Announced 05/6/13
MOVL, LLC
Merger/Acquisition
Samsung Electronics Co. Ltd. (KOSE:A005930) acquired MOVL, LLC from Bert Ellis, Kris Pinto and Mark Cuban in April 2013. The staff of 9 people of MOVL, LLC have joined Samsung Electronics Co. Ltd, with plans to relocate all Atlanta-based employees to the Bay Area.
SSNHY's price was unchanged after the transaction was announced on 05/6/13.
Investor / Buyer
Samsung Electronics Co. Ltd.
Announced 02/28/13
Conexant Systems Inc.
Bankruptcy
Conexant Systems, Inc., along with its affiliates, filed a voluntary petition for reorganization under Chapter 11 in the US Bankruptcy Court for the District of Delaware on February 28, 2013. The debtor listed its assets of $89.62 million and liabilities of $428.26 million. The largest unsecured creditors include Advanced Semiconductor Engineering Inc., Eastman Kodak Co., Free Box, Powertech Technology Inc., Samsung Electronics Co. Ltd., Sigurd Microelectronics Corporation, ... Silterra Malaysia Sdn. Bhd., Stats Chippac (BVI) Ltd., Umc Group (USA), and Verifone Singapore Pte. Ltd. Paul M. Basta, Joshua A. Sussberg and Christopher T. Greco of Kirkland & Ellis LLP acted as legal counsels for the debtor. BMC acted as claims and noticing agent and charged a retainer's fee of $0.01 million. Alvarez & Marshal North America acted as financial advisor for the debtor. Edward T. Gavin, Wayne P. Weitz, Ross B. Waetzman of Gavin/Solmonese LLC acted as financial advisor for the official committee of unsecured creditors. James S. Carr, Craig A Wolfe, Gilbert R. Saydah, Jennifer D Raviele, Catherine L Thompson and Marie Vixinanza of Kelley Drye & Warren LLP acted as legal advisor for official committee of unsecured creditors. Womble Carlyle Sandridge & Rice LLP acted as legal advisor for official committee of unsecured creditors. BMC Group acted as administrative agent and charged at less than $125 per hour. Domenic E. Pacitti, Michael W. Yurkewicz, Morton R Branzburg, Margaret M Manning and Melissa Hughes of Klehr Harrison Harvey Branzburg LLP acted as Co-Counsel to the debtor.
Conexant Systems, Inc. filed a joint pre-arranged plan of reorganization with related disclosure statement in the US Bankruptcy Court on February 28, 2013. As per the plan filed, Administrative Claims, Professional Fee Claims, and Priority Tax Claims will be paid in full in cash. The DIP Facility Claim would be paid in full in common stock of the reorganized debtor. The Priority Non-Tax Claims and Other Secured Claims will have a maximum recovery of $1 million in cash. The Secured Notes Claim will be issued all of the new notes having maturity of 11 year from the effective date and will bear an interest rate of 11.25% and will also receive equity in the reorganized debtor. The General Unsecured Claims holder, which includes the unsecured portion of the Secured Notes Claim, will receive a pro-rata share of $2 million in cash. The Intercompany Claims and Intercompany Interests will be paid, adjusted, reinstated in full or in part, or cancelled. The Interests in Conexant shall be cancelled and discharged. The plan will be funded by cash in hand, issuance of New Notes and equity. As per the plan the 100% equity of reorganized debtor will be held by QP SFM Capital Holdings Ltd. Conexant Systems Inc., along with its affiliates, filed an amended joint plan of reorganization with related disclosure statement in the US Bankruptcy Court on April 19, 2013. As per the amended plan filed, Administrative Claims will now be allowed in an amount of $14.9 million and will be paid in full in cash. DIP Facility Claim of $15 million will get its pro rata share of New Note and the secured portion of note claims will get the remaining pro rata share of new notes and 100% of equity. The deficiency portion of the