Casa Systems: Telecom Vendor Sells Assets and Confirms Liquidation Plan

Casa Systems filed chapter 11 on April 3, 2024 in the District of Delaware. The company framed the filing as a court-supervised sale process supported by senior secured lenders holding a supermajority of its funded debt. Sidley Public materials described discrete buyer paths: a carve-out acquisition of the Axyom cloud-native 5G core and RAN assets announced by Lumine Group and a cable business sale with a stalking-horse structure described by Vecima.

The court entered a Confirmation Order on June 5, 2024, and the effective date was June 7, 2024 — a ~65-day case from filing to confirmation. The Final Cash Collateral Order described cash collateral controls with a budget and variance-reporting regime, a professional fee carve-out, and a post-confirmation administration framework built around a plan administrator and a preserved-actions administrator.

Chapter 11 Sale Process and Asset Dispositions

Business overview. Public descriptions framed Casa as a communications infrastructure vendor selling cable access equipment and software as well as cloud-native 5G products, with a customer base of more than 475 Tier 1 and regional service providers across 70+ countries. Lumine's description of the Axyom portfolio emphasized cloud-native core network functions and RAN-related assets, including access and mobility management, session management, user plane, network repository and slicing functions, and security gateway technology.

Distress drivers. The First Day Declaration described declining revenue and profits driven "in large part" by industry-wide downward capital investment and procurement trends in the cable and telco markets, and the company described significant investments to bring its 5G mobile core and RAN products to market in its sale process announcement. Industry coverage framed the filing against a broader pullback in private 5G and telecom spending. Reporting described approximately $183 million in funded debt with senior secured lender support covering over 98% of funded debt, and roughly $316 million total debt.

Nasdaq suspension. Casa's securities were suspended from trading on Nasdaq as of April 5, 2024 and were later referenced as delisted.

NetComm (Australia). Casa disclosed that its NetComm subsidiary entered a separate Australian voluntary administration starting March 11, 2024 and was not included in the U.S. chapter 11 cases. RCR Wireless DZS later described agreeing to acquire NetComm for $7 million at closing plus up to $3 million earnout.

Sale process. The Bidding Procedures Order described a bid deadline of May 24, 2024, an auction on May 29 if needed, and a sale hearing scheduled for June 4, 2024.

Vecima described a $20 million stalking-horse bid for the cable assets. Following the auction, Vecima reported a final bid of $44.95 million and backup-bidder status. CommScope was selected as the highest and best bid at $45.1 million with a May 29 agreement date.

Lumine announced an agreement dated April 3, 2024 to acquire the Axyom portfolio, describing it as its 14th corporate carve-out in the communications and media sector. The court entered a Private Sale Order approving the Cloud/RAN sale on April 26, 2024. Lumine announced closing on April 30, 2024 and described the acquired unit as operating under the brand Axyom.Core. The closing release did not disclose the purchase price.

Bid protections. The Bidding Procedures Order described bid protections in the cable process including a $600,000 break-up fee and expense reimbursement with a $375,000 payment component under certain termination scenarios.

Cash Collateral and Liquidity Controls

Cash collateral. The Final Cash Collateral Order described a cash collateral regime built around a 10-week cash flow forecast as the approved budget, with rolling budget updates every four weeks subject to secured party consent. The order also described weekly variance reporting with defined thresholds for receipts, disbursements, and net cash flow.

The cash collateral order described a professional fee carve-out including clerk and U.S. Trustee fees, chapter 7 trustee fees up to $25,000, and professional fees with post-trigger caps of $750,000 for debtor professionals and $250,000 for committee professionals.

Liquidation Plan and Post-Effective Administration

Plan of liquidation. The confirmed Third Amended Plan of Liquidation was a liquidation plan. The plan described unimpaired classes for certain secured and priority claims paid in cash or reinstated, while the "Term Loan Facility Claims" class was impaired and entitled to pro rata "Term Loan Recovery" on the effective date. The plan described a maximum "GUC recovery pool" amount and a maximum percentage recovery construct.

The plan described the Term Loan Recovery construct as including sale proceeds and proceeds from liquidation of remaining "net distributable assets," plus additional dollars from the unsecured recovery pool above specified caps, and then residual cash after funding defined reserves and capped payments.

