K&L Gates Advises Akoustis Technologies in its Sale of Assets to SpaceX

Global law firm K&L Gates LLP has advised Akoustis Technologies and its wholly owned subsidiaries Akoustis, Inc. and RFM Integrated Device Inc. in the sale of substantially all of their assets to Tune Holdings Corp., a wholly owned subsidiary of Space Exploration Technologies Corp. (SpaceX). Tune Holdings will continue Akoustis’ operations and team infrastructure, ensuring ongoing support for customers worldwide. As a result of the transaction, Tune Holdings will deliver next-generation BAW high-band RF filters to customers around the world.

The transaction was accomplished pursuant to Section 363 of the US Bankruptcy Code and in compliance with a sale order entered by the US Bankruptcy Court for the District of Delaware. Tune Holdings acquired the Akoustis assets for approximately US$30.2 million in cash and the assumption of certain liabilities.

Margaret Westbrook, coordinator of the firm’s US Restructuring and Insolvency practice group, stated: “We were pleased to assist Akoustis as it navigated a complex restructuring process. Our work resulted in a substantial return to creditors and the continuation of jobs and the business, which we view as a win for all involved.”

Miami partner Jeff Kucera added, “This case was a great example of how our restructuring practice works seamlessly with other practices, like intellectual property and computer forensics, to find a path forward for our clients.”

“We are pleased to close this strategic transaction, which will maximize value for our creditors and preserve the vast majority of our employees’ jobs,” said Mark Podgainy, Finance Transformation Officer of Akoustis. “We are grateful to the K&L Gates team for assisting us throughout this process.”

In addition to Westbrook, Kucera and Charlotte partner Sean Jones, the primary deal team included Boston partner John Cotter, Raleigh partners Andrew Reibman, Leann Walsh, and Emily Steele, Charlotte partners Coleman Wombwell and Barry Price, Harrisburg partner David Fine, Wilmington partner Steve Caponi, Pittsburgh partner Lucas Tanglen, and Raleigh counsel Mary Kristen Kelly. Miami associate Carly Everhardt, Boston associate Maggie Cooney, and Charlotte associates Jon Edel, Alden Glass, Anna Sgrignoli, Lindsey Taulbee, and Kristin Taylor also assisted on the matter.

K&L Gates’ Restructuring and Insolvency practice regularly represents debtors, lenders, distressed investment funds, creditors’ committees, equity holders and committees, plan proponents, trustees, asset purchasers, vendors, landlords, receivers, and other interested parties in a wide variety of insolvency situations across our three main geographical sectors: the Americas; Europe, the Middle East and Africa; and Asia Pacific.