Image: Brian Kelly

Brian Kelly

Partner, Corporate Department


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 representing investment firms, public and private companies, creditors, equity holders and ad hoc groups in distressed M&A, financial restructuring (in-court and out-of-court) and special situations transactions.  He has a broad range of experience and expertise including with respect to the structuring, negotiation and implementation of mergers, stock sales, asset sales, debt and equity exchange transactions, rights offerings, and equity investment transactions. Mr. Kelly also regularly advises investors and companies on a broad range of corporate law, securities law and corporate governance matters. 


  • IFLR1000, Notable Practitioner
  • The Legal 500 United States
  • Turnaround Management Association, 2021 Turnaround of the Year: Mid-Size Company for American Addiction Centers


  • 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


Brian’s distressed and bankruptcy-related representations include financial restructurings and distressed M&A transactions involving, among others, the following companies:

  • Aceto Corporation (official creditors’ committee)
  • American Airlines (ad hoc noteholder group)
  • American Apparel (ad hoc noteholder group)
  • Avaya, Inc. (ad hoc noteholder group)
  • Blockbuster (ad hoc noteholder group)
  • Burkhalter Rigging (largest lender)
  • C&J Energy Services (majority stockholder)
  • Cenveo, Inc. (ad hoc noteholder group)
  • Deluxe Entertainment Services Group (ad hoc lender group)
  • Eagle Bulk Shipping, Inc. (debtor)
  • Eastman Kodak Company (official creditors’ committee)
  • EP Energy (official creditors’ committee)
  • Genco Shipping & Trading (ad hoc noteholder group)
  • Halcon Resources (noteholder group; consent solicitation)
  • International Shipholding Corp. (plan equity sponsor)
  • Linn Energy (ad hoc noteholder group)
  • Monitronics International (ad hoc noteholder group)
  • Mrs. Fields Original Cookies (largest noteholder and stockholder)
  • Next Wave Wireless (third lien lenders)
  • Panda Temple Power (ad hoc lender group)
  • Quicksilver Resources (ad hoc noteholder group)
  • Seadrill Limited (ad hoc noteholder group)
  • Southern Air Holdings (ad hoc lender group)
  • Syncora Holdings (ad hoc noteholder group)
  • Wastequip, LLC (largest lender)

Brian’s M&A and private equity-related representations include, among others, the following:

  • CBS Broadcasting in the sale of its CBS Television City property and studio production business to Hackman Capital Partners
  • Towers, Perrin, Forster & Crosby in its mergers of equals with Watson Wyatt
  • Bosque Power Company in the sale of substantially all of its assets to Calpine
  • Representation of a private equity sponsor in its purchase of multiple hydroelectric generation facilities from a public company
  • Representation of a private equity sponsor in its sale of 100% of the equity (trust interests) in a municipal waste-to-energy facility
  • Representation of the mezzanine lender, with respect to its equity coinvestment, in a private equity sponsor’s buyout of a Canadian manufacturer

Engagement & Publications

  • Co-author, "Debt Exchange Offers in the Current Market," The Bankruptcy Strategist, July 2009, Vol. 26, No. 9


  • Member, Business Law Section, American Bar Association
    • Member, Mergers and Acquisitions Committee
    • Member, Business Bankruptcy Committee

Practice Areas

Financial Restructuring




New York Bar


The Ohio State University Moritz College of Law, J.D. 2000

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