The Mirus Special Situations Group

Our Special Situations Group advises debtors, creditors and acquirers of companies involved in reorganizations, bankruptcy proceedings, recapitalizations, and out-of-court financial restructurings. Mirus' comprehensive special situation services and expert advice are backed by over 20 years of transactional experience.

Contact a member of our Special Situations Group

What Constitutes a Special Situation?

Mirus advises family owned businesses and corporate clients on special situations such as the sale of non-core or underperforming business units, recapitalizations, mergers and acquisitions, debt financing, and bankruptcy transactions. In our experience, special situations are brought about by some combination of these circumstances:

  • A temporary infusion of capital is required to "bridge" the business to profitability (or to a liquidity event).
  • The company needs to recapitalize to deleverage the balance sheet, fund a growth initiative, or rebuild reserves after losses.
  • An impending debt maturity must be refinanced at a time when the company's financial condition or market outlook has made capital hard to find.
  • Owners want to buy out one or more shareholders or effect a strategic acquisition.
  • The company wants to reduce headcount or shut down one or more facilities.
  • A natural disaster, fire, worker strike or other event has caused an operational setback.
  • One or more key executives have departed due to poor health, death, or other reasons.
  • A major customer has been lost or a dispute over an unpaid receivable is causing concern for important creditor constituencies.
  • A failed fundraising initiative has put the company into the "zone of insolvency," requiring expeditious implementation of one or more corporate finance and/or M&A transactions to preserve value for all stakeholders.

Special Situation Examples

Here are examples of challenging special situations where Mirus has provided clients with options to recapitalize, restructure, refinance, or sell their business:

    DISTRESSED M&A

  • A family owned business serving automotive OEMs suffered a significant downturn in customer orders and quickly became insolvent. Mirus provided the company and its family shareholders with options including sale, divestiture, or recapitalization. Ultimately the company elected to sell several divisions and structure a management buy-in to recapitalize the company's operations in West Virginia.

    • SALE OF NON-CORE ASSETS

  • To satisfy creditors and facilitate an acceptable forbearance agreement, the Mirus Special Situations Group was retained to sell two underperforming business units on behalf of a publicly traded technology company. Mirus deployed engagement teams to Texas and Illinois and negotiated two sale transactions within four months.

    • DIP FINANCING

  • Backed by venture capital investors since inception, a fast-growing company's board of directors didn't recognize the business was "in distress" until the Series G financing fell through. By the time the Mirus Special Situations Group was retained, the company had filed for Chapter 11 and had enough cash for just one payroll cycle. Mirus quickly brought a stalking horse buyer to the table and then persuaded a coalition of investors and lenders to provide DIP financing.

    • PRE-PACKAGED BANKRUPTCY SALE

  • In certain circumstances, a pre-existing commitment to a landlord or the threat of a lawsuit can get in the way of a sale and pose significant risks to the future viability of a business. In numerous cases, the Mirus Special Situations Group has structured a transaction with a buyer that contemplated a bankruptcy filing followed by a sale of assets "free and clear." While this method is not the solution to every problem, it can often mean the difference between an orderly sale and certain doom.

    • REFINANCING AN OVERLEVERAGED BALANCE SHEET

  • A packaging company was overleveraged by the private equity firm that had acquired it. Despite lackluster growth, the company continued to operate with strong margins. Upon the maturity of the term notes, the secured lender was unwilling to provide funding at the same level. The Mirus Special Situations Group brought several options to the table including both recapitalization with new debt and equity, as well as opportunities to sell all or part of the business.

    ACQUISITION FINANCE

  • When seeking to acquire a regional technology services company being divested from a multi-national corporation, the management team needed to act fast. Mirus structured a $35 million package of debt and equity from third party investors to facilitate the transaction.