NACD Board Leadership Conference NACD Chapter System NACDonline.org

9/9/16 Houston | Board Dynamics in a Restructuring Environment

Classroom
September 9, 2016
Houston, TX


Overview

 

Driven in large part by recent stress in the commodity sector, global high-yield default rates are expected to surpass long-term averages for the first time since August 2010.  As such, many companies are being forced to restructure their balance sheets.  Financial restructurings introduce, even to many seasoned board members, a new frontier of complexity and a departure from status quo.  A few of the multitude of potential issues with which boards must deal include a shift of fiduciary duties to include creditors, antagonism from lenders and vendors, misalignment of incentives between management and the board, an outsized reliance on outside advisors, changes in communication with management and “lame duck” tenures on the board.  The upshot is that restructuring processes dramatically change board dynamics. Our esteemed panel of experts and directors addressed these issues and more as it related to oversight from the boardroom in a restructuring environment.

 

To view the program in its entirety, Click HERE


Documents

 
  Master Bios 090916
  Finding The Empty Table_Heidrick & Struggles
  Key Takeaway Document 090916



Location and Time

 

Junior League of Houston
1811 Briar Oaks Lane
Houston, TX 77057


7:00am   Check-in and Networking Breakfast

7:30am   Roundtable Discussions

7:45am   Panel Discussion and Audience Q&A

9:15am   Closing and final networking



Speaker Spotlight

 

Harry Perrin

Partner, Restructuring & Reorganization, Vinson & Elkins
Director & Lifetime Vice President, Houston Livestock Show and Rodeo

Harry is a partner based out of the Houston office, who focuses his practice on national restructuring and reorganization matters. He has extensive experience representing various parties in out-of-court restructurings and complex chapter 11 cases, both as an attorney and as an investment banker/financial advisor. Harry has represented clients in a range of industries, including manufacturing; transportation; upstream, midstream, and downstream sectors of the energy industry; oil field services; power; petrochemicals; real estate; retail; sub-prime finance; professional sports; and mass media.

Prior to joining Vinson & Elkins in 2007, Harry was co-head of the restructuring arm of a Houston-based investment bank and financial advisory firm. He was also previously a partner in the Houston office of a national law firm, and a co-founding partner of a Houston-based business bankruptcy firm.

William Bill Transier

Founder and Chief Executive Officer, Transier Advisors, LLC
Director, Helix Energy Solutions Group, Inc., Paragon Offshore PLC, CHC Group, Ltd., Stonegate Production Company, LLC

Bill Transier is the Founder and Chief Executive Officer of Transier Advisors, LLC, an independent advisory firm providing services to energy companies facing stressed operational situations, turnaround, restructuring or in need of executive leadership advisement.

Prior to that, he was the Co-Founder, Chairman, CEO and President of Endeavour International Corporation from 2004 – 2015. Endeavour was an international oil and gas exploration and production company with dual listings on the New York and London stock exchanges. During the period from 2004-2014 the Company executed thirty-five debt and equity financing transactions and ten acquisitions and divestitures, which positioned the Company for growth. Enterprise value grew to approximately $1.6 billion. During this period the Company discovered three new oil and gas fields in the U.K. and achieved proof of concept for two new unconventional plays in the Marcellus and Piceance basins in the U.S. The Company successfully handled challenges caused by the credit crisis in 2008-2009 and by two separate attacks from debt and equity activists.

A natural disaster, followed by a mechanical failure of an outflow valve on the non-operated production facility hosting its largest producing asset in the U.K. North Sea, caused the Company to request a voluntary financial restructuring with its lenders. The complex five-tiered capital structure of the Company was restructured through a Restructuring Support Agreement (RSA) in October 2014 and agreed to by over two-thirds of each capital class. Due to the dramatic decline of oil prices in early 2015, the RSA was later modified into a Structured Settlement Agreement that was completed in November 2015.

As an industry leader, Transier identified challenges and provided solutions for the upstream industry that resulted in reforms to tax legislation, standardized decommissioning security agreements and access to infrastructure regulations in the U.K.

Prior to that, Transier served as Executive Vice President and CFO of Ocean Energy from 1996 to 2003. Transier was instrumental in the strategic transformation of Seagull Energy, a conglomerate of disparate real estate, exploration and production assets and public utility businesses into Ocean Energy, a worldwide oil and gas company with extensive deep-water assets in the Gulf of Mexico and international operations in eight countries. Ocean Energy was successfully merged into Devon Energy in 2003.

Transier was a partner and leader of KPMG LLP global energy practice. As a SEC Reviewing Partner, he led initial public offerings in the U.S. for several international companies, including Saga Petroleum (Norway), Bridas (Argentina) and PETRONAS (Malaysia). In 1986, he was the lead partner overseeing the restructuring of Panhandle Pipeline Corporation and the spinoff of Anadarko Petroleum Corporation. In 1991, he started the Firm’s office in Moscow. He resigned as a partner in 1996 to join Seagull Energy.

