The Great Atlantic & Pacific Tea Co. 9.375% QUIBS (GAP.GI)

[no body]

What;s going on????? Is this site dead? Haven't received any responses to my questions or posts for years???
Still wondering what to do about my size able investment in my brokerage account? Size able for me, maybe not for others. Come on guys, I'm hurting (old man on fixed income), that's my sympathy card!!!

Fred/AKA nobody

[no body]

Please keep us posted. I need to find a way to sell or some way take a loss under my brokerage account. Right now, it seems I'm stymied from doing anything until I get some kind of action from the Co. or someone on what to do.

[Don R]

I am not an attorney or expert on bankruptcy, but according to the last document from the court it appears that all of us QUIB holders have been screwed out of our investments. My understanding of the court's decision, the QUIBs were devalued to virtually nothing.

The question I have, if anyone reads this post, is what do I need to do to declare the loss on this year's tax return? I plan to contact the IRS about the issue, but if anyone has information on tax issues, I would appreciate hearing it.

Good Luck to all my fellow QUIB holders.

DonR

[no body]

Got notice holders of CUSIP 390064202 due 2039.

Once again, I'm trying to understand what this means to a share holder of 9.375 QUIBS?? I didn't get any answer to my last post, but I don't seem to have much of a choice but to try again. The notice was from Wilmington Trust 29 May 2012
Can someone put this in simple language for me as to whether I'm going to get anything from my investment, when, and how and if I have a time period to take action, if any?
Fred

[no body]

How come no replies?
Leaky

[no body]

Well, here I go again. Just got a "Notice of Entry confirmation & occurrence of Effective date of debtors'" first amended joint plan of reorg, pursuant to chapt. 11 of US bankruptcy code, dated 13Mar.2012?

I'm a private party that bought shares on the open market thru my brokerage.

Same old questions - what does this mean to me, do I have to do anything, any late info. on what I may recover from my investment?

Hard for us common folk to understand all this legal jargon.

Fred/aka Leaky

[56Chevy]

Sobering news.

http://www.foxbusiness.com/news/2012/02/27/judge-confirms-aps-plan-to-exit-bankruptcy-proceedings/

[Enterprising Investor]

Notice of Continuation of Confirmation Hearing (2/13/12)

The hearings will continue on 2/16/12 at 2:00.

Source: KCC [Docket 3399]

[Enterprising Investor]

Notice of Adjournment of Confirmation Hearing (2/09/12)

It was originally scheduled to continue on 2/09/12 at 2:00.

http://www.kccllc.net/documents/1024549/1024549120209000000000001.pdf

[Enterprising Investor]

A&P Confirmation Hearing Begins As Company Sorts Objections (2/06/12)

WHITE PLAINS, N.Y. -(Dow Jones)- Great Atlantic & Pacific Tea Co. (GAPTQ) on Monday laboriously moved closer to final approval of its plan to exit what has been an equally laborious bankruptcy, with the company continuing to satisfy objections and a judge beginning to overrule others.

Judge Robert D. Drain of the U.S. Bankruptcy Court in White Plains, N.Y., shot down an argument from a pension fund that represents employees of A&P-owned Super Fresh Food Markets Inc. and that thinks its claim of at least $73 million should be treated better.

Drain told lawyers for the pension fund that he couldn't approve their request to allow the bankruptcy to be confirmed without dealing with the claim, citing the risk that a group led by supermarket mogul Ron Burkle's Yucaipa Cos. could walk away from the $490 million debt and equity financing that forms the backbone of A&P's bankruptcy exit.

"I have unrebutted testimony that the debtor will likely face liquidation" if the investment commitment falls apart, Drain said, emphasizing the risk that holding up the case could trigger a clause that allows the Burkle group to walk away.

Testifying earlier Monday, Lazard Ltd. (LAZ) managing director Stephen Goldstein said that his time working with A&P has led him to believe that without the Burkle money, "clearly there would be no prospects for organization."

Dina Gielchinski, a lawyer for a creditor called Riverside Claims LLC that thinks some elements of the plan treat it unfairly, grilled Goldstein about whether in his experience at Lazard a company is better off being subject to a bidding war or, in the alternative, "collusion." Drain at that point cut off Gielchinski, whose group argues against a piece of the plan that "substantively consolidates" the case, in other words paying unrelated creditors from one pool of money.

