Sungard bankruptcy: Private equity ‘vultures’ surrender Philly-area tech firm to hedge fund 'bottom dwellers’

As planned, the private-equity companies that owned Wayne-based Sungard Availability Services on Wednesday night asked the federal bankruptcy court in New York for a rapid reorganization of the company, and its takeover by the hedge funds to which it owed most of its $1.3 billion debt.

“The P.E. guys sold the assets of value, paid themselves handsomely, stripped down what was left, and then left nothing for anyone except the next round of bottom dwellers,” said David Gathman, the company’s first chief financial officer, in an email. “Typical vultures,” he added. “It was more fun building something.”

The new owners, under a proposal made public in early April, are expected to include Carlyle Group, Angelo Gordon & Co., GSO Capital Partners, and FS KKR Capital Corp., which agreed to take over Sungard in exchange for canceling two-thirds of the debt the company was saddled with by owners led by Bain Capital Integral Investors, KKR Milennium Fund, and Silver Lake Partners II, and also including Providence Equity Partners V, TPG Partners IV, and two Blackstone investment funds.

Some of the creditors acquiring Sungard are well known in Philadelphia.

Carlyle Group extracted hundreds of millions of dollars from troubled state-subsidized refinery operator Philadelphia Energy Solutions and from nursing-home operator Manor Care, which operates more than 70 facilities within 50 miles of Philadelphia, before plunging both into debt-laden bankruptcy reorganization earlier this year.

Angelo Gordon has owned a string of Philadelphia-area newspapers (it briefly controlled The Inquirer in the early 2010s), which it has subjected to an aggressive cost-cutting regimen. FS KKR, an affiliate of Franklin Square Holdings LP, is based at the former Navy Base in South Philadelphia.

Sungard Availability revenues fell to $977 million last year from $1.2 billion in 2016, and profits totaled $203 million last year, not counting financial costs, according to the company’s chief restructuring officer, Eric Koza. “Negative net cash flow from 2016 to 2018 was $80 million,” Koza said in a report to the bankruptcy court.

Sungard hired investment bankers at Centerview Partners to sell the company two years ago amid the latest in a series of cost-cutting efforts, which included job cuts and data center sales and closures. The company now employs 2,500 at 80 centers in the United States, Europe, and India, including 160 in Philadelphia and 260 in Wayne.

Centerview signed nondisclosure agreements with 100 would-be buyers, but only two made offers by last November’s deadline, and neither was enough to cover the company’s debts, according to Koza’s report. In February the company brought in Koza to get owners and creditors on board with the bankruptcy and ownership-transfer plan. The new owners will decide on top management and how to keep the company relevant in fast-changing corporate-data markets.

Founded in 1978 under Sun Oil Co. executive John Ryan as a backup data center for the city’s banks, and spun off as an independent company in 1983 as SunGard Data Systems, the company was soon worth more than its oil-company namesake, using profits from its data-reliability services to buy financial, educational, and government software firms.

By the late 1990s it had eclipsed Unisys Corp., which traced its roots to the people who built the first modern computer at the University of Pennsylvania during World War II, as the region’s most-promising digital company.

But under its private-equity owners, who paid a record $11.4 billion in mostly borrowed money to take the company private in 2005, SunGard lost ground to Amazon AWS, Microsoft Azure, and other cheap, reliable cloud-based backup providers.

With its owners mostly concerned with pulling cash out of the company, it suffered what its leaders admitted was a “tsunami” of corporate customer cancellations as the disaster-recovery market changed and the company didn’t keep up.

In 2011, SunGard Data sold its main college business to Virginia-based Ellucian for $1.8 billion. In 2014, SunGard Data split in two. The next year the larger piece, Wayne-based SunGard Data Systems Inc., with sales of $2.8 billion and offices in South Jersey as well as the western Main Line, was sold for $5.1 billion (plus $4 billion in debts the buyer assumed) to Jacksonville, Fla.-based Fidelity Information Services (FIS).