Davis Polk Advises Second-Lien Agent and Steering Committee in Connection with Fieldwood Energy LLC’s Emergence from Chapter 11
4/13/2018

Davis Polk advised the administrative agent on behalf of a steering committee of lenders under Fieldwood Energy’s prepetition first-lien, first-lien last-out and second-lien facilities and as administrative agent under Fieldwood Energy’s junior secured debtor-in-possession credit facility in connection with the chapter 11 restructuring of Fieldwood Energy LLC and certain of its subsidiaries.

Fieldwood Energy emerged from bankruptcy on April 11, 2018, in accordance with its confirmed chapter 11 plan of reorganization, which Davis Polk played a pivotal and leading role in structuring and negotiating. As part of the restructuring, the company acquired Noble Energy’s deepwater oil and gas assets in the Gulf of Mexico for a purchase price of $480 million and equitized the entirety of its $845.5 million second-lien facility and closed a new money rights offering of $525 million backstopped by the steering committee and the company’s sponsor, Riverstone Holdings LLC. The combined transactions reduced and/or refinanced more than $3.8 billion of secured debt and will significantly increase cash flow. On April 2, 2018, less than two months after the commencement of Fieldwood’s chapter 11 cases, Judge David Jones of the Bankruptcy Court for the Southern District of Texas confirmed the plan of reorganization. No other recent chapter 11 case has simultaneously combined a capital raise and an acquisition of this magnitude and the prepackaged bankruptcy was concluded with unprecedented speed. 

Certain members of the steering committee, along with Riverstone, also provided the debtor-in-possession credit facility.

Fieldwood Energy LLC is the largest oil and gas exploration and production company in the Outer Continental Shelf of the Gulf of Mexico. The company is headquartered in Houston, Texas.

The Davis Polk restructuring team includes partners Damian S. Schaible and Darren S. Klein and associates Natasha Tsiouris, Jonah A. Peppiatt and Erik Jerrard. The corporate team includes partner Stephen Salmon and associate Jason P. Thompson. The credit team includes partner Jinsoo H. Kim, counsel Christian Fischer and associate Scott M. Herrig. Members of the Davis Polk team are based in the New York and Northern California offices.