Violin Memory filed with the U.S. Bankruptcy Court a motion for an order authorizing its entry into and performance under a plan sponsor agreement (PSA).
The motion explains, “With broad support from unsecured creditors, and in accordance with the sale process approved by the Court, the Debtor engaged in an extensive marketing process that resulted in several bids and a competitive auction between multiple qualified bidders that was conducted on January 23-26, 2017.”
In addition, “At the auction, the Debtor determined that the highest and best value for the Debtor’s estate and its creditors would be obtained under a proposal from VM Bidco LLC (‘Soros’), which is an affiliate of Quantum Partners LP (‘QP’), an investment fund that holds $25.65 million of Violin’s outstanding convertible notes and is managed by Soros Fund Management LLC, a private investment management firm that serves as principal investment advisor to a number of investment funds for George Soros family clients. As set forth in the PSA, among other things, the proposal from Soros (the ‘Soros Proposal’) includes: (i) an $8.0 million debtor-in-possession facility from Soros to finance the Debtor’s continued operations and restructuring efforts, which facility will be converted into an exit facility under a confirmed plan of reorganization, (ii) cash from Soros for recoveries equivalent to $15.0 million to the Debtor’s creditors under a plan of reorganization in which QP will receive all equity interests in the reorganized Debtor in lieu of cash for its claims, (iii) assumption by Soros of certain employee claims and counterparty obligations (and related cure costs), and (iv) preservation of certain avoidance actions for the benefit of unsecured creditors. The PSA parties will work in good faith to confirm this plan expeditiously, with a goal for confirmation on or before April 20, 2017.”
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