Livingstone helps Nogin Complete Chapter 11 Reorganization

Livingstone’s Special Situations and Business & Technology Services teams are pleased to announce that its client Nogin (the “Company”) has completed its financial restructuring after the United States Bankruptcy Court for the District of Delaware confirmed the Company’s Chapter 11 Plan in which Nogin’s reorganized equity interests were acquired by a newly formed entity sponsored by B. Riley Financial, Inc. (“B. Riley”). The Plan was confirmed in April 2024.
Nogin makes e-commerce easier through its Commerce-as-a-Service (CaaS) offering to its clients, which combines a full-stack e-commerce technology and services package for brand leaders that need to deliver superior growth with predictable costs and an exceptional online experience. Nogin’s Intelligent Commerce technology is a cloud-based e-commerce solution purpose-built for brands selling direct-to-consumer (D2C) and business-to-business (B2B).
“This transaction highlights the capabilities of our Special Situations practice in that we were charged with getting up to speed and to market very quickly in order to drive this Chapter 11 process to completion in a successful and timely manner,” said Joe Greenwood, Partner at Livingstone.
“Once again, we’ve demonstrated to stakeholders in difficult situations that Livingstone is a unique investment banking partner as we seamlessly combine our Special Situations expertise with our industry specialist bankers, which enables us to best position our clients to the market and get to the relevant buyers in an extremely timely fashion,” said Andrew Bozzelli, Partner at Livingstone.
Richards, Layton & Finger, P.A. served as bankruptcy counsel and Portage Point Partners provided interim restructuring and management services to Nogin. Choate, Hall & Stewart LLP served as counsel to B. Riley; Brown Rudnick LLP served as general counsel and GLC Advisors & Co, LLC served as financial advisor to the Senior Notes; and Lowenstein Sandler LLP and Morris James LLP served as co-counsel and Dundon Advisors LLC served as financial advisor to the Creditors’ Committee.
Key Transaction Team
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