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Ensis Partners Bets on Middle-Market Restructuring as Private Credit Cycle Turns

View From the Market

By Skylar Chen

Two months into the launch of restructuring boutique Ensis Partners, founders Richard Shinder and Mark Buschmann said that market reception has confirmed what drew them out of big finance: a middle market starved for sophisticated debt advisory, including liability management expertise, and a private credit cycle that is only beginning to turn. Shinder and Buschmann have more than 60 years of combined restructuring experience across PJT Partners, Perella Weinberg and Blackstone, among other firms.

The firm’s February launch coincided with a sharp escalation in private credit and business development company stress. Nontraded BDC redemption requests tracked by Octus surged well past the standard 5% quarterly cap, with Blue Owl’s tech-focused fund leading the ranking at 40% in the first quarter, and most of the largest nontraded BDCs have gated.

“By no means would we predict that there’s a financial crisis brewing. But given the quantum of private credit originated in the last 15-plus years, it doesn’t really take a crisis environment to lead to a lot of restructuring activity,” Shinder told Octus. “We think we’re probably in the early innings.”

“The reception we’ve received thus far has been incredibly enthusiastic,” Buschmann said. “The view was that an entity was needed in the middle market – a pure-play debt advisory shop that is versed in LMEs and complex chapter 11s across borders.”

Behind the recent headlines on fund gates and redemption pressure lies what the Ensis co-founders describe as an intrinsic asset-liability mismatch between relatively long-lived or intermediate-lived loan assets and the demands of quarterly liquidity. More fundamentally, they argue, the market is working through a reckoning after years of near-zero rates and borrower-friendly underwriting.

“Those deals had capital structures that just don’t work under a higher-for-longer interest rate environment,” Buschmann said of the 2020 and 2021 vintage deals approaching maturity. “Ultimately, you can only kick the can down the road so many times.”

With that wave of cheap-money debt hitting maturity, Ensis sees opportunity across industries and transaction formats, from the edge of the middle market to the top of the upper middle market – roughly $300 million to $1 billion in capital structure size – serving both debtors and creditors. The two partners said the early deal pipeline speaks to the scope and depth of demand.

“We’re seeing opportunities around distressed M&A and special-situations financing work, where you have a group of fatigued lenders who maybe need to be reconstituted in some way, or where there’s an opportunity to raise junior capital or do an amendment in connection with a sponsor infusion,” Shinder said.

Interest in the liability management toolkit is there, Shinder said, though clients are often resistant to the cost. “We think there’s an opportunity for people with the requisite skill sets and LME experience to carve out a space in that upper middle market at a value proposition that makes sense for clients.”

Middle-market LMEs likely will not mirror what has unfolded in the broadly syndicated loan and bond markets, he added. “But that doesn’t mean there aren’t document-driven and intra-constituent, dynamic-driven opportunities for LME in the middle market. Maybe it’s a less-aggressive flavor of LME.”

In private credit, specifically, the smaller and more-concentrated holder base will reshape how deals play out. “Everyone’s going to have to be an economic animal and make decisions about what’s best for them,” Buschmann said. “That’s where there could be divergence at times between various lenders – everyone may have different realities they’re facing.”
 

Octus Weekly Highlights
Topical Stressed/Distressed Situations

Medallia

Medallia’s sponsor Thoma Bravo, is close to transferring ownership control to the company’s private credit lenders including Blackstone, Apollo and KKR through an equitization of their $2.8 billion in loan holdings. This restructuring ranks among the largest ever for a private credit situation. The lender group declined to extend further PIK interest at year-end 2025. Blackstone, the largest holder, with $1.5 billion of the debt, has marked its position down more than 30%, and the Blackstone Private Credit Fund moved its loans to nonaccrual status as of March 31. Medallia is advised by Kirkland & Ellis, and the customer experience company’s private credit lenders are represented by Latham & Watkins. Octus’ coverage of Medallia is HERE.

Cloud Software Group

Cloud Software Group, the Vista Equity Partners and Elliott Investment Management-backed parent of software brands including Spotfire, NetScaler and Arctera, transferred approximately $227 million out of its existing credit group to a separate entity within the structure. This move comes after the company closed its $1.1 billion acquisition of Arctera, which was structured outside the credit group on Dec 1. Management also raised the potential for dividends on a lender call, citing a tough M&A environment and strong free cash flow while fiscal year 2025 results showed adjusted EBITDA growth of $130 million year over year and 3% recurring revenue growth. Octus’ coverage of Cloud Software Group is HERE.

Baffinland Iron Mines

Baffinland Iron Mines disclosed to lenders its intent to repurchase a portion of its $575 million senior secured notes due July 15 to avert a looming maturity wall, though it did not specify the amount or timing of the paydown. The disclosure comes as the company’s $126 million term loan maturity was accelerated to June 30 after Baffinland failed to extend its notes by the March 31 deadline. Octus’ coverage of Baffinland Iron Mines is HERE.

