The insolvency administration is authorized to sell the production unit of the insolvent company Antibióticos, S.A.U. to Black Toro Capital S.A.R.L.
The ruling of the León Commercial Court and Court of First Instance No. 8 of September 16, 2014, agreed to authorize the insolvency administration of Antibióticos, S.A.U. to sell the insolvent company’s production unit to the venture capital fund Black Toro Capital S.A.R.L. This production unit comprises all of the assets (except for vehicles not related to the activity and collection rights), thus enabling the total capacity reestablishment of Antibióticos S.A.U.’s activity through the acquirer’s business plan. The price Black Toro Capital S.A.R.L. offered was far higher than its competitors’ offers. Likewise, it guaranteed the preservation of more jobs (also including the scaled recovery of the entire staff) and the maintenance of the business sector in León through one of its leading companies.
Of the pronouncements in the ruling of September 16, the most noteworthy is the detailed analysis the judge made of the issue relating to the acquirer of the production unit taking over the outstanding debts with the Social Security authorities. The judge offered a barrage of arguments in favor of the sale of production units in insolvency liquidation proceedings being made free of social security obligations. However, the judge warned at the start of his reasoning that the jurisdiction of the insolvency judge to reach such a decision did not extend beyond the insolvency proceedings. Therefore, he noted that despite this being agreed in the ruling, it was not possible to guarantee the acquirer of a production unit the release of the social security debt in view of a possible future derivation of liability.2