💥New Chapter 11 Bankruptcy Filing - Powin LLC💥
"Energy storage integrator" files for BK after large customers skidattle.
On June 9, 2025 and June 10, 2025, Portland, Oregon-based Powin, LLC (“Powin”) and eight affiliates (collectively, together with Powin, the “debtors” and together with their non-debtor affiliates, the “company”) filed freefall chapter 11 cases in the District of New Jersey (Judge Kaplan). The debtors are “… an energy storage integrator,” which is about as unhelpful an opener as we can recall. Fortunately, CRO Jerry Uzzi’s (of Uzzi & Lall) first day declaration dives deeper later on:
“Powin and its affiliates engineer and install battery energy storage systems (‘BESS’) in clean energy power projects. They then provide data-driven software controls, proven hardware, and experienced end-to-end project execution for cell-level monitoring and reporting, as well as other support services like comprehensive maintenance, wrapped warranties, and specialized training to ensure the long term benefits of their deployed BESS.”
Damn, clean energy companies be droppin’ like flies these days. And a big one too. Powin holds a 20% market share in the BESS space and, per Dentons US LLP’s (“Dentons”) Van Durrer,* “… is the largest provider according to some estimates.” Which estimates? He didn’t say.
In any event, its business is split across two segments: (i) the engineering and installation of battery systems that store generated energy, particularly solar, and allow the systems to “… run around the clock …” and (ii) warranting, servicing, and maintaining those systems.
But, to put it mildly, the biz is an absolute clusterf*ck. To illustrate, the company hasn’t released audited financials since FY23, headcount is down 83% (to 85 employees) since January 1, 2025,** and despite only having entered into a GLAS USA LLC (“GLAS”)-agented secured loan agreement in October ‘24, which had a mere $25.6mm outstanding as of the petition date, on March 24, 2025, the agent, at the direction of White & Case LLP (“W&C”)-represented lender KKR Credit Advisors (US) LLC (“KKR”) declared defaults, demanded payment in full, and seized control of the debtors’ bank accounts. GLAS and KKR, however, made enough cash available for the debtors to limp on while sh*t got sorted.
Apparently, though, that sortin’ didn’t happen fast enough. A month later, on April 25, 2025, KKR, through GLAS, exercised proxy rights under the loan docs to install Mr. Uzzi as an independent manager. “Soon after [his] appointment …” Mr. Uzzi discovered that the debtors had, uh-oh, “… (a) severe liquidity constraints; (b) an extreme overdependence on trade credit; (c) increasing assertions of liquidated damages entitlements by customers aggrieved by alleged performance delays; and (d) a real credibility problem.”***
How much overdependence? A f*ck ton. On the petition date, the company hobbled into Judge Kaplan’s courthouse with ~$20mm in cash and at least $300mm in vendor, customer, and disputed ongoing or threatened litigation claims.
Shortly after his appointment, Mr. Uzzi also (i) phoned up Dentons and Huron Transaction Advisory LLC to serve as legal counsel and investment banker, respectively, (ii) got the company’s prepetition lenders to agree to release some cash and re-lend $6.25mm, and (iii) met, alongside existing management, with the company’s largest vendor, Ace Engineering & Co., LTD (“Ace”), and largest customers “… to explore both near-term and long-term solutions to the Debtors’ deepening liquidity crisis.”
How’d the discussions go? On the new project side, not great. Here’s the tape of the debtors’ meetings with their two largest customers.
Straight up terminated their new projects, leading Mr. Uzzi to, lol, mildly conclude that piece of the business wasn’t “… immediately sustainable.”
At least the servicing side fared better. In fact, Mr. Uzzi reports that it “… was vitally important to the Debtors’ customer base, and a community of customers were very interested in supporting this business line.” So much so that the debtors were able to negotiate an interim transaction with an undisclosed key customer to bridge them “… for a period of weeks,” and the company developed a business plan that contemplates sustaining that biz during the chapter 11 cases, which, per customer suggestion, “… would be best accomplished through a stand-alone entity that was removed and could be reorganized separately from Powin’s legacy liabilities.” That suggestion led to the debtors’ prepetition formation of debtor Powin Project LLC (“Powin Project”) and, if efforts on that front are successful, the company intends to market and hopefully sell its other assets in bankruptcy.
