BUENA, N.J., Oct. 14, 2021 /PRNewswire/ -- Teligent, Inc.
(Nasdaq: TLGT), a New Jersey-based
specialty generic pharmaceutical company ("Teligent" or the
"Company"), today announced that the Company has, together with
certain of its affiliates, filed for voluntary protection under
Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware to pursue a
sale process that is intended to maximize the value of the
Company.
The Company began a marketing process ahead of the Chapter 11
filing to determine the level of market interest and is in ongoing
discussions with several interested parties. The Company expects to
consummate a sale of the entire business or its core assets by
early 2022. Meanwhile, Teligent's Canadian affiliate, Teligent
Canada, will be pursuing an out-of-court sale process.
In connection with the filing, Teligent has appointed Vladimir
Kasparov, Managing Director at Portage Point Partners, as Chief
Restructuring Officer. Mr. Kasparov will oversee the business and
its restructuring process, working closely with the Teligent
leadership team, including previously appointed interim Chief
Financial Officer Alyssa Lozynski,
and Board of Directors to execute the Company's business strategy
and conduct a value-maximizing sale process. Mr. Kasparov brings
deep experience in managing complex financial and operational
restructurings, including providing interim management services and
stepping into officer roles to preserve and maximize value during
restructurings and operational turnarounds.
Furthermore, the Company appointed Bradley E. Scher to its Board of Directors,
enhancing the Board's restructuring expertise. Mr. Scher is the
Founder and Managing Member of Ocean Ridge Capital Advisors, LLC
and has served in a variety of crisis and interim management roles.
The Company also announced that Chief Executive Officer
Tim Sawyer and Chief Legal Officer
and Executive Vice President Philip
Yachmetz resigned effective October
8, 2021.
"The entire Teligent team has worked diligently over the past
year to address market trends, our debt structure, and operational
hurdles that have challenged our business. While this is not the
outcome we envisioned, we are confident that Teligent's business
includes a strong portfolio of specialty generic prescription
assets and believe a sale is the best opportunity to maximize
value," said John Celentano, the
Chairman of Teligent's Board of Directors. "On behalf of the entire
Teligent Board of Directors, I'd like to thank Tim and Phil for
their dedication and hard work on behalf of the Company throughout
their tenures. We welcome Vlad, Alyssa, and Brad to the team and
look forward to partnering with them as we pursue the Company's
strategy and a value-maximizing sale."
The Company has filed various "First-Day" motions with the
Bankruptcy Court requesting customary relief that will enable the
Company to transition into Chapter 11 without disruption to its
ordinary course operations. Teligent expects these motions to be
approved within the first few days of the case.
In order to fund and preserve its operations during the Chapter
11 process, the Company is arranging $12
million in debtor-in-possession ("DIP") financing from its
senior secured lenders. Upon approval by the Bankruptcy Court, the
DIP financing will provide the Company with the necessary liquidity
to operate in the normal course and cover administrative expenses
throughout the Chapter 11 process as it pursues a value-maximizing
sale process.
Additional Information
As previously disclosed, on April 9,
2021, Teligent received a notice from Nasdaq informing the
Company that its common stock failed to meet the minimum required
closing bid price for continued listing on The Nasdaq Global Select
Market. The Company did not regain compliance by the October 6, 2021 deadline and does not intend to
appeal for additional time or a hearing. Teligent's shares of
common stock are scheduled for delisting at the opening of business
on October 18, 2021, and may
thereafter trade in the over-the-counter market.
More information regarding Teligent's Chapter 11 case can be
found at https://dm.epiq11.com/Teligent or by calling (800)
781-1016 for U.S. calls or (503) 597-5535 for international
calls.
Teligent is represented in this matter by Young Conaway Stargatt & Taylor, LLP and
K&L Gates LLP as legal advisors, Raymond James & Associates, Inc. as
investment banker, and Portage Point Partners, LLC as financial
advisor and provider of interim management services.
Forward-Looking Statements
This press release includes "forward-looking statements" that
are intended to qualify for the safe harbors from liability
provided by Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
All statements other than statements of historical facts are
statements that could be deemed forward-looking. These statements
are based on current expectations, estimates, forecasts and
projections about the Company's business and the industry in which
the Company operates and the beliefs and assumptions of the
Company's management. Forward-looking statements can be identified
by the use of words such as "will," "may," "could," "should,"
"would," "believe," "depends," "expect," "goal," "anticipate,"
"forecast," "project," "future," "intend," "plan," "estimate,"
"target," "indicate," "outlook," and similar expressions of future
intent or the negative of such terms. These forward-looking
statements are inherently subject to various risks and
uncertainties many of which are outside of the Company's control
that may cause the Company's actual results to be materially
different from planned or expected results. Those risks and
uncertainties include, but are not limited to, risks attendant to
the bankruptcy process, including the Company's ability to obtain
approval from the Bankruptcy Court with respect to motions or other
requests made to the Bankruptcy Court throughout the Chapter 11
process; the ability of the Company to negotiate, develop, confirm
and consummate a plan of reorganization; the effects of the Chapter
11 process, including increased legal and other professional costs
necessary to execute the Company's reorganization, on the Company's
liquidity (including the availability of operating capital during
the pendency of the Chapter 11 process), results of operations or
business prospects; the length of time that the Company will
operate under Chapter 11 protection; risks associated with
third-party motions in the Chapter 11 process; conditions to which
the DIP financing is subject and the risk that these conditions may
not be satisfied for various reasons, including for reasons outside
the Company's control; more stringent or costly payment terms
and/or the decision by a significant number of suppliers, vendors
or customers not to do business with the Company; the Company's
ability to attract, motivate and retain key executives and other
personnel; the trading price and volatility of the Company's common
stock; the delisting of the Company's common stock from The Nasdaq
Global Select Market; and those additional risks and uncertainties
set forth under the caption "Risk Factors" in the Company's most
recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q
and other periodic reports the Company files with the Securities
and Exchange Commission. Additionally, many of these risks and
uncertainties are currently amplified by and will continue to be
amplified by, or in the future may be amplified by, the COVID-19
outbreak and the effects thereof on the Company's future
performance and results of operations. It is not possible to
predict or identify all such risks. There may be additional risks
that the Company considers immaterial or which are unknown. You
should not rely upon forward-looking statements as predictions of
future events. The forward-looking statements included in
this press release speak only as of the date hereof and, subject to
any continuing obligations under applicable law or any relevant
stock exchange rules, we expressly disclaim any obligation to
disseminate, after the date of this document, any updates or
revisions to any such forward-looking statements to reflect any
change in expectations or events, conditions or circumstances on
which any such statements are based.
Media:
Rachel
Chesley
TeligentCommunications@fticonsulting.com
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SOURCE Teligent, Inc.