Joe Bain is a trial lawyer in the Houston office, where he specializes in complex commercial litigation. Joe has experience litigating and advising clients on a wide range of issues, including in the areas of oil and gas law, securities law, personal injury, contractual disputes, partnership disputes and intellectual property law.
Joe’s practice has a particular emphasis in bankruptcy-related litigation and restructuring, where he has considerable experience in a wide variety of bankruptcy-related issues, including in-court and out-of-court restructurings, valuation disputes, contested Chapter 11 plans, financing and cash collateral disputes, Chapter 7 bankruptcy issues, contested 363 sales, fraudulent transfer actions, preference actions, equitable subordination issues, assignments for the benefit of creditors (ABCs), substantive consolidation issues and fiduciary obligations of boards of directors in distressed situations. Joe also has experience in bankruptcy issues that are specific to the oil, gas and energy industries, including the application of forward contract safe harbors in bankruptcy, royalty recharacterization, Bankruptcy Code § 366 “utility” issues, treatment of plugging and abandonment liability, and the treatment of statutory liens. Joe has been named as a Texas “Rising Star” by Super Lawyers Magazine in 2016 and 2017.
Before joining EMH, Joe practiced at large, national firms in New York City and Houston. Joe also worked as an accountant and FP&A financial analyst for Dell, Inc. in Round Rock, Texas and as a consultant in the health care industry.
Outside of the office, Joe can usually be found at a Texas A&M football game or catching an Astros game at Minute Maid Park. However, having begun his legal practice in New York, Joe takes regular pilgrimages to the Big Apple and can be occasionally caught rooting for the Yankees and the New York Giants.
Super Lawyers (Texas Rising Star), 2016 and 2017
Articles Editor, George Mason Law Review
Led a team of EMH attorneys in advising GeoTrace Technologies, Inc. and its board of directors when the company was faced with a potential free-fall liquidation. After the lack of support for a Chapter 11 reorganization became apparent, EMH explored and advised GeoTrace on alternative forms of liquidating, including by use of a state-law assignment for the benefit of creditors. In the end, Joe assisted GeoTrace in negotiating a distressed M&A transaction with GeoKinetics Inc. and Silicon Valley Bank, which preserved GeoTrace’s remaining value and provided for a liquidation budget that was used to transition GeoTrace to an orderly liquidation through a Chapter 7 bankruptcy case.
Counsel of choice for Direct Energy on various bankruptcy issues across the country. Represented Direct Energy in the following bankruptcy cases, among others: (i) In re Atlas Resource Partners, L.P., et al., Case No. 16-12149 (Bankr. S.D.N.Y.); (ii) In re SunEdison, Inc., et al., Case No. 16-10992 (Bankr. S.D.N.Y.); (ii) In re Sports Authority Holdings, Inc., et al., Case No. 16-10527 (Bankr. D. Del.); (iii) In re Buffets, LLC, et al., Case No. 16-50557 (Bankr. W.D. Tex.); (iv) In re Vestis Retail Group, LLC, et al., Case No. 16-10971 (Bankr. D. Del.); (v) In re Fairway Group Holdings Corp., Case No. 16-11241 (Bankr. S.D.N.Y.).
Represented affiliate of Koch Industries in international restructuring of Sanjel Corporation. The case is pending in Calgary, Canada under Canada’s Companies’ Creditors Arrangement Act (“CCAA”) and as a Chapter 15 U.S. bankruptcy case in San Antonio, Texas.
Represented affiliate of Koch Industries in pursuing claims against Cabot Oil & Gas Corporation in lawsuit filed in Frio County, Texas. The case was settled on favorable terms.
Represented Koch Exploration Company in defending against claims in North Dakota lawsuit relating to production from the Bakken Formation.
Represented Dominion Resources Black Warrior Trust in contesting Debtors’ attempts to effectively convert production proceeds attributable to perpetual gas royalty in restructuring of Walter Energy, Inc.
Represented OHA Investment Corporation f/k/a NGP Capital Resources Company in defending against attempts to re-characterize OHA's position in term overriding royalties encumbering oil and gas leases located on the Outer Continental Shelf in the Gulf of Mexico in bankruptcy case of ATP Oil & Gas Corp.
Represented TPG Specialty Lending, Inc. and Tennenbaum Capital Partners, LLC as senior secured lenders to Global Geophysical Services. Contested attempts to non-consensually prime TPG and Tennenbaum’s liens as part of Debtors’ proposed debtor-in-possession financing.
Represented oil and gas operator in out-of-court restructuring of failed general contractor utilized for fracking operations in Bakken region.
Represented oilfield services company in successfully recovering outstanding obligations from operator for drilling operations performed in the Gulf of Mexico.
Represented Cerberus Capital Management, L.P. in its winning bid to acquire a portfolio of 64 hotels in InnKeepers USA Trust bankruptcy case.
Represented Cerberus Capital Management, L.P. in defending fraudulent conveyance claims asserted by the Official Committee of Unsecured Creditors in Mervyn’s LLC bankruptcy case.
Represented Owl Creek Asset Management, L.P. in contested confirmation hearing of Washington Mutual, Inc.
Represented survivors of Cameron Todd Willingham on pro bono basis in suit against the State of Texas, seeking posthumous exoneration from capital murder conviction for which he was executed in 2004.
“Regrettable” Effect of Rule 11 in Dow Corning Case, Law360, (co-author; appeared in “Appellate,” “Bankruptcy,” “Public Policy,” and “Texas” sections).
Fool Me Once: A Director’s and Officer’s Guide to Avoiding the Mistakes of the Past, 22 Norton Journal of Bankruptcy Law & Practice 1, Spring 2013 (co-author).
Avoid Mistakes of the Past, Bankruptcy Strategist, May 2012 (co-author).
Fifth Circuit Reconciles Lenders’ “Adequate Protection” Requirement With Bankruptcy Code’s Fallback Superpriority Administrative Claim, American Bankruptcy Institute Secured Credit Committee Newsletter, March 2011 (co-author).
Second Circuit Holds That Senior Creditors’ “Gifting” of Value to Existing Shareholder Under Reorganization Plan Violates Absolute Priority Rule, VC Experts, March 2011 (co-author).
Second Circuit Affirms Designation of Secured Lender Vote and Effective Cram Down: Warning to Vultures, Bankruptcy Strategist, Feb. 2011 (co-author).
In Re Scopac . . . 2 Years Later, Law360, (co-author; appeared in “Bankruptcy” and “Appellate” sections).