Private investment firm Searchlight Capital Partners has agreed to pay $15M for Digital Domain Productions — the key operation at Digital Domain Media Group — although the special effects company will have to put itself up for auction following its Chapter 11 bankruptcy filing. Creditors threatened last month to foreclose; Digital Domain’s been losing cash which put it in default of its loan agreements. But Hudson Bay Master Fund and other senior note holders like the deal with Searchlight: They’re putting up as much as $20M in debtor-in-possession financing. Chief Restructuring Officer Michael Katzenstein says that Digital Domain is “grateful for the cooperative assistance of our lenders, our customers and employees as we work to seamlessly transition these important businesses and other assets to financially strong and committed buyers. Their ongoing support ensures the success of these matters.” CEO Ed Ulbrich adds that the company is “on track to deliver all of our clients’ productions on schedule, on budget and at the highest degree of quality that they expect from Digital Domain.” Films in its pipeline include Lionsgate’s Ender’s Game (Digital Domain is a co-producer), New Line’s Jack The Giant Killer, and Paramount’s G.I. Joe: Retaliation.
The turmoil at Digital Domain isn’t over yet. The company just laid off about 300 employees in Port St. Lucie, Florida — the home of its Tradition Studios, which was formed in 2009 and was producing an animated feature The Legend Of Tembo. In addition, Florida state and local officials are investigating the company’s use of millions in subsidies, including funds to develop the Digital Domain Institute, a partnership with Florida State University to teach digital arts. Last week John Textor abruptly resigned the CEO job at Digital Domain saying he’s “in profound disagreement” with the decision to close its Port St. Lucie operation. Textor said that leaving would give him “greater flexibility to independently consider other strategic alternatives for the Company, the Port St. Lucie studio and the people affected.” Textor led an investment group that in 2006 bought Digital Domain from its founders who included director James Cameron, Stan Winston, and Scott Ross.
Here’s today’s release:
PORT ST. LUCIE, Fla.– Digital Domain Media Group, Inc. (NYSE: DDMG) today announced that as part of its previously announced strategic realignment, and to ensure the long-term future of its core business and facilitate a sale of assets, it has filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware in Wilmington (“Court”) and is also seeking ancillary relief in Canada, pursuant to the Companies’ Creditors Arrangement Act (CCAA) in the Supreme Court of British Columbia, Vancouver Registry (the “Canadian Court”). DDMG also announced that it has entered into a purchase agreement with Searchlight Capital Partners L.P. (“Searchlight”) to acquire Digital Domain Productions and its operating subsidiaries in the United States and Canada (“DDPI”), including Mothership Media (“Mothership”), subject to the receipt of higher and better offers and Court approval.
DDPI and Mothership, with studios in California and Vancouver, are focused on creating digital visual effects, CG animation and digital production for the entertainment and advertising industries and are led by recently promoted Chief Executive Officer Ed Ulbrich.
“We’re excited to begin this new chapter in our history and look forward to partnering with Searchlight,” said Ulbrich, a 20-year veteran of the company. “The capital commitment of Searchlight will enable us to continue to bring our expertise to feature films, advertising, games, and other media experiences, with a focus on what we do best – creating amazing digital productions. We remain on track to deliver all of our clients’ productions on schedule, on budget and at the highest degree of quality that they expect from Digital Domain.”
During this process, DDPI and Mothership intend to continue to operate without interruption in the ordinary course of business including adhering to and seeing through client contracts.
“We believe in the visual effects business of Digital Domain, led by Ed Ulbrich and his team, and are strongly committed to maintaining the premiere product they create for customers and moviegoers. Upon Searchlight’s consummation of the transaction, we have committed and will continue to commit our strong financial resources and expertise to ensure that this business always remains healthy and vibrant,” said Eric L. Zinterhofer, co-Founder, Searchlight Capital Partners L.P.
Under the terms of the purchase agreement, Searchlight will acquire the assets of DDPI free and clear of all claims and encumbrances pursuant to section 363 of the U.S. Bankruptcy Code for the purchase price of $15 million. The sale will be the subject of a public auction, and DDMG is required to engage in a process of seeking the highest and best bid for these assets in accordance with the proposed bid procedures as filed with the Court.
