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ProfessionalsAlice Belisle Eaton

Alice Belisle Eaton
Partner

Tel: +1-212-373-3125
Fax: +1-212-492-0125
aeaton@paulweiss.com

+1-212-373-3125
New York

1285 Avenue of the Americas
New York, NY 10019-6064
Fax: +1-212-492-0125

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A partner in the Restructuring Department, Alice advises creditor and debtor clients in corporate reorganizations and bankruptcies, with a focus on postpetition financings, exit financings and specialized finance structures. Her recent company-side matters include advising Revlon, The IMAGINE Group, Foresight Energy, Animal Supply Company, Preferred Sands, Expro Holdings, and Performance Sports Group and various portfolio companies of the firm’s private equity clients and recent creditor-side experience includes advising stakeholders in LSC Communications, Oasis Petroleum, Neiman Marcus, Extraction Oil & Gas, Exide Technologies, Whiting Petroleum Corporation, McDermott International, TOMS Shoes, PetSmart and an informal committee of certain holders of secured and unsecured notes of Chassix and Chassix Holdings.

Awards and Recognitions

In 2021, Alice was named as one of Law360’s “Bankruptcy MVPs.” Additionally, Alice was selected by Law360 as a “Rising Star” in 2011, noting her role in the successful bankruptcies of AbitibiBowater and CIT Group. Chambers USA recognizes Alice for her “rare combination of bankruptcy and financing experience” and cites clients who praise her for being “one of the best deal-side lawyers [they] have ever worked with.” Clients are “impressed with her ability to really work through complex issues and come up with solutions and able to work with a number of competing parties.” The Legal 500 writes that Alice’s “ease in grasping complex structures make her the perfect lawyer to attack difficult restructuring issues.”  She is recognized by The Best Lawyers in America for her work in Bankruptcy and Creditor Debtor Rights/Insolvency and Reorganization Law and was named in Lawdragon’s inaugural list of “500 Leading U.S. Bankruptcy & Restructuring Lawyers.” ]

Alice’s matters are routinely recognized by industry publications and associations. The M&A Advisor selected the restructuring of Performance Sports Group as its “Restructuring of the Year ($500M-$1B)” and The Turnaround Management Association (TMA) honored Alice with two awards—its 2018 “Transaction of the Year: Large Company” award for her work on Performance Sports Group’s chapter 11 case, and its 2016 “Turnaround of the Year: Mega Company” award for her work on behalf of Chassix Holdings Inc. debtholders. The Financial Times has recognized Alice’s work on a number of restructurings in its annual report on “U.S. Innovative Lawyers,” including “Highly Commending” her work on behalf of the Ad Hoc Committee of Dynegy Bondholders (2012) and CIT Group bondholders (2010), and “Commending” her work on the successful restructuring of AbitibiBowater (2011).

Alice frequently participates in industry events. She serves as co-chair of Practising Law Institute’s annual restructuring symposium, “Recent Developments in Distressed Debt, Restructurings and Workouts,” and she was a panelist at ABI’s VALCON Conference in 2020. Since 2018, Alice has also served as a member of the Complex Case Committee for the U.S. Bankruptcy Court for the Southern District of Texas, which is tasked with reviewing and recommending changes to the existing procedures for complex bankruptcy cases.

EXPERIENCE

Alice’s recent representative experience includes:

  • An ad hoc committee of noteholders of Neiman Marcus, one of the world’s largest omni-channel luxury fashion retailers, in (a) the company’s prearranged chapter 11 case and (b) a recapitalization transaction involving the exchange of unsecured notes into a new series of third lien notes and preferred equity in MyTheresa, a German luxury online retailer, and the issuance of new second lien notes
  • Foresight Energy, a leading producer of thermal coal based in the Illinois basin, in (a) its prearranged chapter 11 case that reduced over $1 billion of its funded indebtedness and (b) an out-of-court restructuring of approximately $2 billion of secured and unsecured debt and a follow-on refinancing of more than $1.3 billion of outstanding indebtedness
  • The ad hoc group of secured noteholders of LSC Communications, a Chicago-based provider of traditional and digital print products, in the chapter 11 cases of LSC and 21 affiliates
  • Revlon, a leading global beauty company, in its subsidiary’s successful out-of-court exchange offer
  • An ad hoc group of holders of securities issued by Exide Technologies, a manufacturer of automotive and industrial batteries, in a “credit bid” asset sale of the company’s international operations in more than 80 countries as part of the company’s chapter 11 liquidation. The chapter 11 process also involved a mediated settlement of the company’s environmental obligations with dozens of federal, state and local environmental agencies
  • The IMAGINE Group, a leading provider of visual print communications and experiential marketing solutions, in its recapitalization transaction, which involved a $550 million deleveraging and a $100 million new money investment
  • An ad hoc committee of unsecured noteholders of McDermott International, a fully integrated provider of technology, engineering and construction solutions to the energy industry
  • An ad hoc committee of noteholders of Mallinckrodt, a leading global biopharmaceutical company, in (a) Mallinckrodt’s chapter 11 cases and (b) a prior out-of-court exchange of $495 million of senior unsecured debt for new first lien senior secured notes, on a par-for-par basis
  • An ad hoc committee of noteholders in the chapter 11 restructuring of Whiting Petroleum, one of the largest independent exploration and production companies in the U.S. with over $3.4 billion in funded debt obligations
  • An ad hoc group of unsecured noteholders in the prearranged chapter 11 restructuring of Extraction Oil & Gas, one of the largest oil and gas exploration and production companies in the Rocky Mountain region, with approximately $1.7 billion of funded debt obligations
  • The term loan lenders of TOMS Shoes, a maker of casual footwear with a unique gifting mission, in the company’s out-of-court restructuring which resulted in the term loan lenders owning 100 percent of the equity of TOMS on account of (a) the conversion of $300 million of secured term debt into equity and takeback debt in TOMS and (b) a new money investment
  • Northwest Fiber in its $1.4 billion purchase, under section 363 of the Bankruptcy Code, of equity interests in certain subsidiaries of telecommunications provider Frontier Communications operating in Washington, Oregon, Idaho and Montana

