RE:Lts sale process
Whatamidoing1 wrote:
SALES PROCESS
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The Applicants and the Sale Advisor have continued their execution of the Sales Process as approved by this Court. The Monitor has been in contact with the Company and the Sale Advisor regularly throughout the Sales Process to date and has been provided with regular ongoing status updates.
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In accordance with the Sales Process the Company and the Sale Advisor sought non-
st
binding letters of intent by October 21 , 2016, the Phase 1 Bid Deadline. On October
th
24 , 2016 the Monitor met with the Company, the Company’s counsel and the Sale
Advisor to review the non-binding bids received. A total of 29 bids in addition to the Secured Noteholder Credit Bid (which continues to be negotiated) were received either by way of en bloc offer for all of the Lightstream Groups assets or for certain asset packages. After reviewing the results, the Applicants in consultation with the Monitor and the Sale Advisor have moved to Phase II of the Sales Process.
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In the Monitor’s view the Applicants and the Sale Advisor are executing their sales and marketing efforts in accordance with the Court approved Sales Process.
Is is this good news bad news or not news?
It is news as there was a press release to state the infrmation you provided.
Whether it is good news or bad news remains to be seen and will not be known until November 21 no later than 5:00PM MST (although the press release will arrive later, probably the following day) as per below as found at the following site:
https://cfcanada.fticonsulting.com/Lightstream/docs/Lightstream%20Sales%20Procedures.pdf
Phase II
Seeking Qualified Bids by Qualified Phase II Bidders
21. In order to continue to participate in these Sale Procedures, a Qualified Phase II Bidder must deliver a Qualified Bid to the Company and such bid must be received by the Company no later than 5:00 p.m. (Mountain Time) on Monday, November 21, 2016 or such later date or time as the Company may determine appropriate in consultation with the First Lien Lenders, the Ad Hoc Committee of Second Lien Noteholders, the Sale Advisor and the Monitor (the "Phase II Bid Deadline").
Qualified Bids
22. A Sale Proposal submitted by a Qualified Phase II Bidder will be considered a "Qualified Bid" only if the Sale Proposal complies with all of the following:
(a) it is received by no later than the Phase II Bid Deadline;
(b) it includes a letter stating that the Sale Proposal is irrevocable until the earlier of (i) 11:59 p.m. on the Business Day following the closing of a transaction with a Successful Bidder in respect of the Lightstream Property or the same Parcel thereof, and (ii) thirty (30) Business Days following the Phase II Bid Deadline; provided, however, that if such Sale Proposal is selected as a Successful Bid, it shall remain irrevocable until 11:59 p.m. (Mountain Time) on the Business Day following the closing of the Successful Bid or Successful Bids, as the case may be;
(c) it includes a duly authorized and executed Definitive Agreement based on the Form of Purchase Agreement and accompanied by a mark-up (in the form of a blackline) of the Form of Purchase Agreement showing proposed amendments and modifications made thereto, specifying the consideration, and such ancillary agreements as may be required by the Qualified Phase II Bidder with all exhibits and schedules thereto (or term sheets that describe the material terms and provisions of such ancillary agreements) and the proposed Orders to approve such Sale by the Court;
(d) it does not include any request or entitlement to any break-fee, expense reimbursement or similar type of payment;
(e) it provides for consideration at closing sufficient to satisfy the Qualified Consideration Requirement;
(f) it provides for cash consideration at closing sufficient to satisfy the Secured Debt Repayment Requirement;
(g) it includes evidence sufficient to allow the Company, in consultation with the Monitor, to make a reasonable determination as to the bidder's (and its direct and indirect owners' and their principals') financial and other capabilities to consummate the transaction contemplated by the Sale Proposal, which evidence could include but is not limited to evidence of a firm, irrevocable commitment for all required funding and/or financing from a creditworthy bank or financial institution;
(h) it is not conditioned on (i) the outcome of unperformed due diligence by the Qualified Phase II Bidder and/or (ii) obtaining any financing capital and includes an acknowledgement and representation that the Qualified Phase II Bidder has had an opportunity to conduct any and all required due diligence prior to making its Sale Proposal;
(i) it fully discloses the identity of each entity that is bidding or otherwise that will be sponsoring or participating in the Sale Proposal, including the identification of the Qualified Phase II Bidder's direct and indirect owners and their principals, and the complete terms of any such participation;
(j) it includes an acknowledgement and representation that the Qualified Phase II Bidder: (i) has relied solely upon its own independent review, investigation and/or inspection of any documents and/or the assets to be acquired and liabilities to be assumed in making its Sale Proposal; (ii) did not rely upon any written or oral statements, representations, promises, warranties or guaranties whatsoever, whether express or implied (by operation of law or otherwise), regarding the assets to be acquired or liabilities to be assumed or the completeness of any information provided in connection therewith, including by the Company, Sale Advisor or Monitor or any of their Representatives, except as expressly stated in the Definitive Sale Agreement submitted by it; (iii) is a sophisticated party capable of making its own assessments in respect of making its Sale Proposal; and (iv) has had the benefit of independent legal advice in connection with its Sale Proposal;
(k) it includes evidence, in form and substance reasonably satisfactory to the Company, in consultation with the Monitor, of authorization and approval from the Qualified Phase II Bidder's board of directors (or comparable governing body) with respect to the submission, execution, delivery and closing of the transaction contemplated by the Sale Proposal;
(l) except in the case of a Credit Bid, it is accompanied by a refundable deposit (the "Deposit") in the form of a wire transfer delivered to the Monitor (to a trust account specified by the Monitor), or such other form acceptable to the Monitor, in trust, in an amount equal to two and a half percent (2.5%) of the proposed gross Purchase Price, to be held and dealt with in accordance with these Sale Procedures;
(m) it provides for closing of a Qualified Bid by no later than the Outside Closing Date;
(n) if the Qualified Phase II Bidder is an entity newly formed for the purpose of the transaction, the bid shall contain an equity or debt commitment letter from the parent entity or sponsor, which is satisfactory to the Company, that names the Company as a third party beneficiary of any such commitment letter with recourse against such parent entity or sponsor;
(o) it includes evidence, in form and substance reasonably satisfactory to the Company, in consultation with the Monitor, of compliance or anticipated compliance with any and all applicable Canadian and any foreign regulatory approvals (including, if applicable, anti-trust regulatory approval and any approvals with respect to the grant or transfer of any permits or licenses), the anticipated time frame for such compliance and any anticipated impediments for obtaining such approvals;
(p) it includes specific statements concerning the proposed treatment of employees and plans for the ongoing involvement and roles of the Company's employees;
(q) it identifies the particular contracts and leases the Qualified Phase II Bidder wishes to assume and reject, contains full details of the Qualified Phase II Bidder's proposal for the treatment of related cure costs (and provides adequate assurance of future performance thereunder) and it identifies any particular executory contract or unexpired lease the assumption and assignment of which is a condition to closing; and
(r) it contains other information reasonably requested by the Company, in consultation with the Sale Advisor and the Monitor.