---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-010459"
form_type: "8-K"
ticker: null
cik: "0001843388"
company_name: "Virgin Orbit Holdings, Inc."
filed_at: "2023-04-04T23:59:59+00:00"
generated_at: "2026-06-17T06:37:52.208836+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.95
calibrated_materiality_score: 0.95
confidence: "high"
source: SEC EDGAR
---

# Virgin Orbit files Chapter 11 with $31.6M DIP financing from Virgin Investments to sell business

## Summary
- Filed voluntary Chapter 11 petition on April 4, 2023 in Delaware to effectuate a sale of the business.
- Received $31.6M new-money DIP commitment from Virgin Investments; total DIP facility up to $74.1M including roll-ups.
- Terminated trademark license with Virgin Enterprises, losing right to use 'Virgin Orbit' brand.
- COO Anthony Gingiss eliminated effective April 3, 2023 as part of workforce reduction.
- Appointed Alan Carr and Jill Frizzley as independent directors, each with $45,000 monthly cash fee.

## SEC filing metadata
- accession: 0001628280-23-010459
- form_type: 8-K
- cik: 0001843388
- company_name: Virgin Orbit Holdings, Inc.
- filed_at: 2023-04-04T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.95
- calibrated_materiality_score: 0.95
- confidence: high
- sec_items: 1.01, 1.03, 1.02, 2.04, 5.02, 5.07, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/vorb-20230330.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-010459
- JSON: https://secwatch.observer/filing/0001628280-23-010459.json
- Plain text: https://secwatch.observer/filing/0001628280-23-010459.txt

## Key facts
- Debt Financings
  Virgin Orbit Holdings, Inc. faced acceleration on convertible notes of $5.0 million with Virgin Investments Limited.
  - Instrument: convertible notes
  - Principal: $5.0 million
  - Counterparty: Virgin Investments Limited
  - Event: acceleration
  source text: • the Senior Secured Convertible Note, dated February 28, 2023, between the Company and Virgin Investments Limited, for an aggregate principal amount of $5.0 million, plus accrued and unpaid interest thereon (the “February 2023 Note”);
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Debt Financings
  Virgin Orbit Holdings, Inc. faced acceleration on convertible notes of $20.0 million with Virgin Investments Limited.
  - Instrument: convertible notes
  - Principal: $20.0 million
  - Counterparty: Virgin Investments Limited
  - Event: acceleration
  source text: • the Senior Secured Convertible Note, dated December 19, 2022, between the Company and Virgin Investments Limited, for an aggregate principal amount of $20.0 million, plus accrued and unpaid interest thereon (the “December 2022 Note”);
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Debt Financings
  Virgin Orbit Holdings, Inc. faced acceleration on convertible notes of $25.0 million with Virgin Investments Limited.
  - Instrument: convertible notes
  - Principal: $25.0 million
  - Counterparty: Virgin Investments Limited
  - Event: acceleration
  source text: the filing of the Chapter 11 Cases constitutes an event of default that accelerated obligations under the following material debt instruments and agreements: • the Senior Secured Convertible Note, dated November 4, 2022, between the Company and Virgin Investments Limited, for an aggregate principal amount of $25.0 million, plus accrued and unpaid interest thereon (the “November 2022 Note”);
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Debt Financings
  Virgin Orbit Holdings, Inc. faced acceleration on convertible notes of $10.9 million with Virgin Investments Limited.
  - Instrument: convertible notes
  - Principal: $10.9 million
  - Counterparty: Virgin Investments Limited
  - Event: acceleration
  source text: • the Senior Secured Convertible Note, dated March 30, 2023, between the Company and Virgin Investments Limited, for an aggregate principal amount of $10.9 million, plus accrued and unpaid interest thereon (together with the November 2022 Note, the December 2022 Note, the January 2023 Note and the February 2023 Note, the “VIL Notes”);
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Debt Financings
  Virgin Orbit Holdings, Inc. faced acceleration on convertible notes of $10.0 million with Virgin Investments Limited.
  - Instrument: convertible notes
  - Principal: $10.0 million
  - Counterparty: Virgin Investments Limited
  - Event: acceleration
  source text: • the Senior Secured Convertible Note, dated January 30, 2022, between the Company and Virgin Investments Limited, for an aggregate principal amount of $10.0 million, plus accrued and unpaid interest thereon (the “January 2023 Note”);
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Distress & Bankruptcy
  Virgin Orbit Holdings, Inc. entered chapter 11 in United States Bankruptcy Court for the District of Delaware (petition 2023-04-04).
  - Proceeding: chapter 11
  - Court: United States Bankruptcy Court for the District of Delaware
  - Petition: 2023-04-04
  source text: On April 4, 2023 (the “Petition Date”), Virgin Orbit Holdings, Inc. (the “Company”) and its domestic subsidiaries
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Executive change
  Alan Carr was appointed as Class I director at Virgin Orbit Holdings, Inc..
  - Action: appointed
  - Role: Class I director
  source text: authorized and approved the appointment of each of Alan Carr and Jill Frizzley to the Board, as Class I and Class III directors, respectively, effective March 31, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Executive change
  Jill Frizzley was appointed as Class III director at Virgin Orbit Holdings, Inc..
  - Action: appointed
  - Role: Class III director
  source text: authorized and approved the appointment of each of Alan Carr and Jill Frizzley to the Board, as Class I and Class III directors, respectively, effective March 31, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm
- Executive change
  Anthony Gingiss departed as Chief Operating Officer at Virgin Orbit Holdings, Inc..
  - Action: position eliminated
  - Role: Chief Operating Officer
  source text: Anthony Gingiss, the Company’s Chief Operating Officer, was informed that his position was being eliminated effective April 3, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/1843388/000162828023010459/0001628280-23-010459-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
