Azzur Group: Pandemic Cleanroom Bet Ends in $72M Liquidation
Azzur Group filed chapter 11 March 2025. Life sciences consulting firm sold for $72.6M after cleanroom bet failed. Complete docket and case analysis.
Azzur Group Holdings LLC, a life sciences consulting and cleanroom services provider based in Hatboro, Pennsylvania, filed for chapter 11 bankruptcy in the United States Bankruptcy Court for the District of Delaware on March 2, 2025. The filing followed a year-long period of financial distress after a pandemic-era expansion that did not deliver expected returns.
The case proceeded through three separate asset sales totaling approximately $72.6 million before reaching a confirmed liquidating plan in October 2025. Despite the proceeds from its business units, the chapter 11 yielded recoveries for general unsecured creditors of approximately 2.1% on claims exceeding $30 million.
| Debtor(s) | Azzur Group Holdings LLC (and affiliated debtors) |
| Court | U.S. Bankruptcy Court, District of Delaware |
| Case Number | 25-10336 |
| Petition Date | March 2, 2025 |
| Confirmation Date | October 3, 2025 |
| Effective Date | October 21, 2025 |
| Transaction Type | Multiple 363 Sales + Liquidating Plan |
| Total Sale Proceeds | $72.6 million |
| DIP Facility | $23.5 million (M&T Bank) |
| Secured Debt | $62.2 million |
| General Unsecured Claims | ~$30.1 million |
| GUC Recovery | ~2.1% |
| Employees | 342 (plus 89 contractors) |
| Employees Transferred | ~250 to Eliquent |
| Locations at Filing | 18 across 9 states |
| Sponsor | Baird Capital (April 2021) |
| Debtors' Counsel | DLA Piper LLP |
| Financial Advisor | Ankura Consulting Group |
| Investment Banker | Brown Gibbons Lang & Company |
| CRO | M. Benjamin Jones (Ankura) |
| Plan Administrator | Maria Yip (Yip Associates) |
Company Background and Baird Capital Investment
Founded in 2010, Azzur Group provided full lifecycle GxP solutions for pharmaceutical, biotechnology, and medical device companies. The company grew to operate across 18 locations in nine states, serving more than 350 life science clients through three distinct business units. Azzur Consulting provided regulatory, compliance, quality assurance, and GxP advisory services through a team of more than 260 cGMP consultants, engineers, and scientists. Azzur Labs offered analytical laboratory testing services including chemistry testing, microbiological testing, and environmental monitoring. The third unit, Cleanrooms on Demand, provided ISO-classified cleanroom facilities to clients in the biotech and pharmaceutical sectors.
In April 2021, Azzur Group announced an investment from Baird Capital, a private equity firm with expertise in pharma services. The investment—approximately $30.2 million according to court filings—was intended to accelerate the expansion of Azzur's professional services, with particular emphasis on the Cleanrooms on Demand business. As part of the transaction, Gary Knight, former Global Head of Strategy at VWR/Avantor, joined the board as an independent director. The company's leadership remained under founder and Chairman Michael Khavinson, who retained effective voting control through an irrevocable proxy arrangement. Brown Gibbons Lang & Company served as exclusive financial advisor to Azzur on the transaction.
The timing of the Baird investment coincided with high demand for pharmaceutical manufacturing capacity, as described in the First Day Declaration. The COVID-19 pandemic had pushed testing, diagnostics, and manufacturing capabilities toward capacity, highlighting critical shortfalls in available cleanroom space. The pandemic reshaped U.S. pharmaceutical manufacturing and highlighted the need for resilient, adaptable manufacturing strategies and domestic production capacity. The global cleanroom technologies market, valued at $8.3 billion in 2023, was projected to reach $12.3 billion by 2029, with pharmaceutical manufacturing representing 42.2% of market share. The global pharmaceutical regulatory affairs market—the consulting sector Azzur served—was estimated at $9.47 billion in 2024, with outsourcing representing 59% of market activity as small and mid-sized biotech companies increasingly relied on consultancies to navigate regulatory requirements.
