Gauzy Announces Court-Approved Resolution of Legacy Debt Following Overwhelming 98.96% Creditor Vote, Including 100% of Secured Lenders
Court-approved settlement removes $61 million of Gauzy’s legacy debt, injects $7 million of new equity and reshapes ownership and payment obligations.
Rhea-AI Summary
Gauzy (GAUZ) obtained final court approval on September 8, 2026 for a comprehensive settlement of about $61 million in legacy debt.
Creditors representing 98.96% of voting claims, including 100% of secured lenders OIC Investment Agent and Bank Mizrahi‑Tefahot, approved the plan. The Settlement resolves approximately $61 million of secured, employee, governmental and general unsecured liabilities under a single court‑sanctioned structure and lifts the Israeli insolvency stay, with all related legacy legal proceedings settled, resolved or withdrawn. Gauzy has a binding $7 million PIPE equity commitment led by management, with up to $4 million earmarked to promptly satisfy priority employee claims.
The company will pay about $18 million into a Settlement fund over six years starting April 1, 2027, and creditors also receive 20% post‑settlement equity plus up to 70% of net Exit Event proceeds. Post‑settlement, management is expected to hold 50% of fully diluted equity, existing shareholders 30%, and creditors 20%. French subsidiaries remain in separate court‑supervised rehabilitation proceedings.
Positive
- ~$61 million of pre-petition liabilities fully resolved under court-approved Settlement
- Overwhelming creditor support with 98.96% of voting claims approving plan
- 100% approval from secured lenders OIC Investment Agent and Bank Mizrahi-Tefahot
- New $7 million PIPE equity commitment led by management
- Up to $4 million of PIPE proceeds earmarked to promptly pay employee claims
- Israeli insolvency stay lifted and all legacy debt-related proceedings resolved or withdrawn
Negative
- Existing shareholders reduced to 30% fully diluted ownership post-settlement
- Creditors receive 20% equity plus up to 70% of Exit Event proceeds
- Obligation to pay about $18 million into Settlement fund over six years
- French subsidiaries remain in ongoing court-supervised rehabilitation proceedings in France
Details
Market reaction after court-approved debt settlement: GAUZ -12.45%
Following this news, GAUZ has declined 12.45%, reflecting a significant negative market reaction. Our momentum scanner has triggered 9 alerts so far, indicating moderate trading interest and price volatility. The stock is currently trading at $6.40.
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Key Figures
- Legacy debt resolved
- $61 million
- Pre-petition liabilities under the court-approved Settlement
- New equity capital
- $7 million
- Binding management-led PIPE commitment
- Creditor approval
- 98.96%
- Voting claims across all creditor classes
- Secured lender approval
- 100%
- OIC Investment Agent LLC and Bank Mizrahi-Tefahot Ltd.
- Priority employee claims
- Up to $4 million
- Earmarked from PIPE proceeds
- Post-settlement ownership
- Management 50%; creditors 20%; existing shareholders 30%
- Fully diluted share capital after the management buyout
- Settlement payment period
- 72 months
- Monthly payments beginning April 1, 2027
- Exit event proceeds
- 70%
- Net proceeds allocated to the Settlement fund until obligations are satisfied
Key Terms
automatic stay regulatory
private investment in public equity financial
pre-petition liabilities regulatory
fully diluted financial
AI-generated analysis. How Rhea-AI works. Not financial advice.
District Court Lifts Automatic Stay and Resolves All Legacy Debt-Related Legal Proceedings as Settlement Settles Approximately
TEL AVIV, Israel, Sept. 18, 2026 (GLOBE NEWSWIRE) -- Gauzy Ltd. (Nasdaq: GAUZ) (“Gauzy” or the “Company”), a global leader in light and vision control technology, today announced a critical resolution to its balance sheet: the Tel Aviv-Jaffa District Court (the “Court”) has granted final approval, effective September 8, 2026, of the Company’s comprehensive debt settlement (the “Settlement”) under Israel’s Insolvency and Economic Rehabilitation Law, 5758-2018, in Insolvency Proceeding No. 51175-03-26. The decision draws a definitive line under a legacy capital structure and clears the way for Gauzy to operate as a debt-settled, well-capitalized public company squarely focused on its core Smart Glass business.
