In connection with Ultra Petroleum Corp. (“Ultra”) and its subsidiaries’ emergence from bankruptcy, Simpson Thacher represented the initial purchasers, led by Barclays Capital Inc., in connection with the Rule 144A/Regulation S offering by Ultra Resources, Inc., a wholly owned subsidiary of Ultra, of $700 million aggregate principal amount of 6.875% Senior Notes due 2022 and $500 million aggregate principal amount of 7.125% Senior Notes due 2025 (collectively, the “Notes”). Simpson Thacher also represented Barclays Bank PLC, Goldman Sachs Bank USA and BMO Capital Markets Corp. as joint lead arrangers in connection with a $800 million senior secured term loan facility and a $400 million senior secured reserve-based revolving credit facility, with an aggregate initial borrowing base of $1.2 billion (the credit facilities, together with the Notes, the “Exit Financing”). The Exit Financing was effectuated through a Chapter 11 plan of reorganization of Ultra and its subsidiaries (the “Plan”) confirmed by the Bankruptcy Court for the Southern District of Texas, Houston Division on March 14, 2017. The proceeds from the Exit Financing were used, together with cash on hand and proceeds from an offering of equity interests of reorganized Ultra to certain of its existing creditors, to fund the distributions provided for under the Plan and to pay certain fees, commissions and related expenses. Ultra emerged from bankruptcy on April 12, 2017.
Ultra is an independent energy company engaged in domestic natural gas and oil exploration, development and production. Following its emergence from bankruptcy, common stock of reorganized Ultra began trading on NASDAQ under the ticker symbol “UPL.”
The Simpson Thacher team for the transactions included Ken Wallach, Hui Lin, Lisa Zhang, Grady Chang and Sarah Pelham (Capital Markets); Robert Rabalais, Roald Nashi, Zachary Banks and Justin Thekkekara (Credit); Sandy Qusba, Edward Linden and M. Shin (Bankruptcy); Jacqueline Clinton (Tax); Linda Nyberg (Intellectual Property); Alisa Tschorke (Executive Compensation and Employee Benefits); Mike Isby and Louise Kruger (Environmental); and Jennie Getsin (Blue Sky). Tony Rim and Samantha Fox also provided valuable assistance.