UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 30, 2011
BB LIQUIDATING INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-15153 | 52-1655102 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
||
2100 Ross Avenue, Suite 2100 Dallas, Texas |
75201 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (214) 438-1000
Blockbuster Inc.
1201 Elm Street
Dallas, TX 75270
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
As previously disclosed, on September 23, 2010, Blockbuster Inc. (the Company) and certain of its domestic subsidiaries (collectively, the Debtors) filed voluntary petitions for relief (the Bankruptcy Filing) under chapter 11 of title 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court) case number 10-14997.
Consistent with the requirements of the Amended and Restated Asset Purchase Agreement entered into by and among the Company, the Debtor subsidiaries thereto and DISH Network Corporation on April 20, 2011 (the Purchase Agreement) and the Bankruptcy Courts Supplemental Order dated April 26, 2011 approving the Purchase Agreement, the Company filed with the Bankruptcy Court a Notice of Change of Case Caption (the Notice) on August 23, 2011. Pursuant to the Notice, the Company and each of the Debtors confirmed that it had changed its name by amending its Certificate of Incorporation with the Secretary of State of the state of its incorporation. Consistent therewith, the Company is now known as BB Liquidating Inc. and all Debtors are known by the names shown on Exhibit A to the Notice.
On January 3, 2012, the Debtors filed their monthly operating report for the period from November 1, 2011 through November 30, 2011 (the Monthly Operating Report) with the Bankruptcy Court. The Monthly Operating Report is attached as Exhibit 99.1 and is incorporated herein by reference. This current report (including the exhibit hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely by Regulation FD.
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Cautionary Statement Regarding Financial Operating Data
The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating Report is limited in scope, covers a limited time period, is limited to the Debtors domestic operations, and has been prepared solely for the purpose of complying with the monthly reporting requirements of the Bankruptcy Court. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with Generally Accepted Accounting Principles in the United States, is in a format prescribed by applicable bankruptcy laws, and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Companys securities, the Monthly Operating Report is complete. The Monthly Operating Report also contains information for periods which are shorter or otherwise different from those required in the Companys reports pursuant to the Exchange Act, and such information might not be indicative of the Companys financial condition or operating results for the period that would be reflected in the Companys financial statements or in its reports pursuant to the Exchange Act. Results set forth in the Monthly Operating Report should not be viewed as indicative of future results.
Cautionary Statement Regarding Forward-Looking Statements
The information contained in this Current Report on Form 8-K includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements (other than statements of historical facts) that address projected or estimated results, or events,
2
