he clerked for Hon. Danny J. Boggs of the U.S. Court of Appeals for the Sixth Circuit.


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