Paramount Skydance Corp.

The merger between Paramount and Warner Bros. Discovery is set to create a combined entity with $84 billion in debt and gross leverage of approximately 7x, before accounting for synergies. Despite growth in streaming revenues, linear TV continues to generate the majority of consolidated EBITDA, with cash content spend a significant drag on EBITDA. A pro forma interest burden of approximately $5 billion for the combined company in 2026, combined with the two companies’ stand-alone forecasts, points to pro forma free cash flow of negative $2.2 billion this year before accounting for synergies, or importantly, the cash costs to achieve them. Octus’ coverage of Paramount Skydance can be found HERE.

Ingenovis Health

Ingenovis Health is considering a prepackaged chapter 11 filing if its proposed liability management exercise does not receive 100% consent from its revolver and term lenders. The healthcare staffing company has the support of lenders owning 73% of the revolving and term loans, including steerco lenders holding over two-thirds of the loans. Its revolver expires on April 24, after being extended multiple times. Octus’ coverage of Ingenovis Health is HERE.

Bingo Industries

Bingo Industries, a Sydney-based waste management company backed by Macquarie Asset Management, is in negotiations with lenders over a potential pro-rata deal that could include new money and maturity extensions on its debt, though the situation remains fluid and no agreement on terms has been reached. The company faces the maturity of its 75 million Australian dollar revolving credit facility this July, while its AUD 325 million and $375 million term loans mature in July 2028. This all occurs against a backdrop of persistent revenue pressure from a weakening Australian construction market. Bingo is working with Sidley Austin and Moelis, and an ad hoc lender group is seeking advice from Houlihan Lokey and Akin Gump. The company’s $375 million term loan was indicated at 78/80 earlier this week, up from 65/69 a month ago. Octus’ coverage of Bingo Industries is HERE.

New Advisor Mandates

EyeCare Partners

EyeCare Partners, a Partners Group-backed provider of clinically integrated eye care, is working with Kirkland & Ellis as legal advisor and Centerview Partners as investment banker as it explores capital structure options including a possible debt restructuring as it faces a 2028 maturity wall. The company executed a non-pro-rata uptiering with its lenders in spring 2024, placing the sponsor’s own first lien holdings in a fourth-out position with a make whole that would be accelerated upon a chapter 11 filing. Lenders have been organized and consulting with Gibson Dunn since at least January 2026. Octus’ coverage of EyeCare Partners is HERE.

Shutterfly

Barclays is gauging investor interest in a potential refinancing of Shutterfly’s upcoming debt maturities after a prior effort to secure roughly $2 billion in private credit financing led by General Atlantic failed to materialize. The Apollo Global Management-backed photo products company has approximately $2.5 billion in gross debt as of September 2024, with near-term maturities including a SOFR+600 bps first lien term loan B due October 2027 trading above par earlier this week. Octus’ coverage of Shutterfly is HERE.

Curia Global

Curia Global, a contract research and manufacturing organization for pharmaceutical and biotech companies backed by Carlyle and GTCR, has retained Latham & Watkins as legal advisor and Alvarez & Marsal as financial advisor as it evaluates strategic options for its balance sheet. The company’s capital structure includes a $1.3 billion first lien term loan led by Apollo at SOFR+625 bps due December 2029 and a $300 million second lien held in part by Blackstone Private Credit Fund. Octus’ coverage of Curia Global is HERE.

Teads Holdings

Teads Holdings, the digital advertising platform formed through Outbrain’s $900 million acquisition of Teads in February 2025, has hired Evercore as investment bank amid ongoing operational challenges following the merger. These include the 17% pro forma year-over-year revenue decline to $352.2 million in the fourth quarter, driven by integration difficulties and the strategic removal of lower-quality ad inventory. An ad hoc creditor group advised by Milbank and Houlihan Lokey signed a cooperation agreement earlier this year as the publicly listed company faces elevated leverage against a backdrop of fierce digital marketing competition. Octus’ coverage of Teads Holdings is HERE.

LIV Golf

LIV Golf, the Saudi Arabian Public Investment Fund-backed golf league, has retained Gibson Dunn as legal advisor as it considers strategic alternatives amid mounting uncertainty over continued PIF funding, with sources noting that a liquidation or wind-down is possible if no alternative financing is found. The PIF has reportedly invested approximately $5 billion into the league since its inception but has shifted strategic focus, with the league’s CEO confirming in an April 16 interview only that funding exists through the 2026 season. The non-U.S. portion of the business posted a $461.8 million loss in 2024, with several marquee players having recently departed to return to the PGA Tour. Octus’ coverage of LIV Golf is HERE.
 

In-Court Coverage

Spirit Airlines Inc.