developments or results that we intend, expect, believe, anticipate, plan, forecast or project, will or may occur in the future are forward-looking statements. The words possible, propose, might, could, would, projects, plan, forecasts, anticipates, expect, intend, believe, seek or may, and similar expressions, are intended to identify forward-looking statements, but are not the exclusive means of identifying them. Forward-looking statements are subject to a number of risks, contingencies and uncertainties, some of which our management has not yet identified. Forward-looking statements are not guarantees of future performance; subsequent developments may cause forward-looking statements to become outdated; and actual results, developments and business decisions may differ materially from those contemplated by such forward-looking statements as a result of various factors. Important factors that should be considered as potentially causing actual results to differ from those contemplated by forward-looking statements include, but are not limited to (i) the fact that we are currently not conducting business operations and will have no operations in the future; (ii) we are currently winding up the Companys business and distributing the proceeds of the court-supervised sale of substantially all of our assets, after which we expect to file a plan of liquidation with the bankruptcy court; and (iii) even though our common stock continues to be quoted on the Pink Sheets, our common stock has no value and our stockholders should not view the trading activity of our common stock on the Pink Sheets or any other market or trading platform as being indicative of the value our stockholders will receive as a part of the chapter 11 cases. The cautionary statements provided above are being made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 (the Act) and with the intention of obtaining the benefits of the safe harbor provisions of the Act for any such forward-looking information. Additional risks that may affect the Companys future performance are detailed in the Companys filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit
|
Description |
|
99.1 | Monthly Operating Report for the period from November 1, 2011 through November 30, 2011, filed with the United States Bankruptcy Court for the Southern District of New York |
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BB LIQUIDATING INC. f/k/a BLOCKBUSTER INC. |
||||||||
Date: January 9, 2012 | ||||||||
By: | /s/ B RUCE W. L EWIS | |||||||
Senior Vice President, Controller and Principal Accounting Officer |
EXHIBIT INDEX
Exhibit No. |
Description |
|
99.1 | Monthly Operating Report for the period from November 1, 2011 to November 30, 2011, filed with the United States Bankruptcy Court for the Southern District of New York |
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
X | ||||
In re: |
: | Chapter 11 | ||
: | ||||
BB LIQUIDATING INC., et al. 1 |
: | Case No: 10-14997 | ||
: | ||||
Debtors. |
: | Jointly Administered | ||
X |
Monthly Operating Report For
November 2011
DEBTORS ADDRESS: |
2100 Ross Avenue, 21st Floor | |
Dallas, Texas 75201 | ||
DEBTORS ATTORNEYS: |
Stephen Karotkin | |
WEIL, GOTSHAL & MANGES LLP | ||
767 Fifth Avenue | ||
New York, New York 10153 | ||
Telephone: (212) 310-8000 | ||
Facsimile: (212) 310-8007 | ||
-and- | ||
Martin A. Sosland ( admitted pro hac vice ) | ||
WEIL, GOTSHAL & MANGES LLP | ||
200 Crescent Court, Suite 300 | ||
Dallas, Texas 75201 | ||
Telephone: (214) 746-7700 | ||
Facsimile: (214) 746-7777 |
This Monthly Operating Report (MOR) has been prepared solely for the purpose of complying with the monthly reporting requirements applicable in these chapter 11 cases and is in a format acceptable to the United States Trustee. The financial information contained herein is limited in scope and covers a limited time period. Moreover, such information is preliminary and unaudited, and is not prepared in accordance with generally accepted accounting principles (GAAP) in the United States.
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.
/s/ Bruce Lewis | 12/30/2011 | |||
Bruce Lewis | ||||
Principal Executive Officer | ||||
Blockbuster Inc. |
1 |
