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Benson Hill, Inc., a company specializing in food and kindred products, has completed the sale of substantially all its assets to Confluence Genetics, LLC, as part of its ongoing Chapter 11 bankruptcy proceedings. The sale was finalized on Monday, May 23, 2025, following approval from the United States Bankruptcy Court for the District of Delaware.
The asset purchase agreement (APA), approved by the Bankruptcy Court, includes the assumption of certain liabilities, payment of cure costs related to contracts, certain closing costs, contractual financing obligations, a wind-down amount in cash of $1 million, and the full amount of the secured debtor-in-possession credit facility of $11 million, which was applied as a credit bid.
As part of the bankruptcy process initiated on March 20, 2025, Benson Hill and its subsidiaries had been operating as debtors-in-possession. The company had previously disclosed that Nasdaq suspended trading of its common stock as of March 27, 2025, and intended to delist the stock.
The APA, which was executed on May 20, 2025, does not anticipate any proceeds from the asset sale to be available for distribution to the company’s stockholders. The company has also stated that it is currently unable to prepare pro forma financial information reflecting the asset sale without unreasonable effort or expense.
Additionally, effective immediately after the Bankruptcy Court’s approval, all members of Benson Hill’s Board of Directors resigned, and Daniel Cosgrove was elected as the sole director. Cosgrove, the company’s Interim Chief Executive Officer, transitioned to an independent contractor role effective May 27, 2025, to oversee the wind-down of the company’s operations.
The company cautions that trading in its securities during the Chapter 11 process is highly speculative and poses substantial risks, indicating that security holders could experience a significant or complete loss on their investment, depending on the outcome of the proceedings.
This news is based on a recent SEC filing and provides a summary of the key events and transactions related to Benson Hill’s bankruptcy and asset sale.
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