The hearing is scheduled to continue Tuesday after a Monday filled with the settling of several objections.

One of those parties, Grocery Haulers Inc., agreed to change their vote on A&P's plan to "yes" after previously voting it down. Still, several objections remain, including ones from investment firms, unions and others.

If approved by Drain, A&P's plan will repay secured lenders in full, with about $40 million left over for the unsecured creditors. Ownership interests in A&P would be canceled, and shareholders wouldn't receive any payment under the plan.

The plan also maintains 34 new collective-bargaining agreements A&P struck with the United Food and Commercial Workers International Union and about a dozen of its local unions late last year. A&P said the "myriad changes" to wages, benefits and working conditions in the agreements help it slash costs and position it to emerge from bankruptcy "as a leaner, more cost-competitive grocer."

Since it filed for bankruptcy protection Dec. 12, 2010, the Montvale, N.J., company has shed some stores and also cut by 5,000 its work force, which stood at around 40,000 the day it filed. The company has also renegotiated those union contracts and reworked leases at some of the stores it plans to keep open.

Drain last month approved a $750 million exit financing package for A&P from J.P. Morgan Chase and Credit Suisse.

Aside from A&P and Super Fresh, A&P operates Waldbaum's, Food Emporium and Pathmark stores. The company started in 1859 with one store on the corner of Vesey and Church streets in Lower Manhattan.

(Dow Jones Daily Bankruptcy Review covers news about distressed companies and those under bankruptcy protection.)

Copyright © 2012 Dow Jones Newswires

[Enterprising Investor]

Confirmation Hearing begins 2/06/12 at 10:00.

It is currently scheduled to continue on 2/07/12.

[Enterprising Investor]

Current plan details 2.1 to 2.7 percent.

This would equate somewhere between $.525 - $.675 per unit.

[no body]

At this time does anyone have an idea or guess as to what kind of payoff we might get from our shares of 9.375% 08/01/39 SR QUIBS, and when ?
Fred/aka no body

[Enterprising Investor]

Voting Results: Class G – Quarterly Interest Bond Claims

Accept
Number: 797 (72.00%)
Amount: $62,006,325.00 (67.77%)

Reject
Number: 310 (28.00%)
Amount: $29,490,525.00 (32.23%)

Source: KCC [Docket 3308]

http://www.kccllc.net/documents/1024549/1024549120130000000000007.pdf

[marayatano]

FYI: Today is the last day to vote if you have E-Trade. eom

[romang]

thanks i will do

when u get tired of all the questions just tell me lol

i have been caught up in wamu so long i forgot about all the other great plays...

[56Chevy]

romang- If you haven't done so I would strongly recommend reading and understanding what the Plan treatment calls for on the 6.75% Notes first.

[romang]

cussip 390064AK9 %6.75 im gonna pick some more of these up current price is 20 bucks each

[romang]

thanks

its strange i bought some on my etrade account but for some reason i cant buy them anymore it wont even find the symbol anymore even yahoo finance took it off

good luck :)

[56Chevy]

No change on QUIBS cusip

http://cxa.marketwatch.com/finra/BondCenter/QuickScreener.aspx

Bond symbol is GAP.GI

choose 'corporate' bond search

Issuer is Great Atlantic & Pacific Tea Co. Inc.

[56Chevy]

thanx EI. Was there a cusip change too?? It was 390064202

[Enterprising Investor]

I submitted symbol change request to GAP.GI.

Chart revised. I will update the iBox tonight.

[56Chevy]

QUIBS are Exchange Traded Debt Securities and should show up here...they have for the past year or so and suddenly stopped??. I'm thinking Ihub dropped quoting QUIBs because they are bonds. If you notice on the TMA.GB board all we have is a graph which we had to install in the Intro for the same reason except TMA.GB were never exchange traded.

Your broker may not quote Bond prices (most don't).

