Performance Sports Group Ltd., maker of Bauer ice hockey gear and Easton baseball equipment, filed for bankruptcy Monday in Delaware and Canada as part of a plan to sell itself to stalking horse bidders Fairfax Financial Holdings Ltd. and Sagard Capital Partners LP.
The proposed $575 million deal would include almost all of Exeter, New Hampshire-based PSG’s assets. The company and its affiliates, which have struggled in a competitive sporting goods market, listed assets and liabilities ranging between $500 million and $1 billion.
Paul, Weiss, Rifkind, Wharton & Garrison, a firm with ties to pro hockey, and Delaware’s Young Conaway Stargatt & Taylor have taken the lead for PSG in the company’s Chapter 11 case in Wilmington. Leading Canadian firm Stikeman Elliott is also representing PSG, which has started proceedings before the Ontario Superior Court of Justice under Canada’s Companies’ Creditors Arrangement Act. Bennett Jones, another top Canadian firm, is counseling PSG’s board of directors. None of the firms have yet filed billing statements with a U.S. bankruptcy court.
Michael Wall, a longtime chief legal officer for the National Hockey League’s Boston Bruins, serves as executive vice president, general counsel and corporate secretary for PSG. The company, formerly known as Bauer Hockey, turned to Paul Weiss two years ago to advise on its $330 million acquisition of Easton-Bell Sports Inc.’s baseball and softball business. In June, PSG reshuffled its executive management amid sinking sales and a plummeting stock price.
Paul Weiss bankruptcy and corporate reorganization partners Kelley Cornish and Alice Eaton, litigation partner Moses Silverman and counsel Claudia Tobler have taken the lead representing PSG in bankruptcy court, along with Young Conaway partners Pauline Morgan and Sean Greecher. Stikeman litigation and insolvency partner Maria Konyukhova and commercial litigation partner Peter Howard, both of whom are in Toronto, are also advising the debtor.
Young Conaway is also serving as Delaware counsel to the Englewood, Colorado-based Sports Authority, a sporting goods retailer owned by private equity firm Leonard Green & Partners that filed for bankruptcy in March. The Sports Authority’s Chapter 11 case, while a boon to some bankruptcy lawyers, was bad for PSG’s business, reportedly leading to a $90 million loss in inventory, according to The Wall Street Journal.
Shearman & Sterling M&A head Scott Petepiece and financial restructuring and insolvency practice group leader Fredric Sosnick are heading up a team from the firm advising Toronto-based Fairfax on its proposed purchase of PSG. Other Shearman & Sterling lawyers working on the matter include capital markets partner Jason Lehner, global leveraged finance co-head Joshua Thompson and finance partner Jason White, executive compensation, governance and ERISA head Doreen Lilienfeld, tax partner Laurence Crouch and associates Stephan Blank, Ryan Bray, Robert Bucella, Richard Fishetti and Matthew Weston.
Fairfax has previously turned to Shearman & Sterling for securities litigation work, and the firm has also handled transactional work for the company, including its $4.7 billion buy of BlackBerry Ltd. in 2013 and $1.88 billion acquisition last year of a commercial insurer from a pair of private equity firms. Petepiece and Shearman & Sterling counseled an investor group led by two Canadian businessmen two years ago on their $155 million sale of a controlling stake in the NHL’s Arizona Coyotes to former class action litigator Andrew Barroway.
Kirkland & Ellis restructuring partner Christopher Marcus and Klehr Harrison Harvey Branzburg partner Domenic Pacitti in Wilmington are advising Greenwich, Connecticut-based Sagard Capital on its bid for PSG. Weil, Gotshal & Manges business finance and restructuring partner Matthew Barr, who joined the firm’s New York office last year, is counseling certain PSG lenders along with Delaware’s Morris, Nichols, Arsht & Tunnell.
Prime Clerk LLC, a bankruptcy claims administrator founded in 2013 by former Weil restructuring partner Shai Wasiman, is managing PSG’s Chapter 11 case.