The Debtors, together with the last four digits of each Debtors federal tax identification number, are: BB Liquidating Inc. (5102); BB Liquidating Canada Inc. (1269); BB Liquidating Digital Technologies Inc. (9222); BB Liquidating Distribution, Inc. (0610); BB Liquidating GC, Inc. (1855); BB Liquidating Global Services Inc. (3019); BB Liquidating International Spain Inc. (7615); BB Liquidating Investments LLC (6313); BB Liquidating Procurement LP (2546); BB Liquidating Video Italy, Inc (5068); BB Liquidating ML, LLC (5575); BB Liquidating Trading Zone Inc. (8588); and BB Liquidating B2 LLC (5219). |
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 | ||||
Federal Tax I.D. # | 52-1655102 |
CORPORATE MONTHLY OPERATING REPORT
REQUIRED DOCUMENTS |
Form No. |
Document
Attached |
Explanation
Attached |
|||
Schedule of Cash Receipts and Disbursements |
MOR-1 | x | ||||
Bank Reconciliation (or copies of debtors bank reconciliations) |
MOR-1 (CONT) | x | ||||
Copies of bank statements |
MOR-1 (CONT) | x | ||||
Cash disbursements journals |
MOR-1 (CONT) | x | ||||
Statement of Operations |
MOR-2 | x | ||||
Balance Sheet |
MOR-3 | x | ||||
Status of Post-petition Taxes |
MOR-4 | x | ||||
Copies of IRS Form 6123 or payment receipt |
not applicable | |||||
Copies of tax returns filed during reporting period |
not applicable | |||||
Summary of Unpaid Post-petition Debts |
MOR-4 | x | ||||
Listing of Aged Accounts Payable |
x | |||||
Accounts Receivable Reconciliation and Aging |
MOR-5 | x | ||||
Taxes Reconciliation and Aging |
MOR-5 | x | ||||
Payments to Insiders and Professionals |
MOR-6 | x | ||||
Post Petition Status of Secured Notes, Leases Payable |
MOR-6 | x | ||||
Debtor Questionnaire |
MOR-7 | x |
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | October 2011 |
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
(in millions)
November 2011 | YTD November 2011 | |||||||
Cash flows from operating activities: |
||||||||
Net income (loss) |
$ | (0.9 | ) | $ | (201.8 | ) | ||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: |
||||||||
Depreciation and intangible amortization |
| 39.4 | ||||||
Rental library purchases |
| (66.7 | ) | |||||
Rental library amortization |
| 113.3 | ||||||
Loss on sale/disposal of store operations |
| | ||||||
Impairment of long-lived assets |
| 0.6 | ||||||
Non-cash share-based compensation |
| | ||||||
Gain on sale of store operations |
| | ||||||
Deferred taxes and other |
| 2.1 | ||||||
Changes in operating assets and liabilities: |
| |||||||
Change in receivables |
| 13.1 | ||||||
Change in merchandise inventories |
| 44.2 | ||||||
Change in prepaid and other assets |
| 27.8 | ||||||
Change in liabilities subject to compromise |
(2.0 | ) | 227.1 | |||||
Change in accounts payable |
0.5 | (139.3 | ) | |||||
Change in accrued expenses and other liabilities |
(0.1 | ) | (128.7 | ) | ||||
|
|
|
|
|||||
Net cash provided by (used in) operating activities |
(2.5 | ) | (68.9 | ) | ||||
|
|
|
|
|||||
Cash flows from investing activities: |
||||||||
Capital expenditures |
| (5.1 | ) | |||||
Change in reserve for Operating Period claims |
| 28.1 | ||||||
Proceeds from sale of store operations |
| | ||||||
Other investing activities |
| 3.4 | ||||||
|
|
|
|
|||||
Net cash provided by (used in) investing activities |
| 26.4 | ||||||
|
|
|
|
|||||
Cash flows from sale of assets to DISH Network: |
||||||||
Loss on Sale |
| (582.8 | ) | |||||
Change in rental library on sale |
| 143.4 | ||||||
Change in merchandise inventories on sale |
| 56.2 | ||||||
Change in receivables on sale |
| 53.3 | ||||||
Change in prepaid and other assets on sale |
| 382.2 | ||||||
Change in fixed assets on sale |
| 87.2 | ||||||
Change in restricted cash on sale |
| | ||||||
|
|
|
|
|||||
Net cash provided by sale to Dish Network |
| 139.5 | ||||||
|
|
|
|
|||||
Cash flows from financing activities: |
||||||||
Proceeds from DIP Financing |
| | ||||||
Repayments on DIP Financing |
| | ||||||
