Tom MacWright is a partner in the New York office of White & Case’s Financial Restructuring and Insolvency Practice. Mr. MacWright regularly represents debtors, bondholders, banks and strategic and financial investors in connection with corporate bankruptcy matters and workouts.
Mr. MacWright has extensive experience representing large companies and creditors in cross-border restructurings. Mr. MacWright was counsel to Constellation Oil Services Holding S.A. (formerly QGOG Constellation S.A.) and its subsidiaries in their US$1.5 billion cross-border restructuring centered in Brazil and supported by ancillary proceedings in the United States and the British Virgin Islands. Mr. MacWright was also counsel to the OAS Group, a group focusing on construction operations and infrastructure investments with more than US$3 billion of debt, Aralco S.A., a sugar and ethanol producer, and Rede Energia S.A., a Brazilian energy conglomerate with more than US$3 billion in debt, in their respective cross-border restructuring and chapter 15 bankruptcy cases. In addition, Mr. MacWright represented New World Resources NV, a large mining company with operations in Poland and the Czech Republic, in its chapter 15 case recognizing and enforcing a UK scheme of arrangement restructuring more than US$1 billion of debt, and an ad hoc group of noteholders of Elpida Memory Inc., a large Japanese microchip manufacturer, in Elpida's heavily contested chapter 15 case in Delaware.
Mr. MacWright also has significant experience in sovereign and quasi-sovereign restructurings. Mr. MacWright recently represented the largest group of bondholders in the Republic of Argentina’s recent US$64 billion sovereign debt restructuring. The group was comprised of major institutional investors who collectively held in excess of US$17 billion of Argentina's bonds. Mr. MacWright similarly represented the largest group of bondholders in the Republic of Ecuador's recent US$17 billion sovereign debt restructuring. Both cases successfully settled in early September 2020 after extensive negotiations led to an exchange offer and consent solicitation. In each case, in addition to the negotiated commercial terms, Mr. MacWright successfully negotiated innovative enhancements to the bonds’ legal framework, including to the standard-form collective action clauses endorsed by the International Capital Markets Association. Mr. MacWright also advised OJSC International Bank of Azerbaijan ("IBA"), the largest bank in Azerbaijan, on the restructuring of approximately US$3.4 billion of its financial indebtedness, and two large Kazakhstan banks (BTA Bank JSC and Alliance Bank JSC) in their chapter 15 cases in New York.
Mr. MacWright also has extensive experience in chapter 11 cases in the United States, across many different sectors. For instance, he represented Dynegy Inc., one of the largest generators of electricity in the United States with more than US$6 billion of debt, and Revel Casino Resort, a US$2.4 billion casino project in Atlantic City, in their respective chapter 11 cases. He also represented large ad hoc groups of noteholders in the chapter 11 cases of American Airlines Inc., Washington Mutual Inc., Charter Communications Inc. and Lehman Brothers Holdings Inc., and represented secured lenders in the chapter 11 cases of Bennu Titan LLC, ATP Oil & Gas Corporation, ERG Resources Inc. and Nautilus Holdings Limited. In addition, Mr. MacWright represented the official committee of unsecured creditors in the Samson Resources chapter 11 case and major creditors in the Sanchez Oil and Gas and Maxus Corporation chapter 11 cases.
In the chapter 11 case of Zais Investment Grade Limited VII (a Cayman Islands-based cashflow CDO), Mr. MacWright represented a large hedge fund in commencing the first involuntary pre-packaged bankruptcy case in the United States. After significant litigation, the pre-packaged chapter 11 plan was successfully confirmed and consummated. The case was the first use of chapter 11 to unwind a CDO and demonstrated the ability to restructure structured products that were considered to be "bankruptcy proof."
Mr. MacWright also has extensive experience in municipal restructurings and chapter 9 bankruptcy cases. Among other representations, he represented a potential purchaser of/investor in the City of Detroit's water and sewage systems in the City of Detroit’s chapter 9 bankruptcy case, as well as the largest creditor, Yonkers Raceway, in New York City Off-Track Betting Corporations' chapter 9 bankruptcy case.
Mr. MacWright has done significant pro bono work. He represented the Asian American Legal Defense and Education Fund ("AALDEF") in filing amicus briefs with the Pennsylvania Supreme Court and the Commonwealth Court of Pennsylvania in support of a lawsuit seeking to enjoin Pennsylvania’s voter identification law prior to the 2012 elections. Mr. MacWright has also advised several human trafficking victims regarding potential civil claims against their traffickers.
