Ideanomics Liquidating Plan Confirmed: WAVE Sale to Tillou and Wind-Down Trust

Ideanomics, Inc. — now operating as IDEX Wind Down Company — completed a chapter 11 wind-down on February 13, 2026, when its liquidating plan went effective after a combined disclosure-statement and confirmation hearing before Judge Craig T. Goldblatt in the U.S. Bankruptcy Court for the District of Delaware. The seven jointly administered debtors filed for chapter 11 on December 4, 2024 under lead case In re Ideanomics, Inc., Case No. 24-12728 (CTG), arrived at the courthouse with roughly $189,000 in cash against $30.5 million in funded debt, and exited four months later as a stub estate operating through a liquidating trust.

The case is a textbook chapter 11 wind-down driven by a single secured creditor. Tillou Management and Consulting LLC entered as prepetition noteholder, became the DIP lender on the petition date, walked through bidding procedures as the stalking horse, and closed on substantially all the operating assets of WAVE — Ideanomics' wireless EV-charging business — on March 7, 2025 via credit bid. The estate then ran a separate auction for the VIA Motors assets, sold those to JVIS-USA, LLC on April 2, 2025, allowed the deficiency as a general unsecured claim, and turned the rest of the case into a liquidating-plan administration. The U.S. Trustee fought the third-party releases on Purdue Pharma grounds and lost on the substance, with the court approving the plan after the debtors revised the injunction language.

Debtor(s)	Ideanomics, Inc. (n/k/a IDEX Wind Down Company) (7 jointly administered debtors)
Court	U.S. Bankruptcy Court, District of Delaware
Case Number	24-12728
Petition Date	December 4, 2024
Judge	Hon. Craig T. Goldblatt
Confirmation Date	January 16, 2026
Effective Date	February 13, 2026
DIP Facility	Tillou Management and Consulting LLC; up to $11.619 million new money plus roll-up of prepetition obligations; 12% base, +4% default
Stalking Horse / Buyer	Tillou Management and Consulting LLC (WAVE assets, March 7, 2025); JVIS-USA, LLC (VIA Motors assets, April 2, 2025)
Liquidating Trustee	J.S. Held LLC
Claims Agent	Epiq Corporate Restructuring, LLC
General Bar Date	March 5, 2025
Governmental Bar Date	June 2, 2025
Administrative Bar Date	March 16, 2026

Pivots, Operating Losses, and the December 2024 Filing

The first-day declaration of CFO Alpesh A. Amin describes a debtor that arrived in chapter 11 after a string of strategic pivots. Ideanomics began as a China-focused video-on-demand business, transitioned through a Fintech phase that included title and escrow services through Timios and broker-dealer activities through the Justly entities, and then consolidated around electric vehicles and EV-adjacent businesses. By the petition date the company had divested or wound down most of those operations and identified WAVE — a Salt Lake City, Utah inductive wireless-charging platform for medium- and heavy-duty EVs — as its only remaining operating entity.

The other EV holdings had unwound on their own. VIA Motors, the Class 2 through Class 5 commercial EV unit, ceased operations in 2024 amid funding constraints. Solectrac, the electric tractor business, was shuttered and offered for sale in mid-2024 and never closed a buyer before the petition. Italian electric motorcycle subsidiary Energica entered Italian judicial liquidation on October 14, 2024 — outside the U.S. case — leaving the U.S. estate without an Energica equity sale to monetize. Timios had been sold in July 2023, and the Justly broker-dealer assets had been wound down across 2022 and 2023.

Management attributed the filing to a combination of cumulative losses exceeding $853 million over the prior five years, cash of approximately $189,000 at the petition date, and loss of capital-markets access following the company's Nasdaq delisting in July 2024. Bloomberg Law reported that the chapter 11 followed a settlement with the U.S. Securities and Exchange Commission, and Reuters described the case at filing as one designed to sell the operating assets rather than reorganize. The first-day declaration framed the EV portfolio as capital-intensive and pre-profitable; with Nasdaq access gone and operating cash near zero, equity and unsecured-debt funding paths had closed before the filing.

Capital Structure and the Tillou Note Stack

The first-day declaration reported total funded debt of approximately $30.52 million across six instruments — a small balance for a chapter 11, and one that allowed a single creditor to drive the entire process.

Tillou Management and Consulting LLC held $14.35 million in promissory notes that were guaranteed by all debtors and that became the largest piece of the funded-debt stack. A separate $4.52 million secured debenture purchase agreement, assigned to Yorkville and described in the declaration as the "Prepetition Lender" obligation, carried a first-priority lien on substantially all debtor assets. Mitsubishi held $9.17 million in Solectrac equipment and inventory financing that the declaration described as senior to the prepetition lender's interest in the relevant collateral. NFS Leasing held $1.48 million in WAVE-level equipment financing. The remaining roughly $1 million split between an SBA PPP loan of $0.13 million and a $0.87 million "Therese" note held by the McMahon Trust and supported by a personal guaranty from former Ideanomics chairman Shane McMahon.