Settlement Highlights
- Overwhelming Creditor Mandate: Creditors representing
98.96% of voting claims across every class voted in favor of the Settlement — including100% of the Company’s secured lenders, OIC Investment Agent LLC and Bank Mizrahi-Tefahot Ltd. — reflecting near-unanimous support for management’s restructuring plan. - Approximately
$61 Million of Legacy Debt Fully and Finally Resolved: The Settlement, court-confirmed on September 8, 2026, resolves substantially all of the Company’s pre-petition liabilities — secured, employee, institutional-priority and general unsecured claims alike — under a single, court-sanctioned structure. $7 Million of New Equity Capital Committed: The Company has received a binding commitment for a$7 million equity investment (PIPE) led by management as a part of the court approved Settlement. The PIPE is intended to fund immediate working capital, professional fees and priority employee obligations, and putting the Settlement on a fully-financed footing.- Insolvency Stay Lifted; Legacy Legal Matters Resolved; Balance Sheet De-Risked: With final Court approval now obtained, the automatic stay under Israeli insolvency law has been lifted, all legacy debt claims, executions and legal proceedings against the Company have been resolved, settled or withdrawn, and the Company’s previously scattered secured claims are being consolidated into a single, unified security structure administered by the Settlement trustees, which will be released in full as the Company completes its repayment obligations.
An Overwhelming Mandate from Every Class of Creditor
As previously, announced, the Settlement was put to a vote of the Company’s creditors at a meeting convened under the supervision of the Official Receiver and Insolvency Commissioner, following extensive negotiation among the Company, its secured lenders, its employees, and its general creditor base. The result was decisive:
| Creditor Class | Approval Vote |
| Secured lenders (OIC Investment Agent LLC and Bank Mizrahi-Tefahot Ltd.) | Approved |
| Employees | Approved |
| Priority institutional creditors | Approved |
| General unsecured creditors | Approved |
| All classes, combined | |
Resolution of Approximately
The Settlement addresses the full spectrum of the Company’s pre-petition capital structure. In the aggregate, approximately
| Legacy Liability Component | Amount | % of Total |
| Secured claims (OIC Investment Agent LLC and Bank Mizrahi-Tefahot Ltd.) | ~ | ~ |
| Employee claims (priority) | ~ | ~ |
| Priority claims to Israeli governmental institutions | ~ | ~ |
| General unsecured claims (Israel, U.S. and Germany) | ~ | ~ |
| Total pre-petition liabilities resolved | ~ | |
To ensure the Settlement is fully financed from day one, Gauzy has received a binding commitment for
Insolvency Stay Lifted and Legacy Legal Proceedings Resolved
Final Court approval terminates the automatic stay of proceedings that had applied under Israel’s Insolvency and Economic Rehabilitation Law since the process began. As a result, all claims, executions, attachments and legal proceedings brought — or that could have been brought — against the Company in respect of its pre-petition liabilities have been fully and finally settled, resolved or withdrawn pursuant to the Settlement, and creditors bound by the Settlement are precluded from pursuing independent legal action in respect of such legacy claims outside its framework. Security interests that were previously held individually by the Company’s secured creditors are being consolidated into a single, unified security arrangement administered by the Settlement trustees to support the Company’s obligations under the new equity investment and repayment structure described below, and are to be released in full as the Company completes those obligations. The result is a Company that, for the first time in this process, is free to run its day-to-day operations, capital planning and customer commitments without the overhang of contested legacy claims or active creditor litigation.
Post-Settlement Ownership and Exit Value Participation
Upon completion of the related management buyout, Gauzy’s fully diluted share capital will be held as follows:
| Post-Settlement Fully-Diluted Ownership | Percentage |
| Management (via Management Buyout) | |
| Creditors (in respect of settled legacy claims) | |
| Existing shareholders (pre-Settlement holders) | |
Beyond this initial allocation, the Settlement gives creditors a further source of recovery during the term of the Settlement:
A Structured, Six-Year Path to Full Resolution
Beginning April 1, 2027, the Company will make monthly payments into the Settlement fund over a 72-month (six-year) period:
Management Commentary
“A
“This outcome reflects month of disciplined, good-faith negotiation among the Company, its secured lenders, its employees and its broader creditor base,” said Adv. Ehud Gindes, joint court-appointed Settlement trustee. “A
“Following intensive efforts by all parties involved, a comprehensive and balanced Settlement arrangement has been achieved. It provides creditors with tangible repayment sources, meaningful equity participation, and a share in the Company’s future value, while supporting the Company’s continued operations and rehabilitation. This outcome is designed to maximize creditor recoveries and preserve the Company’s employees, operations, and valuable assets,” said Adv. (CPA) Simion Keidar, joint court-appointed Settlement trustee.
Looking Ahead
With its legacy balance sheet resolved and new capital committed, Gauzy is sharpening its strategic focus on two core pillars: its ADAS/CMS (Advanced Driver-Assistance Systems and Camera Monitor Systems) product range for commercial vehicles, and its Smart Glass light and vision control technologies serving the automotive, aeronautics and architecture segments. The Company intends to concentrate its resources and go-to-market efforts on these core product lines, and on converting its existing order backlog and pipeline with global customers into revenue growth. The Company will continue to provide updates on its financial position and operating performance in its ongoing filings with the U.S. Securities and Exchange Commission (the “SEC”).