Azzur's Cleanrooms on Demand model offered a hybrid alternative to traditional contract manufacturing. The company provided turnkey GMP support including on-demand cleanroom facilities, materials management, storage, asset management, and supply chain solutions. Clients owned the process, intellectual property, and timeline while Azzur handled the facility infrastructure. The modular cleanroom segment was expected to be the fastest-growing within the industry, as pre-engineered systems offered reduced construction time, lower costs, and adaptability compared to traditional cleanroom builds. Moderna became an anchor client in one of Azzur's on-demand cleanroom facilities in 2021.
With Baird's capital, Azzur expanded its cleanroom footprint. In 2020, the company operated only one cleanroom location. By 2024, it had opened facilities in North Carolina, Massachusetts, and California. The Morrisville, North Carolina campus alone featured 24 cleanrooms, each 750 square feet, which could be combined to meet varying client needs.
Financial Distress and Path to Bankruptcy
When the pandemic subsided, the expected cleanroom occupancy failed to materialize. Azzur faced high fixed costs—approximately $280,000 per month in utilities alone, plus long-term lease commitments across multiple locations—that its revenues could not support. The company's total debt exceeded $100 million, with secured debt of $62.2 million and unsecured obligations of approximately $28.4 million.
| Debt Category | Amount |
|---|---|
| Secured Debt (M&T Bank) | $62.2 million |
| General Unsecured Obligations | $23.2 million |
| Promissory Notes (Mechanics' Liens) | $5.2 million |
| Cash on Hand | $3.2 million |
Liquidity pressures led to covenant breaches under Azzur's Pre-Petition Loan Agreement with Manufacturers and Traders Trust Company (M&T Bank) in late 2023. In December 2023, the company engaged DLA Piper LLP as legal counsel and Ankura Consulting Group as financial advisor to explore restructuring alternatives. By January 2024, Brown Gibbons Lang had been retained as investment banker to pursue a capital stock sale or other strategic transaction.
On February 26, 2024, Azzur entered into a forbearance agreement with M&T Bank, committing to raise new capital or pursue a holistic recapitalization within strict milestone deadlines. The prepetition marketing effort included Ankura Capital Advisors contacting 121 potential investors for junior financing, while Brown Gibbons Lang reached out to 63 potential structured equity investors. Despite these efforts—which yielded 39 nondisclosure agreements—only one preliminary indication of interest emerged, and it proved non-actionable.
In May 2024, M. Benjamin Jones, a Senior Managing Director at Ankura and Global Co-Head of its Turnaround & Restructuring Practice, was appointed as Chief Restructuring Officer. The company amended its forbearance agreement multiple times through the summer and fall to allow for broader marketing. A relaunch of sale efforts contacted an additional 47 parties, resulting in 19 more nondisclosure agreements.
The process produced a letter of intent in November 2024 to sell Azzur's Azzur Labs business unit. That transaction closed on January 3, 2025, with newly formed AL Holdings, Inc.—backed by Keystone Capital Management and Bluebirds Ventures—acquiring the labs business for $16 million. The proceeds were applied directly to Azzur's secured debt: $12 million to the term loan, $2 million to the ABL facility, and $2 million to outstanding line advances. The Labs unit was subsequently rebranded as Gillson Testing and integrated into Gillson Sciences, a platform company operating GMP-compliant laboratories in Pennsylvania, Illinois, and California.
After the Labs sale, the company filed chapter 11 petitions on March 2, 2025, following the end of the forbearance agreement and no path to recapitalization.
Chapter 11 Filing and Section 363 Sales
Azzur entered chapter 11 with a stalking horse agreement already in hand. On the petition date, the company announced a $56 million deal to sell its consulting business to Eliquent Life Sciences, with the sale to be completed under Section 363 of the Bankruptcy Code. Eliquent agreed to assume certain liabilities in addition to the cash purchase price. The stalking horse protections included a $1.68 million break-up fee (approximately 3% of the cash component) and expense reimbursement capped at $1 million.
To fund operations through the sale process, Azzur secured $23.5 million in debtor-in-possession financing from M&T Bank, its prepetition lender. The DIP facility included up to $8.5 million of new money and approximately $1.3 million for letters of credit. The financing structure incorporated a roll-up provision converting substantially all prepetition secured debt—except for a $1 million carve-out—into DIP obligations. The DIP terms imposed strict milestones, requiring the debtors to close the consulting business sale by mid-May 2025.
