Gregory F. Pesce
Greg Pesce is a partner in the Firm’s Financial Restructuring and Insolvency Practice and is based in the Chicago office. Greg focuses his practice on protecting and advancing the financial interests of corporate debtors and secured and unsecured creditors in the various transactional and litigation-related aspects of the debtor-creditor relationship. Greg was recently recognized in the 2021 edition of IFLR1000.
Greg has played a principal role representing sophisticated corporate debtors, investors and other key parties in some of the most complex restructuring cases and transactions.
In addition to his company-side representations, Greg regularly counsels a number of private equity and investment fund clients, both in and out of court, with respect to acquisitions of distressed assets and investments and corporate governance matters related to such clients' portfolio companies.
Greg also has significant experience advising companies, creditors, equity holders and other stakeholders in cross-border restructuring transactions, including situations in Hong Kong, Singapore, Peru, Canada, Australia and the United Kingdom.
Representative Company-Side Experience*
- Arena Energy, L.P. ― Representing Arena Energy, L.P., which filed a prepackaged Chapter 11 case in the U.S. Bankruptcy Court for the Southern District of Texas to pursue a sale of its assets as a going-concern. The sale — which is supported by Arena's first-lien revolving lenders and second-lien term lenders — will restructure more than $1 billion in funded indebtedness and address over $500 million of plugging and abandonment liabilities.
- Akorn, Inc. ― Representing Akorn, Inc. and certain subsidiaries ("Akorn"), a specialty generic pharmaceuticals company with approximately $861.7 million of funded indebtedness, in their Chapter 11 cases filed in the United States District Court for the District of Delaware.
- Whiting Petroleum Corporation ― Representing Whiting Petroleum Corporation and certain of its affiliates (collectively "Whiting") in connection with Whiting's prearranged Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas. Whiting is a Denver-based publicly traded independent exploration and production company with an oil focused asset base, employing approximately 500 employees and with funded debt of approximately $3.4 billion as of the Chapter 11 filing. Whiting entered into a restructuring support agreement with its unsecured noteholders, which contemplated a Chapter 11 plan that would provide 97% of the reorganized equity to noteholders and other holders of general unsecured claims, while still providing a recovery to existing equityholders in the form of the remaining 3% of reorganized equity. Through the deal reached with Whiting's lenders and noteholders, Whiting will delever its balance sheet by eliminating over $2.7 billion of funded debt.
- Westmoreland Coal Company ― Representing Westmoreland Coal Company and certain of its affiliates (collectively, "Westmoreland") in their Chapter 11 proceedings before the U.S. Bankruptcy Court for the Southern District of Texas. Westmoreland is the sixth largest North American coal producer, maintaining domestic coal operations in Montana, Wyoming, North Dakota, Texas, New Mexico, and Ohio, and Canadian coal operations in Alberta and Saskatchewan, and is headquartered in Englewood, Colorado. At the time the cases were filed, Westmoreland had funded debt obligations of approximately $1.4 billion. Westmoreland is pursuing a sale of its mining operations and commenced its Chapter 11 cases with a restructuring support agreement entered into with a substantial majority of its key lender constituents.
- Cenveo, Inc. ― Representing Cenveo, Inc. and its domestic subsidiaries in their prearranged Chapter 11 restructuring in the U.S. Bankruptcy Court for the Southern District of New York. Cenveo, Inc. is a leading global provider of print and related resources headquartered in Stamford, Connecticut with a worldwide distribution platform. Cenveo commenced its Chapter 11 restructuring in connection with its entry into a Restructuring Support Agreement with noteholders representing over 50% of its first lien debt and related agreements with certain of its prepetition secured creditors to provide up to $290 million in debtor-in-possession financing. These agreements permitted Cenveo to expeditiously complete its reorganization.
- Petroflow Energy Corp. ― Represented Oklahoma-based oil and gas exploration and production company Petroflow Energy Corp. in connection with its out-of-court restructuring.
- Algeco Scotsman ― Represented Algeco Scotsman, leading global business services provider focused on modular space, secure portable storage solutions, and remote workforce accommodation management, in connection with certain transactions.
- Studio City International ― Represented Studio City International, a Macau casino, in connection with funded debt liabilities with more than 3 million.
- Global A&T Electronics Ltd ― Advising Global A&T Electronics Ltd (GATE) (owned by Affinity Equity Partners and TPG Capital) on the restructuring of senior secured notes issued by GATE. In 2018, the Turnaround Management Association's Chicago/Midwest Chapter recognized the successful restructuring of Global A&T Electronics with its "Large Transaction of the Year Award."
- Sherwin Alumina Company, LLC ― Represented Sherwin Alumina Company, LLC, a Texas Gulf Coast producer of aluminum oxide, or alumina, in its Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas.
