The M&A market isn’t dead. It’s just changed locations. Instead of the open marketplace, deals are getting done inside bankruptcy c
ourt.
In a deal involving a bankrupt title insurance company, Miller & Martin partners Joe DeLisle and Nick Whittenburg advised an Alpharetta client on its purchase of four of the bankrupt company’s subsidiaries.
LandAmerica Financial Group Inc., which is operating under Chapter 11, has agreed to sell two business units to Buyers Protection Group Inc. for $12.2 million, subject to post-closing price adjustments. The units being sold are LandAmerica Home Warranty, which is headquartered in Alpharetta, and LandAmerica Property Inspections. The deal has been approved by U.S. Bankruptcy Court Judge Kevin R. Huennekens of the Eastern District of Virginia. However, it still requires approval from California state insurance regulators, DeLisle said.
DeLisle and Whittenburg are counsel to BPG, along with associates Tim Silvis and Charles Elrod. All the Miller & Martin lawyers are based in Atlanta except Whittenburg, who’s based in Chattanooga, Tenn.
BPG was formed by Revell Fraser, who is the former president of the LandAmerica Financial subsidiaries, for the purpose of acquiring the assets from Glen Allen, Va.-based LandAmerica. Arkansas investment firm Stephens Group LLC is an investor in BPG along with Fraser.
DeLisle said that Miller & Martin had not previously done work for Fraser, and was brought into this assignment via a referral.
BPG was tapped as the “stalking horse” bidder in the bankruptcy court-supervised sale, DeLisle said. That meant that LandAmerica had tentatively accepted BPG’s initial offer to acquire the assets, subject to an auction process. After LandAmerica’s biggest rival title-insurance company, Fidelity National Financial Inc., submitted a higher offer during the May 11 auction, BPG increased its initial offer from $10 million to $12.2 million.
Lawyers from Willkie Farr & Gallagher’s New York office and from the Richmond, Va. office of McGuireWoods are debtor counsel to LandAmerica.