--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-23-003480" form_type: "8-K" ticker: null cik: "0001596946" company_name: "Quotient Ltd" filed_at: "2023-02-22T23:59:59+00:00" generated_at: "2026-06-19T04:53:56.712550+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Quotient emerges from Chapter 11; reduces debt by ~$137M, issues $119.5M new notes ## Summary - Bankruptcy court confirmed prepackaged plan on Feb 15, 2023; effective Feb 16, 2023. - Funded indebtedness reduced by ~$137M from ~$256M to ~$119.5M in new 12% Senior Secured Notes due 2030. - Consenting noteholders contributed $41M in new capital for 100% equity in Newco and the new notes. - Board reduced to two members: CEO Manuel Méndez and new appointee Bradley Meyer; six prior directors resigned. - General unsecured claims unimpaired; paid in ordinary course. ## SEC filing metadata - accession: 0000950170-23-003480 - form_type: 8-K - cik: 0001596946 - company_name: Quotient Ltd - filed_at: 2023-02-22T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 1.03, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/qtnt_8k_consens_transact.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-23-003480 - JSON: https://secwatch.observer/filing/0000950170-23-003480.json - Plain text: https://secwatch.observer/filing/0000950170-23-003480.txt ## Key facts - Distress & Bankruptcy Quotient Ltd entered chapter 11 (petition 2023-02-15). - Proceeding: chapter 11 - Petition: 2023-02-15 source text: On February 15, 2023, the Bankruptcy Court entered the Confirmation Order confirming the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Frederick Hallsworth resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Bradley Meyer was appointed as director at Quotient Ltd. - Action: appointed - Role: director source text: On the Effective Date, Bradley Meyer was appointed as director of Quotient Limited. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Thomas Aebischer resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Sophie Bechu resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Isabelle Buckle resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Heino von Prondzynski resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Executive change Catherine Larue resigned as director at Quotient Ltd. - Action: resigned - Role: director source text: On the Effective Date, Heino von Prondzynski, Thomas Aebischer, Sophie Bechu, Isabelle Buckle, Frederick Hallsworth and Catherine Larue resigned as director of Quotient Limited in accordance with the terms of the Plan. evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Material Agreements Quotient Ltd entered into Business and Asset Transfer Agreement with Newco and Finance Co (effective 2023-02-16). - Action: entry - Agreement: asset purchase - Counterparty: Newco and Finance Co - Effective: 2023-02-16 source text: On the Effective Date and as contemplated by the Plan and Confirmation Order, the Company entered into the Business and Asset Transfer Agreement (the “ BTA ”) with Newco and Finance Co, pursuant to which the Company, as seller, agreed to sell to Finance Co, as purchaser, and Finance Co agree to purchase, certain assets of Quotient as set forth in the BTA evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Material Agreements Quotient Ltd entered into New SSN Indenture with Finance Co, guarantors (including Quotient), and U.S. Bank Trust Company, National Association valued at $119,523,334 (effective 2023-02-16). - Action: entry - Agreement: notes offering - Counterparty: Finance Co, guarantors (including Quotient), and U.S. Bank Trust Company, National Association - Value: $119,523,334 - Effective: 2023-02-16 source text: On the Effective Date and as contemplated by the Plan and Confirmation Order, the Company, as guarantor, entered into an indenture with respect to $119,523,334 aggregate principal amount of 12% Senior Secured Notes due 2030 (“ New Notes ”), by and among Finance Co, as issuer, the guarantors party thereto (including Quotient) and U.S. Bank Trust Company, National Association (the “ New SSN Indenture ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm - Material Agreements Quotient Ltd entered into Master Transaction Agreement with Quotient Holdings Newco, LP, Quotient Holdings Finance Company Limited, Quotient Holdings GP, LLC, Quotient Holdings Merger Company Limited, subsidiaries, and Consenting Noteholders (effective 2023-02-16). - Action: entry - Agreement: notes offering - Counterparty: Quotient Holdings Newco, LP, Quotient Holdings Finance Company Limited, Quotient Holdings GP, LLC, Quotient Holdings Merger Company Limited, subsidiaries, and Consenting Noteholders - Effective: 2023-02-16 source text: (vii) each of the beneficial owners (or nominees, investment managers, advisors or subadvisors for the beneficial owners) of the Senior Secured Notes and Convertible Notes, in each case, as identified on the signature pages thereto (the “ Consenting Noteholders ”). evidence_url: https://www.sec.gov/Archives/edgar/data/1596946/000095017023003480/0000950170-23-003480-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.