A proposed timeline for Relativity’s Chapter 11 process has been revealed in a New York court filing (see below). The bankruptcy process typically is a two-step process, so Relativity can receive the best possible price for the company. This comes as at least four of its most coveted projects (Kidnap and Masterminds, which are in the can, and the in-development Hunter Killer and The Crow) are stuck — and have been since the July 30 filing. Based on the proposed bidding process filed August 9, the month of September will see a number of deadlines for a sale that the company says should be concluded “by October.”
Deadline reported in June that Relativity was defaulting on lender payments and that Chapter 11 was a real possibility. As Relativity CEO Ryan Kavanaugh told people around town that he was negotiating with others and had even secured financing, he scrambled behind the scenes to try to find someone — anyone — to recapitalize the company, to no avail. So Relativity filed for bankruptcy protection.
Relativity, the court filing states, “has negotiated the price and terms of the initial bid in an asset purchase agreement” with stalking horse RM Bidder LLC, which is comprised of some of Relativity’s prepetition lenders. The Stalking Horse bidder, of course, sets the minimum bid in terms of purchase price and terms for the upcoming auction. Should be interesting, given that the company is said to have between $500 million and $1 billion in liabilities and $100 million and $500 million in claimed assets.
The company is also going into the bankruptcy shouldering two multimillion-dollar lawsuits from RKA Film Financing. The suit, filed on July 24 and seeking $90 million, called Kavanaugh a “con man,” charging that Relativity misused a 2014 loan and failed to fulfill a payment obligation. The studio denied the charge, and filed a counterclaim.
The next hearing in the bankruptcy proceedings is August 14. During that time, other potential bidders can submit competing bids for all of the companies’ assets or partial lots. There will more clarification on what may happen to the embattled company during that hearing.
Brian Kushner is the Chief Restructuring Officer. Relativity hired Blackstone and FTI Consulting to help restructure the company a few months ago. Rick Wynne and other attorneys at law firm Jones Day was retained by Relativity as well.Here is the proposed timeline that has yet to be approved by the court:
September 3: Interested party deadline
Those interested in submitting a bid must identify themselves to Blackstone by this date, sign a confidentiality agreement and provide financial statements to support their ability to finance the deal.
September 11 at noon: Bid submission deadline
A potential bidder who desires to be a qualified bidder must deliver the various items enumerated as bid requirements (the “required bid documents”) by this deadline.
September 14 at 3 PM: Qualified bid determination
The debtors, in consultation with the lender representative and the committee of unsecured creditors, determine which bids qualify to participate in the auction.
September 16 at 10 AM: Auction
To be held at Jones Day’s NY Offices. The auction will start with highest or “otherwise best offer,” which might or might not be the Stalking Horse. The auction will proceed in subsequent rounds with bidding increments that have been initially set at $1 million or higher. This auction might, if necessary, continue to September 17 and other dates thereafter as could be announced at the auction.
September 21 (time TBA): Sale Hearing
To be held at the Bankruptcy Court.