HHR Advises Stanadyne and Pure Power on Section 363 Asset Sale

September 2023- The firm advised Stanadyne, and its subsidiary Pure Power, on their section 363 asset sale to S-PPT Acquisition Company, an entity formed by Cerberus, which was the prepetition agent and secured lender. The sale was conducted in the context of Stanadyne’s and Pure Power’s chapter 11 cases, in which the firm serves as the debtors’ lead chapter 11 counsel.

As part of the agreement, S-PPT purchased substantially all of Stanadyne and Pure Power’s assets, including equity in their subsidiaries located in China, India, Italy and the United Arab Emirates, for a total of $205 million plus the assumption of certain specified liabilities totaling up to $16 million.

Pursuant to the deal, Cerberus also contributed $3 million to fund a wind-down of Stanadyne and Pure Power’s bankruptcy estates, including the funding of a litigation trust to potentially pursue further recoveries, for the benefit of both companies’ creditors. The sale also included a significant settlement with the Pension Benefit Guaranty Corporation, which was one of the largest unsecured creditors, on account of Stanadyne and Pure Power’s pension obligations.

The sale comes months after Stanadyne and Pure Power filed for chapter 11 protection in Delaware bankruptcy court with approximately $350 million in debt. HHR is lead debtors’ counsel for both companies. Stanadyne and Pure Power filed for bankruptcy on Feb. 16, following a sharp increase in the variable interest rate on its secured debt.

Stanadyne develops, manufactures and refurbishes fuel pumps and fuel injectors for diesel and gasoline engines for the some of the biggest names in the automotive and trucking industry. The company’s headquarters and manufacturing facilities are in the U.S., and it has locations in China, India, the United Arab Emirates and Italy.

Pure Power is an engineer and remanufacturer of diesel fuel injectors and turbochargers. Stanadyne acquired Pure Power in 2019.

Katie Coleman and Chris Gartman lead the HHR team, which includes Chuck Samuelson, Jeff Margolin, Elizabeth Beitler, August Dinwiddie, Talia Helfrick, Steve Greene, Charlie Wachsstock, Andy Braiterman, Devon Pope, Justin Cohen and Andrea Castro-Mendivil.