Milbank LLP is advising debtors through various stages of three chapter 11 matters, including:
- OneWeb Global Limited: After OneWeb Global Limited’s (“OneWeb”) plans to roll out the first high-speed internet connectivity network through a low-earth orbiting satellite constellation were halted by COVID-19, the London-based satellite communications company filed for chapter 11 protection on March 27, 2020 in the United States Bankruptcy Court for the Southern District of New York (“Bankruptcy Court”). Milbank is advising OneWeb and its affiliated debtors and debtors-in-possession in the jointly administered pending chapter 11 cases, aiming to sell its international broadcast spectrum licenses, with the company listing approximately $3.3 billion in assets and $2.1 billion in liabilities.
In order to continue OneWeb’s existing operations, Milbank filed customary motions with the Bankruptcy Court that, if authorized, will enable OneWeb to fund its business through existing cash collateral. In conjunction, OneWeb is preparing for the potential sale of its business, pursuant to Section 363 of the US Bankruptcy Code, and as such is negotiating debtor-in-possession financing that would allow it to satisfy financial commitments resulting from the sale.
The Milbank team includes Financial Restructuring partners Dennis Dunne, Andrew Leblanc, Lauren Doyle, Tyson Lomazow and Nicholas Angel; Transportation & Space partners Dara Panahy and Peter Nesgos; and Tax partner Russell Jacobs.
- American Commercial Lines, Inc.: Milbank successfully obtained confirmation of Indiana-based river barge company American Commercial Lines, Inc.’s (“American Commercial Lines”) prepackaged plan of reorganization on March 20, 2020, just six weeks after the company filed for chapter 11 protection in the Southern District of Texas. The company, which operates about 3,500 cargo barges, filed for bankruptcy after historically severe weather and economic pressure rendered its $1.48 billion in secured debt unserviceable.
Ninety-seven percent of the American Commercial Lines’ term loan lenders and all of the company’s equity interests approved the plan, which reduces its funded debt by nearly $1 billion. Under the plan, unsecured creditors will be paid in full, and term loan lenders will receive 95 percent of new common equity and 100 percent of “Take Back Preferred Equity” of the reorganized debtors. Through a fully backstopped rights offering, the company will be able to access $150 million in cash, in addition to a new asset-based loan facility of up to $650 million. American Commercial Lines emerged from bankruptcy on April 30, 2020, preserving the business and protecting thousands of jobs.
The Milbank team was led by Financial Restructuring partners Dennis Dunne, Samuel Khalil and Andrew Leblanc, and included Alternative Investments partner Albert Pisa, Financial Restructuring special counsel Brian Kinney and Financial Restructuring associate Parker Milender.
- Internap Corporation: On March 16, 2020, Milbank filed chapter 11 bankruptcy protection petitions on behalf of Internap Corporation and certain affiliates (together, “INAP”) in the United States Bankruptcy Court for the Southern District of New York (“Bankruptcy Court”). Milbank has served as counsel to the global provider of premium data center infrastructure and cloud solutions since January 2020, when INAP approached the firm to help it navigate complex financial challenges. Stemming from market competition that resulted in sinking profits and a liquidity crisis, INAP’s balance sheet was insurmountably overleveraged, holding approximately $463.9 million of prepetition funded indebtedness and about $4 million cash on hand.
Prior to the filing in the Bankruptcy Court, and after INAP was unable to find a suitable buyer, the Milbank team successfully secured a Restructuring Support Agreement for an ad hoc group consisting of 77 percent of INAP’s prepetition term loan lenders, putting INAP on a path for success post-bankruptcy by deleveraging its balance sheet. The agreement backed a prepackaged reorganization chapter 11 plan which will equitize approximately $426.4 million of the company’s prepetition term loans, unimpair its general unsecured creditors, and allow current equity holders to obtain new equity in the reorganized company. Also pursuant to the agreement, the ad hoc group has already provided a $5 million bridge loan and will provide $70 million in debtor-in-possession funding. A May 4, 2020 combined hearing will determine the approval of INAP’s disclosure statement and prepacked plan.
The Milbank team included Financial Restructuring partners Dennis Dunne, Tyson Lomazow and Abhilash Raval, and associate Justin Cunningham.