A restructuring support agreement is a written deal between a company and its key creditors or stakeholders that lays out how debts, contracts, or ownership will be changed to fix the company’s finances. It matters to investors because it reduces uncertainty by signaling a negotiated path to solvency or debt relief—like neighbors agreeing on a repayment plan—so it influences how much creditors and shareholders are likely to recover and how quickly the company can move forward.
chapter 11regulatory
Chapter 11 is a U.S. bankruptcy process that lets a financially distressed company keep operating while it reorganizes its debts and business plan under court supervision. Think of it as a formal pause that allows the company to renegotiate payments, shed contracts or assets, and seek a path to profitability instead of being liquidated; investors watch it because it can change the value and priority of claims, equity dilution, or the likelihood of recovery.
pre-packaged plan of reorganizationregulatory
A pre-packaged plan of reorganization is a bankruptcy strategy where a company negotiates and wins approval for a debt-restructuring plan from key creditors before it formally files in bankruptcy court, then files the approved plan to complete the process quickly. Think of it like agreeing on a repair and payment schedule with neighbors before starting construction so the work finishes faster and cheaper; for investors it reduces uncertainty, preserves more value, and clarifies likely recoveries for bondholders and shareholders.
debtor-in-possession financingfinancial
Financing provided to a company while it reorganizes under bankruptcy protection that lets it keep operating, pay employees and suppliers, and pursue a restructuring plan. Think of it as a court-approved bridge loan or lifeline that typically gets paid back before older debts, so it can change who gets paid and how much investors or creditors ultimately recover; that makes it a key factor in assessing risk and potential returns.
credit agreementfinancial
A credit agreement is a written loan contract between a borrower and a bank or other lender that lays out how much money can be borrowed, the interest rate, repayment schedule, fees, and the rules the borrower must follow. For investors, it matters because those terms affect a company’s cash costs, borrowing flexibility and risk of default — similar to how a mortgage’s rules determine a homeowner’s monthly budget and freedom to make changes.
bond indenturesfinancial
Bond indentures are legal contracts that set the rules for a bond issue, describing the borrower's payment schedule, interest terms, and the protections and rights of bondholders. They matter to investors because the indenture defines how safe the bond is—like a loan agreement or recipe that spells out what assets are pledged, what promises the borrower must keep, and what can be done if payments are missed, which affects risk and expected returns.
convertible senior notesfinancial
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
going concernfinancial
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
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Receives commitments for $65 million in new money financing to support ongoing business operations
Recapitalization effectuated through a pre-packaged plan of reorganization on an expedited basis
Transaction is supported by substantially all of the Company’s existing lenders
Normal business operations will continue seamlessly with no impact on vendors and suppliers
WEST LAFAYETTE, Ind.--(BUSINESS WIRE)--
Inotiv, Inc. (NASDAQ: NOTV) (the “Company”, or “Inotiv”), a leading Contract Research Organization specializing in nonclinical and analytical drug discovery and development services and research models and related products and services, today announced that it has entered into a Restructuring Support Agreement (“RSA”) with its Prepetition First Lien Lenders and Ad Hoc Group of Noteholders, constituting substantially all of its junior creditors, to implement a comprehensive recapitalization transaction that will strengthen its capital structure. To implement the transaction, Inotiv has filed a voluntary, prepackaged chapter 11 case in the U.S. Bankruptcy Court for the Southern District of Texas. The support of these stakeholders speaks to their confidence in the strength of Inotiv’s business.
Through this process, Inotiv will reduce its debt by approximately $326 million. The Company will maintain normal operations without disruption and continue to deliver critical research models and services to its clients. Inotiv has received commitments for $25 million in new money debtor-in-possession financing, which follows $40 million in bridge financing provided in May. These funds will be used to support the business throughout the chapter 11 process. Inotiv intends to emerge from this process as a healthier, well-capitalized business with the benefit of significantly less debt.
“We’ve been working with our key financial stakeholders to explore strategic alternatives and believe we have determined a path forward that will enable us to support the Company and our long-term strategic vision,” said Bob Leasure, President and Chief Executive Officer of Inotiv. “Our operating teams remain committed to focusing on our clients and continuing to improve our business model. By taking proactive steps to strengthen our financial foundation and capital structure, Inotiv will have additional flexibility to advance our strategic initiatives and deliver value to our clients. I want to thank our dedicated employees, loyal clients and partners, and our financial stakeholders for their continued support.”
In line with the RSA, the Company has begun soliciting votes on a pre-packaged plan of reorganization, and has secured the affirmative votes of holders of the necessary majorities of all tranches of its capital structure under its credit agreement and bond indentures. Inotiv will continue normal business operations during the process and expects to seek confirmation of the plan of reorganization and emerge from chapter 11 on an expedited basis.
The Company has filed a number of customary motions with the Court to ensure ordinary operations are not disrupted during the pendency of the chapter 11 case. To that end, the Company has filed an “all-trade” motion with the Court that will allow it to continue paying vendors and suppliers in the ordinary course, as well as a “wages motion” that will allow it to continue paying employee obligations and benefits.
Additional information on the Company’s chapter 11 case can be found at https://restructuring.ra.kroll.com/Inotiv. Stakeholders can also contact Kroll, Inotiv’s noticing and claims agent, at (844) 408-3698 (for toll-free U.S. and Canada calls) or (646) 825-3849 (for tolled international calls).
This press release is not an offer or a solicitation with respect to any securities or a solicitation of acceptances of a chapter 11 plan.
Advisors
Inotiv is advised in this matter by Ropes & Gray LLP as legal counsel, Perella Weinberg Partners as investment banker, and FTI Consulting as financial and communications advisor. The Prepetition First Lien Lenders are advised by Davis Polk & Wardwell LLP as legal counsel and BRG as financial advisors. The Noteholder Ad Hoc Group is advised by Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel.
About Inotiv
Inotiv, Inc. is a leading contract research organization dedicated to providing nonclinical and analytical drug discovery and development services and research models and related products and services. The Company’s products and services focus on bringing new drugs and medical devices through the discovery and preclinical phases of development, all while increasing efficiency, improving data, and reducing the cost of taking new drugs and medical devices to market. Inotiv is committed to supporting discovery and development objectives as well as helping researchers realize the full potential of their critical research and development projects, all while working together to build a healthier and safer world. Further information about Inotiv can be found here: https://www.inotiv.com/.
