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Luke Smith joined Ropes & Gray’s business restructuring group in 2021 from another preeminent Chicago law firm. His practice focuses on all aspects of corporate restructuring, bankruptcy and insolvency proceedings, including advising public and private companies, boards, financial sponsors, and distressed investors in complex out-of-court liability management transactions, distressed acquisitions, and in-court chapter 11 proceedings. Luke’s experience spans a broad range of industries, including oil & gas, oilfield & construction services, metals & mining, media & entertainment, industrials, retail, and restaurant chains.
Experience
- Represented an ad hoc group of second lien lenders of Yak Access, LLC, a provider of temporary roadways to remote construction sites, in connection with its out-of-court recapitalization and exchange transaction, which eliminated over $500 million of debt. As part of the recapitalization, holders of second lien term loans received a significant primary equity stake as well as various series of preferred stock in the recapitalized Yak.
- Represented the largest equity holder and junior DIP Lender to Yellow Corporation and its affiliates, historically one of the largest less than truckload shipping providers in the United States, in Yellow Corporation’s pending Chapter 11 cases to address approximately $1.2 billion of funded debt obligations, multiemployer pension liabilities, liquidating sale transactions, and wind-down of all operations.
- Represented Juice Plus+ in the negotiation and consummation of an out-of-court restructuring transaction with the unanimous participation of the company’s lenders that reduced the company’s debt and preferred equity obligations by over $300 million, extended the maturities of its revolving credit facility and term loans by four and two years, respectively, and raised $30 million of new money from the company’s existing equity holders who retained control of the company.
- Represented Output Services Group, Inc. and certain of its affiliates in connection with its prepackaged Chapter 11 cases. Output Services Group is a leading provider of integrated customer communications and engagement services. The company’s plan of reorganization successfully restructured approximately $825 million of funded indebtedness through a consensual deleveraging of approximately $134 million and new money capital infusion of approximately $70 million. In 2023, The M&A Advisor recognized the successful restructuring of Output Services Group as “Information Technology Deal of the Year” as part of its 17th Annual Turnaround Awards.
- Represented an ad hoc group of first and second lien lenders of CHC Group LLC, the global rotary wing aviation services provider, with respect to, among other things, approximately $100 million of new money financing and an out of court exchange involving up to approximately $500 million of existing first and second lien debt.
- Represented KKR/Venado Oil & Gas, LLC in connection with the bankruptcies of both Sanchez Energy Corporation and Gavilan Resources, LLC.*
- Represented J. C. Penney Company, Inc. and 17 of its affiliates in their pre-arranged Chapter 11 cases. JCPenney, an iconic American retail staple tracing its roots back to 1902, includes private brands such as Liz Claiborne, St. John’s Bay, Stafford, and Arizona Jean Co. JCPenney employs more than 85,000 people, manages a massive supply chain with nearly 3,000 vendors and eleven domestic shipping facilities, and operates approximately 850 stores in the United States and Puerto Rico, in addition to a substantial e-commerce business. With approximately $4.9 billion in debt, JCPenney entered bankruptcy with a Restructuring Support Agreement that carries broad first lien stakeholder support and is expected to substantially de-lever the company’s balance sheet.*
- Represented Murray Energy Holdings Co. and certain of its subsidiaries in their Chapter 11 cases in the United States Bankruptcy Court for the Southern District of Ohio. Murray is the largest privately-owned coal company in the United States, headquartered in St. Clairsville, Ohio, and has operations primarily in Ohio, West Virginia, Kentucky, Alabama, Illinois, Utah, and Colombia, South America. Murray employs nearly 5,500 people, including approximately 2,400 active union members. Murray entered Chapter 11 with approximately $2.7 billion in prepetition funded debt and more than $8 billion in actual or potential pension and employee benefit obligations.*
- Represented Jason Industries, Inc. and its subsidiaries in their Chapter 11 cases in the United States Bankruptcy Court for the Southern District of New York. Jason is a publicly-traded global industrial manufacturing company that provides mission critical components and manufacturing solutions—including brushes, polishing buffs, compounds, and seating products—to customers across a wide range of end markets, industries, and geographies. On June 24, 2020, Jason solicited and filed its prepackaged Chapter 11 cases with the support of over 87% of its first lien lenders under a restructuring support agreement. If approved, the prepackaged plan will deleverage Jason’s balance sheet by approximately $250 million and leave general unsecured claims unimpaired.*
- Represented Blackhawk Mining LLC and its affiliates in their prepackaged Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. Blackhawk is a leading metallurgical coal producer based in Lexington, Kentucky, and has operations primarily in West Virginia and Kentucky. Blackhawk employs more than 2,800 employees. Blackhawk entered Chapter 11 to implement a prepackaged plan of reorganization that will eliminate approximately $650 million of the Company’s nearly $1.1 billion in prepetition funded debt.*
- Represented McDermott International, Inc. and 225 of its subsidiaries and affiliates, including 107 foreign domiciled entities, in their prepackaged Chapter 11 cases in the U.S. Bankruptcy Court of the Southern District of Texas. McDermott is a premier, global upstream and downstream engineering, procurement, construction, and installation company and employs over 42,000 individuals across 54 countries and six continents. McDermott’s prepackaged Chapter 11 cases were confirmed in less than 60 days and contemplated a transaction that re-equitized the company, deleveraged over $4 billion of funded debt, preserved an unprecedented $2.4 billion in prepetition letters of credit, left trade claims unimpaired, and included a sale of McDermott’s Lummus technology business for $2.725 billion. McDermott emerged from Chapter 11 only five months after the petition date.*
- Represented Mission Coal Company, LLC and its affiliates in their Chapter 11 cases in the United States Bankruptcy Court for the Northern District of Alabama. The company was headquartered in Kingsport, Tennessee with coal mining operations in West Virginia and Alabama. Mission Coal entered Chapter 11 to complete a sale process and, after an auction, received winning bids for three of its metallurgical coal mines. The company also successfully obtained court approval to modify its collective bargaining agreements through sections 1113 and 1114. After a highly contested plan and sale process, Mission Coal obtained the support of its DIP Lenders, reached a settlement with the unsecured creditors committee, and as a result, in May 2019 the Court simultaneously approved the sales and confirmed the plan.*
- Represented iHeartMedia, Inc. and certain affiliates in connection with their prearranged Chapter 11 cases involving consolidated debts of more than $20 billion—the largest filed in 2018. iHeart is the largest radio broadcaster in the United States and specializes in radio, digital, outdoor, mobile, social, live events, on-demand entertainment and information services for local and national communities. iHeart’s plan of reorganization reduced the company’s funded debt by over $10 billion. In 2020, the Turnaround Management Association recognized the successful restructuring of iHeartMedia, Inc. with its “Mega Company Transaction of the Year Award.”*
- Represented EXCO Resources, Inc. in its Chapter 11 restructuring in the U.S. Bankruptcy Court for the Southern District of Texas. EXCO Resources, Inc. is an oil and natural gas exploration, exploitation, acquisition, development and production company headquartered in Dallas, Texas with principal operations in Texas, North Louisiana and the Appalachia region. EXCO listed approximately $1.4 billion of funded debt obligations at the time of filing.*
*Experience prior to joining Ropes & Gray