Chapter 11 Success Story Nets Prestigious Award For 2 Houston Attorneys


HOUSTON (September 13, 2016)–The Turnaround Management Association (TMA) announced on September 12, 2016, that attorneys Matthew Okin and David Curry, Jr., from the Houston-based bankruptcy and commercial litigation boutique firm, Okin & Adams LLP, have been awarded the prestigious 2016 Transaction of the Year:  Mid-Sized Company.

Mr. Okin and Mr. Curry were part of a team of seven professionals who successfully guided Aziz Convenience Stores, the Debtor, out of Chapter 11 bankruptcy.   In a highly contentious and over-leveraged situation involving a business owner lacking sophisticated business and accounting systems, the professionals ran a multi-pronged process to maximize value for the estate.  The combined efforts led to a 100 percent recovery to all pre-petition creditors while preserving significant value, approximately $2 million, for the Debtor’s equity interest holders.

The team of seven consisted of Matthew Okin, Esq., Okin Adams LLP; David Curry Jr., Esq., Okin Adams LLP; Harold Bordwin, Keen-Summit Capital Partners LLC; Matthew Bordwin, Keen-Summit Capital Partners LLC; Douglas J. Brickley, formerly of The Claro Group LLC; Michael Gardner, The Claro Group; and Raymond Platz, The Claro Group.

The Turnaround Management Association will honor a total of 55 professionals at the 2016 TMA Annual Conference in Buena Vista, Florida, November 1-4.  One of the industry’s highest honors, the Turnaround and Transaction of the Year Award highlights the winners’ “dedication to hard work to restore struggling companies and save the jobs of many.”

Case Background

Aziz Convenience Stores, L.L.C., based in McAllen, Texas, was a privately owned and operated, independently branded chain of 28 classic convenience stores and gas stations (“c-stores”) located in Hidalgo County, Texas.

Prior to its Chapter 11 filing on August 4, 2014, Aziz had been experiencing unstable revenues due to the economic downturn, numerous competitors, and a high dependency on gasoline prices. This led to Aziz defaulting on approximately $27 million of indebtedness to First National Bank of Edinburg (FNE). FNE was subsequently taken over by the FDIC, which then sold Aziz’s loans to Plains Capital Bank. At the time of filing, in addition to the bank debt, Aziz owed sales taxes, penalties, and interest to the Texas State Comptroller of approximately $11 million.

When Aziz filed in the Southern District of Texas, the company listed real property assets valued at $16.2 million on its petition. On September 11, 2014, the Bankruptcy Court entered an order appointing Douglas J. Brickley from The Claro Group as Chief Restructuring Officer (CRO) and approving the retention of The Claro Group as Aziz’s financial advisor. On December 18, 2014, the Bankruptcy Court entered an order appointing Keen-Summit Capital Partners, LLC as Aziz’s investment banker. Negotiated auction bid procedures with the secured creditor obligated Aziz to complete a sale within a certain compressed timetable.

In January 2015, Keen projected approximately $3 million of EBITDA for the business. By the March 9, 2015, the letter-of-intent deadline, Keen had successfully solicited multiple bids for a “363-sale”, a sale of all of the assets of the debtor under Section 363 of the Bankruptcy Code; a refinancing; and a sale-leaseback. The highest offer at that time was a $28 million purchase offer by Susser Petroleum Property Company LLC d/b/a Sunoco (“Susser/Sunoco”). An order approving Susser/Sunoco’s asset purchase agreement as stalking horse was entered by the Bankruptcy Court on May 22, 2015.  Yet, on July 20, 2015, Keen conducted a spirited overbid auction among three qualified bidders. At the conclusion of the auction, Susser/Sunoco had submitted the highest and best offer of $41.6 million followed by a $41.5 million offer of Circle K Stores Inc. The going-concern sale to Susser/Sunoco closed on August 10, 2015.

Concurrently with the sale process, Okin Adams engaged with the secured lenders, creditors, and taxing authorities, which were fundamental to operate as a going concern. Further, Okin Adams negotiated favorable settlements with the Debtor’s primary secured lender and the taxing authorities significantly reducing liabilities.

As a result of all efforts, the Debtor was able to confirm a plan of reorganization providing for a 100 percent recovery to all pre-petition creditors while preserving significant value, approximately $2 million, for the Debtor’s equity interest holders. After approximately 14 months under chapter 11 protection, the Debtor successfully exited bankruptcy. On November 2, 2015, the Court entered an order confirming Aziz’s plan of reorganization.

About Okin Adams

Okin Adams is a boutique Texas law firm assisting businesses of all sizes with many of the legal, financial and strategic challenges they frequently face. We provide our clients with business-based, practical solutions to these challenges by applying years of experience in the areas of bankruptcy, commercial litigation, and corporate transactions.