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Noble Environmental doesn’t expect minority shareholder resistance in bankruptcy

Noble Environmental Power LLC, a wind-energy company backed by billionaire Michael Dell that filed for bankruptcy protection on Thursday, said it doesn’t expect any resistance from minority shareholders as it goes forward with a debt-for-equity restructuring deal that stands to benefit only one of its equity holders.

Noble lawyer Neil Herman, of the firm Morgan, Lewis & Bockius LLP, said at a hearing Friday in U.S. Bankruptcy Court in Wilmington, Del., that the wind-energy company has already struck an “agreement” with minority shareholders J.P. Morgan Chase & Co. and the Canada Pension Plan Investment Board regarding the wind-farm operator’s balance-sheet restructuring.

Mr. Herman said the company’s other minority shareholders, who, like J.P. Morgan and the pension plan will be wiped out under the proposal, have been informed of the plan.

“They’re very small holders….We don’t expect there to be a fight, but you never know,” Mr. Herman told Judge Kevin Gross.

Noble Environmental, a Centerbrook, Conn., holding company for a group of wind-farm operations in New York and Texas, filed for bankruptcy to implement a restructuring deal with its majority owner, MSD Capital.

MSD Capital is a private investment firm established in 1998 to exclusively manage the money of Mr. Dell, who took his namesake computer company private in 2013 for $25 billion, and his family.

MSD, which already owns 54% of Noble, will take a 100% stake in the reorganized wind-energy company under the plan. As part of the deal, the investment firm will forgive about 10%, or $21.5 million, of the $215 million in debt it is owed, according to court papers.

Founded in 2004, Noble is a holding company for seven wind parks in New York and Texas, capable of generating 726 megawatts of energy. The wind-power company’s subsidiaries, which own and operate the seven wind farms, didn’t file for bankruptcy.

Among Noble Environmental’s most valuable assets, according to court papers, are $691 million in so-called net operating losses, which a reorganized company can use to offset future taxes.

The company is hoping for a quick trip through bankruptcy. It expects to be finished with its chapter 11 case by the end of the year.