Hornblower chapter 11 filing and DIP financing
We are advising Crestview in connection with Hornblower’s chapter 11 proceedings
Davis Polk is advising Crestview Advisors, L.L.C. and its affiliated funds in connection with the restructuring of Hornblower Holdings LLC. Crestview holds the majority of Hornblower’s existing equity as well as substantial amounts of its prepetition funded indebtedness.
On February 21, 2024, Hornblower and certain of its subsidiaries filed voluntary chapter 11 petitions in the United States Bankruptcy Court for the Southern District of Texas. Shortly before the filing, Crestview and certain other prepetition consenting stakeholders holding in the aggregate approximately 98% of the company’s first-lien obligations executed a restructuring support agreement with Hornblower. The restructuring support agreement, among other things, contemplates a $285 million debtor-in-possession financing and $345 million equity rights offering. Crestview is participating in the DIP financing and backstopping the equity rights offering along with the other consenting stakeholders. On the same day, Hornblower obtained substantially all of the “first day” relief it sought before the bankruptcy court, and on February 22, 2024, Hornblower obtained interim approval of the DIP financing.
Headquartered in San Francisco, California, Hornblower provides travel and transportation experiences and services, including dining, sightseeing and overnight cruises, railway excursions, walking and food tours, and ferry and other transportation services. Among other business lines, Hornblower owns Journey Beyond, Australia’s leading experiential travel group. Hornblower serves over 30 million guests each year in over 100 countries and 125 U.S. cities.
The Davis Polk restructuring team includes partners Brian M. Resnick and Adam L. Shpeen, counsel Stephanie Massman and associates Joseph W. Brown, David Kratzer and Luke Porcari. Partner Michael Davis is providing corporate advice and counsel Robert (Bodie) Stewart is providing capital markets advice. The sponsor finance team consists of partner Robert F. Smith. Partner Ethan R. Goldman is providing tax advice. Partner Elliot Moskowitz is providing litigation advice. All members of the Davis Polk team are based in the New York office.