Related Documents:
Sale Order
Asset Purchase Agreement
Tupperware secured court approval today from Judge Brendan Shannon of the Delaware Bankruptcy Court to sell the company via credit bid to the Dechert-led ad hoc group of secured lenders. The hearing today was largely consensual, with only minor drafting changes left between stakeholders.
The acquisition by the ad hoc group includes a $68.3mn credit bid and a $23.5mn cash payment. According to the proposed asset purchase agreement, the cash will be earmarked to pay down the $8mn prepetition bridge loan, fund the carve-out for administrative expenses and pay $2.5mn to the Pension Benefit Guaranty Corporation for the full release of any all claims against the sellers. The remaining cash consideration will be used to pay all remaining administrative claims and to fund a $2mn liquidation trust for the benefit of unsecured creditors.
Spencer Winters of Kirkland & Ellis for the debtor highlighted the “highly unusual nature of the case,” with the US Trustee echoing the sentiment and elaborating to the court that the facts of the case were highly unique.
The purchasers include Stonehill, Alden and BAML, comprising $462.7mn, or 57%, of the prepetition $817mn secured debt. Stonehill has holdings of $165mn in secured loans and BAML holds $137mn, while Alden has $71mn and Strategic Investment holds $71mn. The ad hoc group also provided the debtor with an $8mn bridge loan prior to the company filing bankruptcy. According to court filings, the ad hoc group acquired its majority position for pennies on the dollar months prior to the bankruptcy filing.
Jennifer Lappe, JD
jennifer.lappe@levfininsights.com
+1 346 256 1345