The Senior Noteholders, led by Hudson Bay Master Fund Ltd., have agreed to provide DDMG with up to $20 million in debtor-in-possession financing. If approved by the Court, DDMG, DDPI and Mothership will have access to the funds to pay normal operating expenses, such as employee wages and benefits, payments to vendors and suppliers, and other obligations.
As previously disclosed, on August 10, 2012, DDMG retained Michael Katzenstein, a senior managing director with FTI Consulting, who now serves as Chief Restructuring Officer of DDMG and its operating subsidiaries. Mr. Katzenstein’s overall responsibilities include managing the day-to-day operations of DDMG, guiding and overseeing these reorganization proceedings and ensuring that the value of the estate is maximized for creditors.
“DDMG has been working diligently to reduce costs for the benefit of stakeholders and has already implemented various strategic realignment initiatives that we believe will have a positive impact on the robust and flourishing going concerns. In tandem with Senior Noteholders and other parties, it was determined that the use of these proceedings provides the most viable opportunity for creditor recovery while also ensuring identification of buyers who recognize the true value of these assets,” said Katzenstein. “Importantly, we are grateful for the cooperative assistance of our lenders, our customers and employees as we work to seamlessly transition these important businesses and other assets to financially strong and committed buyers. Their ongoing support ensures the success of these matters.”
As of June 30, 2012, the Company had total balance sheet assets of approximately $205 million and total balance sheet liabilities in the approximate amount of $214 million.
On September 7, 2012, DDMG announced the initiation of its strategic realignment that will allow it to focus on its core business Digital Doman Productions, Inc. As part of this process, DDMG began the cessation of its Port St. Lucie, Florida operations by reducing virtually its entire Port St. Lucie workforce by approximately 300 employees and retaining approximately 20 employees. In addition, John C. Textor resigned effective September 6, 2012 from his positions as Chief Executive Officer and Chairman of the Board of Directors of DDMG and from all other positions as officer and director of DDMG’s subsidiaries.


Such as shame….After Terminator 2 and True Lies this was the company I wanted to work for after college. (Obviously FlickDirect Inc happened instead, but still…)
It is, indeed, a sad day. Hopefully, DD visual effects can weather this storm and survive. Unfortunately, unless DD can convey a solid capability to survive many future projects may be assigned elsewhere. It would seem the speed of this new bankruptcy/business deal is vital. Any significant holes in DD’s future business will not only impact cash flow, but also cause employees to explore other employment possibilities.
The key to any good visual effects facility are its people.
Good luck to all.
Such a respected and busy company–would love to see the overhead. Maybe some of the chiefs need a pay whack?
What about Holog-Reagan??
That’s why you don’t let James Cameron out of your business.
But I’m with mde: Digital Domain provided hallmarks for water effects (The Abyss anyone) and was involved from almost every major pic of recent times – from True Lies to groundbreaking work on “Benjamin Button” and “Transformers”.
Hopefully, the wizard team will stay intact. Otherwise – Rhythm&Hues is always waiting.
The second that any VFX house starts to reassure you that everything is OK despite __________ (insert epic fail excuse here), it is time to start pulling shots ASAP. “Enders” signed a producing deal with the DDevil and will be paying DDouble to fix whatever DD is promising will be “OK” now. It won’t. Nothing will with them. They said that this outcome was impossible 2 months ago. DD is unleashing some of the worst management executives known to man– all of them will be pretending that they weren’t part of this belly-up problem as they run for cover with other companies (or god forbid their own startup vfx houses).
Abyss was ILM. DD was founded approx 8 years after Abyss was released…..
Textor is no saint – but there is alot more to this story.
DD owns some very hi technology patents, some developed in Port st Lucie. Its business model for the animation features award was in no different position to others like pixar, dreamworks, disney, productions. They generally make multi-hundred million profits on such productions.
