Author Topic: SRG - Seritage Growth Properties  (Read 364070 times)

Foreign Tuffett

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Re: SRG - Seritage Growth Properties
« Reply #820 on: December 28, 2018, 11:13:04 AM »
80 more SHLDQ stores closing. Someone correct me if I'm wrong, but I don't think any of these properties are owned by SRG. This makes me suspect that there will be a separate store closing announcement for SRG-owned properties soon.

https://www.cnbc.com/2018/12/28/sears-closing-80-more-stores-in-march-faces-possible-liquidation.html?__source=sharebar|twitter&par=sharebar

Today is the deadline for bids for the company. Insofar as I know, no one (not even ESL) has made an official bid yet.

https://www.foxbusiness.com/retail/sears-faces-critical-deadline-will-it-survive


Foreign Tuffett

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Re: SRG - Seritage Growth Properties
« Reply #821 on: December 28, 2018, 02:57:31 PM »
80 more SHLDQ stores closing. Someone correct me if I'm wrong, but I don't think any of these properties are owned by SRG. This makes me suspect that there will be a separate store closing announcement for SRG-owned properties soon.

https://www.cnbc.com/2018/12/28/sears-closing-80-more-stores-in-march-faces-possible-liquidation.html?__source=sharebar|twitter&par=sharebar

Today is the deadline for bids for the company. Insofar as I know, no one (not even ESL) has made an official bid yet.

https://www.foxbusiness.com/retail/sears-faces-critical-deadline-will-it-survive


"Big Ed"/ESL submitted a last second bid. The saga continues.

https://www.cnbc.com/2018/12/28/sears-chairman-eddie-lampert-submits-bit-for-company.html

Deepdive

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Re: SRG - Seritage Growth Properties
« Reply #822 on: December 29, 2018, 10:45:01 PM »
I don't understand Eddie

Shane

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Re: SRG - Seritage Growth Properties
« Reply #823 on: December 30, 2018, 09:26:12 AM »
I don't understand Eddie

Welcome to the club


ander

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Re: SRG - Seritage Growth Properties
« Reply #825 on: January 08, 2019, 07:56:12 AM »
What is the timeline of events from here? (e.g., lawsuits filed, stores actually closed, stores re-developed, etc.)?

Foreign Tuffett

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Re: SRG - Seritage Growth Properties
« Reply #826 on: January 08, 2019, 09:15:48 AM »
What is the timeline of events from here? (e.g., lawsuits filed, stores actually closed, stores re-developed, etc.)?

No one here has this information. Right now we can only speculate. The Toys R Us liquidation happened surprisingly quickly (~3 months). I think SHLD's liquidation will take somewhat longer. Keep in mind that it hasn't been officially announced yet, and there are still other assets that have to be auctioned off, including the owned real estate.

I would expect SRG to continue selling stores and/or entering in to JVs to generate liquidity. Dividend will likely be canceled. 

GCA

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Re: SRG - Seritage Growth Properties
« Reply #827 on: January 10, 2019, 09:58:34 AM »
What is the timeline of events from here? (e.g., lawsuits filed, stores actually closed, stores re-developed, etc.)?

https://www.reuters.com/article/us-sears-bankruptcy-lampert/sears-chairman-submits-new-5-billion-bid-to-save-bankrupt-retailer-idUSKCN1P41TJ

Lampert has submitted a bid that includes $35MM for a release of liability from the fraudulent conveyance claims (among others).  We'll see whether his bid is accepted on Jan 14th.  If it is, I would think that settles it.  If not, the saga continues and it will be litigated.  Full disclosure: not a bankruptcy lawyer (or any type of lawyer) so not 100% on this stuff.

Candyman1

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Re: SRG - Seritage Growth Properties
« Reply #828 on: January 10, 2019, 12:32:35 PM »
Looks to me Eddie didn't improve his offer ... he just added $600 million plus more in assets to what he was bidding for in the last offer.

1.   Assumption of Liabilities. In addition to the liabilities described in the Going Concern Proposal, Buyer proposes to assume up to $663 million in additional liabilities identified in consultation with the Debtors. This amount consists of the following, to be paid by Buyer in accordance with the Revised Asset Purchase Agreement:
    a.   Up to $166 million of payment obligations with respect to goods ordered by Debtors prior to the closing of the proposed transactions (but as to which goods Debtors have not yet taken delivery and title prior to closing);
    b.   Up to $139 million of 503(b)(9) administrative priority claims;
    c.   Up to $43 million of additional severance costs to be incurred by the Debtors;
    d.   All cure costs related to contracts to be assumed by Buyer (estimated to be up to $180 million); and
    e.   Up to $135 million of property taxes with respect to the properties to be acquired by Buyer.

