BANGOR – Unsecured creditors owed millions of dollars from bankrupt Kent Inc. are planning to oppose the upcoming sale of the children’s wear manufacturer because there isn’t any money in the deal to pay them.
On Tuesday, a federal bankruptcy judge approved procedures to sell Kent Inc. at auction Sept. 30. One company, Wormser Corp. of Chicago, has put in a “stalking horse bid” for Kent of $1.3 million that other prospective buyers would have to beat during the auction.
The other interested buyers, however, would have to be willing to pay a breakup fee of $80,000 to Worsmer if they successfully outbid the Illinois company, plus their bids will have to be at least $35,000 more than Wormser’s initial offer to be seriously considered.
Kent employees in the company’s New York City headquarters already have been answering the telephone as though the deal with Wormser is likely to close.
Last month, Kent and Wormser signed an agreement that allowed Wormser to complete a Costco Co. order for children’s blanket sleepers at Wormser’s manufacturing facility in the Dominican Republic instead of Kent’s manufacturing site in Fort Kent. The deal represents about one-third of Costco’s $4 million order.
Michael Gans, president of Kent, said Tuesday that the telephone is being answered “Kent-Wormser” because, “Wormser is starting to occupy some of our space.
“They’re doing some work for us and we’re doing some work for them” he said. “Right now, we haven’t closed the deal. We’re trying to do what we can for our customers to let them know we’re still here.”
Michael Fagone, a Portland attorney representing Kent, said there might be other prospective buyers interested in Kent. During a bankruptcy court hearing Tuesday, Fagone told U.S. Bankruptcy Court Judge Louis H. Kornreich that Kent is “assembling a list of possible bidders” and would be sending a notice about the upcoming auction to them.
Fagone said Kent has been marketed heavily to other suitors since it filed for Chapter 11 bankruptcy protection last December, and the companies would need to perform an exhaustive review of Kent’s operations before the sale date.
But Eric J. Haber, an attorney for the unsecured creditors committee told the judge by speaker phone during the bankruptcy proceedings Tuesday that Wormser’s offer for Kent is not enough to cover all of the debts Kent owes secured creditors, let alone have any money left over to pay back a portion of what’s owed unsecured creditors.
The $1.3 million offer, along with other financial considerations for assets not being sold during the auction, wouldn’t cover the roughly $12.5 million owed to Kent’s primary creditor, Century Business Capital Corp., Haber said. He added that even if the sale of assets did cover what Century is owed, KeyBank, another secured creditor, has liens on a few assets, and then a handful of other secured creditors have claims.
“We’re not going to get anything under the sale,” said the unsecured creditors’ attorney. “Our clients are owed several million. Chapter 11 is for the benefit of all of the parties.”
The sale of Kent is scheduled to begin at 10 a.m. Sept. 30 and continue on Oct. 1. Objections are due Sept. 26. But the sale hinges on a few discussions between Kent and Wormser to be completed first. Wormser only has signed a letter of intent” to purchase Kent, and has not formalized an asset purchase agreement.
Kornreich said Tuesday that he wants to see an agreement in writing so other bidders will have what they need to know to make their offers.
Also, Wormser said in its letter of intent that it wanted to have the bankruptcy court auction completed in September and final documents pertaining to the sale wrapped up by Oct. 1. Fagone said Wormser needs at least 10 days after the auction to finalize the documents.
Fagone told Kornreich that he would have to talk to Kent and Wormser representatives about the new dates, and if Wormser did not agree to them, then Kent would have to reconsider its options.
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