Repayments on senior secured notes |
| (124.6 | ) | |||||
Debt financing costs |
| | ||||||
Capital lease payments |
| (0.8 | ) | |||||
|
|
|
|
|||||
Net cash provided by (used in) financing activities |
| (125.4 | ) | |||||
|
|
|
|
|||||
Effect of exchange rate changes on cash |
| | ||||||
|
|
|
|
|||||
Net (decrease) increase in cash and cash equivalents |
(2.5 | ) | (28.4 | ) | ||||
Cash and cash equivalents at beginning of period |
40.3 | 66.2 | ||||||
|
|
|
|
|||||
Cash and cash equivalents at end of period |
37.8 | $ | 37.8 | |||||
|
|
|
|
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
BANK RECONCILIATIONS
Continuation Sheet for MOR-1
GL# | Bank Name | Bank Balance |
Deposits &
Transfers in Transit |
Outstanding
checks |
Other
Reconciling Items |
GL Balance | ||||||||||||||||
Cash |
Bank of America | $ | 40,025,434 | $ | | $ | (2,292,562 | ) | $ | | $ | 37,732,872 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total Cash & Cash Equivalents |
$ | 40,025,434 | $ | | $ | (2,292,562 | ) | $ | | $ | 37,732,872 | |||||||||||
|
|
|
|
|
|
|
|
|
|
Bank of America |
||||||||||||
Dallas, Texas |
Statement date: 11/30/2011 | |||||||||||
Statement Period |
11/01/2011-11/30/2011 | Statement Beginning Balance | 43,203,784.16 | |||||||||
Number of Deposits /Credits |
2 | Amount of Deposits /Credits | 442,720.89 | |||||||||
Number of Checks |
239 | Amount of Checks | 3,370,942.00 | |||||||||
Number of Other Debits |
2 | Amount of Other Debits | 250,129.12 | |||||||||
Statement Ending Balance | 40,025,433.93 |
* | The Debtors have submitted their bank statement to the United States Trustee. |
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
SCHEDULE OF CASH DISBURSEMENTS
(in millions)
Continuation Sheet for MOR-1
November 2011 | ||||||||||||
Cash Balance as of 10/31/11 |
$ | 40,280,227 | ||||||||||
Cash disbursements during the period: |
||||||||||||
April professional fees (as shown on MOR 6): |
||||||||||||
Sidley Austin LLP |
(1,636 | ) | ||||||||||
Kurtzman Carson Consultants |
(61,594 | ) | ||||||||||
Cooley Godward Kronish LLP |
(34,003 | ) | ||||||||||
Weil Gotshal |
(149,211 | ) | ||||||||||
|
|
|||||||||||
Total April professional fees |
(246,444 | ) | ||||||||||
Contract labor: |
||||||||||||
Legal |
(4,500 | ) | ||||||||||
Claims administration |
(3,500 | ) | ||||||||||
|
|
|||||||||||
Total contract labor |
(8,000 | ) | ||||||||||
Payments for Administrative Priority Expenses |
(2,013,180 | ) | ||||||||||
Payments for property taxes |
(64,064 | ) | ||||||||||
Payments for miscellaneous G&A |
(215,667 | ) | ||||||||||
|
|
|||||||||||
Total cash disbursements during the period |
(2,547,355 | ) | ||||||||||
|
|
|||||||||||
Cash Balance as of 11/30/11 |
$ | 37,732,872 | ||||||||||
|
|
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
STATEMENT OF OPERATIONS (Income Statement)
(in millions)
November 2011 | YTD November 2011 | |||||||
Revenues: |
||||||||
Base rental revenues |
$ | | $ | 303.5 | ||||
Previously rented product (PRP) revenues |
| 140.2 | ||||||
|
|
|
|
|||||
Total rental revenues |
| 443.7 | ||||||
Merchandise sales |
| 63.0 | ||||||
Other revenues |
| 12.6 | ||||||
|
|
|
|
|||||
Total Revenue |
| 519.3 | ||||||
|
|
|
|
|||||
Cost of sales: |
||||||||
Cost of rental revenues |
| 175.9 | ||||||
Cost of merchandise sold |
| 68.7 | ||||||
|
|
|
|
|||||
Total cost of sales |
| 244.6 | ||||||
|
|
|
|
|||||
Gross profit |
| 274.7 | ||||||
|
|
|
|
|||||
Operating expenses: |
||||||||
General and administrative |
0.9 | 461.8 | ||||||
Advertising |
| 5.5 | ||||||
Depreciation and intangible amortization |
| 39.4 | ||||||
Impairment of goodwill and other long-lived assets |
| 0.6 | ||||||
|
|
|
|
|||||
Total Operating Expenses |
0.9 | 507.3 | ||||||
|
|
|
|
|||||
Operating income (loss) |
(0.9 | ) | (232.6 | ) | ||||
Interest expense |
| 0.6 | ||||||
Interest income |
| (0.1 | ) | |||||