- Ultra Petroleum Corp. ― Represented Ultra Petroleum Corp. (Ultra), a publicly-traded, independent oil and natural gas exploration and production company—in its Chapter 11 restructuring in the United States Bankruptcy Court for the Southern District of Texas in 2017. Ultra has historically been one of the lowest-cost operators in the domestic oil and gas industry. Ultra's principal assets are its Pinedale Field properties in Wyoming.
- ITR Concession Company LLC ― Represented ITR Concession Company LLC (ITRCC), the operator of the Indiana Toll Road that stretches from Chicago to Ohio, in its prepackaged Chapter 11 plan of reorganization. The plan, which secured the unanimous support of ITRCC's equity sponsors and nearly 99 percent of ITRCC's senior secured creditors prior to its Chapter 11 filing, will allow ITRCC to restructure more than $6.01 billion of senior secured debt that was incurred in connection with the 2006 privatization of the Indiana Toll Road, one of the largest public infrastructure privatization transactions on record.
- FA Liquidating Corp. (f/k/a Fisker Automotive, Inc.) ― Represented FA Liquidating Corp., formerly known as Fisker Automotive,in its Chapter 11 cases and in its successful sale of substantially all its assets to an affiliate of Wanxiang America Corp. following a robust competitive auction process.
- Edison Mission Energy ― Represented Edison Mission Energy in its Chapter 11 restructuring of approximately $3.7 billion of senior unsecured notes and other obligations. EME, through its subsidiaries, owns or leases and operates a portfolio of more than 40 electric generating facilities powered by coal, natural gas, wind, and biomass (with aggregate existing project indebtedness of approximately $1.5 billion), as well as an energy marketing and trading operation.
- In re MSR Resort Golf Course LLC ― Represented MSR Resort Golf Course LLC and 29 affiliated entities ("MS Resorts") in all aspects of their Chapter 11 reorganization. MS Resorts invested in, owned, and operated five iconic luxury resort properties with related real estate properties and amenities, including: the Grand Wailea Resort Hotel & Spa in Maui, Hawaii; the La Quinta Resort & Club and PGA West in La Quinta, California; the Arizona Biltmore Resort & Spa in Phoenix, Arizona; the Doral Golf Resort & Spa in Miami, Florida; and the Claremont Hotel Club & Spa in Berkeley, California. As of the February 1, 2011 commencement of its Chapter 11 cases, MS Resorts reported approximately $2.2 billion in consolidated assets and $1.9 billion in consolidated liabilities, including a $1.0 billion securitized mortgage loan and $525 million in aggregate principal of mezzanine loans.
- Horizon Lines, Inc. ― Represented Horizon Lines, Inc. and its subsidiaries ("Horizon"), the nation's leading domestic ocean shipping and integrated logistics company, in connection with an out-of-court restructuring in April 2012 that resulted in the termination of certain vessel charter obligations related to Horizon's discontinued trans-Pacific service and a net debt reduction of approximately $188 million, with Horizon's earnings and cash flows being further improved through the termination of $32 million in annual vessel charter obligations for leased ships and the elimination of lay-costs for idle vessels. Horizon owns or leases a fleet of 20 U.S.-flag containerships and operates five port terminals linking the continental United States with Alaska, Hawaii, Guam, Micronesia and Puerto Rico. The company provides express trans-Pacific service between the U.S. West Coast and the ports of Ningbo and Shanghai in China, manages a domestic and overseas service partner network and provides integrated, reliable and cost competitive logistics solutions. Horizon Lines, Inc., is based in Charlotte, NC, and trades on the New York Stock Exchange under the ticker symbol HRZ.
Representative Creditor, Equity Sponsor, and Other Stakeholder Experience*
- KPS Capital Partners, LP — Represented KPS Capital Partners, LP ("KPS") as DIP lender, stalking horse bidder, and ultimate purchaser of Briggs & Stratton Corp. and its affiliates ("Briggs & Stratton"). The $550 million acquisition was approved in Briggs & Stratton's Chapter 11 cases in the Bankruptcy Court for the Eastern District of Missouri.
- Alta Mesa Holdings, LP — Represented BCE-Mach III LLC, the third partnership between Bayou City Energy Management LLC and Mach Resources LLC, on its acquisition of substantially all of the upstream oil & gas assets of Alta Mesa Holdings, LP and its subsidiaries and the midstream assets of Kingfisher Midstream, LLC and its subsidiaries as part of the sellers' Chapter 11 bankruptcies and associated 363 sale processes. Kirkland also advised Bayou City Energy Management LLC, one of Alta Mesa's largest equity holders, regarding a global settlement effectuated in connection with the asset sale transaction.