Alice’s other representative restructuring matters include:

ENERGY

  • An ad hoc group of senior noteholders in the prepackaged chapter 11 cases of Oasis Petroleum, a Houston, Texas-based independent exploration and production company with a focus on unconventional crude oil and natural gas development. The prepackaged plan provided for the restructuring of about $2.23 billion of debt, including the extension and modification of its RBL facility, the conversion of the senior notes into all of the equity of the reorganized company, and the settlement of significant litigation claims
  • Preferred Sands, one of the leading producers of sand and resin coated proppants for North America’s oil and gas industry, in a comprehensive out-of-court restructuring that involved the equitization or renegotiation of more than $1.4 billion of funded indebtedness, the issuance of new debt and the carve-out of certain of its in-basin production assets into a new entity, Signal Peak Silica, LLC
  • An ad hoc group of noteholders of Brazos Valley Longhorn (f/k/a WildHorse Resource Development), a subsidiary of Chesapeake Energy Corporation, in the out-of-court restructuring of over $600 million debt. The restructuring took place via a tender offer and consent solicitation in which our clients received par value for their notes
  • NCSG Crane & Heavy Haul in the consensual recapitalization of its outstanding debt and equity, as implemented through a Canadian CBCA proceeding
  • Expro Holdings, a leading provider of well flow management services to the oil and gas industry, in its prepackaged chapter 11 case
  • Secured lenders of Boart Longyear, an Australian registered multinational supplier of drilling services, drilling equipment and performance tooling, in its Australian schemes of arrangement and related chapter 15 cases in the United States
  • An ad hoc committee of noteholders of Dynegy, a certified retail electric service provider, in the commencement and settlement of litigation arising from a prepetition transfer of assets, the company’s bankruptcy cases and prearranged restructuring of $3.6 billion of unsecured claims
  • The agent for postpetition lenders to James River Coal Company

CONSUMER AND RETAIL

  • Animal Supply Company, a national leader in pet food and supplies distribution, in an out-of-court restructuring transaction providing for the equitization of a significant portion of debt and the infusion of new capital
  • An ad hoc committee of cross-holders of PetSmart’s indebtedness
  • Performance Sports Group, a leading developer and manufacturer of sports equipment and apparel with products marketed under the BAUER, MISSION, MAVERIK and EASTON brand names, among others, as U.S. counsel in its complex U.S. and Canadian bankruptcy cases, including the going concern sale of its business to a leading Canadian private investment firm
  • Centerbridge Partners and Oaktree Capital Management in a term loan and stock purchase to recapitalize Billabong, a public corporation organized in Australia that specializes in the sale of apparel and accessories related to skateboarding and surfing
  • Silver Point Capital, as prepetition and postpetition agent for lenders to Hostess Brands, a leading manufacturer of bread and snack cakes, in all aspects of its chapter 11 case

SHIPPING

  • The ad hoc committee of noteholders of Horizon Lines, a Jones Act-registered shipping company, in the company’s out-of-court restructuring
  • An ad hoc group of lenders, and later the successor administrative agent, under shipowner-operator Eagle Bulk Shipping’s $1.2 billion secured credit facility in the company’s restructuring and prepackaged chapter 11 case

OTHER

  • Lenders and bondholders of CIT Group in providing rescue financing, as well as structuring and consummating the largest prepackaged bankruptcy ever completed
  • An informal committee of certain holders of secured and unsecured notes of Chassix and Chassix Holdings (now known as Aludyne), a metal parts supplier in the automotive industry, as well as certain lenders under Chassix’s postpetition and exit term loan credit facility, in Chassix’s restructuring through a prearranged chapter 11 case
  • AbitibiBowater (now known as Resolute Forest Products) in its complex, cross-border chapter 11 cases
  • Subordinated bondholders of Tekni-Plex Inc. in its successful out-of-court exchange offer and representing the company post-restructuring
  • The ad hoc committee of bondholders of The Rouse Companies with a pre-bankruptcy effort to consummate an out-of-court restructuring of $2.2 billion of bonds issued by The Rouse Companies/General Growth Properties

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