Near Intelligence Files for Chapter 11 Protection and Enters into Agreement to Sell its Business
08 Dezembro 2023 - 5:40PM
Business Wire
Receives up to $16 Million in
Debtor-in-Possession Financing from its secured lenders
Near Intelligence, Inc. (NASDAQ:NIR) (“Near” or the “Company”),
a privacy-led data intelligence company, today announced that it
and certain of its subsidiaries (collectively, the “Debtors”) have
voluntarily initiated a Chapter 11 proceeding in the United States
Bankruptcy Court for the District of Delaware (“Bankruptcy Court”)
and will seek to sell their assets through a court supervised sales
process. The Company has also entered into a DIP financing
agreement with its existing secured lenders, affiliates of Blue
Torch Finance LLC (“Blue Torch”), to provide up to $16 million of
operating capital. In addition, the Company intends to file a
motion on or shortly after the petition date seeking, among other
things, approval of sale procedures with respect to the sale of
substantially all of its assets that provides for the Company’s
existing secured lenders to serve as a “stalking horse” bidder.
The Debtors have filed various “first day” motions with the
Bankruptcy Court requesting customary relief that will enable them
to transition into Chapter 11 while continuing to operate their
business in the ordinary course without material disruption,
including seeking authority to obtain debtor-in-possession (“DIP”)
financing and pay employee wages and benefits without
interruption.
The Debtors’ existing secured lenders are supportive of the
Chapter 11 proceeding and court supervised sale process. As further
described below, the secured lenders have committed to provide the
Debtors with DIP financing and have submitted a binding “stalking
horse” bid to acquire their assets.
DIP
Financing
In order to provide necessary funding during the Chapter 11
proceeding, Near has obtained a multi-draw DIP financing facility
in an aggregate principal amount of up to $16 million from its
existing secured lenders. Upon approval by the Bankruptcy Court,
the DIP financing is expected to provide Near with the necessary
liquidity to operate in the normal course and meet obligations to
its employees, vendors and customers incurred during the Chapter 11
proceeding while executing on the sales process.
Sales
Process
Prior to the Chapter 11 filing, and subject to Bankruptcy Court
approval, the Company entered into a “stalking horse” asset
purchase agreement with Blue Torch, to acquire substantially all of
the assets of the Company in the form of a credit-bid of not less
than $50 million, comprised of (i) all amounts Near owes to its
lenders under the $ 16 million DIP facility and (ii) not less than
$34 million of amounts Near owes to its lenders under the
prepetition senior secured credit facility. The transaction is part
of a sale process under Section 363 of the Bankruptcy Code that
will be subject to compliance with agreed upon and Bankruptcy
Court-approved bidding procedures allowing for the submission of
higher or otherwise better offers, and other agreed-upon
conditions. In addition, the closing of the transaction will be
subject to the satisfaction or waiver of customary closing
conditions. In accordance with the sale process under Section 363
of the Bankruptcy Code, notice of the “stalking horse” bid will be
given to third parties and competing bids will be solicited. The
Company will manage the bidding process and evaluate any bids
received, in consultation with its advisors and as overseen by the
Bankruptcy Court.
Near is represented by Willkie Farr & Gallagher LLP and
Young Conway Stargatt & Taylor, LLP, as counsel, Ernst &
Young LLP as restructuring advisor and GLC Advisors & Co., LLC
as restructuring investment banker.
Additional information about the Chapter 11 case, including
access to Bankruptcy Court documents, is available online at
https://cases.ra.kroll.com/near.
About Near Intelligence
Near, a global, privacy-led data intelligence platform curates
one of the world’s largest sources of intelligence on people and
places. Near’s patented technology analyzes data to deliver
insights on approximately 1.6 billion unique user IDs across 70
million points of interest in more than 44 countries. With Near’s
three-pillared approach– high-quality data, privacy, and AI –
operational and marketing leaders are empowered with solutions to
successfully engage and grow their businesses at scale. With a
presence in Pasadena, San Francisco, Paris, Bangalore, Singapore,
Sydney, and Tokyo, Near serves enterprises in a diverse spectrum of
industries including retail, real estate, restaurant,
travel/tourism, telecom, media, and more. To learn more, please
visit: https://near.com.
Forward-Looking Statements
This press release includes statements that are, or may be
deemed, “forward-looking statements.” In some cases, these
forward-looking statements can be identified by the use of
forward-looking terminology, including the terms “believes,”
“estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,”
“could,” “might,” “will,” “should,” “approximately” or, in each
case, their negative or other variations thereon or comparable
terminology, although not all forward-looking statements contain
these words. These forward-looking statements reflect the current
beliefs and expectations of management made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995. We caution you that forward-looking statements are not
guarantees of future performance and that our actual results of
operations, financial condition and liquidity, and the development
of the industry in which we operate may differ materially from the
forward-looking statements contained herein. Any forward-looking
statements that we make in this press release speak only as of the
date of such statement, and we undertake no obligation to update
such statements to reflect events or circumstances after the date
of this press release or to reflect the occurrence of unanticipated
events. Near’s forward-looking statements in this press release
include, but are not limited to, statements about Near’s plans to
sell its assets pursuant to Chapter 11 of the U.S. Bankruptcy Code
and the timing of such sales and ability to satisfy closing
conditions; Near’s intention to continue operations during the
Chapter 11 case; Near’s belief that the sale process will be in the
best interest of Near and its stakeholders; and other statements
regarding Near’s strategy and future operations, performance and
prospects, among others. These forward-looking statements are based
on current expectations and beliefs concerning future developments
and their potential effects. There can be no assurance that future
developments affecting Near will be those anticipated. These
forward-looking statements involve a number of risks, uncertainties
(some of which are beyond Near’s control) or other assumptions that
may cause actual results or performance to be materially different
from those expressed or implied by these forward-looking
statements. These risks and uncertainties include, but are not
limited to, the risks associated with the potential adverse impact
of the Chapter 11 filings on Near’s liquidity and results of
operations; changes in Near’s ability to meet its financial
obligations during the Chapter 11 process and to maintain contracts
that are critical to its operations; the outcome and timing of the
Chapter 11 process and any potential asset sale; the effect of the
Chapter 11 filings and any potential asset sale on Near’s
relationships with vendors, regulatory authorities, employees and
other third parties; possible proceedings that may be brought by
third parties in connection with the Chapter 11 process or the
potential asset sale; uncertainty regarding obtaining Bankruptcy
Court of a sale of Near’s assets or other conditions to the
potential asset sale; and the timing or amount of any
distributions, if any, to Near’s stakeholders.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231208597268/en/
Cate Zovod Media@near.com
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