secured note claim will not get any distribution as per the plan. The General Unsecured Claims of $32.90 million will be paid through the General Unsecured distribution pool of $2.9 million. The Intercompany Claims and Intercompany Interest will be allowed in an amount of $268.60 million and $0.30 million respectively. Conexant Systems Inc., along with its affiliates, filed an amended joint plan of reorganization with related disclosure statement in the US Bankruptcy Court on April 19, 2013. No substantial changes to any claim or treatment of claim were made under the plan. The US Bankruptcy Court gave an order to Conexant Systems, Inc. to obtain DIP financing on a final basis on April 19, 2013. As per the order, the debtor has been authorized to obtain a senior secured credit facility in the amount of $5 million out of $15 million from QP SFM Capital Holdings Limited, an entity managed by Soros Fund Management LLC. The DIP loan would carry an interest rate of LIBOR plus 7% p.a., along with an additional 2% p.a. interest in the event of default. The DIP facility would mature either on 120th day after closing date or on the effective date of the plan or on the date of consummation of the sale of substantially all assets, whichever is earlier. Adequate protection would be provided to the DIP lenders in the form of super-priority administrative expense claims which is subject to a carve-out of $0.5 million towards unpaid professional fees / administrative expenses and first priority lien upon and security interest in the debtor’s collateral. The US Bankruptcy Court gave an order to Conexant Systems, Inc. to obtain DIP financing on an interim basis on March 1, 2013.
Read More
SSNHY's price was unchanged after the transaction was announced on 02/28/13.
Creditor / Lender
Advanced Semiconductor Engineering Inc.
Eastman Kodak Co.
Jones Lang LaSalle Income Property Trust, Inc.
Powertech Technology Inc.
Samsung Electronics Co. Ltd.
Sigurd Microelectronics Corporation
Silterra Malaysia Sdn. Bhd.
Stats Chippac (BVI) Ltd.
Umc Group (USA)
Verifone Singapore Pte. Ltd.
Financial Advisor
Alvarez & Marsal North America, LLC
Legal Advisor
Kirkland & Ellis LLP
Klehr, Harrison, Harvey, Branzburg & Ellers LLP
Announced 12/20/12
3.89B for System Engineering Mega Solution Co. Ltd.
Merger/Acquisition
Samsung Electronics Co. Ltd. (KOSE:A005930) acquired an additional 1.02% stake in System Engineering Mega Solution Co. Ltd. for KRW 3.9 billion on December 14, 2012. Samsung Electronics acquired 0.02 million shares at the price of KRW 0.19 million per share and increased its holding to 1.8 million shares in System Engineering Mega Solution. System Engineering Mega Solution Co. Ltd. reported revenues of KRW 703.21 billion, total assets of KRW 439.73 billion, net income ... of KRW 66.79 billion and total common equity of KRW 249.96 billion for the year ending December 31, 2011.
Read More
SSNHY's price was unchanged after the transaction was announced on 12/20/12.
Investor / Buyer
Samsung Electronics Co. Ltd.
Announced 12/14/12
NVELO, Inc.
Merger/Acquisition
Samsung Electronics Co. Ltd. (KOSE:A005930) acquired NVELO, Inc. on December 14, 2012. The acquisition involves all technology and personnel under NVELO, Inc. Dan Munoz of Edelman acted as public relation advisor to Samsung. Bill Schreiber, Edgar Tirado, Ryan Slunaker, Patrick Grilli, Chris Joslyn, Blake Martell, Gerald Audant, Sofia Chesnokova, Ron Schrotenboer and Amanda Athanasiou of Fenwick & West acted as legal advisors to Nvelo, Inc. Needham & Company acted as ... financial advisor to NVELO.
Read More
SSNHY's price was unchanged after the transaction was announced on 12/14/12.
Investor / Buyer
Samsung Electronics Co. Ltd.
Financial Advisor
Needham & Company, LLC
Legal Advisor
Fenwick & West, LLP