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Holley Performance Bankrupt for Second Time in 20 Months Posted by Randall Reese on Monday, September 28, 2009 Labels: bankruptcy, Caterpillar, Chapter 11 Title 11 United States Code, corporation, delaware, Holley Performance Products, law, united states
Earlier today, Holley Performance Products Inc. and four affiliates filed voluntary chapter 11 bankruptcy petitions in Delaware. Today's bankruptcy filing represents the companies' second chapter 11 filing in less than 20 months. The companies previously filed a prepackaged bankrutpcy (also in Delaware) in February of 2008. The prepackaged plan of reorganization was confirmed by the bankruptcy court on March 18, 2008 and became effective shortly thereafter.
Holley Performance, which was founded in 1903, "designs, manufactures and markets a diversified line of performance automotive products, including carburetors, fuel pumps, fuel injection systems, nitrous oxide injection systems, superchargers, exhault headers, mufflers, and automotive performance plumbing products." The companies blamed their 2008 bankruptcy filing on their inability to generate sufficient earnings and cash flow to service debt incurred in connection with a series of acquisitions in the 1990s. Under the plan of reorganization in the 2008 cases, holders of Holley's then-outstanding second lien debt received 100% of the equity in the reorganized companies in addition to $50 million in new second lien secured notes. The companies' then-outstanding $60 million credit facility was refinanced into a new $65 million senior secured credit facility.
According to documents filed with the bankruptcy court today, Holley's prior reorganization strategy was dependant upon growth in its OEM business through a new agreement to supply emissions control components to Caterpillar Inc. for its over-the-road diesel truck engines. However, Caterpillar decided to exit that business line which lead to losses for Holley and attempts by Holley to find an acquirer for its OEM business. Holley found a potential buyer in early 2009 which offered $5 million for the OEM business; however, that buyer terminated the transaction following "several months" of due diligence. Holley then began shutting down its OEM business in June 2009 but now reports that it has entered into a letter of intent to sell the business to a new buyer for $2.5 million.
The company also reported that it had been operating under a series of forebearance agreements with its first lien lenders and attempting to negotiate the terms of a consenusal restructuring. However, the company was unable to reach an agreement on the terms of a further forebearance agreement and was advised last Wednesday that its first lien lenders would "consider commencing foreclosure actions against Holley Performance's assets" if Holley did not accept the lenders proposed forebearance agreement by last Friday. Holley's bankruptcy filing is intended to allow it to utilize the benefits of the Bankruptcy Code's automatic stay to prevent any foreclosure actions by the lenders.