- Bristow Group Inc. — Represented an ad hoc group of unsecured noteholders (the "Unsecured Ad Hoc Group") in the Chapter 11 cases of Bristow Group Inc. and its affiliated debtors (collectively, "Bristow") in the U.S. Bankruptcy Court for the Southern District of Texas. Bristow is a publicly-traded helicopter services company with funded debt obligations exceeding $1.7 billion. Following the filing of Bristow's cases, Kirkland assisted the Unsecured Ad Hoc Group in negotiating an amended restructuring support agreement with Bristow and its secured creditors that resulted in a restructuring led by the Unsecured Ad Hoc Group that includes a $385 million rights offering to be consummated through a Chapter 11 plan.
- Tenet Healthcare Corporation — Advised an affiliate of Tenet Healthcare in connection with the acquisition of certain assets of Neighbors Health LLC in court-supervised section 363 sale process in the United States Bankruptcy Court for the Southern District of Texas.
- Weatherly East Texas, LLC ― Representing Weatherly East Texas, LLC, as equity sponsor of Weatherly Oil & Gas LLC ("Weatherly"), in connection with its prearranged chapter 11 proceeding pending in the Southern District of Texas, where Weatherly will restructure over $100 million in term loan indebtedness and is seeking to sell substantially all of its assets.
- PT Central Proteina Prima Tbk. (an Indonesian aquaculture company) ― Representing an ad hoc group of holders of the US$325 million notes due 2020 in connection with the restructuring of the notes by way of a Singapore scheme of arrangement.
- Walter Investment Management ― Representing an ad hoc group of term loan lenders to Walter Investment Management in connection with that company's on-going, out-of-court restructuring.
- Centerbridge Partners, L.P. ― Represented Centerbridge Partners, L.P. in the recapitalization of Boart Longyear, through a series of multiple linked transactions, including a refinancing of indebtedness of approximately $225 million and equity investments of approximately $100 million. The transaction included a shareholder vote, an exchange of the company's bonds for equity and a backstop of a rights offering. Boart Longyear is a public Australian company and a leading worldwide provider of drilling services, drilling equipment and performance tooling for mining and drilling companies.
- China Fishery ― Representing an ad hoc committee of holders of the $300 million notes due 2019 issued by CFG Investment S.A.C. in connection with the resolution of their claims against the China Fishery group of companies.
- GSO Capital Partners LP ― Representing GSO Capital Partners LP as first lien lender under a $250 million prepetition bank facility, DIP lender, and plan sponsor in connection with prearranged Chapter 11 restructuring of Warren Resources Inc. and its subsidiaries in the Southern District of Texas.
- EMAS Chiyoda ― Representing secured lender in connection with the company's Chapter 11 filing in the Southern District of Texas, including negotiation of settlement of lender's claim in context of confirmation of Chapter 11 plan of reorganization.
- Alpha Natural Resources, Inc. ― Representing an ad hoc committee of second lien noteholders of Alpha Natural Resources, Inc., one of the largest coal producers in the United States, in its pending Chapter 11 restructuring, which will address approximately $4.2 billion in funded debt obligations and other legacy liabilities.
- Cal Dive International Inc. ― Representing the second lien lenders to Cal Dive International Inc. and its affiliates in connection with their pending Chapter 11 cases.
- Ocwen Financial Corporation ― Represented an ad hoc group of first-lien lenders under Ocwen Financial Corporation's $1.3 billion senior secured term loan facility.
- In re MF Global, Inc. ― Represented a commodity futures trading customer in connection with the liquidation of MF Global Inc.'s operations under the Securities Investor Protection Act (SIPA). Kirkland successfully negotiated and documented the sale of our client's multimillion dollar claim for segregated trading margin funds to a large financial institution.
- Delivery Agent: Represented HALO Branded Solutions as successful stalking horse bidder in connection with 363 sale in the District of Delaware.
* Matters prior to joining White & Case
Clerk & Government Experience
Judicial Intern, Honorable Ann C. Williams, United States Court of Appeals for the Seventh Circuit
PILI Fellow, The University of Chicago Mandel Legal Aid Clinic, Summer 2011
Speaker, "Modifying Labor and Retirement Obligations in Bankruptcy," 38th Annual Jay L. Westbrook Bankruptcy Conference, The University of Texas School of Law, Austin, TX, November 14–15, 2019.
Contributing Editor of the Norton Journal of Bankruptcy Law & Practice
The Irrelevance of Philadelphia Newspapers, ABI Bankruptcy Litigation Committee Review, May 2011
Second Prize, Third Annual ABI Bankruptcy Law Student Writing Competition (2011)