I use Zions Direct but you can use Finra

Cusip # - 390064202

[romang]

For some reason i cant find the quibs anymore to buy the old symbol doesnt seem work

Even etrade pro wont give me a quote

[56Chevy]

Ooh wow romang I appreciate the encouragement but cannot advise when it comes to buying or selling.

BK investing is, as you know, highly complex and each case has it's own set of risks & circumstances...therefore do as much personal DD as you can before making any decisions.

The GAP BK has a Disclosure Statement out as we speak and is in the solicitation (voting) stage. The board should have sufficient info re: QUIBS but provides little info on the 6.75% Convertible Senior Notes. I can tell you that 80% of that class are held by the plan proponents themselves.

http://investorshub.advfn.com/boards/read_msg.aspx?message_id=70431632

To be honest I'm not doing so well on this investment (down 60%). I didn't anticipate the Plan proponents side-steping a debt holder, like QUIBS, to offer equity a deal in newco. There are objections out.

NOTICE OF FILING OF REVISED DISCLOSURE STATEMENT

Class G - Quarterly Interest Bond Claims (QUIBS)

Estimated Range of % Recovery Under the Plan:

2.1% - 2.7% or 2.1 - 2.7 cents on the dollar (which equates to $.525 - $.675)

Source: Doc 3041

http://www.kccllc.net/documents/1024549/1024549111214000000000016.pdf

I noticed that Ihub has not been quoting the QUIBS pricing lately as well but am not sure why. ?? I'll contact Ihub and post what I find out.

[romang]

i see you are on this board also :)

i was looking up these bonds

cussip 390064AK9 GREAT ATLANTIC & PAC TEA INC
Convertible DEFAULTED


what do u think i own a little amount i bought last month but i might increase my position as i look forward to your thoughts


also i see the quibs are not trading anymore?

[56Chevy]

I'm excited to see these objections based on the Bank of America National Trust and Savings Assn v. 203 North LaSalle Street Partnership Supreme Court case law. Plan proponents just ran into a formidable wall few if any get over.

====================================

Voting proxies are out. I recieved mine electronically last week via my broker.

[Enterprising Investor]

Good ole Bank of America National Trust and Savings Assn v. 203 North LaSalle Street Partnership.

34. The Joint Plan violates the absolute priority rule because it provides Yucaipa, one of the Debtors’ controlling shareholders, at least a partial recovery on account of its equity interests, without paying unsecured classes in full. In fact, according to the Supreme Court of the United States, the Debtors’ very offer to Yucapia of the opportunity to purchase its equity, without market-testing Yucaipa’s bid, violates the absolute priority rule. See Bank of Am. Nat’l Trust & Savs. Ass’n v. 203 N. LaSalle St. P’ship, 526 U.S. 434, 458 (1999) (“[A]ssuming a new value corollary ... plans providing junior interest holders with exclusive opportunities free from competition and without benefit of market valuation fall within the prohibition of §1129(b)(2)(B)(ii).”).

[Enterprising Investor]

Preliminary Objection to Joint Plan (1/10/12)

Filed by Riverside Claims LLC and Riverside Contracting, LLC. Riverside is the assignee of claims against The Pathmark Stores, Inc. (“Pathmark”). Riverside is also the holder of Convertible Notes Claims and Quarterly Interest Bond Claims, which are categorized as claims under Classes E and G. As discussed further below, the minority noteholders within these classes are receiving disparately unfavorable treatment under the Debtors’ Joint Plan as compared to the Majority Noteholders.

http://www.kccllc.net/documents/1024549/1024549120110000000000006.pdf

[Enterprising Investor]

Stroock client holdings in estimated dollars.

... the Holders collectively hold, or manage funds or accounts that collectively hold, approximately (a) 81% or $133.7 million of the outstanding $165 million principal amount of the 5.125% Convertible Senior Notes (Class E), (b) 80% or $204 million of the outstanding $255 million principal amount of the 6.75% Convertible Senior Notes (Class E), and (c) 15% or $30 million of the outstanding $200 million principal amount of the 9 3/8% QIBs (Class G).

The Stroock group controls about $337.7 million of the $420 million principal amount of claims in Class E.

