Keith H. Wofford
Partner - (Leave of Absence)
Keith Wofford, co-managing partner of the firm’s 300-lawyer New York office, focuses on bankruptcy and creditors' rights. Keith primarily acts on behalf of investment funds specializing in distressed debt, and potential acquirors of assets of distressed companies. He regularly represents ad hoc committees of secured and unsecured creditors in Chapter 11 cases and in out-of-court workouts, and he also represents official committees in Chapter 11 cases.
Keith has been particularly active with respect to inter-creditor disputes, credit-bidding transactions and other acquisitions of company control through debt positions. In addition, he regularly represents clients in bankruptcy courts and other venues. Keith has represented a major energy trading concern with respect to the renegotiation or settlement of trading relationships (encompassing physical and financial trades) with several debtor counterparties (including Enron Corp., Bethlehem Steel Corporation, Mirant Corp. and others).
Prior to joining Ropes & Gray, Keith was a senior securitization analyst in the structured finance group at Moody's Corporation.
- Represents Elliott Management Corporation on business restructuring issues related to a $1.62 billion equity investment in FirstEnergy.
- Represents Elliott Management Corporation as the largest unsecured creditor in the chapter 11 cases of Energy Future Intermediate Holding Company LLC (“EFIH”) and its debtor affiliates. The restructuring is ongoing and involves complex legal issues relating to, among other things, tax matters, regulatory issues, and intercompany issues.
- Represents an ad hoc group of unsecured noteholders of both GenOn Energy, Inc. and GenOn Americas Generation, LLC (which note issues are nearly $3 billion in the aggregate). GenOn Energy and its subsidiaries are wholesale power generation subsidiaries of NRG Energy, Inc. GenOn Energy and its subsidiaries own and operate power generation facilities, with approximately 16,704 MW of net electric generating capacity located in the United States. GenOn Energy has approximately $1.830 billion of unsecured notes outstanding, and GenOn Americas Generation has approximately $695 million of unsecured notes outstanding. The restructuring involves complex legal issues relating to, among other things, intercompany agreements and claims (including fraudulent conveyance claims), and sale-leaseback transactions.
- Represented the official committee of unsecured creditors in the Chapter 11 cases of Linn Energy, LLC, and Berry Petroleum Company, both independent oil and gas exploration companies, pending before the United States Bankruptcy Court for the Southern District of Texas.
- Represented the official committee of unsecured creditors in the Chapter 11 cases of Sabine, an independent oil and gas exploration and production company with approximately $2.6 billion in funded debt obligations, which cases are pending before the United States Bankruptcy Court for the Southern District of New York. The cases involve complex legal issues relating to, among other things, an alleged fraudulent conveyance arising from a pre-bankruptcy merger between Forest Oil Corporation and Sabine Oil & Gas LLC.
- Represents an indenture trustee for $3.9 billion of first lien notes of Energy Future Intermediate Holding Company LLC and EFIH Finance Inc. (“EFIH”) and the Ad Hoc Group, in the Chapter 11 cases of EFIH and its debtor affiliates. The bankruptcy case is the largest ever filed in the District of Delaware and is the seventh largest Chapter 11 case filed in history (by liabilities).
- Represented certain second lien debt holders of movie studio Relativity Media before the U.S. Bankruptcy Court for the Southern District of New York.
- Represented EBIA at the U.S. Supreme Court arguing that the constitutional right to an Article III tribunal identified in Stern v. Marshall is not waivable by litigant consent, and that bankruptcy judges lack statutory authority to submit proposed findings of fact and conclusions of law to a district court in a proceeding deemed “core” where the bankruptcy court cannot adjudicate the proceeding because of constitutional concerns identified in Stern.
- Represented an ad hoc group of holders of more than $40 billion of residential mortgage-backed securities issued by subsidiaries of Residential Capital, LLC (ResCap), in the case of In re Residential Capital, LLC et al., a Chapter 11 proceeding before the U.S. Bankruptcy Court for the Southern District of New York.
