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October 5, 2022 – The Debtors filed a pair of bidding procedures/sale motions; with the motions requesting Court authority to proceed with an auction/sale process in respect of: (i) a leased premises located in Perris, California (the “California Lease”) [Docket No. 138] and (ii) remaining assets [Docket No. 138].
The Debtors, who are looking to wind-down after selling off their assets, have also engaged Hilco Merchant Resources, LLC to manage an inventory and fixtures liquidation process.
A hearing for the motions is scheduled for October 19th and October 26th.
On August 28, 2022, Packable Holdings, LLC and five affiliated Debtors (“Packable” or the “Debtors”) filed for Chapter 11 protection noting estimated assets between $100.0mn and $500.0mn; and estimated liabilities between $100.0mn and $500.0mn. At filing, the Debtors, an e-commerce logistics, marketing, selling and fulfillment company, highlighted “increased operating expenses resulting from increases in the cost of goods sold from brand partners, diminished capacity at Packable facilities due to labor and supply shortages…reduced capacity at shipping providers….[and] inflation and increasing fuel surcharges [with the] combined strain of these factors accelerat[ing] Packable’s cash burn and [giving] rise to a liquidity shortage.”
California Leases Bidding Procedures Motion [Docket No. 139]
The motion reads, “[i]n early 2022, the Debtors announced the planned opening of a new warehouse and fulfillment facility in Perris, California (the ‘California Facility’), which was expected open in the second quarter of 2022. In connection with that process, Debtor Pharmapacks entered into the California Lease, dated June 30, 2021, which has an initial term of approximately twelve years and six months from the Term Commencement Date (as defined in the California Lease), and two optional five-year extensions. The leased premises comprise approximately 333,572 square feet, with annual base rent payments of approximately $3.67 million at the beginning of the initial term, which scale up to approximately $5.54 million at the end of the initial term.
Packable subsequently suspended its efforts to open the California Facility prepetition in order to preserve liquidity, and ultimately abandoned those efforts upon the commencement of the company’s wind-down. As a result, the California Facility is presently vacant (although certain fixtures and equipment remains onsite) and is not being used by the Debtors. While the Debtors have no further need of the California Facility, they have reason to believe the California Lease may have value that can be monetized through the Sale of Pharmapacks’ leasehold interest in the California Facility (the ‘Asset’) and the corresponding assumption and assignment of the California Lease to a third-party purchaser. The Debtors are current on their obligations under the California Lease and believe that the cure amount associated with the assumption of the California Lease (the ‘Cure Costs’) is $0.
Contemporaneously with this Motion, the Debtors are filing an application to retain Retail Consulting Services, Inc. d/b/a RCS Real Estate Advisors (‘RCS’) and Jones Lang LaSalle Americas, Inc. (‘JLL’ and, collectively with RCS, the ‘Consultant’) to assist with the marketing of certain commercial real estate leases, including the California Lease. In order to limit the further accrual of monthly rental payments for a property that is not in use, Consultant has commenced marketing of Pharmapacks’ interest in California Lease pending approval of Consultant’s retention and the relief requested in this Motion.”
Proposed Key Dates:
- Bidding Procedures Hearing: October 26, 2022
- Bid Deadline: October 28, 2022
- Auction Date: November 3, 2022
- Bid Objection Deadline: October 19, 2022.
- Sale Hearing: November 8, 2022
- Sale Objection: November 7, 2022
- Sale Closing: On or prior to November 30, 2022
Remaining Asset Bidding Procedures Motion [Docket No. 138]
The motion reads, “[t]he Debtors commenced these Cases to effectuate an orderly winding down of the Debtors’ operations and to liquidate their assets in a value-maximizing manner for the benefit of their creditors. The Debtors and their stakeholders hope to swiftly move through these Cases in an effort to minimize administrative expenses and maximize recoveries for stakeholders. To further these goals, on the Petition Date, the Debtors filed their Inventory Sales Motion in order to, among other things, retain Hilco Merchant Resources, LLC to oversee and implement the (a) immediate liquidation sales of the Debtors’ inventory and (b) the sale of the Debtors’ owned furniture, fixtures, and equipment.
In addition, the Debtors have filed or will shortly file a separate motion seeking approval of procedures for the marketing and sale of their interests in the California Lease (the ‘California Lease Sale Motion’). In connection with that process, the Debtors have filed or will shortly file an application to retain Retail Consulting Services, Inc. d/b/a RCS Real Estate Advisors (‘RCS’) and Jones Lang LaSalle Americas, Inc. (‘JLL’ and, collectively with RCS, the ‘Real Estate Broker’) to assist with the marketing of certain commercial real estate leases, including the California Lease.
While the processes contemplated by the Inventory Sales Motion and California Lease Sale Motion remain ongoing, the Debtors file this Motion in order to ensure an efficient, parallel process is implemented to conduct liquidation sales of the Debtors’ other remaining Assets. Contemporaneously with this Motion, the Debtors are filing an application to retain Hilco IP Services, LLC d/b/a Hilco Streambank (‘Hilco Streambank’) to assist with the marketing and sale of the Debtors’ remaining non-leasehold Assets, which include their intangible assets and other related tangible assets. The Debtors’ intangible assets include the Debtors’ interests in their brands and trademarks, domain names, customer data, copyrights, patents, proprietary software, license agreements, IP addresses, the Debtors’ equity interests in other companies, and the like, as well as any tangible assets related to such intangible assets. In order to ensure the best possible outcome under the circumstances, Hilco Streambank has already commenced marketing of the remaining non-leasehold Assets pending approval of Hilco Streambank’s retention and the relief requested in this Motion. The Debtors now file this Motion to proceed with a bidding and auction process to consummate a Sale and generate maximum value for the remaining Assets, including all leasehold interests other than the California Facility. To facilitate the Sale, the Debtors, in consultation with their professional advisors, have developed certain customary bidding procedures (i.e., the Bidding Procedures) to preserve the flexibility of the sale process, generate the greatest level of interest in the remaining Assets, and obtain the highest or otherwise best value for the Assets. Among other things, these procedures, in the Debtors’ business judgment, create an appropriate timeline for the sale process and give the Debtors’ their best chance to maximize the value of their Assets under the circumstances.”
Proposed Key Dates
- Deadline to object to Bidding Procedures Motion: October 19, 2022
- Bidding Procedures Hearing: October 26, 2022
- Bid Deadline: November 14, 2022
- Deadline to object to the Sale of the Assets: November 14, 2022
- Auction (if necessary): November 16, 2022
- Deadline to file and serve Notice of Successful Bidder: November 17, 2022
- Sale Hearing: November 21, 2022
- Closing: No later than December 1, 2022
About the Debtors
According to the Debtors: “Emerging e-commerce channels offer huge growth opportunities for brands. But developing and implementing a successful multi-channel marketplace strategy is difficult. We partner with brands of all sizes to develop a customized e-commerce strategy to help them win big across marketplaces. We make scaling up easy by managing the entire e-commerce ecosystem, from purchasing inventory and managing product pages through to data-driven marketing and fulfillment.
Over the past decade, Packable has become a leader in e-commerce logistics, marketing, selling and fulfillment, driving strong customer and revenue growth through proprietary software and data, unparalleled expertise and first-class customer service."
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