[56Chevy]

Solicitation Procedures

The Debtors retained KCC to, among other things, act as Claims Agent and will request authority to retain KCC in connection with the solicitation of votes to accept or reject the Plan (the “Solicitation Agent”). The Debtors anticipate requesting authority to retain KCC as their Solicitation Agent at or priorto the hearing on the Disclosure Statement.

Distribution of the Solicitation Package and Plan Supplement Through the Solicitation Agent, the Debtors intend to distribute the Solicitation Packages on or before December 23, 2011, a date approximately 30 days in advance of the Voting Deadline.

The Confirmation Hearing will commence on February 6, 2012 at 10:00 a.m. prevailing Eastern Time, before the Honorable Robert D. Drain, United States Bankruptcy Judge, in the United States Bankruptcy Court for the Southern District of New York, 300 Quarropas Street, White Plains, New York 10601.

http://www.kccllc.net/documents/1024549/1024549111214000000000016.pdf

[56Chevy]

NOTICE OF FILING OF REVISED DISCLOSURE STATEMENT

Class G - Quarterly Interest Bond Claims (QUIBS)

Estimated Range of % Recovery Under the Plan:

2.1% - 2.7% or 2.1 - 2.7 cents on the dollar

$.525 - $.675

Source: Doc 3041

http://www.kccllc.net/documents/1024549/1024549111214000000000016.pdf

================================

Other matters filed on the 14th & today:

12/15/2011 3048 Notice of Withdrawal of Objection of Park Ridge Hye Partners to Cure Amount Identified in Debtors' Third Omnibus Motion Pursuant to Sections 363(b) and 365(a) of the Bankruptcy Code Authorizing the Debtors to Assume Certain Unexpired Leases and Subleases of Non-Residential Real Property

Related Document(s): 2524 1 25 k

12/15/2011 3047 Certificate of Service of Frances Pisano re: Limited Objection with Reservation of Rights of Lead Class Action Plaintiffs, The City of New Haven Employees' Retirement System and Plumbers and Pipefitters Local 502 and 633 Pension Trust Fund, to Debtors' Motion for Entry of an Order Authorizing the Debtors to Enter into a Plan Support Agreement with Certain Holders of the Debtors' Second Lien Notes

Related Document(s): 3037 1 236 k

12/15/2011 3046 Order for Admission Pro Hac Vice of Christina M. Thompson to Represent Walnutport Associates, L.P. and Connecticut General Life Insurance Company

Related Document(s): 3017 1 24 k

12/15/2011 3045 Order for Admission Pro Hac Vice of Robert A. Klyman to Represent Yucaipa Companies, LLC

Related Document(s): 2863 1 24 k

12/15/2011 3044 Notice of Withdrawal of Motion of Daniel G. Kamin Gardiner LLC for (I) Allowance and Payment of Administrative Expense Claim Pursuant to 11 U.S.C. §§ 356(d)(3) and 503(b)(1)(A); and/or (II) Turnover of Non-Debtor Property Wrongfully Retained by the Estate

Related Document(s): 2742, 2741 2 48 k

12/15/2011 3043 Notice of Withdrawal of Objection of South-Whit Shopping Center Associates to Adequacy of Debtors' Disclosure Statement for Joint Plan of Reorganization

Related Document(s): 3009 1 31 k

12/14/2011 3042 Debtors' Joint Plan of Reorganization Pursuant to Chapter 11 of the United States Bankruptcy Code [Revised] 0 751 k

12/14/2011 3041 Debtors' Disclosure Statement for the Debtors' Joint Plan of Reorganization Pursuant to Chapter 11 of the United States Bankruptcy Code [Revised] 0 1522 k

12/14/2011 3040 Debtors' Omnibus Reply to Objections to Debtors' Motion for Entry of an Order Approving: (A) the Adequacy of the Debtors' Disclosure Statement; (B) the Solicitation and Notice Procedures with Respect to Confirmation of the Debtors' Proposed Chapter 11 Plan; (C) the Form of Various Ballots and Notices in Connection Therewith; and (D) the Scheduling of Certain Dates with Respect Thereto

Related Document(s): 2929 1 121 k

12/13/2011 3039 Letter Requesting Answers from Debtors' Attorneys Regarding Pension Payments 0 69 k

