first brands corporate structure and ownership

overview

this page details the corporate structure and ownership chain of the first brands group and affiliated entities. information is sourced from voluntary petition disclosures filed in the chapter 11 cases.

Total Entities	111 affiliated debtors under joint administration
Ultimate Parent	Mayfair Enterprises, LLC (non-debtor)
Majority Owner	Viceroy Private Capital, LLC (66% of holdings company)
Lead Operating Entity	First Brands Group, LLC (case 25-90399)

ownership chain

simplified structure diagram

Mayfair Enterprises, LLC (non-debtor)
    │
    └─── 100% ───> Viceroy Private Capital, LLC (debtor, case 25-90400)
                          │
                          ├─── 66% ───┐
    Brake Parts Holdings, Inc. (33%)──┤
    Aztec Corporation (1%) ────────────┤
                                       │
                                       ▼
                            First Brands Group Holdings, LLC (debtor, case 25-90397)
                                       │
                                       └─── 100% ───> First Brands Group Intermediate, LLC (debtor, case 25-90398)
                                                                │
                                                                └─── 100% ───> First Brands Group, LLC (debtor, lead case 25-90399)
                                                                                       │
                                                                                       ├─── 100% ───> FRAMAuto Holdings, LLC (debtor, case 25-90401)
                                                                                       └─── 100% ───> [110+ additional subsidiaries]

key entities

Level 0: Non-Debtor Ultimate Parent

Mayfair Enterprises, LLC: Ultimate parent entity; not a debtor in bankruptcy

Level 1: Majority Equity Holder

Viceroy Private Capital, LLC: Owns 66% of First Brands Group Holdings; filed Chapter 11 on 2025-09-28

Level 2: Top Holding Company

First Brands Group Holdings, LLC: Top-level debtor holding company; owned by Viceroy (66%), Brake Parts Holdings (33%), Aztec (1%)

Level 3: Intermediate Holding Company

First Brands Group Intermediate, LLC: Mid-tier holding company; formerly Trico Group Holdings, LLC

Level 4: Lead Operating Company

First Brands Group, LLC: Primary operating entity and lead case for all 111 debtors

Level 5: Operating Subsidiaries

FRAMAuto Holdings, LLC: Subsidiary holding company for FRAM brand automotive filtration products
Additional 110+ subsidiaries: Manufacturing, distribution, and IP holding entities

entity details (selected debtors)

first brands group holdings, llc (case 25-90397)

EIN: 85-1927700
Principal Address: 127 Public Square, Suite 5300, Cleveland, Ohio 44114
Entity Type: Limited Liability Company
NAICS Code: 5511 - Management of Companies and Enterprises
Filing Date: September 28, 2025
PACER: Case Lookup | Docket
Ownership:
- Viceroy Private Capital, LLC: 66%
- Brake Parts Holdings, Inc.: 33%
- Aztec Corporation: 1%

Role: Top holding company for entire first brands group; receives distributions from intermediate holding company.

first brands group intermediate, llc (case 25-90398)

EIN: 82-4069383
Principal Address: 127 Public Square, Suite 5300, Cleveland, Ohio 44114
Previously Known As: Trico Group Holdings, LLC
Entity Type: Limited Liability Company
NAICS Code: 5511 - Management of Companies and Enterprises
Filing Date: September 28, 2025
PACER: Case Lookup | Docket
Ownership: 100% owned by First Brands Group Holdings, LLC

Role: Mid-tier holding company between parent holdings and operating company; likely created for financing structure purposes.

first brands group, llc (case 25-90399, lead case)

EIN: 46-2872032
Principal Address: 127 Public Square, Suite 5300, Cleveland, Ohio 44114
Entity Type: Limited Liability Company
NAICS Code: 5511 - Management of Companies and Enterprises
Filing Date: September 28, 2025
Judge: Hon. Christopher M. Lopez
PACER: Case Lookup | Docket
Website: firstbrandsgroup.com
Ownership: 100% owned by First Brands Group Intermediate, LLC

Role: Primary operating company and lead case for joint administration of all 111 affiliated debtors. Houses main business operations.

