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Michelmores recently advised its client, the founder of Afiniti Ltd (Afiniti), in his capacity as a shareholder and unsecured creditor of Afiniti to oppose a c. $500 million multi-process restructuring transaction.
Afiniti, a Bermuda exempted company, is a global customer experience and artificial intelligence provider that between 2017 and 2021 was widely considered a ‘unicorn ‘ and was valued at over $1 billion.
The restructuring transaction, which was the subject of a sanction application issued by the joint provisional liquidators (JPLs) of Afiniti in the Supreme Court of Bermuda and Chapter 15 proceedings in the US, involved (amongst other things) the transfer of all of Afiniti’s business and assets to a newco owned by Afiniti’s secured creditors.
The founder of Afiniti, who is also a former Chairman and CEO of Afiniti, opposed the restructuring transaction on numerous bases, including on the basis that the valuation report which underpinned the JPLs’ sanction application was materially inaccurate. As a result of that material inaccuracy, the founder contended that the valuation report relied upon by the JPLs substantially undervalued Afiniti such that the value broke in the unsecured debt, rather than in the secured debt.
The Michelmores team advising on the matter was led by Partner Benn Richards, who was supported by Associate Lily Pidge and Solicitor Thomas Jenkins, all from the Firm’s Restructuring & Insolvency team.
Other advisers involved in the matter included:
JPLs
- Adam Al-Attar KC, South Square, as counsel
- Walkers (Bermuda) Limited as legal adviser
Afiniti
- Tom Smith KC, South Square, as counsel
- Conyers Dill & Pearman Limited and Latham & Watkins LLP as legal advisers
Secured Creditors
- Blair Leahy KC, Twenty Essex, as counsel
- Appleby (Bermuda) Limited and A&O Shearman acted as legal advisers
Founder
- Felicity Toube KC, Matthew Abraham and Charlotte Ward, each of South Square, as counsel
- Interpath Advisory as expert, providing expert valuation advice and advice as to the relevant alternative
- Carey Olsen Bermuda and Michelmores LLP as legal advisers
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