Egenix

Summary

Financial Advisor

Egenix, a biotechnology company specializing in innovative cancer therapeutics, filed for Chapter 11 bankruptcy. Carl Marks Advisors (CMA) acted as the exclusive financial advisor to the Unsecured Creditors Committee (UCC), guiding them through the bankruptcy and post-petition sale process, which culminated in a successful §363 sale of the company’s assets.

CMA evaluated all options amidst insider attempts to control the process, challenging the company’s proposed actions and R&D spending to ensure fairness and protect collateral value. Despite the U.S. Trustee’s push for Chapter 7 liquidation, Egenix established bid procedures and ran a swift auction. This resulted in a competitive process, securing a stalking horse bid from insider-controlled entities and ultimately delivering superior outcomes for the UCC.

Engagement Highlights

A private, closely-held Delaware corporation, Egenix had various ownership interests. The Company’s former Chairman of the Board/CEO, its current Chairman of the Board, as well as an entity controlled by two other directors, were the majority equity holders of the Company and had originally intended to file a Chapter 11 Plan of Reorganization to take control of the Company.
Given the fact that the insiders were attempting to control the process and, ultimately, the Company, Carl Marks was required to critically evaluate all available courses of action to the Company in a short period of time. Carl Marks successfully advised the UCC by challenging the Company’s proposed course of action and its continued research & development spend, in order to ensure that no one constituency had a disproportionate influence on the process at the expense of others and the value of the collateral could be maintained.
Early in the case, the U.S. Trustee requested the court forego reorganizing the biotechnology company, arguing for a Chapter 7 liquidation, rather than the slow, expensive Chapter 11 reorganization process.
Ultimately, Egenix was able to prevail against these objections, establish and file bid procedures and run a quick auction process. This cleared the way for the biotechnology company to move forward with a newly landed stalking horse bid from the financial entity controlled by the insiders and led to a competitive auction process that delivered a superior result to the UCC.

Egenix

Summary

Financial Advisor

Engagement Highlights

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