Relativity Media announced Wednesday that company founder and CEO has lined up investors who will continue to finance the company as it draws up a plan that it says will allow it to emerge from bankruptcy.
The company’s announcement struck a triumphant tone. It called the agreement with investors, which will go before a U.S. Bankruptcy Court judge Thursday morning, “an important milestone.” Kavanaugh touted his company’s “healthy balance sheet and incredibly strong collection of assets.” And his unnamed fellow investors boasted of Relativity’s “360 degree content engine.”
The pronouncements came three weeks after the entertainment community and investors showed no interest in acquiring the entire company, which entered Chapter 11 July 30 with $1.2 billion in liabilities and assets with a book value of about $560 million.
The agreement that will go before Judge Michael Wiles Thursday in New York provides for interim financing to allow continued operations while Relativity works on a reorganization plan. But Relativity’s real challenge will be finding new investors to finance film production and distribution and partners to bring new projects to the company, which left scores of investors and creditors unpaid and multiple films unreleased.
The deal comes one day after an agreement was finalized for the acquisition of Relativity’s television division. The TV operation went to a group of senior lenders — Anchorage Capital, Luxor Capital and Falcon Investment Advisors–that forgave $125 million they were owed by Relativity. The three funds were owed a total of $361 million at the time of the bankruptcy filing and took charge of the auction process, hoping to salvage some of their previous investment.
At stake in Wednesday’s agreement and the court hearing Thursday is the ongoing plan for the remainder of Relativity, including its film studio, a share of a sports agency and a school for the fine arts. The transaction will potentially give Kavanaugh and partners the bulk of his company, in exchange for $65 million in cash and $60 million in debt, to be delivered to the Anchorage-Luxor-Falcon group.
While the Relativity press release describes the Kavanaugh group’s acquisition as “completed,” many hurdles must still be cleared before Relativity is a fully functioning studio again. The group must submit a plan of reorganization that will, most importantly, demonstrate to the bankruptcy court that it has sufficient funds to operate as a going concern. With the departure of much of the company’s senior management team in recent weeks, Kavanaugh must attract replacement talent, even as Relativity’s reputation is in tatters. And Relativity must overcome the concerns of important partners, most notably Netflix, which provides significant funds to Relativity in exchange for films shown on the streaming service.
People close to Kavanaugh said he has overcome skepticism before to create scores of movies. They said he is already working to hire new executives to replace the president, chief operating officer, chief financial officer and others who have left the company in recent weeks. But some of Kavanaugh’s past partners reacted to Wednesday’s announcement with skepticism, noting how Relativity also touted refinancing that appeared to save the company — not long before it filed for bankruptcy.
“They are making it sound to the world like this is done. It is not done until a plan of reorganization has been approved by the court,” said the representative of one partner, who declined to be named. “They are announcing it like it’s over. But it’s not over.”
Relativity did not name any of Kavanaugh’s fellow investors. Previously, documents filed with the bankruptcy court had revealed his partners as Manchester Securities, a subsidiary of the Elliott Associates hedge fund; the Ron Burkle-backed investment firm OA3; investor Joseph Nicholas and an obscure San Francisco Bay Area investment fund, VII Peaks Capital. VII Peaks proved, however, to be less than fully committed.
A filing in bankruptcy court Monday revealed that VII Peaks belatedly backed away from a $30 million pledge that Relativity depicted as a linchpin of the deal to keep the company going. Relativity said in its filing that the unjustified retreat by VII Peaks made it “highly likely” that Relativity could be finished as a going concern.
But by Tuesday lawyers representing other proposed Relativity partners said they were nearing an agreement to patch over the “funding failure.” They said the arrangement would replace some new equity for the company with additional debt.
VII Peaks had previously invested $12.5 million in Relativity, as the Beverly Hills-based company struggled to remain solvent, prior to its Chapter 11 filing. All of that investment appeared to be lost, along with money from other equity investors. But VII Peaks appeared ready to join Manchester in trying to recoup some of its failed buy-in.
Relativity applied pressure on its allegedly-wayward investor by asking Judge Wiles to issue an order preventing VII Peaks from spending any of the promised $30 million. The entertainment company’s lawyers said VII Peaks, led by Gurpreet S. Chandhoke, had promised the money without condition and could not back out.
According to the court filing, VII Peaks wanted assurances about where it stood in line for repayment of both its earlier investment and the new commitment. It also wanted a second seat on the Relativity board, the guarantee of distribution slots for five film releases a year and other considerations. Relativity’s lawyers said the Northern California firm had agreed to give the $30 million before it attempted to add on those conditions.
A lawyer for VII Peaks, Hal Kessler, appeared in court Tuesday and said the firm wanted to close the transaction with Relativity “if certain wrinkles are really worked out.” He said there was no need for Judge Wiles to order the funds frozen, as VII Peaks had no intention of spending the money elsewhere. Wiles scheduled a hearing for Tuesday on the dispute between Kavanaugh’s company and its once — and perhaps future –investor.