One thing strange is the massive selling of shares in the run up, way beyond a standard market scare.
While everyone demonises one or two scape goats, or even Romney-vs-obama, pepsi-vs-coke, BK-vs-mcD’s, etc., etc., an anonymous casino fund walks with way undervalued assests, under the radar, hiding under the usual shadows of the City-of-London and Delaware (sure the Cayman islands will appear somewhere in the story at some point …..). Sound familiar? Leman Brothers, Bernie Madoff, MF Global, .. A snipet from a financial news agency and NY bankruptcy attorney ;
“As Reuters reports: “On Tuesday, Digital Domain said it had agreed to sell its production business — the bulk of the company — for $15 million to private equity fund Searchlight Capital Partners. A one-day auction is planned on September 21 to solicit competing bids, as required by the bankruptcy code…. Digital Domain said it needed to finalize the sale quickly, through the one-day auction, or Hollywood studios would cancel work from the firm. However, a bankruptcy attorney said a 10-day sale schedule was “incredibly short” and may make it difficult to find bidders as well as leave creditors little time to review the process. “The question here is whether the need for the sale to occur within 10 days is a legal emergency, created for the benefit of the purchaser,” said Kenneth Rosen of Lowenstein Sandler.”
Will the closed door corporation courts in Delaware probe into the share activity? The fire sale urgency claims of the company? The previous share dealing of the capital firm? The timetable of pevious negogiations upto the firesale. Will the workers receive their mandated 60 day notice pay? Will PSL tax payers get any investigation of the bancruptcy players? Hell no! If you believe Romney (inherited family business outsourcing and asset stripping) or Obama (backed by Goldman Sacs), this will go on and on and on … and one day it WILL affect you. Its easy to turn your head under the everyday pressure of life, and a system that maybe adds alot more to that pressure than you would hope, in this way.
So what of the students now, the closed college department, the vacant building, the laid-off workers? One reason for the speed of the fire sale is to cut off the workers – local residents or people who relocated families from Los Angeles, San Fransico, Vancouver – from pay. The 60 day federal and state notice and pay was blatantly ignored by the company. And the vulture capital fund will want that headache to disappear so it doesn’t decrease their porfits on asset stripping. Money that is legally covered by employment law, that would be spent back into the PSL community at a difficult time. Heck! They were enticing senior figures from LA and Vacouver technology and movie studios just days before firing and closing down a whole operation WITH NO NOTICE. Is this America or a return of King-and-Queen feudal era?
There’s a real story for you. Look into the actions of out-of-control vulture funds, companies that ignore the law and wreck lives and communities, Delaware closed corporation courts, non-existant financial regulation and a federal reserve that prints money out of thin air for its buddies, while the whole nation have to work a life time to make the same as is printed in a millisecond. Oh yeah, and if you fall and stumble, your money isn’t free of interest made out of thin air – its credit cards and pay-day loans at 300% to put food on the table.
IS THIS AMERICA????
So what now of the closed college department, the vacant building, the laid-off workers? One reason for the speed of the fire sale to a vulture casino is to cut off the workers – local residents or people who relocated families from Los Angeles, San Fransico, Vancouver – from pay. The 60 day federal and state notice and pay was blatantly ignored by the company. And the vulture capital fund will want that headache to disappear so it doesn’t decrease their porfits on asset stripping. Money that is legally covered by employment law, that would be spent back into the PSL community at a difficult time. Heck! They were enticing senior figures from LA and Vacouver technology and movie studios just days before firing and closing down a whole operation WITH NO NOTICE. Is this America or a return of King-and-Queen feudal era?
There’s a real story for you. Look into the actions of out-of-control vulture funds, companies that ignore the law and wreck lives and communities, Delaware closed corporation courts, non-existant financial regulation and a federal reserve that prints money out of thin air for its buddies, while the whole nation have to work a life time to make the same as is printed in a millisecond. Oh yeah, and if you fall and stumble, your money isn’t free of interest made out of thin air – its credit cards and pay-day loans at 300% to put food on the table.
IS THIS AMERICA????