The combination — a small but layered note stack with Tillou holding the largest tranche and Yorkville holding the only first-priority blanket lien — set up the case as a credit-bid path. Tillou later acquired the Yorkville position through the DIP roll-up, consolidating both pieces into a single "Credit Bid Amount" used at the WAVE sale. ION Analytics' Debtwire desk reported on the interim approval of the partially rolled-up DIP within a day of the filing.

A separate prepetition fee dispute followed the debtors into chapter 11. Morgan Stanley, which had advised Ideanomics on a contemplated transaction, asserted a $10 million deal-fee claim early in the case as part of the prepetition unsecured claims pool that fed into the later plan analysis.

DIP Financing, Roll-Up, and Wind-Down Budget

The court entered a final DIP order in early January 2025 authorizing a Tillou-provided debtor-in-possession facility with a roll-up structure tied to a court-approved DIP motion filed at the petition. New money was authorized up to $11.619 million in term loans, priced at 12% per annum base with a default rate of base plus 4%. Borrowing and cash-collateral use were tied to an approved budget and a defined "Wind-Down Budget" concept that controlled disbursements through the eventual sale.

The roll-up is the structural feature that defined the case path. Remaining prepetition obligations — including the Yorkville debenture and the Tillou notes — were rolled into DIP obligations upon entry of the final order, with roll-up activity also occurring under the interim order. The result was that, by the time bidding procedures ran, the entire secured stack other than Mitsubishi's Solectrac collateral and NFS Leasing's WAVE equipment financing sat under one DIP umbrella, with Tillou as the lender of record across both buckets.

The DIP "Maturity Date" was defined by an earliest-to-occur list including eight months from entry, consummation of a sale with court-authorized payment of sale proceeds to the lender, plan effective date, dismissal or conversion, and acceleration on event of default. The first triggered maturity event was the WAVE sale closing.

WAVE Sale to Tillou and the VIA Motors Sale to JVIS-USA

The sale and bidding-procedures motion and the corresponding bidding procedures order entered January 8, 2025 set up an auction track with Tillou as stalking horse. Law360 described the early-January result as Ideanomics receiving authorization to move forward with the chapter 11 sale process. No qualified competing bid emerged. The auction was cancelled and the matter went to a sale hearing on February 26, 2025, with the Tillou sale order entered March 3, 2025 approving a sale of substantially all of the assets defined under the asset purchase agreement, with carve-outs for VIA and Solectrac assets handled separately.

Tillou's purchase consideration combined four components: (i) assumption of the assumed liabilities, including cash payment of cure costs; (ii) cash payments required to satisfy any liens senior to Tillou's liens — the relevant Mitsubishi and NFS lien positions; (iii) cash payment of an "Advisor Success Fee"; and (iv) a credit bid equal to the "Credit Bid Amount," defined as the total aggregate amount outstanding of the DIP obligations and secured prepetition obligations. The APA capped expense reimbursement at $500,000. The sale closed on March 7, 2025. SSG Capital Advisors served as investment banker on the WAVE transaction, and Foley & Lardner LLP served as lead bankruptcy counsel for the chapter 11 case and 363 sale.

The VIA Motors assets ran a separate track. The court entered a VIA Motors sale order approving a sale to JVIS-USA, LLC for a $224,999 credit bid applied against JVIS's secured claim, with the remaining $938,273.63 secured-claim balance allowed as a general unsecured claim against VIA Motors, Inc. The JVIS sale closed on April 2, 2025. Solectrac, the third operating entity, was marketed during the case but did not produce a qualified buyer, and its remaining assets stayed in the estate through the plan process.

Liquidating Plan, Liquidating Trust, and Confirmation

The debtors filed a combined disclosure statement and chapter 11 plan of liquidation, later amended in the first amended combined plan and disclosure statement, and the court approved the combined document on an interim basis through a solicitation order that established the voting and confirmation schedule. Voting record date was November 1, 2025, the plan and disclosure-statement objection deadline ran to December 2, 2025, and the voting deadline closed at noon Eastern on December 29, 2025 ahead of a combined hearing set for January 8, 2026.

The plan implements a liquidating-trust framework. The trust holds the estate cash and remaining assets as "Liquidating Trust Assets," distributes to allowed claimholders under the plan and a liquidating trust agreement, reconciles disputed claims, prosecutes or settles preserved estate causes of action, and concludes the debtors' affairs through dissolutions and terminations. The plan supplement filed December 30, 2025 identified J.S. Held LLC as the liquidating trustee, attached the liquidating trust agreement effective on the plan Effective Date, and listed the "Returned Tillou Causes of Action" — causes of action acquired by Tillou under the sale order and contributed back to the liquidating trust on the Effective Date — as a plan supplement exhibit. The liquidating trust agreement requires the trustee to provide written reporting to Tillou on the 15th day and last day of each month regarding uses of the Tillou Cash Payment.