While in law school, Mr. MacWright served as a judicial intern for Justice Fred Lewis of the Florida Supreme Court and for Judge Jose Martinez of the United States District Court for the Southern District of Florida.
Argentina and Ecuador sovereign debt restructurings
Mr. MacWright advised the Ad Hoc Argentine Bondholder Group (the Argentine Group), the largest group of the Republic of Argentina (Argentina) bondholders, in the successful restructuring of approximately US$64 billion of the country's external debt. The Argentine Group comprised major institutional investors who collectively held in excess of US$17 billion of Argentina's bonds. Additionally, Mr. MacWright advised the Ad Hoc Ecuador Bondholder Group (the Ecuador Group), the largest group of the Republic of Ecuador (Ecuador) bondholders, in the successful restructuring of the country's US$17.4 billion of sovereign debt. The Ecuador Group comprised major institutional investors who collectively held in excess of 53 percent of Ecuador's bonds. Both cases, following an exchange offer and consent solicitation, successfully settled in early September 2020. The restructuring terms provide Argentina and Ecuador with debt relief to help their governments address the challenges each country faces, while preserving bondholder value. In each case, in addition to the negotiated commercial terms, Mr. MacWright successfully negotiated innovative enhancements to the bonds' legal framework, including to the standard-form collective actions clauses endorsed by the International Capital Markets Association.
Constellation Oil Services Holding S.A. (formerly QGOG Constellation S.A.) and its subsidiaries (together, the Constellation Group) in its $1.5 billion cross-border restructuring
Mr. MacWright acted as international counsel to the Constellation Group, a market-leading provider of offshore oil and gas contract drilling and FPSO services in Brazil, in the restructuring of its approximately US$1.5 billion of New York law governed bonds, project finance loans, and working capital facilities. Mr. MacWright and White & Case negotiated a plan support agreement on behalf of the Constellation Group with a majority of the Group’s creditors and its shareholders. Pursuant to that agreement, certain entities within the Constellation Group commenced main insolvency proceedings (recuperação judicial) in Brazil in December 2018. Members of the Constellation Group also commenced ancillary chapter 15 cases in the US Bankruptcy Court for the Southern District of New York and "light touch" joint provisional liquidation proceedings in the British Virgin Islands (a first for that jurisdiction). After defeating objections filed in Brazil, the United States and the BVI, the Constellation Group successfully closed its restructuring plan in December 2019, which resulted in certain creditors and shareholders investing over $100 million of new money into the group.
International Bank of Azerbaijan in its chapter 15 case
Mr. MacWright advised OJSC International Bank of Azerbaijan (IBA), the largest bank in Azerbaijan, on the restructuring of approximately US$3.4 billion of its financial indebtedness. The restructuring was carried out in accordance with procedures for voluntary restructuring of bank liabilities under the Azerbaijan Law on Banks, and the restructuring plan was approved by creditors holding 93.9 percent of IBA's total indebtedness subject to the restructuring. IBA's indebtedness that was subject to restructuring was exchanged for US$2.27 billion in new direct sovereign obligations issued by the Ministry of Finance of the Republic of Azerbaijan, and US$1 billion in new debt securities issued by IBA. The transaction was critical to restoring IBA's – and the country’s – financial stability, as the bank accounts for approximately 40 percent of Azerbaijan's banking assets. Mr. MacWright represented IBA with regard to the recognition of the Azeri restructuring proceedings in the United States and successfully obtained, over the objection of several creditors, an order enforcing IBA’s restructuring plan in the United States under Chapter 15 of the US Bankruptcy Code from the United States Bankruptcy Court for the Southern District of New York.
First "Involuntary Pre-Pack" and Chapter 11 of a CDO
Mr. MacWright advised a large investment fund in commencing the first involuntary pre-packaged bankruptcy case in the United States against Zais Investment Grade Limited VII (a Cayman Islands-based cashflow CDO). After significant litigation, the pre-packaged chapter 11 plan was successfully confirmed and consummated. The case was the first use of chapter 11 to unwind a CDO and demonstrated the ability to restructure structured products that were considered to be "bankruptcy proof."