February 19, 2019
In November in “🎬🎥Moviepass Falters; Market Chuckles🎬🎥,” we highlighted how Aceto Corporation ($ACET) had announced that it was pursuing strategic alternatives on the heels of obtaining a waiver of covenant non-compliance. It appears that its pursuit was (somewhat) fruitful.
Yesterday the company filed for bankruptcy in the District of New Jersey with intent to sell its chemicals business assets to New Mountain Capital for $338mm in cash, plus the assumption of certain liabilities (subject to adjustments). It also intends to sell another subsidiary, Rising Pharmaceuticals, while in bankruptcy and prior to the end of its fiscal year on June 30, 2019.
The company’s pre-petition capital structure consists of:
an $85mm 9.5%-11.5% secured revolving loan (Wells Fargo Bank NA);
a $120mm 11.5% secured term loan (as part of the same A/R Credit Agreement as the above); and
$143.75mm of 2% convertible senior notes due 2020 (Citibank NA).
Carry the one, add the two: that’s a total of $348.75mm of debt. Which means that the purchase price of the chemicals business doesn’t even cover the company’s debt. Here’s to hoping the Rising Pharmaceuticals business fetches a good price. To be fair, the company did end its fiscal 2018 with $103.9mm of cash.
Pre-petition lenders led by pre-petition agent, Wells Fargo Bank NA, have committed to providing the company with a $60mm DIP credit facility.
Jurisdiction: D. of New Jersey (Judge )
Capital Structure: see above.
Legal: Lowenstein Sandler LLP (Kenneth Rosen, Michael Etkin, Paul Kizel, Jeffrey Cohen, Philip Gross)
Financial Advisor/CFO: AlixPartners LLP (Rebecca Roof)
Investment Banker: PJT Partners LP
Claims Agent: Prime Clerk LLC (*click on the link above for free docket access)
Other Parties in Interest:
DIP Agent and Pre-petition Agent: Wells Fargo Bank NA
Legal: McGuireWoods LLP (Kenneth Noble)