September 20, 2016
Curtis Represented Golden Gate Capital and Affiliates in Pre-Arranged Chapter 11 Cases of Aspect Software
Curtis successfully represented certain affiliates of Golden Gate Capital in the Chapter 11 cases of Aspect Software (“Aspect”) in the United States Bankruptcy Court for the District of Delaware before Judge Mary F. Walrath. Curtis’ clients were former equity owners and debt investors in the company.
Aspect Software is a leading cloud provider of fully-integrated consumer engagement, workforce optimization and back-office solutions. In March 2016, the company entered into a pre-arranged agreement with unaffiliated holders of Aspect’s debt obligations to restructure its finances and replace its existing credit facilities. With that agreement and an accompanying term sheet in place, Aspect filed for Chapter 11 on March 9, 2016.
Curtis counseled Golden Gate and its affiliates on their holdings of first and second lien claims. Under Aspect’s confirmed plan of reorganization, certain first lien claimholders, including Curtis clients, equitized their first lien claims. Second lien claimholders were able to participate in a rights offering for PIK notes, which under certain circumstances, could convert into 25% of the reorganized company’s equity. Curtis’ clients also agreed to serve as one of the parties who backstopped the rights offering.
As a result of the pre-arranged plan, Aspect reduced its prepetition indebtedness by more than $320 million. The plan provided the reorganized company with new secured financings and an infusion of fresh convertible debt capital to facilitate growth. Aspect Software emerged from Chapter 11 on May 25, 2016, just 78 days after filing, and well within the 105 day outside date contemplated by the restructuring term sheet filed on the petition date. This expedited timeline was facilitated by extensive restructuring negotiations between Aspect and its prepetition lenders prior to the Chapter 11 filing.
The Curtis team was led by Partner Steven J. Reisman and Counsel Cindi M. Giglio from the Restructuring and Insolvency Department and Partner Evan S. Borenstein from the Corporate Department.