Other items, net |
| (1.4 | ) | |||||
|
|
|
|
|||||
Income (loss) from continuing operations before reorganization items and income taxes |
(0.9 | ) | (233.5 | ) | ||||
Reorganization items, net (income)/loss |
| (46.9 | ) | |||||
(Benefit)/provision for income taxes |
| 1.0 | ||||||
Equity in (income)/loss of non-debtor subsidiaries |
| 14.7 | ||||||
|
|
|
|
|||||
Income (loss) from continuing operations |
(0.9 | ) | (202.3 | ) | ||||
(Loss) from sale of assets to DISH Network |
| (582.8 | ) | |||||
Income (loss) from discontinued operations, net of tax |
| | ||||||
|
|
|
|
|||||
Net income (loss) |
(0.9 | ) | (785.1 | ) | ||||
Preferred stock dividends |
| | ||||||
|
|
|
|
|||||
Net income (loss) applicable to common stockholders |
$ | (0.9 | ) | $ | (785.1 | ) | ||
|
|
|
|
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
BALANCE SHEET
(in millions)
As of 11/30/2011 | ||||
Assets |
||||
Current assets: |
||||
Cash and cash equivalents |
$ | 37.7 | ||
Reserve for Operating Period claims |
7.5 | |||
Merchandise inventories |
| |||
Rental library, net |
| |||
Prepaid and other current assets |
| |||
|
|
|||
Total current assets |
45.2 | |||
Property and equipment, net |
| |||
Deferred income taxes |
| |||
Investment in non-debtor subsidiaries |
| |||
Intangibles, net |
| |||
Restricted cash |
| |||
Other assets |
| |||
|
|
|||
Total Assets |
$ | 45.2 | ||
|
|
|||
Liabilities and Stockholders Equity (Deficit) |
||||
Current liabilities: |
||||
Accounts payable |
$ | 4.1 | ||
Accrued expenses |
0.5 | |||
Debtor-in-possession loan |
| |||
Deferred income taxes |
| |||
|
|
|||
Total current liabilities |
4.6 | |||
Other liabilities |
| |||
|
|
|||
Total Liabilities before LSTC |
4.6 | |||
Liabilities subject to compromise |
1,351.5 | |||
|
|
|||
Total Liabilities |
1,356.1 | |||
|
|
|||
Total stockholders equity (deficit) |
(1,310.9 | ) | ||
|
|
|||
Total Liabilities and Stockholders Equity (Deficit) |
$ | 45.2 | ||
|
|
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
STATUS OF POST-PETITION TAXES
Federal |
Beginning Tax |
Amount
Withheld and/or Accrued |
Amount Paid | Ending Tax | ||||||||||||
Withholding |
$ | | $ | | $ | | $ | | ||||||||
FICA-Employee |
| | | | ||||||||||||
FICA-Employer |
| | | | ||||||||||||
Unemployment |
| | | | ||||||||||||
Income |
| | | | ||||||||||||
Other: |
| | ||||||||||||||
Total Federal Taxes |
| | | | ||||||||||||
State and Local |
||||||||||||||||
Withholding |
| | | | ||||||||||||
Sales |
| | | | ||||||||||||
Excise |
| | ||||||||||||||
Unemployment |
| | | | ||||||||||||
Real Property* |
| | | | ||||||||||||
Personal Property* |
545,999 | | (64,064 | ) | 481,935 | |||||||||||
Other: Income/Franchise |
| | | | ||||||||||||
Total State and Local |
545,999 | | (64,064 | ) | 481,935 | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Taxes |
$ | 545,999 | $ | | $ | (64,064 | ) | $ | 481,935 | |||||||
|
|
|
|
|
|
|
|
SUMMARY OF UNPAID POST-PETITION DEBTS
Attach aged listing of accounts payable.
Number of Days Past Due | ||||||||||||||||||||||||
DESCRIPTION |
Current | 0-30 | 31-60 | 61-90 | Over 91 | Total | ||||||||||||||||||
AP - Product |
$ | | $ | | $ | | $ | | $ | | $ | | ||||||||||||
AP - Legal & Professional Fees |
481,935 | | | | | 481,935 | ||||||||||||||||||
AP - Other |
| | | | | | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
TOTAL POST-PETITION DEBTS |
$ | 481,935 | $ | | $ | | $ | | $ | | $ | 481,935 | ||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
* | The Real Property and Personal Property taxes are considered postpetition based off of when the payment is assessed by the taxing authority. |
The detail of the AP - Legal and Professional Fees can be seen on MOR-6. The bar date of 6/15/11 for administrative claims required all other AP to be reclassified to liabilities subject to compromise.
The Debtors did not file Form 6123 during this period.