Somewhere during that process – Mr. Uzzi doesn’t say exactly when – the company’s CEO and Head of Human Resources clocked out for the last time,**** and on June 8, 2025 GLAS exercised rights yet again to appoint John Brecker as an independent manager. The next day, June 9, 2025, Mr. Uzzi resigned from his independent role, the company hired him and his firm to serve as CRO, and Powin Project filed its petition, followed by the other debtors the next day.
The court held a 1.5-hour first-day hearing on June 12, 2025, which, while bumpy, wasn’t nearly as bad as it could’ve been. Most of the turbulence came from the debtors’ plan to operate on cash collateral during the interim period because KKR demanded $4mm per week in adequate protection payments on … $25.6mm in prepetition funded debt. Here’s a live shot of KKR walking into court.
For pretty obvious reasons, that didn’t sit well with everyone, specifically Ace, which landed in the #1 spot on the debtors’ top 50 list with its $100.1mm claim. And, moreover, those payments, uh, weren’t reflected in the debtors’ six-week budget. At all. Here’s Sherman Silverstein’s Arthur Abramowitz on behalf of Ace:
“What's interesting is that within that six week period, if money is not being advanced, it appears that that $25mm debt will be pretty much extinguished, which I think is indicative of what the lender has indicated, that it would like to probably sell assets and liquidate.”
After the debtors punted that issue as long as they could, Judge Kaplan called a time-out for folks to hash it out, but you noticed KKR’s counsel is W&C, right? Naturally that didn’t happen. So after KKR pushed for a 16%-per-week paydown, the judge split the baby and approved two interim $4mm payments, to be dished out however the parties would like. And KKR accepted those terms because it didn’t have a real choice not to.
Massive interim paydown issues aside, the first-day went kinda smoothly. Sure, creditors Leeward Renewable Energy, LLC, Longroad Energy Partners, DTE Electric Company, and Invenergy, LLC put stakes in the ground regarding intellectual property rights, equity sponsor Trilantic Capital Partners got up to disagree with * ⚡shocker ⚡* W&C’s summary of “collaborative” prepetition events (without getting into specifics).***** But those issues – if and when they arise – are for another day.******
Ultimately, the court granted all first-day relief (with those cash collateral tweaks 👆) and scheduled a second-day hearing for July 8, 2025 at 11:30 am ET, with the caveat that if it’s going to be contested, it’ll get pushed another week. In that case, July 15, 2025 it is, 😜.
The debtors are represented by Dentons US LLP (Tania Moyron, Van Durrer, John Beck, Casey Doherty, Sarah Schrag) and Togut, Segal & Segal LLP (Albert Togut, Frank Oswald, Amanda Glaubach, Eitan Blander) as legal counsel, CBMN Advisors LLC d/b/a Uzzi & Lall (Jerry Uzzi) as financial advisor and CRO, and Huron as investment banker. GLAS, as prepetition agent, is represented by Reed Smith LLP (David Pisciotta, Richard Solow) as legal counsel. KKR, as prepetition lender, is represented by W&C (Andrew Zatz, Erin Rosenberg, Adam Swingle) and Gibbons P.C. (John Mairo, Kyle McEvilly) as legal counsel. Ace is represented by Sherman Silverstein (Arthur Abramowitz) as legal counsel. Leeward Renewable Energy, LLC, Longroad Energy Partners, and DTE Electric Company are represented by Mayer Brown LLP (Joaquin C de Baca, Richard Stieglitz, Youmi Kim) and Pashman Stein Walder & Hayden, P.C. (John Weiss, Leah Eisenberg, David Sklar) as legal counsel. Invenergy, LLC is represented by Holland & Knight LLP (Barbra Parlin, David Wirt, John Monaghan) as legal counsel. Creditors Munmorah Battery ProjectCo Pty Ltd and Ulinda Park ProjectCo Pty Ltd are represented by Weil, Gotshal & Manges LLP (Andriana Georgallas, Kevin Bostel, Theodore Tsekerides) and Wollmuth Maher & Deutsch LLP (James Lawlor). Applied Surety Underwriters, SiriusPoint America Insurance Company, and Pennsylvania Insurance Company, as sureties, are represented by Womble Bond Dickinson (US) LLP (Lisa Bittle Tancredi, Kevin Mangan). Trilantic North America, as equity sponsor, is represented by Kirkland & Ellis LLP (Aparna Yenamandra) as legal counsel. Apparent-competitor-keeping-tabs EPC Services Company is represented by UB Greensfelder LLP (Stuart Laven, Jr.) and Benesch, Friedlander, Coplan & Aronoff LLP (Jennifer Hoover, Noelle Torrice) as legal counsel.
