First Brands Group: owners, financing and collapse

analysisThe bankruptcy filings trace First Brands Group, LLC through First Brands Group Intermediate and First Brands Group Holdings to Viceroy Private Capital, Brake Parts Holdings and Aztec, and the debtors describe Patrick James as the sole indirect owner. Beside about $6.1 billion of funded debt, Viceroy's special purpose vehicles carried about $2.3 billion of inventory and lease financings from Onset, Evolution, Aequum and others, and third-party factors were owed about $2.3 billion. After the September 2025 filing the businesses were sold or wound down and the cases were converted to Chapter 7 on September 1, 2026. The estate's suits against Patrick James, Edward James and Onset are stayed pending the criminal case, in which both brothers pleaded not guilty and two former finance executives pleaded guilty. Each account keeps the parties' responses and the status of the claims beside it. ^{1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47}

analysisFirst Brands Group, LLC is a Delaware limited liability company with its principal place of business at 127 Public Square in Cleveland, Ohio. Its Legal Entity Identifier record gives Delaware entity number 5304130 and a creation date of May 14, 2013, and its Chapter 11 petition lists Crowne Automotive Aftermarket, LLC and Trico Group, LLC as names used in the previous eight years. According to the debtors' first-day declaration, the business was formed in 2013 by its founder as Crowne Industrial Group, acquired Carter Fuel Pumps and Trico in 2013 and 2014, and from 2019 bought a number of established brands. ^{1 2 3 4 5}

analysisThe same declaration groups the brands into four categories, by the company's estimates for the preceding twelve months: braking products such as Raybestos, Centric Parts, StopTech and Cardone (about 33% of revenue), filtration products such as FRAM and Luber Finer (about 14%), vision and lighting products such as ANCO, Trico and Philips (about 29%) and repair and towing products such as Autolite, Carter Fuel Pumps, Reese and StrongArm (about 24%). At the petition date the group employed about 26,000 people across five continents, about 6,000 of them at the debtors in the United States and about 14,000 in Mexico, where it ran 36 factories and two distribution centers. ⁵

analysisThe corporate ownership statement filed with the petitions on September 28, 2025 sets out the holding chain. First Brands Group Holdings, LLC is owned 66% by Viceroy Private Capital, LLC, 33% by Brake Parts Holdings, Inc. and 1% by Aztec Corporation; Viceroy is wholly owned by Mayfair Enterprises, LLC. Holdings owns First Brands Group Intermediate, LLC, which holds 100% of the units of First Brands Group, LLC. ^{1 2}

analysisAbove that chain the debtors' filings point to one person. The first-day declaration says the company's equity is owned 100% by its founder and sole equity holder, without naming the founder in those passages; the debtors' verified complaint of November 3, 2025 says the group of more than 100 entities is entirely 100% indirectly owned by Patrick James; and the chief restructuring officer, Charles Moore, testified on November 10, 2025 that it was "my understanding" that James was the sole owner. A press report on an October 2025 agreed order said James directly owns Mayfair, Aztec and Brake Parts Holdings, but no official document in the record names the owners of those three companies. ^{3 4 5 6 1}

analysisA second silo sat beside the operating chain. Viceroy owns, directly or indirectly, twenty debtor special purpose vehicles (SPVs), among them the Carnaby, Broad Street, Patterson, Starlight and Global Assets companies; the first-day declaration states that the obligors on the off-balance-sheet financings are subsidiaries of Viceroy and Carnaby Capital Holdings, LLC, not of First Brands Group, LLC. ^{3 1}

analysisThe first-day declaration puts the debtors' obligations at the petition date at about $6.1 billion of on-balance-sheet funded debt in the First Brands Group Holdings silo, about $2.3 billion of off-balance-sheet financings incurred through SPVs in the Viceroy silo, about $800 million of unsecured supply-chain-financing liabilities and, in addition, about $2.3 billion of factoring liabilities. In the SPV programmes an SPV borrower bought or exchanged inventory from other group companies, borrowed against it and could sell the finished goods back; the SPVs were not obligors under the term loans or the asset-based facility. ¹

analysisReceivables were sold in two ways. Under customer factoring, First Brands sold invoices owed by large retailers to financial institutions partnered with those customers; under third-party factoring it sold receivables to unaffiliated factors and then owed the factor a payment about 105 days later itself. The debtors believed about $2.3 billion was unpaid under the third-party arrangements, and the special committee was investigating whether collections had been turned over and whether receivables had been factored more than once. ^{1 2}

analysisThe strain showed in 2025. A refinancing of about $6.2 billion led by Jefferies, launched in July 2025, was paused in August so that the company could complete a quality-of-earnings report requested by potential lenders. Onset Financial, Inc., the lessor to two Carnaby SPVs, had agreed a third forbearance on June 30, 2025 that raised scheduled payments to $1.9 billion, with Viceroy pledging 15% of its interests in First Brands Group Holdings; after a $570 million payment due on August 29, 2025 was missed, Onset gave notice of default and acceleration on September 9, 2025. ¹

