Sounds like shoe on the other foot time to us !
http://www.law360.com/articles/489273/ex-lexis-ceo-warburg-plan-to-bid-on-bankrupt-tlo-s-assets
Ex-Lexis CEO, Warburg Plan To Bid On Bankrupt TLO’s Assets
Law360, Miami (November 18, 2013, 5:58 PM ET) — A former LexisNexis Group CEO, along with private equity firm Warburg Pincus LLC, on Friday objected to the upcoming asset sale of bankrupt Florida-based data solutions provider TLO LLC, saying that as a competing bidder they need more information about a $105 million stalking horse bid.
In a filing in the U.S. Bankruptcy Court for the Southern District of Florida, former LexisNexis CEO Andrew Prozes and the private equity firm said they plan to submit a qualified bid for TLO’s assets, but said that the confidentiality surrounding the stalking horse bid placed by TransUnion Acquisition Corp. “makes it impossible for the competing bidder to evaluate the true value of the stalking horse bidder’s bid and formulate a competitive bid.”
Prozes and Warburg Pincus objected to the sale and asked that TransUnion, which is an affiliate of TransUnion Holding Corp., provide additional information to the potential bidders.
Boca Raton, Fla.-based TLO’s Chapter 11 liquidation plan hinges on the asset sale. An auction is set for Nov. 20, and the sale is expected to close by the end of the year, according to the company.
TLO’s co-CEOs and daughters of the deceased founder, Desiree Asher and Carly Asher Yoost, said they have received proposals from several financial and strategic bidders and expect many to participate in the auction.
General unsecured creditors will receive a pro rata share of a $1 million carveout of a settlement that eliminated $31 million in claims brought by an equity holder against the estate that was finalized with certain litigants in August. Equity interests in the company will be canceled.
The company has received several objections to the sale in the few days before the auction, including a filing by eMerges.com objecting to the assignment or assumption of its license contract with TLO. The company, which specializes in compiling public records like voter lists, says that TLO is planning to sell certain databases that belong to eMerges, according to the filing.
Law firm Linebarger Goggan Blair & Sampson LLP filed a limited objection Monday saying that TLO may sell its 50 percent membership interest in Linebarger Analytics & Investigative Services LLC, a company created to develop, market and sell specific services to government agencies, according to the filing.
TLO entered bankruptcy in May, listing $46.6 million in assets against nearly $110 million of debt in its Chapter 11 petition. In July, it sued a Prudential Insurance Co. of America unit in Florida federal court, alleging the insurer is refusing to pay TLO benefits from a $40 million life insurance policy that was held by its late founder, Hank Asher.
TLO says Pruco Life Insurance Co. sought to rescind its obligation by saying that Asher’s life insurance application failed to disclose medical conditions that would have blocked him from receiving the policy, such as major depressive disorder, histrionic disorder and sleep apnea, according to the complaint. The suit is still pending.
Asher received the policy in August 2011 and passed away this January, prompting TLO to ask Pruco for the benefits under his policy. In April, Pruco said the claim was taking longer to process since it was waiting for information from health care providers.
In June, five months after Asher’s death, Pruco told TLO that it didn’t have an obligation to pay. But TLO says the alleged misrepresentations that Pruco flagged weren’t significant to the risk the company accepted.
In August, TLO secured $4 million in debtor-in-possession funding, followed by another $1 million in October.
Founded in 2009, TLO offers search tools that allow its customers to conduct background checks on people, businesses and assets alike. It counts collection agencies, financial institutions, law enforcement agencies, private investigators and corporate security departments among its 26,000 clients, according to court documents.
Its flagship system, TLOxp, uses supercomputers, proprietary algorithms and massive databases of public and private records to verify identities and aid in fraud prevention, legislative compliance and debt recovery.
TLO is represented by Robert C. Furr of Furr and Cohen PA.
Prozes and Warburg Pincus are represented by Sharon L. Levine and Steven E. Siesser of Lowenstein Sandler LLP and by Steven J. Solomon and Robert A. Schatzman of GrayRobinson PA.
The case is In re: TLO LLC, case number 9:13-bk-20853, in the U.S. Bankruptcy Court for the Southern District of Florida.
Law360 is owned by LexisNexis Legal & Professional, a Reed Elsevier company.
–Additional reporting by Maria Chutchian, Ama Sarfo and Lance Duroni. Editing by Rebecca Flanagan.
