Casa Systems, Inc. (Nasdaq: CASA) ("Casa" or the “Company"), a
leading provider of physical and cloud-native infrastructure
technology solutions for wireless, cable and fixed broadband
networks, today initiated a court-supervised process that is
intended to achieve value-maximizing sales of its businesses. To
facilitate these sales, the Company filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware.
The Company has entered into an asset purchase agreement to sell
its 5G Mobile Core and RAN businesses, which include its Axyom
Cloud Native 5G Core Software & RAN Assets, to Lumine Group, a
global acquirer of communications and media software businesses
(the “Cloud/RAN Sale”). The Company has asked the Bankruptcy Court
for approval to complete the transaction by the end of April.
The Company also entered into a stalking-horse asset purchase
agreement to sell its Cable business to an affiliate of Vecima
Networks, Inc., a global leader in delivering scalable software,
services, and integrated technology platforms for broadband access,
and content delivery (the “Cable Stalking Horse Sale”). The Company
has asked the Bankruptcy Court to approve procedures for soliciting
additional bids and to set an auction for mid-May.
The Company remains committed to the success of its customers
and partners and intends to continue supporting them throughout
this process.
Michael Glickman, Chief Executive Officer, said, “Like many in
our sector, Casa has experienced a significant decline in revenue
and profits due in large part to industry-wide downward capital
investment and procurement trends in the cable and telco markets.
We also have incurred significant investments to bring our 5G
Mobile Core and RAN products to market. We believe the sales of our
businesses through a Chapter 11 process will maximize value,
preserve jobs and minimize disruption for our customers.”
Mr. Glickman continued, “We are incredibly grateful to our
employees for their unrelenting hard work and commitment to serving
our customers around the world. Their dedication has enabled us to
continue to provide our leading portfolio of all-access broadband
network solutions to our customers. Throughout this process, we
will continue to support our loyal customers.”
Operating as Normal During the Court-Supervised Sale
Process
In connection with the sale process, the Company entered a
Restructuring Support Agreement (“RSA”) with more than 98% of its
senior secured lenders (the “Lenders”) that, among other things,
allows Casa to use its cash on hand and proceeds of the anticipated
Cloud/RAN Sale to fund its operations and Chapter 11 process.
To support its operations during the court-supervised process,
the Company is filing a variety of customary motions seeking, among
other things, authorization to meet its obligations to its
employees, customers and vendors. The Company expects to receive
Bankruptcy Court approval for these requests.
Casa’s international subsidiaries are not debtors in the Chapter
11 filing; however, certain of their businesses and related assets
are included in the two asset sale transactions. The international
subsidiaries will continue to operate in the ordinary course
pending the closing of the sales.
The Company’s NetComm business, which commenced voluntary
administration proceedings under Australian law on March 11, 2024,
is not included in the U.S. Chapter 11 process.
Additional information regarding the Company’s financial
restructuring process is available at www.CasaSaleProcess.com.
Court filings and other information regarding the claims process
are available on a separate website administrated by the Company’s
claims agent, Epiq, at https://dm.epiq11.com/casasystems, by
calling Epiq toll-free at (877) 477-4039 (or (+1 (971) 606-5260 for
calls originating outside of the U.S.), or by sending an email to
CasaSystems@epiqglobal.com.
Advisors
Casa has engaged Sidley Austin LLP as legal counsel, Ducera
Partners LLC as financial advisor, and Alvarez & Marsal North
America, LLC as restructuring advisor.
About Casa Systems
Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology
leader that supports mobile, cable, and wireline communications
services providers with market leading solutions. Casa’s
virtualized and cloud-native software solutions modernize
operators’ network architectures, expand the range of services they
can offer their consumer and commercial customers, accelerate time
to revenue and reduce the TCO of their network infrastructure and
operations. Casa’s suite of open, cloud-native network solutions
unlocks new ways for service providers to quickly build flexible
networks and service offerings that maximize revenue-generating
capabilities. Commercially deployed in more than 70 countries, Casa
Systems serves over 475 Tier 1 and regional service providers
worldwide. For more information, visit
http://www.casasystems.com/.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of The Private Securities Litigation Reform Act of
1995. All statements other than statements of historical fact
contained in this press release, business strategy, and plans and
objectives for future operations, are forward-looking statements.
The words “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “are optimistic,” “plan,” “potential,”
“predict,” “project,” “target,” “should,” “will,” “would,” and
similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain
these identifying words. These statements include, without
limitation, statements regarding (i) the RSA, the transactions
contemplated thereby, and the expected benefits thereof, including
that it will enable the Company to substantially maximize value for
its stockholders, preserve jobs and continue to meet its
obligations to its customers and vendors with minimal disruption;
(ii) the Company’s Chapter 11 proceedings, including, without
limitation, the outcome thereof and the Company’s expectations as
to receipt of and timing for Court approvals, as well as the
expected benefits of the proceedings; (iii) the Cloud/RAN Sale and
the Cable Stalking Horse Sale, including the transactions
contemplated thereby, the various conditions to which such proposed
sales are subject and the risk that these conditions may not be
satisfied for various reasons, including for reasons outside of the
Company’s control, as well as the expected benefits thereof; (iv)
the Company’s anticipated performance, operations, financial
strength, potential, and prospects for long-term shareholder value
creation, anticipated results of operations, including its business
strategies, projected costs, prospects and plans, and other aspects
of its operations or operating results; and (iv) other factors
discussed in the “Risk Factors” section of its public reports filed
with the Securities and Exchange Commission (the “SEC”), including
its most recent Quarterly Report on Form 10-Q and its most recent
Annual Report on Form 10-K, which are on file with the SEC and
available in the investor relations section of the Company’s
website at http://investors.casa-systems.com and on the SEC’s
website at www.sec.gov. It is not possible for the Company’s
management to predict all risks, nor can management assess the
impact of all factors on the Company’s business or the extent to
which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any
forward-looking statements that the Company may make. In light of
these risks, uncertainties and assumptions, the forward-looking
events and circumstances discussed in this press release are
inherently uncertain and may not occur, and actual results could
differ materially and adversely from those anticipated or implied
in the forward-looking statements. Accordingly, you should not rely
upon forward-looking statements as predictions of future events.
The Company disclaims any obligation to update publicly or revise
any forward-looking statements for any reason after the date of
this press release, except as may be required under applicable
securities laws.
Casa Systems Media Contact
Alicia ThomasCasa Systems, Inc.(817) 909-8921
Aaron Palash / Viveca Tress / Eduardo RoviraJoele Frank,
Wilkinson Brimmer Katcher(212) 355-4449
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