Plan administrator. The plan described appointing a plan administrator to control and manage post-effective assets and to handle claims objections and distributions, while carving out "preserved actions" for separate handling by a preserved-actions administrator.

The Third Plan Supplement described the plan administrator as Gary Broadbent and described a compensation structure combining an initial fee with a monthly retainer that steps down over time. Filings described $45,000 upon execution and effectiveness, $45,000 per month for the first twelve months commencing in June 2024, and $30,000 per month from June 2025 thereafter until he no longer serves. The Fourth Plan Supplement described a preserved-actions administrator, David Dunn, receiving compensation equal to 2% of gross proceeds of preserved actions.

Claims administration. The Notice of Effective Date described an effective date of June 7, 2024 and bar dates keyed to that effective date, including administrative claims and rejection damages claims due July 8, 2024 and professional fee applications due July 22, 2024. The plan described a claims objection bar date of 180 days after the effective date, subject to court-approved extensions by the plan administrator.

Releases and exculpation. The Confirmation Order described debtor releases and exculpation provisions with a carve-out for fraud, willful misconduct, and gross negligence, and a consensual third-party release framework with opt-in election mechanics for non-voting classes.

Equity and stakeholders. Casa went public in a downsized 2017 IPO with pre-IPO investors including Summit Partners. In April 2022, a Casa press release described Verizon investing approximately $40 million in Casa common stock for a 9.9% ownership stake alongside a multi-year purchase contract.

Key professionals. Casa's filing announcement identified Sidley Austin as legal counsel, Ducera Partners as financial advisor, Alvarez & Marsal as restructuring advisor, and Epiq as claims agent in its chapter 11 announcement. On the buyer side, Latham & Watkins advised CommScope on the cable business acquisition.

Key Timeline

Frequently Asked Questions

When did Casa Systems file for chapter 11 bankruptcy, and where was the case filed?

Casa Systems filed chapter 11 petitions on April 3, 2024 in the U.S. Bankruptcy Court for the District of Delaware, as stated in the company’s chapter 11 sale process announcement.

Why did Casa file for bankruptcy (what reasons were stated publicly)?

Management publicly described a sharp decline in revenue and profits driven largely by a downturn in cable and telecom capital investment and procurement trends, while also describing significant investments to develop 5G products in its chapter 11 announcement. Industry coverage similarly framed the filing against a broader sector pullback in private 5G reporting.

What businesses did Casa sell through the chapter 11 process?

Casa pursued discrete going-concern dispositions for its Axyom cloud-native 5G core and RAN software assets, with Lumine announcing the agreement in its Axyom acquisition announcement, and for its cable business assets, with CommScope describing the winning bid in its CommScope announcement.

Who bought Casa’s Axyom cloud-native 5G core and RAN assets?

Lumine Group announced it agreed to acquire Casa’s Axyom cloud-native 5G core and RAN assets in its agreement announcement and later described completing the purchase and branding the business as Axyom.Core in a GlobeNewswire release.

Who bought Casa’s cable business assets, and what was the purchase price?

CommScope described being selected as the highest and best bid in the cable business auction with a $45.1 million winning bid in its press release. Latham & Watkins also described the purchase price as $45.1 million and the closing date as June 7, 2024 in its deal note.

What was Vecima’s role in the cable sale process?

Vecima publicly described itself as the stalking horse bidder at $20 million in its $20 million stalking-horse bid and later described being named the backup bidder after a $44.95 million final bid in its auction update.

When was Casa’s plan confirmed and when did it go effective?

The Confirmation Order was entered on June 5, 2024 and the effective date was June 7, 2024. Sidley characterized the case as a ~65-day path from filing to confirmation in its confirmation announcement.

Was NetComm included in the U.S. chapter 11 case?

Casa disclosed that NetComm was under a separate Australian voluntary administration and was not included in the U.S. chapter 11 cases in its chapter 11 announcement. DZS later described agreeing to acquire NetComm in its NetComm acquisition release.

Who is the claims agent for Casa Systems?

Epiq Corporate Restructuring, LLC serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest, as reflected in the company’s chapter 11 announcement.

For more chapter 11 case coverage, visit the ElevenFlo bankruptcy blog.