Milbank successfully represented an ad hoc group of certain financial institutions (the “Ad Hoc Group”) holding legacy notes of Noble Corporation plc (together with certain of its affiliates, “Noble”) in Noble’s chapter 11 cases.
Noble, a global operator of an advanced fleet of 24 offshore oil and gas drilling units, filed for chapter 11 bankruptcy protection on July 31, 2020, with approximately $4 billion in funded debt obligations and mired in litigation brought on by its 2014 spinoff from Paragon Offshore.
Leading up to the bankruptcy filing, the Milbank team engaged in weeks of hard-fought negotiations and successfully entered into a restructuring support agreement (the “RSA”) on behalf of the Ad Hoc Group with Noble and an ad hoc group of holders of priority guaranteed notes. Pursuant to the RSA, Noble agreed to effectuate a consensual financial restructuring of its capital structure, reducing debt from approximately $4 billion to less than $450 million.
Noble’s plan of reorganization implements the transactions contemplated by the RSA by equitizing over $3 billion of the legacy notes and priority guaranteed notes and providing Noble with a $675 million first-lien exit financing facility. In addition, holders of legacy notes and priority guaranteed notes were offered the opportunity to participate in a rights offering for $200 million of new second-lien notes partially backstopped by the Ad Hoc Group. The rights offering also provided participating noteholders with additional stapled equity. The plan was confirmed on November 20, 2020, after receiving nearly unanimous support from Noble’s stakeholders.
The Milbank team was led by Financial Restructuring partners Evan Fleck and Matthew Brod and included partners Russell Kestenbaum and Russell Jacobs (Tax), Casey Fleck and Scott Golenbock (Corporate) and Fiona Schaeffer (Antitrust); and associates Justin Cunningham (Financial Restructuring), Alex Gefter (Capital Markets), Daniel Valenza and Alexandra Singer (Corporate), and Steven Quinn (Tax), among other Milbank attorneys.