Separately, the Company’s French subsidiaries remain subject to ongoing court-supervised rehabilitation proceedings in France, including the appeals the Company filed against the decisions to open the rehabilitation proceedings and the decision to grant Vision Systems assets. Gauzy continues to work closely with the relevant stakeholders toward a successful exit from those proceedings, and believes the Settlement equips the Company with important tools to support that effort — including fresh capital and the opportunity to pledge assets held by its French subsidiaries to help fund a continuation plan for their business. The Company will provide a further update on the impact and developments regarding its French operations in due course.
About Gauzy
Gauzy Ltd. is a fully-integrated light and vision control company, focused on the research, development, manufacturing, and marketing of vision and light control technologies that support safe, sustainable, comfortable, and agile user experiences across various industries. Headquartered in Tel Aviv, Israel, the company has additional subsidiaries and entities based in Germany, France, the United States, Canada, China, Singapore, and the United Arab Emirates. Gauzy serves leading brands across aeronautics, automotive, and architecture in over 60 countries through direct fulfillment and a certified and trained distribution channel.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable securities laws. Forward-looking statements include, without limitation, statements regarding the anticipated effects, benefits and long-term impact of the Settlement; the Company’s committed new equity investment and capital structure; the timing and amount of future payments under the Settlement; the release of security interests upon completion of the Company’s obligations; participation in any future Exit Event; the Company’s liquidity, ability to continue as a going concern, and future business, financial condition and results of operations; and the Company’s strategic priorities and growth plans. These statements are often identified by words such as “may,” “will,” “expect,” “anticipate,” “believe,” “estimate,” “intend,” “plan,” “continue,” “project,” “target,” “outlook” and similar expressions, or their negatives, though not all forward-looking statements contain these words. Such statements are based on management’s current expectations and beliefs and are subject to significant risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed or implied, including, among others: the risk that actual claims ultimately allowed in the insolvency proceeding, or their treatment, may differ from current estimates; the Company’s ability to satisfy its payment and other obligations under the Settlement and the new equity investment arrangements over their respective terms; the occurrence (or non-occurrence) and timing of any Exit Event; the Company’s ability to maintain compliance with Nasdaq continued listing requirements; the Company’s ability to execute on its business strategy and convert backlog into revenue; competitive, technological and market developments affecting the smart glass, architecture, automotive, aviation and rail industries; general economic, financial and geopolitical conditions in Israel and the other jurisdictions in which the Company operates; and other risks and uncertainties described in the Company’s Annual Report on Form 20-F and in its other filings and furnishings with the SEC, including its reports on Form 6-K. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
Contacts
Investor & Media Contact:
Amanda Yevdaev, EVP Marketing
Gauzy Ltd.
PR@gauzy.com
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How are Gauzy’s settlement payments structured over the six-year period?
Beginning April 1, 2027, Gauzy will make monthly payments into the Settlement fund over 72 months: $200,000 per month for the first 24 months, $250,000 per month for the next 24 months, and $300,000 per month for the final 24 months, for aggregate nominal payments of approximately $18 million.
What is the post-settlement ownership structure of Gauzy?
Upon completion of the related management buyout, Gauzy’s fully diluted share capital is expected to be held as follows: 50% by management via the management buyout, 20% by creditors in respect of settled legacy claims, and 30% by existing pre-settlement shareholders.
How will creditors participate in any future Exit Event?
During the term of the Settlement, 70% of the net proceeds of any Exit Event (such as a sale, merger or similar liquidity event, as defined in the Settlement) will be applied to the Settlement fund for creditors’ benefit, up to the amount needed to satisfy Gauzy’s outstanding obligations under the Settlement. Any remaining proceeds are retained by the company and/or its shareholders.
What happens to security interests held by Gauzy’s secured creditors?
Security interests that were previously held individually by secured creditors are being consolidated into a single, unified security arrangement administered by the Settlement trustees. This security will support Gauzy’s obligations under the new equity investment and repayment structure and is to be released in full as those obligations are completed.
How are employee claims treated under the Settlement?
Priority employee claims of approximately $4 million are being promptly and fully satisfied out of the proceeds of the new $7 million equity investment. This payment occurs ahead of the scheduled six-year Settlement fund contributions.
What is the status of Gauzy’s French subsidiaries?
Gauzy’s French subsidiaries remain subject to court-supervised rehabilitation proceedings in France, including appeals the company filed against decisions to open those proceedings and to grant Vision Systems assets. Gauzy is working with stakeholders toward a successful exit and believes the Settlement provides tools such as fresh capital and the ability to pledge French subsidiary assets to support a continuation plan.