In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
ACCOUNTS RECEIVABLE RECONCILIATION AND AGING
Accounts Receivable Reconciliation |
Amount | |||
Total Accounts Receivable at the beginning of the reporting period |
$ | | ||
Plus: Amounts billed during the period |
| |||
Less: Amounts collected during the period |
| |||
Less: Amounts written off during the period |
| |||
Less: Amounts reserved during the period |
| |||
Change in store accounts receivable, net |
| |||
Accounts Receivables sold to DISH Network |
| |||
|
|
|||
Total Accounts Receivable at the end of the reporting period |
$ | | ||
|
|
Accounts Receivable Aging |
9/30/2011 | |||
0 - 30 days old |
$ | | ||
31 - 60 days old |
| |||
61 - 90 days old |
| |||
91 - 120 days old |
| |||
121+ days old |
| |||
Total Aged Accounts Receivable |
| |||
Store Accounts Receivable |
| |||
Total Accounts Receivable |
| |||
Less: Bad Debts (Amount considered uncollectible) |
| |||
|
|
|||
Net Accounts Receivable*** |
$ | | ||
|
|
TAXES RECONCILIATION AND AGING
Taxes Payable |
Current | 1-30 Days | 31-60 Days | 61-90 Days | 91+ Days | Total | ||||||||||||||||||
Federal |
$ | | $ | | $ | | ||||||||||||||||||
State and Local |
| | ||||||||||||||||||||||
Other |
481,935 | | 481,935 | |||||||||||||||||||||
|
|
|
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Total Taxes Payable |
$ | 481,935 | $ | | $ | | $ | | $ | | $ | 481,935 | ||||||||||||
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In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
PAYMENTS TO INSIDERS AND PROFESSIONALS
INSIDERS |
||||||
NAME |
TYPE OF PAYMENT | AMOUNT PAID | TOTAL PAID TO DATE | |||
(1) NONE |
||||||
TOTAL PAYMENTS TO INSIDERS |
(1) | No payments other than ordinary wages and benefits occurred during the reporting period. |
PROFESSIONALS |
||||||||||||||||||||
NAME |
DATE OF
COURT ORDER AUTHORIZING PAYMENT |
AMOUNT
APPROVED |
AMOUNT PAID
November 2011 |
TOTAL PAID
TO DATE |
TOTAL
INCURRED & UNPAID* |
|||||||||||||||
SIDLEY AUSTIN LLP (1) |
9/27/2010 | $ | 3,552,286 | $ | 1,636 | $ | 3,545,697 | $ | 6,589 | |||||||||||
JEFFERIES & COMPANY INC (1) |
9/27/2010 | 1,550,496 | | 1,550,496 | | |||||||||||||||
ALVAREZ & MARSAL NORTH AMERICA LLC (3) |
10/27/2010 | 5,583,044 | | 5,113,678 | 469,366 | |||||||||||||||
ROTHSCHILD INC (3) |
11/2/2010 | 3,205,405 | | 3,205,405 | | |||||||||||||||
KURTZMAN CARSON CONSULTANTS LLC (3) |
9/23/2010 | 4,295,204 | 61,594 | 4,174,943 | 120,261 | |||||||||||||||
DJM ASSET MANAGEMENT LLC (3) |
11/23/2010 | 150,000 | | 150,000 | | |||||||||||||||
RETAIL REGROUP INC (3) |
11/23/2010 | 150,000 | | 150,000 | | |||||||||||||||
DELOITTE TAX LLP (3) |
11/9/2010 | 583,711 | | 467,248 | 116,463 | |||||||||||||||
SKADDEN ARPS SLATE MEAGHER & FLOM LLP (1) |
9/27/2010 | 211,440 | | 211,440 | | |||||||||||||||
KORN/FERRY INTERNATIONAL (3) |
11/10/2010 | 142,132 | | 142,132 | | |||||||||||||||
COOLEY GODWARD KRONISH LLP (2) |
11/23/2010 | 2,784,548 | 34,003 | 2,214,062 | 570,486 | |||||||||||||||
FTI CONSULTING (2) |
12/2/2010 | 909,331 | | 718,563 | 190,768 | |||||||||||||||
BLOODWORTH CARROLL & BANOWSKY PC (3) |
11/23/2010 | 164,395 | | 131,516 | 32,879 | |||||||||||||||
RAY & GLICK LTD. (3) |
11/23/2010 | 959,250 | | 767,400 | 191,850 | |||||||||||||||
CHAIKEN LEGAL GROUP PC (3) |
11/23/2010 | 350,055 | | 280,044 | 70,011 | |||||||||||||||
SHEPPARD MULLIN (1) |
9/27/2010 | 327,327 | | 327,327 | | |||||||||||||||
WEIL GOTSHAL (3) |
