Michael Niebruegge's practice is concentrated in corporate, finance, bankruptcy and workout matters, primarily in the energy and mining industries. His wide-ranging experience includes the representation of the leading global lenders and financial advisors to oil and gas producers, refiners, pipelines and businesses; and corporations engaged principally in service and extractive businesses. On behalf of this client base, he negotiates and documents secured lending, syndicated loan, securitization, and agreements often with a commodity derivatives component; negotiates and documents debt restructurings; manages creditor disputes with other creditors and debtors; and advises on lease acquisitions and sales, joint operating agreements, volumetric production payments, and a myriad of other general corporate issues.
Michael has repeatedly been recognized by Chambers USA as a leader in the field of Banking & Finance. He was recently recommended as having "a very strong reputation in the market" and as "an icon in finance" who "knows the market terms and is very practical and user-friendly." Previous commentaries have described him as "an obvious top-tier choice" and "second to none in the market," with "professionalism and incredible congeniality with opposing counsel and clients." Earlier editions of Chambers USA have also described him as "'Pleasant, honest and totally reliable'... combining his 'extensive knowledge' with 'a constructive and helpful attitude.'" Michael is also listed in The International Who's Who of Banking Lawyers 2013, The International Who's Who of Business Lawyers 2013 and Best Lawyers 2013 in the areas of Banking and Finance, Corporate, Energy, and Project Finance. Additionally, Michael was named by Best Lawyers 2010 as Houston Banking Lawyer of the Year.
He joined Cadwalader with many years of experience in finance and energy law. He was previously with another law firm in private practice and, prior to that, served as Vice President and General Counsel with the Gulf Coast Royalty Company. From 1981 to 1982, Michael held a faculty appointment as a Lecturer in Business Law at Northwestern University Law School.
Michael received an A.B., cum laude, in Economics from Harvard College and earned his JD from Cornell Law School, where he was the Note and Comment Editor for the Cornell Law Review.
Volumetric Production Payments
• Represented Barclays Bank and its affiliates in the purchase of a volumetric production payment in the Barnett Shale in Texas for $1.152 billion. Barclays created a trust to purchase the VPP, financed the purchase, and hedged the gas volumes. Subsequently, its syndicated the financing. This was the first volumetric production payment carved out of shale gas formations in the United States.
• Represented Barclays Bank PLC as arranger in connection with the purchase of two volumetric production payments for $852 million in Oklahoma from Chesapeake Energy.
• Represented Capital One Bank as Administrative Agent and Wells Fargo Bank as hedge counterparty in connection with the purchase by Sooner Gas Trust of a volumetric production payment from Chesapeake Energy.
• Represented Wells Fargo Bank as Administrative Agent in connection with the purchase of a volumetric production payment by High Plains Natural Gas Trust.
Structured Commodities Transactions
• Represented Barclays Bank PLC as Calculation Agent in the amendment and restatement and the upsizing (from $10.5 billion to $16 billion) of Chesapeake Energy's multi-counterparty secured hedging facility. Under this facility Chesapeake can enter into oil, gas, and natural gas liquids hedges with the counterparties, subject to volume limits based on the value of designated oil and gas properties in various states. The hedge counterparties agree to share the collateral pursuant to the facility agreement.
• Represented hedge counterparty in connection with a secured net profits interest held by a trust.
• Represented hedge counterparty in unwind of a structured forward sale of natural gas.
• Represented Wells Fargo Bank in a repurchase agreement for ethanol.
• Represented Wells Fargo Bank in a repurchase agreement for cotton.
Reserve-Based Borrowing Base Credit Facilities
• Represented Bank of America as Administrative Agent in a $500 million borrowing base credit facility for Castex Energy Partners.
• Represented Magnum Hunter Resources as borrower under borrowing base revolver with Bank of Montreal as Administrative Agent.
• Represented a major Canadian bank as Administrative Agent under a $900 million borrowing base credit facility with a Gulf of Mexico producer.
• Represented Societe Generale as Administrative Agent in a reserve-based borrowing base credit facility with ERG Resources.
• Represented The Royal Bank of Scotland plc as Administrative Agent in a $925 million borrowing base credit facility with Energy XXI Gulf Coast, Inc., secured by oil and gas properties in the Gulf of Mexico. EXXI is the fourth largest producer in the Gulf of Mexico.
Second Lien Transactions
• Represented Wells Fargo Energy Capital as Administrative Agent in second lien credit facility with JW Energy secured by oil and gas properties in several states.
• Represented Wells Fargo Energy Capital as Administrative Agent in second lien credit facility with Bonanza Creek Energy secured by oil and gas properties.
• Represented developer in construction financing of several segments of the Community Renewal Enterprise Zone (the "CREZ") in Texas. The CREZ is the high voltage transmission line designed to connect west Texas wind farms to the electric grid.
• Represented borrower in $1,200,000 acquisition financing of a publically-held drilling company.
• Represented Bank of America as Administrative Agent in a secured revolving credit facility with Parker Drilling Company.
• Represented Bank of New York as collateral agent in financing for US Shipping LP.