THQ 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 December 19, 2012. The debtor listed its assets of $206.93 million and liabilities of $253.41 million. The largest unsecured creditors include Wilmington Trust, National Association, JAKKS Pacific, Inc., Mattel, Inc., Microsoft Licensing Inc., Starcom MediaVest Group, Inc., Technicolor SA, Viacom, Inc., World Wrestling ... Entertainment Inc., Yuke's Co., Ltd. and Zuffa, LLC. M. Blake Cleary, Jaime Luton Chapman, Morgan L. Seward and Michael R. Nestor of Young Conaway Stargatt & Taylor, LLP acted as legal counsels for the debtor and Oscar Garza, Jeffrey C. Krause of Gibson, Dunn & Crutcher LLP acted as legal counsels for the debtor. The debtor retained Centerview Partners LLC as investment banker, FTI Consulting, Inc. as financial advisor, and Kurtzman Carson Consultants LLC administrative agent for a retainer of $25,000 and hourly fee of $206.50. Adam G. Landis, Kerri K. Mumford and Landon Ellis of Landis Rath & Cobb LLP and Jeremy B Reckmeyer, Jonathan I. Levine, Paul N. Silverstein and Timothy S. McConn of Andrews Kurth LLP acted as legal advisors for Official committee of unsecured creditors. Heike Vogel of Arent Fox acted as legal advisor for THQ Inc. Houlihan Lokey Capital acted as financial advisor for official committee of unsecured lenders. Edwards Wildman Palmer LLP acted as legal advisor for the debtor. Studley, Inc. acted as real estate broker for the debtor. THQ Inc. filed a motion in the Court for the sale of substantially all its assets on December 19, 2012. The debtor seeks the Court’s approval for the sale of substantially all its assets to Clearlake Capital Group, L.P., stalking-horse bidder, at a purchase price of $6.65 million in cash, waive all claims under the DIP credit facility, assumption of certain liabilities of $15 million and a promissory note of $10 million with 2% interest p.a. The note will be payable in 7 years. Debtor and buyer has entered into an asset purchase agreement on December 19, 2012. Debtor also seeks approval for proposed bidding procedures. As per the proposed procedures, prospective purchasers must submit bids by January 8, 2012 and auction will be conducted on January 9, 2013. Sale hearing will be conducted not later than January 10, 2012. Bidders need to provide good-faith deposit of 10% of bid submitted. Bid should be at least $2.75 million more than cash component of purchase price. In the auction, bids should be with minimum additional increment of $0.50 million. If Clearlake will not emerge as successful bidder, debtor will pay break-up fee of $1.75 million and expenses reimbursement. Transaction is expected to close by January 14, 2012. DLA Piper LLP acted as legal counsel for the buyer. The Court granted an order for the joint administration of the Chapter 11 cases of THQ Inc. and its affiliates on December 20, 2012. The affiliates include THQ Digital Studios Phoenix, Inc., THQ Wireless, Inc., Volition, Inc. and Vigil Games, Inc. THQ Inc. filed a motion for the sale of accounts receivables on December 19, 2012. Court gave an interim order approving the sale of accounts receivables of THQ Inc. on December 20, 2012. Court gave an order to THQ Inc. to obtain DIP financing on an interim basis on December 20, 2012. The US Bankruptcy Court gave an interim order approving the sale of accounts receivables of THQ Inc. on January 4, 2013. The debtor has been authorized to sell accounts receivables to Wells Fargo Bank, National Association. The accounts receivables were issued by Walmart Stores, Inc. The accounts receivables would be purchased at about 99.6% of the face value. The interim order was issued on December 20, 2012. Court gave an order approving the bidding procedures relating to the sale of substantially all the assets of THQ Inc. on January 11, 2013. Volition Inc emerged from its Chapter 11 bankruptcy through sale of substantially all its assets on January 24, 2013. The company was acquired by Koch Media GmbH from THQ Inc, for $22.30 million, pursuant to the US Bankruptcy Court’s order dated January 24, 2013. Volition Inc will be retained as subsidiary. Court approved the sale of substantially all of the assets of debtor to different buyer in pieces for a total purchase price of approximately $72 million. THQ Inc. filed a motion for approval of auction procedures to select a liquidation agent on February 12, 2013. Court gave an order approving the bidding procedures relating to the sale of the certain assets of the THQ, Inc. on February 18, 2013. Court has authorized the debtor to sell the WWE video game license, Evolve, to Take-Two Interactive Software, Inc. for $10.89 million in cash consideration and assumption of the assumed liabilities. The buyer has deposited $2 million into an escrow account. The asset purchase agreement was signed on January 23, 2013. The buyer is advised by Willkie Farr &
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