SSG Advises Signal International, Inc. in the Sale of Substantially All of its Assets to Affiliates of the Retirement Systems of Alabama
SSG Capital Advisors, LLC (“SSG”) acted as the investment banker to Signal International, Inc. (“Signal” or the “Company”) in the sale of substantially all of its assets to the Teachers’ Retirement System of Alabama and the Employees’ Retirement System of Alabama (collectively, the “RSA”). Subsequent to the sale, the Company was renamed World Marine, LLC. The sale was effectuated through a Chapter 11 bankruptcy plan, which was approved by the U.S. Bankruptcy Court for the District of Delaware in November 2015. The transaction closed in December 2015.
Signal is a leading provider of marine and fabrication services which include new construction, modular fabrication and the overhaul, repair, upgrade and conversion of offshore drilling rigs and ships. With its strategic geographic footprint in Mobile, Alabama and Pascagoula, Mississippi, the Company maintains prime locations and extensive marine fabrication capabilities to serve both domestic and international customers.
Following the destruction of Hurricane Katrina along the Gulf of Mexico in 2005, the Company experienced an unprecedented backlog of work orders. In order to meet demand, Signal used a third-party recruiting service to hire approximately 500 individuals from India through the federal government’s H-2B guest worker program. In 2008, a subset of these workers brought litigation against the Company. Signal disputed the allegations but subsequently lost the first case brought to trial in May 2015. The Company was experiencing softening demand for shipyard services due to depressed oil prices and the mounting legal expense and claims significantly affected its operating performance.
Signal ultimately settled with the lead plaintiffs and entered into a plan support agreement which enabled it to file for Chapter 11 protection. The bankruptcy filing provided a unified forum to address any future actions that may be taken against the Company and effectuate the settlement with the plaintiffs through a plan. The Company’s senior lender, the RSA, agreed to serve as the stalking horse bidder in a sale process under a plan. SSG was retained as Signal’s investment banker for the purpose of marketing the business and soliciting competing offers to the stalking horse bid. The RSA’s stalking horse offer was ultimately the highest and best price for substantially all of the assets of the Company. The sale process enabled all key stakeholders to maximize value while preserving the jobs of substantially all of Signal’s employees.
Other professionals who worked on the transaction include:
- M. Blake Cleary, Kenneth J. Enos, Jaime L. Chapman, Michael S. Neiburg, Justin P. Duda and Travis G. Buchanan of Young Conaway Stargatt & Taylor, LLP, counsel to Signal International, Inc.;
- Christopher R. Donoho III, Pieter Van Tol, Philip H. Ehrlich, Christopher R. Bryant and John D. Beck of Hogan Lovells US, LLP, counsel to Signal International, Inc.;
- Skip Victor, Chief Restructuring Officer for Signal International, Inc.;
- Katie S. Goodman and Scott D. Yates of GGG Partners, LLC, financial advisors to Signal International, Inc.;
- Derek F. Meek, Jeffrey T. Baker and Marc P. Solomon of Burr & Forman LLP, counsel to the RSA;
- Eric D. Schwartz, Gregory W. Werkheiser and Erin R. Fay of Morris Nichols Arsht & Tunnell LLP, counsel to the RSA;
- Adam L. Dunayer and Russell Mason of Houlihan Lokey, Inc., financial advisors to the RSA;
- Robert J. Feinstein, Bradford J. Sandler, Shirley S. Cho, William L. Raimseyer, Colin R. Robinson, Peter. J. Keane and Jason H. Rosell of Pachulski Stang Ziehl & Jones LLP, counsel to the Unsecured Creditors’ Committee; and
- Evan Blum, James Fox, Wojciech Hajduczyk, Marshall Glade and Marc Levee of GlassRatner Advisory & Capital Group LLC, financial advisors to the Unsecured Creditors’ Committee.