At a hearing on Thursday, the Spirit Airline debtors confirmed that the company is negotiating a rescue financing package with the federal government and Spirit’s main creditor constituencies. Counsel said that the debtors have defaulted on the DIP and that their plan of reorganization is no longer viable in light of increases to the price of jet fuel resulting from the Iran war.

Counsel did not disclose the terms of the government’s rescue proposal, saying details have been shared with “all three” of Spirit’s primary creditor groups, likely alluding to the ad hoc group of DIP lenders and senior secured noteholders, the official committee of unsecured creditors and the RCF lenders. He said Spirit may seek a hearing on the rescue package as early as next week, given imminent liquidity needs requiring either new funding or access to “$140 million of restricted cash” by next week. Octus’ coverage of Spirit Airlines is HERE.

Office Properties Income Trust

At a hearing on Wednesday, Judge Christopher Lopez confirmed the Office Properties Income Trust debtors’ fourth amended chapter 11 plan and approved procedures for their $35 million equity rights offering. Judge Lopez overruled a handful of pro se objections to the debtors’ valuation and liquidation analyses and the U.S. Trustee’s standing objection to opt-out nondebtor releases, finding that the plan is “value maximizing” and satisfies all confirmation requirements.

We published an analysis of plan recoveries finding that the DIP lenders are likely to own about half of reorganized equity, after the company’s disclosure that it intends to equitize the DIP. Octus’ Office Properties Income Trust coverage is HERE.

Monette Farms Ltd.

Saskatchewan-based Monette Farms, one of North America’s largest private farming operations, commenced a restructuring proceeding under Canada’s Companies’ Creditors Arrangement Act, or CCAA, on April 17. Several of the company’s U.S. affiliates also filed for chapter 15 protection in the Bankruptcy Court for the District of Delaware.

At a hearing on Wednesday, U.S. Bankruptcy Judge Laurie Selber Silverstein granted preliminary relief to the chapter 15 debtors by recognizing and enforcing the initial CCAA order’s DIP and cash management provisions. However, the judge said it was premature to recognize the initial order in its entirety or extend the automatic stay to the company’s assets and directors and officers. Octus’ Monette Farms coverage is HERE.

Litigation, Regulatory and Legislative Coverage

Federal Court Preliminarily Enjoins Nexstar-Tegna Integration

Late last week, the U.S. District Court for the Eastern District of California granted DirecTV’s and eight states’ request to preliminarily enjoin Nexstar from combining operations with Tegna after the March 19 completion of the companies’ merger. The preliminary injunction, largely an extension of the court’s TRO, is intended “to preserve the status quo and prohibit Nexstar and TEGNA from further integration pending adjudication on the merits,” according to the order. The injunction took effect April 21. Octus’ coverage of the order is HERE.

FTC, USAP Reach Settlement, Request Stay of Litigation

On Thursday, the U.S. Federal Trade Commission and U.S. Anesthesia Partners, or USAP, jointly moved to stay the commission’s antitrust suit alleging illegal consolidation of Texas anesthesia practices because they have entered into a binding term sheet settling their dispute. The parties say that they “have agreed to resolve the FTC’s claims against USAP” and that the terms of the settlement will take 180 days to implement. They ask the U.S. District Court for the Southern District of Texas to stay the proceeding for 180 days while the parties carry out the agreement. Octus’ coverage of the joint motion is HERE.

Federal Judge Presses NYC, DoorDash, Uber on Speech Definitions at Tipping Laws Motion to Dismiss Hearing

At a hearing on Thursday, U.S. District Judge George B. Daniels of the Southern District of New York heard argument on New York City’s motion to dismiss Uber and DoorDash’s lawsuit seeking to overturn the city’s recently passed “tipping laws. The companies insist the statutes unlawfully require food delivery platforms to solicit tips for delivery workers at the time of checkout in violation of their constitutional rights. Judge Daniels pressed counsel for both the city and the delivery platform plaintiffs on their conceptions of commercial conduct and compelled speech, at one point stating that he’s “not sure where either side draws the line.” Octus’ coverage of the hearing is HERE

Federal Court Allows Getty’s Trademark, Unfair Competition Claims Against Stability AI to Proceed

On Thursday, a California federal court denied Stability AI’s motion to dismiss the trademark and unfair competition claims from Getty Images’ AI copyright infringement suit. The court, however, did grant Stability’s motion to dismiss Getty’s Digital Millennium Copyright Act, or DMCA, claim from the action with leave to amend. Getty sued Stability in August 2025, alleging the AI startup used copyrighted photographs from Getty’s collection without permission to train its image-generating AI model Stable Diffusion.

The court found that the complaint fails to plead that Stability provides false copyright management information, or CMI, in its outputs with the specific intent to cause infringement. Instead, the complaint “appears to concede that Stability AI’s models create distorted watermarks as incidental byproducts,” the opinion states. Octus’ coverage of the ruling is HERE.

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