analysisOn September 17, 2025 the boards of the parent companies appointed Neal Goldman and William Transier as independent managers and formed a special committee, which took charge of potential transactions and of an investigation of claims against insiders, including the prepetition factoring and off-balance-sheet financing. The SPV debtors filed first, and First Brands Group, LLC filed in the U.S. Bankruptcy Court for the Southern District of Texas on September 28, 2025, in a petition signed by Charles M. Moore as chief restructuring officer. Patrick James resigned from all positions on October 12, 2025, and the company announced Moore as interim chief executive the next morning. ^{1 2 3 4}

analysisAn ad hoc group of first- and second-lien lenders provided a debtor-in-possession (DIP) facility of $1.1 billion of new money with a roll-up of up to $3.3 billion of prepetition loans, approved on November 7, 2025; the $4.4 billion headline combines the two and is not $4.4 billion of new liquidity. The court also ordered an examiner to investigate the factoring and inventory financings; E. Martin De Luca filed a redacted interim report on April 27, 2026, saying the work had paused because the $7 million budget was exhausted, and the report's findings are not court findings. ^{1 5 6 7 8 9 10 11}

analysisThe businesses were sold or closed. On January 26, 2026 First Brands announced the wind-down of Brake Parts Inc., Cardone and Autolite after failing to secure funding or buyers; an industry account of the conversion lists the sale of the Horizon Global towing business for $64 million, Toledo Molding & Die for $80 million and Walbro for $50 million, and the court approved the sale of 12 brands, including Fram, Autolite and Trico, to PGI Northstar LLC for $25 million on April 10, 2026. ^{12 7 13}

analysisThe debtors' amended joint liquidating plan of June 5, 2026 would have funded a litigation trust with at least $75 million to pursue claims, but on August 24, 2026 Judge Christopher Lopez refused to confirm it, finding a recovery case that needed about $1.9 billion to $2.0 billion from litigation too uncertain; the court did not decide the merits of the estate's claims or find bad faith. On September 1, 2026 the judge converted the remaining cases to Chapter 7, by which time substantially all operating businesses had been sold or wound down and at least $222 million of obligations incurred during the bankruptcy remained unpaid; counsel for Onset put the unpaid administrative and priority claims at nearly $300 million. One trade report dated the conversion to the August 24 bench ruling, but the conversion order is dated September 1, 2026. ^{14 7 8 12 15 16}

analysisOn November 3, 2025 the debtors sued Patrick James, the Patrick James Trust and seven companies they describe as under James's control, seeking the return of transfers they allege diverted company assets; a spokesman for James called the suit "baseless" and "speculative". The allegations have not been adjudicated: in April 2026 the bankruptcy court granted the United States' motion to intervene and stayed discovery pending the parallel criminal case, and on May 29, 2026 the district court dismissed the defendants' appeal of that stay. ^{1 2 3 4 5}

analysisOn January 9, 2026 First Brands also sued Edward James and Onset Financial, alleging that Edward James acted as Onset's "secret partner" and that the two obtained over $2.3 billion in payments. Onset denied wrongdoing and called the claims a "desperate attempt to blame a victim for doing business in good faith"; by June 2026 that suit was stayed with the suit against Patrick James, pending the criminal charges. ^{6 7}

analysisA federal grand-jury indictment unsealed in the Southern District of New York on January 29, 2026 charges Patrick James in nine counts, including managing a continuing financial crimes enterprise, wire fraud, bank fraud and money-laundering conspiracy, and Edward James in Counts Two through Nine. It alleges that from at least 2018 through 2025 the brothers faked and inflated invoices, pledged the same collateral more than once and concealed liabilities from lenders. A spokesperson for Patrick James said James denies the charges, and a lawyer for Edward James expressed complete confidence in Edward James. The charges are unproven accusations: both pleaded not guilty on February 4, 2026 and are presumed innocent unless proven guilty, and the jury trial is set for February 9, 2027. ^{8 9 10 11 12}

analysisTwo former finance executives pleaded guilty and are cooperating with prosecutors. Peter Andrew Brumbergs, the former vice president of finance, pleaded guilty on a date the U.S. Attorney gives as January 26, 2026; one press report said sentencing was set for June 22, 2026, but the retained docket extract contains no sentencing record. According to press accounts, the former chief financial officer Stephen Graham pleaded guilty on March 2, 2026; Graham's charging document and docket are not in the retained record, and one report said sentencing was set for August 3, 2026, that Graham was released on Graham's own signature and must forfeit property bought with proceeds of the scheme, with no later sentencing information in the record. Each plea is that person's own admission and is not a finding against anyone else. ^{9 13 14 15 16 17}

analysisFirst Brands bought the Ultinon automotive-lighting business from Lumileds in 2024 for about $238 million, according to the independent director of the Ultinon holding companies (other accounts give May or July 2024 instead of August); those holding companies filed their own Chapter 11 cases on March 26, 2026 to preserve claims for a litigation trust, and their liquidation plan was confirmed on August 20, 2026. In Germany, press reports from November 2025 described insolvency filings by several group units, and the press, not court files, is the source for their ownership by the group. Local courts appointed administrators for the CoFo companies on November 24, 2025, for Meteor on December 2, 2025 and, for the second time after 2022, for the former Bolta-Werke; Meteor's administrator was examining whether its sale to First Brands had been completed, with no result on record, and a later trade-press report said all three administrators were reviewing investor offers. In Canada, FRAM Group (Canada) Inc. made an assignment in bankruptcy that took effect on May 1, 2026. ^{1 2 3 4 5 6 7 8 9 10 11 12}