10/27/2010 | 8,043,942 | 149,211 | 6,234,569 | 1,809,373 | |||||||||||||||
PRICEWATERHOUSE COOPERS (3) |
2/8/2011 | 1,811,368 | | 1,478,461 | 332,907 | |||||||||||||||
DELOITTE FINANCIAL ADVISORY (3) |
2/8/2011 | 363,993 | | 288,837 | 75,156 | |||||||||||||||
ERNST & YOUNG (3) |
4/4/2011 | 524,806 | | 416,514 | 108,292 | |||||||||||||||
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TOTAL PAYMENTS TO PROFESSIONALS |
$ | 35,662,733 | $ | 246,444 | $ | 31,568,332 | $ | 4,094,401 | ||||||||||||
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* | INCLUDE ALL FEES INCURRED, BOTH APPROVED AND UNAPPROVED |
(1) | Fees paid pursuant to the DIP Financing Order for professionals of the DIP lenders and DIP Agent. |
(2) | Fees for professionals retained to represent Unsecured Creditors Committee |
(3) | Fees for professionals retained to represent BB Liquidating Inc. |
POST-PETITION STATUS OF SECURED NOTES, LEASES PAYABLE
AND ADEQUATE PROTECTION PAYMENTS
NAME OF CREDITOR |
SCHEDULED
MONTHLY PAYMENT DUE |
AMOUNT
PAID DURING MONTH |
TOTAL
UNPAID POST- PETITION |
|||||||||
DIP Financing |
$ | | $ | | $ | | ||||||
DIP Interest |
| | ||||||||||
Leases Payable |
| | | |||||||||
Adequate Assurance Payments - Utilities |
| | | |||||||||
Adequate Assurance Payments - Insurance |
| | | |||||||||
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TOTAL PAYMENTS |
$ | | ||||||||||
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In re | BB LIQUIDATING INC., et al. | Case No. | 10-14997 | |||
Debtor | Reporting Period: | November 2011 |
DEBTOR QUESTIONNAIRE
Must be completed each month. If the answer to any of the questions is Yes,
provide a detailed explanation of each item. Attach additional
|
Yes | No | ||||
1 | Have any assets been sold or transferred outside the normal course of business this reporting period? | X | ||||
2 | Have any funds been disbursed from any account other than a debtor in possession account this reporting period? | X | ||||
3 | Is the Debtor delinquent in the timely filing of any post-petition tax returns? | X | ||||
4 | Are workers compensation, general liability or other necessary insurance coverage expired or cancelled, or has the debtor received notice of expiration or cancellation of such policies? | X | ||||
5 | Is the Debtor delinquent in paying any insurance premium payment? | X | ||||
6 | Have any payments been made on pre-petition liabilities this reporting period? | X | ||||
7 | Are any post petition receivables (accounts, notes or loans) due from related parties? | X | ||||
8 | Are any post petition payroll taxes past due? | X | ||||
9 | Are any post petition State or Federal income taxes past due? | X | ||||
10 | Are any post petition real estate taxes past due? | X | ||||
11 | Are any other post petition taxes past due? | X | ||||
12 | Have any pre-petition taxes been paid during this reporting period? | X | ||||
13 | Are any amounts owed to post petition creditors delinquent? | X | ||||
14 | Are any wage payments past due? | X | ||||
15 | Have any post petition loans been received by the Debtor from any party? | X | ||||
16 | Is the Debtor delinquent in paying any U.S. Trustee fees? | X | ||||
17 | Is the Debtor delinquent with any court ordered payments to attorneys or other professionals? | X | ||||
18 | Have the owners or shareholders received any compensation outside of the normal course of business? | X |
4 | The Debtors have only one employee and are not required to maintain workers compensation insurance. |