*Time to scrub that LinkedIn profile, Mr. Durrer:
**On June 6, 2025, the debtors engaged in “mass layoffs” and plaintiffs’ firms are already all over it. On June 12, 2025, former employee Brian Palomino, represented by Raisner Roupinian LLP (Gail Lin, Jack Raisner, René Roupinian) filed a class action adversary complaint against the debtors.
***As of the petition date, Mr. Uzzi has focused his efforts on stabilizing the biz and hasn’t yet had time to suss out the root cause and whether any claims exist. He “fully” expects to work with any official committee of unsecured creditors on those latter efforts.
****The CEO’s and Head of Human Resources’ direct reports, Brian Kane and Arielle Pachecho, were thereafter elevated to those roles.
*****The Kirkland & Ellis LLP vs. White & Case LLP war continues.
******There may also be a lift-stay motion coming too because the debtors’ interim budget failed to include insurance and surety payments, and sureties Applied Surety Underwriters, SiriusPoint America Insurance Company, and Pennsylvania Insurance Company would like to mitigate that issue with the $8.3mm in debtor cash they’re holding onto.
Company Professionals:
Legal: Dentons US LLP (Tania Moyron, Van Durrer, John Beck, Casey Doherty, Sarah Schrag) and Togut, Segal & Segal LLP (Albert Togut, Frank Oswald, Amanda Glaubach, Eitan Blander)
Financial Advisor and CRO: CBMN Advisors LLC d/b/a Uzzi & Lall (Jerry Uzzi)
Investment Banker: Huron Transaction Advisory LLC
Independent Manager: John Brecker
Claims Agent: Verita (Click here for free docket access)
Other Parties in Interest
Prepetition Agent: GLAS USA LLC
Legal: Reed Smith LLP (David Pisciotta, Richard Solow)
Prepetition Lender: KKR Credit Advisors (US) LLC
Legal: White & Case, LLP (Andrew Zatz, Erin Rosenberg, Adam Swingle) and Gibbons P.C. (John Mairo, Kyle McEvilly)
Creditor: Ace Engineering & Co., LTD
Legal: Sherman Silverstein (Arthur Abramowitz)
Creditor: Invenergy, LLC
Legal: Holland & Knight LLP (Barbra Parlin, David Wirt, John Monaghan)
Creditor: Leeward Renewable Energy, LLC, Longroad Energy Partners, DTE Electric Company
Legal: Mayer Brown LLP (Joaquin C de Baca, Richard Stieglitz, Youmi Kim) and Pashman Stein Walder & Hayden, P.C. (John Weiss, Leah Eisenberg, David Sklar)
Creditor: Munmorah Battery ProjectCo Pty Ltd and Ulinda Park ProjectCo Pty Ltd:
Legal: Weil, Gotshal & Manges LLP (Andriana Georgallas, Kevin Bostel, Theodore Tsekerides) and Wollmuth Maher & Deutsch LLP (James Lawlor)
Creditor: Celestica LLC
Legal: Arnold & Porter Kaye Scholer LLP (Lee Cortes Jr., Benjamin Mintz, Justin Imperato, Gabby Ferreira)
Insurers: Applied Surety Underwriters, SiriusPoint America Insurance Company, and Pennsylvania Insurance Company
Legal: Womble Bond Dickinson (US) LLP (Lisa Bittle Tancredi, Kevin Mangan)
Equity Sponsor: Trilantic North America
Legal: Kirkland & Ellis LLP (Aparna Yenamandra)
Competitor: EPC Services Company
Legal: UB Greensfelder LLP (Stuart Laven, Jr.) and Benesch, Friedlander, Coplan & Aronoff LLP (Jennifer Hoover, Noelle Torrice)
Official Committee of Unsecured Creditors
Legal: Brown Rudnick LLP (Robert Stark, Kenneth Aulet, Bennett Silverberg, Jeffrey Jonas, Eric Goodman) and Genova Burns LLC (Daniel Stolz, Donald Clarke, Susan Long, Jaclynn McDonnell)