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Distressed Asset Acquisitions & Investments

Vinson & Elkins’ Restructuring & Reorganization lawyers routinely advise prospective purchasers and investors in various distressed asset acquisitions and investments through sales in bankruptcy cases, in out-of-court transactions, and via state law processes. Our lawyers frequently team up with V&E Mergers & Acquisitions lawyers to maximize results for clients seeking to acquire or invest in distressed assets. We also regularly advise clients regarding bankruptcy-related risks that may affect prospective investments, divestitures, and purchases. Our broad experience in the energy, commodities, retail, wholesale, manufacturing, real estate, and health care industries, among others, enables our team to understand the unique issues facing distressed investors and asset purchasers across many industries.

Experience Highlights

  • Riverstone Holdings in its capacity as second lien lender and private equity sponsor in connection with Fieldwood Energy’s restructuring, including the conversion of more than $1.6 billion in funded debt to equity, its $525 million new money rights offering, and the acquisition of Noble Energy’s deepwater assets in the Gulf of Mexico, all as effectuated through prepackaged chapter 11 cases

  • Rice Energy Inc., an oil and gas exploration and production company, in connection with its stalking horse asset purchase agreement with a subsidiary of Alpha Natural Resources, Inc., to acquire certain assets in central Greene County, Pennsylvania through Alpha’s chapter 11 bankruptcy proceedings for $200 million

  • Resource Energy Partners LLC  (sponsored by Apollo Global Management) as purchaser of substantially all of the E&P assets of American Eagle Energy Corporation pursuant to Section 363 of the Bankruptcy Code (District of Colorado)

  • TH Exploration III, LLC as the section 363 stalking horse bidder for the Appalachia Assets marketed for sale in the chapter 11 case of Stone Energy filed in Houston, Texas

  • Shelf Subsea Services, an SCF Partners portfolio company, in the $17 million acquisition of the Australian and Asian assets of Cal Dive International; distressed acquisition after Cal Dive parent in US sought chapter 11 protection

  • Sanjel Corporation and affiliated entities as debtors in chapter 15 proceedings in Western District of Texas in relation to foreign main proceeding under Canadian Companies’ Creditors Arrangement Act (CCAA) and sale of domestic and international assets in the two proceedings 

  • Jonah Energy, LLC in connection with its asset purchase agreement with LINN Energy, Inc. to acquire natural gas and oil producing properties in the Jonah and Pinedale fields

  • Patterson-UTI Energy, Inc., a provider of contract drilling and pressure pumping services, in the all-stock transaction purchase agreement from Seventy Seven Energy Inc.

  • An asset purchaser in the Chapter 11 bankruptcy case of Delphi Corporation, an auto manufacturer, filed in the United States Bankruptcy Court for the Southern District of New York (named a 2009 Deal of the Year by Asian-Counsel)

  • A private equity firm as plan sponsor in connection with the acquisition of Handy Hardware, Inc., a retail hardware store chain, pursuant to confirmed Chapter 11 plan in United States Bankruptcy Court for the District of Delaware

  • A private equity firm in connection with board representation and investment exit in a distressed E&P company

  • The purchaser of substantially all domestic assets and foreign subsidiaries of Maxide Music, Inc. (f/k/a DMX Music, Inc.) in its chapter 11 case in Delaware; Maxide was a leading global producer of music and entertainment subscription services to business locations, customer subscribers, and airlines

  • The purchaser of substantially all assets of VF Brands, Inc., the chapter 11 debtor, including its Vlasic Pickle business and Swanson frozen dinners business for a $370 million purchase price

  • An asset purchaser in the Chapter 11 bankruptcy case of Gentek, a chemical company, filed in the United States Bankruptcy Court for the District of Delaware