Business Operations:

Industry: Automotive aftermarket parts manufacturing and distribution
Major Brands: FRAM, Autolite, Trico, Cardone, Champion
Scope: Global manufacturing and distribution network with multinational subsidiaries
Products: Filters, spark plugs, wiper blades, remanufactured parts, and related automotive components

viceroy private capital, llc (case 25-90400)

EIN: 83-1628544
Principal Address: 127 Public Square, Suite 5300, Cleveland, Ohio 44114
Entity Type: Limited Liability Company
NAICS Code: 3363 - Motor Vehicle Parts Manufacturing
Filing Date: September 28, 2025
PACER: Case Lookup | Docket
Website: firstbrandsgroup.com
Ownership: 100% owned by Mayfair Enterprises, LLC (non-debtor)

Role: Majority equity holder (66%) of First Brands Group Holdings, LLC. Controls the group through equity stake.

framauto holdings, llc (case 25-90401)

EIN: 83-3423482
Principal Address: 127 Public Square, Suite 5300, Cleveland, Ohio 44114
Also Known As: Oculus LLC
Entity Type: Limited Liability Company
NAICS Code: 5511 - Management of Companies and Enterprises
Filing Date: September 28, 2025
PACER: Case Lookup | Docket
Website: firstbrandsgroup.com
Ownership: 100% owned by First Brands Group, LLC

Role: Subsidiary holding company for FRAM brand automotive filtration products (oil filters, air filters, fuel filters, etc.).

brand portfolio

The First Brands Group operates through multiple well-known automotive aftermarket brands:

major brands

FRAM — Oil, air, and fuel filtration products

Industry-leading automotive filter brand
Held through FRAMAuto Holdings, LLC subsidiary

Autolite — Spark plugs and ignition products

Established spark plug manufacturer
Competes with Champion, NGK, Bosch

Trico — Windshield wiper blades and systems

Original wiper blade brand (founded 1917)
Name preserved in “Trico Group Holdings” (former name of intermediate LLC)

Cardone — Remanufactured automotive parts

Largest remanufacturer of automotive components
Includes Cardone Industries entities
Connected to Brookfield Asset Management revenue payout ($7M liability)

Champion — Spark plugs and wiper blades

Historic automotive aftermarket brand
Competes with Autolite in spark plug segment

geographic footprint

Based on creditor disclosures and entity structure:

United States: Primary manufacturing and distribution (Cleveland, Ohio headquarters)
International: Multinational subsidiaries with global operations
Asia: Supply chain relationships (THI Group Shanghai, Yusin Taiwan noted in top creditors)
Europe: Distribution and potentially manufacturing

corporate governance

special committee

Formed: September 17, 2025
Purpose: Independent evaluation of restructuring alternatives
Members:
- Neal Goldman (Independent Manager)
- William Transier (Independent Manager)
Authority: Recommend bankruptcy filing, oversee restructuring independently from management and equity holders

board of managers

Composition for First Brands Group Holdings, LLC and affiliates:

Patrick James
Shekhar Kumar
Stephen Graham
Neal Goldman (Independent)
William Transier (Independent)

management control

Chief Restructuring Officer: Charles M. Moore
Appointed: September 26, 2025
Provider: Alvarez & Marsal North America, LLC
Authority: Cash management, operational expenditures, debt decisions, day-to-day restructuring
Note: All 111 Chapter 11 petitions signed by CRO (centralized filing control)

key observations

structural complexity

Multi-layer holding structure: At least 5 levels from ultimate parent (Mayfair) to operating subsidiaries
111 affiliated entities: Extensive corporate family requiring joint administration
Mixed ownership at top: Holdings company owned 66/33/1 split (Viceroy/Brake Parts/Aztec)

financing structure implications

Holding company layers: Suggests structured financing with different debt tranches at different entity levels
SPV filings first (Sept 24): Off-balance-sheet financing vehicles failed before operating companies
Viceroy as debtor: Majority equity holder’s bankruptcy filing indicates broad financial distress across ownership structure

brand consolidation

Multiple historic brands: FRAM, Autolite, Trico, Cardone, Champion acquired and consolidated over time
Category coverage: Filters, spark plugs, wipers, reman parts = comprehensive aftermarket portfolio
Former names preserved: “Trico Group Holdings” suggests Trico acquisition drove intermediate holding structure

sources & dockets — Full entity directory with PACER links and EINs
diagrams — Visual network representations
memo — Governance and professional advisors
timeline — Corporate governance events and filing chronology