In exchange for the third-party releases described below, Tillou agreed to make a $517,000 cash payment to the debtors and the liquidating trust upon confirmation. Law360's pre-confirmation analysis of the liquidation plan described the Tillou Cash Payment and the Returned Tillou Causes of Action as the principal new consideration for the unsecured-class waterfall.

Judge Goldblatt confirmed the plan on January 8, 2026 subject to revisions to the injunction language, and the court entered the confirmation order on January 16, 2026 with findings under sections 1129(a) and 1129(b) and approval of the disclosure statement on a final basis. The confirmation order vests preserved estate claims in the liquidating trust, deems unassumed executory contracts and unexpired leases rejected on the Effective Date, and approves the third-party releases, exculpation provisions, and injunction with carve-outs for fraud, willful misconduct, and gross negligence. The debtors filed the notice of Effective Date on February 13, 2026, set the administrative-claims bar date at March 16, 2026 (other than professional fees), and set March 30, 2026 as the deadline for final professional-fee requests.

U.S. Trustee Objection on Third-Party Releases

The U.S. Trustee filed an objection to confirmation targeting the plan's third-party release, exculpation, and injunction provisions. The objection argued that "deemed consent" through opt-out structures cannot supply affirmative consent for consensual third-party releases after the Supreme Court's Harrington v. Purdue Pharma L.P. decision, characterized the injunction as an improper discharge for a liquidating debtor, and disputed the debtors' attempt to recharacterize the plan as a section 1123 settlement.

The confirmation order approved the third-party releases, exculpation, and injunction as essential plan terms while limiting exculpation with carve-outs for intentional fraud, willful misconduct, and gross negligence. Judge Goldblatt's bench ruling required revisions to the injunction language before plan approval, which the debtors implemented in the form of order entered January 16, 2026. The order also approved the form of effective-date notice and required service within two business days after the Effective Date.

Professional Fees and the Final Fee Round

The professional retentions ran the case through a confirmed liquidating plan on a relatively contained fee budget for a multi-debtor Delaware case. Foley & Lardner, as lead bankruptcy counsel, sought final approval of $2,924,653.70 in fees and $48,957.14 in expenses. Ashby & Geddes, as Delaware counsel, sought $423,716.50 in fees and $4,738.74 in expenses. SSG Capital Advisors, as investment banker, sought a $575,000 final fee plus $3,000 in expenses, structured as $150,000 of monthly fees plus a $425,000 sale fee net of contractual credit. Doeren Mayhew, as tax services provider, sought $241,975.00 in fees and payment of $88,921.00 in unpaid prior fees. Phoenix Management — the J.S. Held affiliate that served as financial advisor — sought $146,749.50 in fees and $5,869.98 in expenses. Epiq Corporate Restructuring's second and final fee application as administrative agent sought $39,050.90 in compensation, with ordinary-course claims-and-noticing fees excluded from the request.

Solectrac Dismissal and Wind-Down Status

Following the Effective Date, the debtors moved to dismiss the separate chapter 11 case of Solectrac, Inc. The Solectrac dismissal motion stated that Solectrac was not a proponent of the confirmed liquidating plan, had no remaining cash, had no assets of meaningful value despite extended marketing efforts, and had no funding source to continue chapter 11 administration or to make a chapter 7 conversion productive. The motion also requested preservation of prior orders, including DIP-related protections and releases.

The court entered the order granting dismissal on March 3, 2026, dismissing Solectrac's chapter 11 case without prejudice to the U.S. Trustee's ability to seek reopening to address any unresolved quarterly-fee dispute. Trade press reported closure of the underlying Ideanomics chapter 11 case days later. With the WAVE assets sold to Tillou, the VIA Motors assets sold to JVIS, Solectrac dismissed, and the liquidating trust active under J.S. Held, the chapter 11 estate is now a wind-down vehicle handling claims reconciliation, distributions, and prosecution of Returned Tillou Causes of Action through the liquidating trust framework.

Frequently Asked Questions

Who is the claims agent for Ideanomics / IDEX Wind Down?

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.

What were the bar dates in the Ideanomics chapter 11 case?

The general bar date was March 5, 2025 at 5:00 p.m. (ET), including for section 503(b)(9) claims, and the governmental bar date was June 2, 2025 at 5:00 p.m. (ET) under the bar date order. The administrative-claims bar date — other than professional fees — was set at March 16, 2026 by the notice of Effective Date.

Who bought the Ideanomics operating assets?

Tillou Management and Consulting LLC bought substantially all of the WAVE assets through a credit bid that closed on March 7, 2025, and JVIS-USA, LLC bought the VIA Motors assets through a separate $224,999 credit bid that closed on April 2, 2025.

When did the liquidating plan go effective?

The court entered the confirmation order on January 16, 2026 and the debtors filed a notice of Effective Date on February 13, 2026.

Who is the liquidating trustee?

J.S. Held LLC serves as liquidating trustee under the plan supplement and liquidating trust agreement.

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