- Represented an ad hoc group of first lien lenders to NewPage Corporation The Chapter 11 case of NewPage was filed in the U.S. Bankruptcy Court for the District of Delaware, and emerged in 2016.
- Represented an ad hoc group of holders of more than $2.5 billion in face amount of senior unsecured notes of Edison Mission Energy (EME), in In re Edison Mission Energy, et al., a Chapter 11 proceeding before the U.S. Bankruptcy Court for the Northern District of Illinois. EME, the merchant power subsidiary of Edison International, has $3.7 billion in senior unsecured notes outstanding, as well as other, potentially significant unsecured obligations.
- Represented the Official Committee of Unsecured Creditors of Charter Communications, Inc. in connection with one of the largest Chapter 11 cases in the country (the 9th largest filing in 2009), including the leading litigation regarding the nonconsensual reinstatement of senior secured bank debt (in excess of $11.8 billion). Charter Communications is a Fortune 500 company and the 4th largest cable operator in the United States.
- Represented hedge fund R3 Capital Partners in a sale and settlement transaction in the Chapter 11 cases of Lehman Brothers Holdings Inc. and its affiliates.
- Represented a Steering Committee of Term Lenders of Allied Systems Holdings, Inc. and its affiliates in connection with the evaluation of their legal rights and strategic options.
- Represented a group of US Term Lenders under the $2.5 billion credit facility of SemCrude, L.P., a mid-stream energy services company based in Oklahoma.
- Represented a Steering Committee of First Lien Term Loan Lenders ($265 million secured first lien credit facility) in the Chapter 11 case of Plastech Engineered Products, Inc. and its affiliates in the successful negotiation of a sale of substantially all the assets of the debtors. This sale included a credit bid of the First Lien Term Loan Lenders' secured debt, with substantial consideration flowing to the lenders from the buyers, and settlements with all the major constituencies in the case—the customers, the unsecured creditors and the equity holder.
- Represented certain project-level creditors in the Calpine Corporation bankruptcy in the negotiation of a global settlement of all disputes relating to the sale-leaseback transaction before the filing of Calpine's reorganization plan. Successfully litigated against PMCC's claims against Calpine and filed claims in excess of $500 million.
- Keith Wofford, “Recent Developments in Distressed Debt, Restructurings and Workouts 2018, Chapter 11 Releases and Jevic,” Practising Law Institute Course Handbook (January 31, 2018)
- Ben Ellison, Brian Rooder, Keith Wofford, and Steve Krause, “Recent Developments in Adequate Protection Under Section 361,” Norton Annual Survey of Bankruptcy Law, 2017 Edition (2017)
- David Djaha, Keith Wofford and Chrystal LaRoche, "Protect Yourself From the 'Bad Boys'," Real Estate Law & Practice section of The New York Law Journal (August 13, 2012)
- "Lender 'Collective Action' Doctrine Provokes Controversy," New York Law Journal (December 2009)
- Panelist, “Distressed Strategies,” Debtwire Investors Summit (April 26, 2018)
- Panelist, “Credit and the Changing Investment Landscape,” SEO Alternative Investments Conference (February 9, 2018)
- Faculty Speaker, “Recent Developments in Distressed Debt, Restructurings and Workouts 2018,” Practicing Law Institute (February 1, 2018)
- Panelist, “Distressed Investment Strategies,” Debtwire Investors Summit (April 6, 2017)
- Panelist, “Locking Up the Case: Plan Support Agreements, Intercreditor and Forbearance Agreements, and Other Strategies for Pre-determining a Case’s Outcome,” National Conference of Bankruptcy Judges (October 28, 2016)
- Panelist, “Distressed Investment Strategies,” Debtwire Investors Summit (May 24, 2016)
- Faculty Speaker, “Recent Developments in Distressed Debt, Restructurings and Workouts 2016,” Practicing Law Institute (January 29, 2016)