Transier is currently the lead independent director for Helix Energy Solutions Group, Inc., chairman of the Compensation Committee at Paragon Offshore PLC, member of the Audit Committee and Health, Safety and Environment Committee of CHC Group, Ltd., and sole Independent board member of Stonegate Production Company, LLC. He previously served on the boards of Cal Dive International Corporation, Reliant Energy, Inc., and Metals USA, Inc. He also served on the not for profits boards of Child Advocates, Inc., Escape Family Resources, Hobby Center for the Performing Arts, Houston Ballet, Natural Gas Supply Association and Texas Online Authority and Texas Department of Information Resources. He holds a Bachelor of Business Administration in Accounting at the University of Texas – Austin and a Masters of Business Administration at Regis University. In his spare time he loves to play golf, hiking, African photographic safaris and he is currently pursuing a graduate theology degree.


Becky Roof

Managing Director, Alix Partners

Becky possesses an extensive background in providing advisory and C-suite interim management services to underperforming companies in a broad array of industries, including exploration and production and oilfield services, technology, healthcare, pharmaceutical, hospital, retail, consumer, homebuilding, automotive, chemical, grocery, manufacturing, machining, and distribution. She has led numerous engagements requiring difficult and rapid actions in the areas of aggressive cash management, liquidity stabilization, cost reductions, business plan development and measurement, asset sales, strengthening of the finance and public reporting functions, lender, customer, and creditor negotiations, and complex out-of-court and in-court restructurings.

She was named a Women Leader in Consulting by Consulting Magazine in 2013. In 2014, she received the Turnaround of the Year Award from the TMA for her work at Kodak.

Becky has led teams from both interim management C-level officer roles and as an advisor. A few highlights include: • Advisor to a 1+ billion Oilfield Service Company during the implementation of its restructuring and related cost reduction activities • Advisor to middle market shipping company in its sale evaluation process • CRO of ERG Resources, LLC (middle market upstream E&P) • Advisor to a middle market upstream E&P company in evaluation of alternatives and rapid cost reduction • CFO of Eastman Kodak Company through its in-court restructuring • Global Controller of LyondellBasell Industries N.V., the 3rd largest chemical company globally • CFO of Fleming Foods, a food and grocery distribution company , through its in-court restructuring process and sale • CFO and CRO of Anchor Glass, a middle market glass bottle and jar manufacturer • CFO and CRO of Atkins Nutritionals, an international diet and nutritional foods company • CRA to PNI, a Canadian-based manufacturer of end assemblies for nuclear power plants • CAO and CRO of Taro Pharmaceuticals, an international generic drug manufacturer • CFO for United Companies Financial Corporation, a multi-billion subprime lender and mortgage servicer

Becky is a frequent industry speaker and lecturer at various universities. She is on the advisory board of Texas Wall Street Women, and is past-treasurer and a past member of the Executive and Management Committees of the American Bankruptcy Institute. She is a fellow of the American College of Bankruptcy and is a member of the Turnaround Management Association and the American Institute of Certified Public Accountants.

She is a CPA (licensed in Texas*), CMA, and CIRA, and graduated from Trinity University with a B.S. in Business Administration and B.A. in Geology.

* Although AlixPartners employs CPAs, it is not an accounting firm

Brandon Aebersold, Moderator

Managing Director, Lazard Freres & Co. LLC

Brandon Aebersold is a Managing Director in the Restructuring Group at Lazard Freres & Co. LLC, where he has worked since 2007. Prior to joining Lazard, Mr. Aebersold was an attorney at the law firm of Simpson, Thacher & Bartlett LLP, where he focused on M&A and leverage finance transactions.

Mr. Aebersold has experience in a wide range of corporate finance activities, including restructurings and reorganizations, M&A and high-yield and leveraged loan financings. He has represented a number of boards, companies, creditors and government entities in both in-court and out-of-court restructurings. Representative restructuring clients while at Lazard have included, among others, the following:

• Oil & Gas: Sabine Oil & Gas, Vantage Drilling Company and Hercules Offshore, Inc. • Retail: Toys “R” Us, Inc. and RadioShack Corp. • Healthcare/Medical Services: Savient Pharmaceuticals, Dendreon Corp., M*Modal, Inc. and Rural/Metro Corp. • Industrial: CEMEX SAB de CV, Exide Technologies and Wellman, Inc. • Financial Services: Lehman Brothers Holdings Inc. and iStar Financial Corp. • Real Estate: Tishman Speyer, Goldman Sachs (Whitehall Funds), LandSource Communities Development LLC and Crescent Resources LLC • Government/Other: U.S. Treasury and the VEBA Trust for the UAW

Mr. Aebersold has provided testimony in bankruptcy court in United States Bankruptcy Court District of Delaware and Southern District of New York, and has been a speaker at a number of conferences, including Valcon (American Bankruptcy Institute) and Distressed Investing and Deal Making (The Heyman Center of Corporate Governance). In addition, Mr. Aebersold has served as a guest lecturer at a number of colleges and graduate schools, including The University of Virginia McIntire School of Commerce (Advanced Corporate Finance I and II), The Wharton School at the University of Pennsylvania, Cardozo School of Law (Distressed Investing) and Wake Forest University School of Law (Realizing Value in Corporate Restructurings).

Mr. Aebersold received a B.A. (summa cum laude and phi beta kappa) from Furman University, a J.D. from the University of Virginia School of Law and a M.B.A. (with highest honors) from the University of Chicago Booth School of Business.

Accreditation

 




Question about this Event?

Contact NACD Texas TriCities Chapter 5773 Woodway Dr, Box 258, Houston, TX, 77057 phone: 832-369-7110 email: becky@nacdttc.org