Eliquent Life Sciences, the acquirer, was formed in early 2024 by uniting six consultancies—Validant, Greenleaf Health, DataRevive, Oriel Stat-a-Matrix, RApport Global, and IDEC—into a single globally integrated organization. Eliquent is backed by GHO Capital, a London-based specialist healthcare investment advisor that has deployed over €4 billion across 26 platform companies since 2015. GHO had partnered with the Validant group since December 2018. Tim Dietlin, Eliquent's CEO, brought more than 25 years of leadership experience in life sciences to the transaction, including leadership roles at IBM where he led the life sciences strategy and transformation consulting practice, as well as senior positions at INC Research and Campbell Alliance.
The Bidding Procedures Order was entered on March 28, 2025, with an auction scheduled for April 3, 2025. However, no competing qualified bids emerged by the bid deadline. On April 8, 2025, the auction was cancelled, and Eliquent was confirmed as the successful bidder at its stalking horse price. The court entered the Consulting Sale Order on April 14, 2025, and the sale closed on May 6, 2025, with Eliquent announcing the completed acquisition of Azzur Consulting. The acquisition added capabilities in commissioning, qualification, and validation services; equipment and facility qualification; quality systems implementation; IT compliance and computer systems validation; and GxP quality and compliance consulting.
Approximately 250 Azzur employees and contractors transferred to Eliquent as part of the transaction. Allison Kerska, who had been appointed President of Azzur Consulting in April 2023, joined Eliquent's leadership team alongside the broader Azzur Consulting workforce. Kerska brought more than 20 years of experience leading talent solutions and life science-specific operations from prior roles at Kelly OCG and ManpowerGroup.
The Cleanrooms on Demand business was sold separately. On April 30, 2025, Chrysalis Holdings LLC acquired the COD business for $600,000 plus assumed liabilities. The same day, the debtors rejected leases for all five remaining COD locations: facilities in Waltham, Burlington, and Devens, Massachusetts; Morrisville, North Carolina; and the company's Hatboro, Pennsylvania headquarters. The Devens landlord, King 45 Jackson LLC, had drawn over $1.3 million from a letter of credit and objected to the DIP financing motion, though the debtors contended the landlord was substantially oversecured given the magnitude of the draw relative to monthly rent obligations.
| Business Unit | Buyer | Price | Closing Date |
|---|---|---|---|
| Azzur Labs | AL Holdings (Keystone/Bluebirds) | $16 million | January 3, 2025 |
| Azzur Consulting | Eliquent Life Sciences | $56 million | May 6, 2025 |
| Cleanrooms on Demand | Chrysalis Holdings | $600,000 | April 30, 2025 |
| Total Gross Proceeds | ~$72.6 million |
Confirmation Challenges and Global Settlement
With its operating businesses sold, Azzur moved to confirming a liquidating chapter 11 plan. A dispute arose with Editas Medicine, Inc., a client that had contracted with Azzur's Devens facility under a License and Services Agreement. Azzur claimed approximately $8.1 million in total license fees through Editas's early termination date of July 31, 2026. The monthly license fee alone exceeded $500,000. Editas disputed the calculation, arguing for a lower amount based on pro rata fees and offsets.
On April 14, 2025, the parties reached a settlement. The Editas Settlement Order approved Editas's agreement to pay $3.7 million in cash as full and final satisfaction of all claims, with payment contingent on vacating the Devens premises by April 30, 2025. A holdover penalty of $30,000 per day would apply for any occupancy beyond that date. The settlement allowed for a wind-down of the Devens facility, where Azzur had been carrying approximately $550,000 per month in rent obligations.
The debtors filed their initial Combined Disclosure Statement and Plan in March 2025, with a solicitation version following in April. At a confirmation hearing on May 19-20, 2025, the court denied confirmation. The court sustained objections raised by the U.S. Trustee and the Official Committee of Unsecured Creditors on three grounds: the court rejected language in the Debtors' Release provisions, particularly concerning carve-outs for gross negligence, willful misconduct, and fraud; the court found the exculpation provision unacceptable as drafted; and the court upheld the Committee's objection to the debtors' proposed selection for Plan Administrator.
The confirmation denial led to months of negotiations. By September 2025, the U.S. Trustee filed a motion to compel the debtors to file an amended plan, noting that all employees had been laid off. The motion prompted renewed settlement discussions among the debtors, the Committee, M&T Bank, and various insiders who had been targeted by the release provisions.
