Milbank represented the Official Committee of Unsecured Creditors (the “Committee”) of M&G USA Corporation and its affiliated Debtors (“M&G”), which comprised the “chemicals division” of Mossi & Ghisolfi S.p.A., formerly the largest privately owned chemicals company in Italy and one of the largest producers of polyethylene terephthalate (“PET”) in North America. After commencing construction of what was contemplated to be the world’s largest vertically integrated PET plant in Corpus Christi, Texas, M&G experienced significant delays and massive cost overruns that ultimately precipitated its chapter 11 filings in the US Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) at the end of October of 2017.
On November 13, 2017, the US Trustee appointed the Committee, whose members consisted of international banks, trade creditors, the Pension Benefit Guaranty Corporation and M&G’s US labor union. Also on November 13, the Committee selected Milbank as its primary counsel.
Prior to Milbank’s appointment, M&G filed motions seeking to obtain post-petition financing, to use cash collateral of various M&G entities, to sell substantially all of M&G’s assets on an extremely expedited basis, and to require that substantially all of the asset sale proceeds would be used to repay secured debt. Upon its appointment, Milbank immediately prepared objections to these motions on behalf of the Committee and engaged potential asset purchasers and alternative finance providers to pressure test the relief sought by M&G. In less than four weeks, Milbank successfully obtained adjournments of several of M&G’s proposed deadlines, and reached a settlement on behalf of the Committee with M&G’s secured lenders that resulted in, among other things, an additional month of funding for M&G’s PET facility in Apple Grove, West Virginia (including payment of previously unbudgeted wages and benefits for its employees). With the benefit of additional time, Milbank led the Committee’s successful efforts to facilitate a third-party overbid for that facility – thereby significantly increasing value for M&G’s estates and preserving jobs at that facility.
In addition, Milbank commenced litigation on behalf of the Committee to re-characterize, equitably subordinate, and avoid the liens of M&G’s second-lien secured creditor and secured a favorable ruling from the Bankruptcy Court in respect of the sale process for M&G’s PET facility in Corpus Christi requiring that creditor to “backstop” any credit bid with cash or cash equivalents, pending resolution of the Committee’s litigation. After engaging with multiple potential purchasers for the Corpus Christi facility (including a consortium of bidders that included the defendant in such litigation), Milbank reached a global “bid support” agreement to settle the litigation and facilitate a value-maximizing bid by the consortium for the Corpus Christi facility, which would establish a litigation trust and fund the trust with up to $50 million to pursue additional recoveries and provide distributions to unsecured creditors under a chapter 11 plan.
After approval of the bid support agreement in April 2018, Milbank spent several months working with M&G and its stakeholders formulating the terms of such a chapter 11 plan and negotiating favorable settlement agreements with parties that had asserted substantial claims, resulting in significant enhancements to projected recoveries for unsecured creditors from the trust.
On December 17, 2018, M&G’s chapter 11 plan was confirmed by the Bankruptcy Court with the support of the Committee, and the plan subsequently went “effective” on December 31, 2018.
The team was led by Financial Restructuring partners Dennis Dunne and Abhilash Raval and included Financial Restructuring partners Lauren C. Doyle and Michael Price, Litigation & Arbitration partners Alan J. Stone and Alexander B. Lees, and Financial Restructuring special counsel Brian Kinney.
