Overview
Brian Kelly is a partner in the Financial Restructuring group at Paul Hastings and is based in the firm’s New York office. Mr. Kelly is a corporate transactional lawyer whose practice is focused on advising hedge funds, private equity funds and other investors, portfolio companies and corporate clients on mergers and acquisitions, divestitures, equity investments, restructurings and reorganizations, and general corporate and securities law matters, with a particular emphasis on distressed and special situations.
He regularly represents investors and creditors (including ad hoc lender groups and official committees) in out-of-court and in-court restructuring and distressed M&A transactions, and frequently counsels clients with respect to the complex structuring, securities law, corporate law, and corporate governance issues that arise in such transactions.
Mr. Kelly has a broad range of experience and expertise in structuring, negotiating, and executing distressed M&A and restructuring transactions including mergers, stock sales, asset sales, debt and equity exchange transactions, rights offerings, foreclosures, and equity investment transactions, and in negotiating and implementing post-restructuring corporate governance.
Accolades
- IFLR1000, Notable Practitioner
- The Legal 500 United States
- Turnaround Management Association, 2021 Turnaround of the Year: Mid-Size Company for American Addiction Centers
Education
- J.D., Order of the Coif, The Ohio State University Moritz College of Law, 2000; Managing Editor, The Ohio State Law Journal
- B.S., Miami University, 1993
Representations
Some of his notable bankruptcy and restructuring-related representations include the following:
- Aceto Corporation (official creditors’ committee)
- American Addiction Centers (ad hoc lender group)
- American Airlines (ad hoc lender group)
- ArborWorks (ad hoc lender group; out of court restructuring)
- Arcserve-StorageCraft (majority lenders; out of court restructuring)
- Avaya, Inc. (ad hoc lender group)
- Burkhalter Rigging (majority lender; out of court restructuring)
- Cenveo, Inc. (ad hoc lender group)
- Chaparral Energy (ad hoc lender group)
- CoinFLEX (lender/shareholder in Seychelles scheme of arrangement)
- Deluxe Entertainment Services Group (ad hoc lender group)
- Eagle Bulk Shipping (Chapter 11 debtor)
- FTX Trading Ltd. (official creditors’ committee)
- Genco Shipping & Trading (ad hoc lender group)
- Healogics, LLC (out of court restructuring)
- Intelsat S.A. (ad hoc lender group)
- JUUL (convertible noteholder)
- Linn Energy (ad hoc lender group)
- The McClatchy Company (official creditors’ committee)
- Monitronics International (ad hoc lender group; prepackaged plan)
- Panda Temple Power (ad hoc lender group)
- Pipeline Health (co-sponsor and secured lender)
- Plews & Edelmann (majority lender; out of court restructuring)
- Quicksilver Resources (ad hoc lender group)
- Seadrill Limited (ad hoc lender group)
- Southern Air Holdings (ad hoc lender group; out of court restructuring)
- Wahoo Fitness (ad hoc lender group; out of court restructuring)
Some of his notable corporate, private equity and M&A–related representations include the following:
- Bosque Power Company in the sale of its 800 MW power plant to Calpine
- CBS Broadcasting in the sale of its Television City property and studio production business to Hackman Capital
- Cenveo in its equity raise and recapitalization transaction, which involved a backstopped rights offering and a debt for equity exchange
- Cenveo in the sale of its envelopes businesses in a management buyout
- Deluxe Entertainment in the sale of its distribution business
- Deluxe Entertainment in the sale of its creative services businesses
- Family office in its purchase from the equity sponsor of a significant minority equity interest in a company that was recently taken private
- Hedge fund in providing bridge financing with an equity kicker to bridge to closing of a de-SPAC transaction
- Private equity firm in its purchase from the equity sponsor of a significant minority equity interest in a private aircraft leasing company
- Private equity firm in its purchase of multiple hydroelectric generation facilities from FirstEnergy
- Representations of various bidders (including stalking horse bids and credit bids) in auctions by various Chapter 11 debtors under section 363 of the Bankruptcy Code
- Special committee of LiveStyle Inc.’s board of directors in the sale of the company to its controlling shareholder
- T1 Power Holdings’ board of directors in the sale of its 768MW power plant to BKV, and the sale of its solar generation business
- Towers, Perrin, Forster & Crosby in its mergers of equals with Watson Wyatt
Engagement & Publications
- Co-author, “Debt Exchange Offers in the Current Market,” The Bankruptcy Strategist, July 2009, Vol. 26, No. 9
Involvement
- Member, Business Law Section, American Bar Association
- Member, Mergers and Acquisitions Committee
- Member, Business Bankruptcy Committee