In the event that the sum of the amounts outstanding under Debtors’ first lien ABL DIP facility and Debtors’ junior DIP facility (net of any cash available to pay down such amounts) is less than $1.2 billion at the time of closing the proposed transactions, Buyer’s obligation to assume the foregoing liabilities shall be reduced dollar-for-dollar to the extent of such shortfall, with such reduction allocated in accordance with the Revised Asset Purchase Agreement. In a schedule shared with Buyer’s representatives on January 6, 2019, the Debtors estimated cash available to pay down such outstanding amounts was $89 million.

2.   Acquired Assets. The Revised Proposal includes the acquisition by Buyer of additional assets that were proposed to be left with the Debtors’ estate under the Going Concern Proposal, including:
 
    a.   Approximately 57 additional real estate properties;
    b.   Accounts receivable with respect to certain home warranties sold in FY 2018 with a book value of approximately $53.6 million;
    c.   Other accounts receivable with a book value of at least $256 million, inclusive of netting for allowances for bad debts;
    d.   Additional inventory with a book value of up to $166 million with respect to which Buyer shall assume payment obligations as described in item 1.a. above (and as to which inventory Debtors have not yet taken delivery and title prior to closing);
    e.   Prepaid inventory with a book value of at least $147 million as to which Debtors have not yet taken delivery and title prior to closing; and
    f.   All of the Debtors’ rights relating to the claims set forth in the class actions consolidated in the multi-district litigation In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, No. 1:05-MD-01720 (E.D.N.Y.).

3.   Release. The proposed consideration for the release of liabilities of ESL and certain ESL-related parties as further described in the Going Concern Proposal is comprised of $35 million in cash, and the assumption of the additional liabilities of the Debtors described above.
« Last Edit: January 10, 2019, 12:36:12 PM by Candyman1 »

Candyman1

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Re: SRG - Seritage Growth Properties
« Reply #829 on: January 10, 2019, 04:56:47 PM »
Looks to me Eddie didn't improve his offer ... he just added $600 million plus more in assets to what he was bidding for in the last offer.

1.   Assumption of Liabilities. In addition to the liabilities described in the Going Concern Proposal, Buyer proposes to assume up to $663 million in additional liabilities identified in consultation with the Debtors. This amount consists of the following, to be paid by Buyer in accordance with the Revised Asset Purchase Agreement:
    a.   Up to $166 million of payment obligations with respect to goods ordered by Debtors prior to the closing of the proposed transactions (but as to which goods Debtors have not yet taken delivery and title prior to closing);
    b.   Up to $139 million of 503(b)(9) administrative priority claims;
    c.   Up to $43 million of additional severance costs to be incurred by the Debtors;
    d.   All cure costs related to contracts to be assumed by Buyer (estimated to be up to $180 million); and
    e.   Up to $135 million of property taxes with respect to the properties to be acquired by Buyer.

In the event that the sum of the amounts outstanding under Debtors’ first lien ABL DIP facility and Debtors’ junior DIP facility (net of any cash available to pay down such amounts) is less than $1.2 billion at the time of closing the proposed transactions, Buyer’s obligation to assume the foregoing liabilities shall be reduced dollar-for-dollar to the extent of such shortfall, with such reduction allocated in accordance with the Revised Asset Purchase Agreement. In a schedule shared with Buyer’s representatives on January 6, 2019, the Debtors estimated cash available to pay down such outstanding amounts was $89 million.

2.   Acquired Assets. The Revised Proposal includes the acquisition by Buyer of additional assets that were proposed to be left with the Debtors’ estate under the Going Concern Proposal, including:
 
    a.   Approximately 57 additional real estate properties;
    b.   Accounts receivable with respect to certain home warranties sold in FY 2018 with a book value of approximately $53.6 million;
    c.   Other accounts receivable with a book value of at least $256 million, inclusive of netting for allowances for bad debts;
    d.   Additional inventory with a book value of up to $166 million with respect to which Buyer shall assume payment obligations as described in item 1.a. above (and as to which inventory Debtors have not yet taken delivery and title prior to closing);
    e.   Prepaid inventory with a book value of at least $147 million as to which Debtors have not yet taken delivery and title prior to closing; and
    f.   All of the Debtors’ rights relating to the claims set forth in the class actions consolidated in the multi-district litigation In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation, No. 1:05-MD-01720 (E.D.N.Y.).

3.   Release. The proposed consideration for the release of liabilities of ESL and certain ESL-related parties as further described in the Going Concern Proposal is comprised of $35 million in cash, and the assumption of the additional liabilities of the Debtors described above.

It looks like ESL added $800 million plus in assets in exchange for the "up to" $663 million in additional liabilities it is willing to assume. How one calls that "a sweetened offer" is a mystery to me.
« Last Edit: January 10, 2019, 05:12:24 PM by Candyman1 »