In October 2025, the parties announced a Global Settlement, detailed in a Supplemental Declaration filed by the CRO. The Settling Released Parties—including company insiders Michael Khavinson, Gary Knight, and CRO M. Benjamin Jones, as well as equity holders Yotomachi LLC and Azzur Blocker LLC—agreed to contribute $790,000 in additional cash to fund recoveries for general unsecured creditors. M&T Bank agreed to a settlement carveout of $1.625 million, of which $1.125 million would be remitted to the unsecured creditor class. The total Class 4 funding from the Global Settlement reached $2.415 million.
Maria Yip of Yip Associates was appointed as Plan Administrator at a rate of $600 per hour, resolving the Committee's objection on that issue. The amended plan was confirmed on October 3, 2025, when the court entered the Confirmation Order. The effective date was October 21, 2025—approximately eight months after the petition date.
Creditor Recoveries and Case Outcomes
The confirmed plan established the following treatment for creditor classes:
| Class | Description | Estimated Claims | Recovery |
|---|---|---|---|
| Class 1 | Other Secured Claims | ~$1.3 million | 100% |
| Class 2 | Other Priority Claims | De Minimis | 100% |
| Class 3 | M&T Secured Claims | ~$51.2 million | 63-71% |
| Class 4 | General Unsecured Claims | ~$30.1 million | ~2.1% |
| Class 5 | Intercompany Claims/Interests | N/A | 0% |
| Class 6 | Equity Interests | N/A | 0% |
The 2.1% recovery for general unsecured creditors represented an improvement over earlier plan iterations, which had projected recoveries below 1%. The Global Settlement's $2.415 million contribution was the primary driver of the improved outcome given the $30.1 million claim pool.
The workforce transition unfolded in phases. At filing, Azzur employed approximately 342 people—303 full-time and 39 part-time employees—plus approximately 89 independent contractors. With the May 2025 closing of the consulting business sale, roughly 250 employees and contractors transferred to Eliquent. By October 2025, all remaining employees at the debtor entities had been laid off. The May 2025 Monthly Operating Report reflected no remaining employees at the Holdings entity and disclosed insider payments totaling approximately $1.4 million for payroll and the company's Sale Incentive Plan.
The wind-down administration designated Azzur Group, LLC as the sole surviving debtor, with all other debtor entities deemed dissolved upon the effective date. A $500,000 wind-down reserve was established for administrative costs. Professional fee applications approved in December 2025 included $2.91 million for DLA Piper (debtors' counsel), $1.70 million for Pachulski Stang Ziehl & Jones (Committee counsel), $1.13 million for Brown Gibbons Lang (investment banker), and $566,163 for Huron Consulting (Committee financial advisor).
| Professional | Role | Fees Approved |
|---|---|---|
| DLA Piper LLP | Debtors' Counsel | $2.91 million |
| Pachulski Stang Ziehl & Jones | Committee Counsel | $1.70 million |
| Brown Gibbons Lang & Company | Investment Banker | $1.13 million |
| Huron Consulting Services | Committee Financial Advisor | $566,163 |
| Ankura Consulting Group | Financial Advisor/CRO | TBD |
Post-confirmation disputes continued. In November 2025, Eliquent filed a motion to enforce the sale order, seeking turnover of customer deposits and payment of administrative expenses related to transition services—matters that remained pending during the wind-down.
L.E.A.F. Pharmaceuticals Dispute
A separate pre-petition dispute involved L.E.A.F. Pharmaceuticals LLC. L.E.A.F. filed a state court action in November 2024 alleging that Azzur had destroyed or lost active pharmaceutical ingredients for a patented cancer drug stored at one of Azzur's facilities under a Master Services Agreement. L.E.A.F. asserted claims for breach of contract, negligence, bailment, gross negligence, and conversion, seeking at least $2 million for API replacement costs and $18.75 million in lost profits over a ten-month period. The confirmation order resolved the matter by lifting the automatic stay solely to permit L.E.A.F. to pursue insurance coverage disputes, with any recovery strictly limited to available insurance proceeds and the underlying claim disallowed against the debtors' estate.
Frequently Asked Questions
What caused Azzur Group to file for bankruptcy?
Azzur Group filed chapter 11 due to a pandemic-era expansion of its Cleanrooms on Demand business that failed to deliver expected returns. When pandemic demand subsided, the company faced approximately $280,000 per month in utility costs, long-term lease commitments, and total debt exceeding $100 million against insufficient revenues. Covenant breaches under its loan agreement with M&T Bank in late 2023 triggered the restructuring process.
What were the three business units and what happened to each?
Azzur operated three business units: Azzur Labs (analytical testing services) was sold to AL Holdings for $16 million in January 2025; Azzur Consulting (regulatory and compliance services) was sold to Eliquent Life Sciences for $56 million in May 2025; and Cleanrooms on Demand (ISO-classified cleanroom facilities) was sold to Chrysalis Holdings for $600,000 in April 2025. Total gross proceeds reached approximately $72.6 million.
Who acquired the consulting business?
Eliquent Life Sciences, a global life sciences consulting firm backed by GHO Capital, acquired Azzur Consulting for $56 million. Eliquent was formed in early 2024 by uniting six consultancies—Validant, Greenleaf Health, DataRevive, Oriel Stat-a-Matrix, RApport Global, and IDEC. Approximately 250 Azzur employees and contractors transferred to Eliquent as part of the transaction.
What was Baird Capital's investment?
Baird Capital invested approximately $30.2 million in Azzur Group in April 2021 to accelerate expansion, particularly of the Cleanrooms on Demand business. Gary Knight, former Global Head of Strategy at VWR/Avantor, joined the board as part of the transaction. Founder Michael Khavinson retained effective voting control through an irrevocable proxy arrangement.
What recovery did unsecured creditors receive?
General unsecured creditors received approximately 2.1% recovery on estimated claims of $30.1 million. This represented an improvement over earlier plan iterations projecting below 1% recovery. The Global Settlement contributed $2.415 million to fund unsecured creditor distributions, including $790,000 from company insiders and equity holders plus a $1.625 million carveout from M&T Bank.
Why was the initial plan denied confirmation?
The court denied confirmation at a May 2025 hearing on three grounds: objectionable language in the Debtors' Release provisions regarding carve-outs for gross negligence, willful misconduct, and fraud; an unacceptable exculpation provision; and the Committee's objection to the debtors' proposed Plan Administrator selection.
How much DIP financing did Azzur receive?
Azzur secured $23.5 million in debtor-in-possession financing from M&T Bank, its prepetition lender. The DIP facility included up to $8.5 million of new money and approximately $1.3 million for letters of credit. The financing incorporated a roll-up provision converting substantially all prepetition secured debt into DIP obligations.
What was the Editas Medicine settlement?
Editas Medicine, which had contracted with Azzur's Devens facility under a License and Services Agreement, disputed Azzur's claim for approximately $8.1 million in license fees. The parties settled for $3.7 million in cash, with payment contingent on Azzur vacating the Devens premises by April 30, 2025. A $30,000 per day holdover penalty applied for any delayed occupancy.
How many employees were affected?
At filing, Azzur employed approximately 342 people (303 full-time and 39 part-time) plus approximately 89 independent contractors. Approximately 250 employees and contractors transferred to Eliquent when the consulting business sale closed. By October 2025, all remaining employees at the debtor entities had been laid off.
What was the L.E.A.F. Pharmaceuticals dispute?
L.E.A.F. Pharmaceuticals alleged in November 2024 that Azzur destroyed or lost active pharmaceutical ingredients for a patented cancer drug stored at an Azzur facility. L.E.A.F. sought $2 million for API replacement costs and $18.75 million in lost profits. The confirmation order resolved the matter by allowing L.E.A.F. to pursue only insurance coverage disputes, with the underlying claim disallowed against the estate.
How long did the bankruptcy case last?
The chapter 11 case lasted approximately eight months, from filing on March 2, 2025 to the effective date of October 21, 2025. Plan confirmation was achieved on October 3, 2025, following the Global Settlement that resolved disputes over release provisions and Plan Administrator selection.
What were the total professional fees?
Professional fees approved in December 2025 included $2.9 million for DLA Piper (debtors' counsel), $1.7 million for Pachulski Stang Ziehl & Jones (Committee counsel), and $1.1 million for Brown Gibbons Lang (investment banker). A wind-down reserve of $500,000 was established for ongoing administrative costs.
Read more chapter 11 case research on the ElevenFlo blog.