12/9/2011 3038 Objections to the Adequacy of the Disclosure Statement, the Motion, and Entry of the Order Approving Mediation Procedures

Related Document(s): 2929 1 47 k

12/14/2011 3037 Limited Objection with Reservation of Rights of Lead Class Action Plaintiffs, The City of New Haven Employees' Retirement System and Plumbers and Pipefitters Local 502 and 633 Pension Trust Fund, to Debtors' Motion for Entry of an Order Authorizing the Debtors to Enter into a Plan Support Agreement with Certain Holders of the Debtors' Second Lien Notes

Related Document(s): 3047, 3028 2 62 k

12/14/2011 3036 Notice of Withdrawal of Response to Disclosure Statement

Related Document(s): 2988

http://www.kccllc.net/Docket/SearchResults.asp?T=2650

[56Chevy]

Reminder on Hearing

PLEASE TAKE FURTHER NOTICE that, a hearing is currently scheduled before the Honorable Robert D. Drain, United States Bankruptcy Judge, for 10:00 a.m. prevailing Eastern Time on December 15, 2011 (the “Hearing”) at the Court, 300 Quarropas Street, White Plains, New York 10601-4140, to consider, among other things, entry of an order (i) approving the adequacy of the Disclosure Statement, (ii) establishing certain procedures for soliciting and tabulating votes on the Plan and (iii) fixing important dates and deadlines with respect to voting on, and filing objections to, the Plan (the “Order”).

[56Chevy]

Misc info about Mr. Ron Burkle

The Yucaipa Companies, LLC is a principal investment firm specializing in private equity and venture capital investments. It prefers to invest in supermarket chains, cafeterias, grocery stores, and other food-related businesses. The firm also seeks to invest in retail, logistics, and manufacturing industries. It makes investments of $50 million to $300 million. The firm was co-founded in 1986 by Mr. Ronald W. Burkle. The Yucaipa Companies, LLC is headquartered at Los Angeles, California with an additional office in Chicago, Illinois.

<Taken from a somewhat unrelated article>

Mr. Burkle is a prominent donor to Democratic causes (to suck up to the unions imo) and has made Yucaipa a major investor in the grocery business, having bought stakes in Ralphs, now part of Kroger, and Pathmark, now part of the Great Atlantic and Pacific Tea Company. He has developed a close relationship with the main grocery union, the United Food and Commercial Workers.

http://dealbook.nytimes.com/2011/09/25/union-owned-bank-finds-help-in-ross-and-burkle/

Doing past deals with Wilbur Ross is impressive...which means nothing here but I found it interesting who he has done deals with before.

Also note the United Food & Commercial Workers International Union, CLC are on the OUCC. hmmm.. maybe this isn't good.

[56Chevy]

OFFICIAL COMMITTEE OF UNSECURED CREDITORS

Tracy Hope Davis, the United States Trustee for Region 2, under 11 U.S.C. §§ 1102(a)and (b), hereby appoints the following unsecured creditors who are willing to serve on the Official Committee of Unsecured Creditors of The Great Atlantic & Pacific Tea Company, Inc., and affiliated debtors in possession:

1. Wilmington Trust Company
Rodney Square North
1100 North Market Street
Wilmington, Delaware 19890-1605
Attention: Patrick Healy, Vice President
Telephone: [phone]
Fax: [phone]

2. Pension Benefit Guaranty Corporation
1200 K Street, N.W.
Washington, D.C. 20005
Attention: Dana Cann, Financial Analyst
Telephone: [phone], ext. 3810
Fax: [phone]

3. United Food & Commercial Workers International Union, CLC
1775 K Street, N.W.
Washington, D.C. 20006-1598
Attention: Anthony M. Perrone, International Secretary-Treasurer
Telephone: [phone]
Fax: [phone]

4. Central States, Southeast and Southwest Areas Pension Fund
9377 W. Higgins Road
Rosemont, Illinois 60018-4938
Attention: Timothy C. Reuter, Esq.
Telephone: [phone]
Fax: [phone]

5. 1199SEIU Healthcare Employees Pension Fund
c/o Levy Ratner, P.C.
80 Eighth Avenue - 8th Floor New
York, New York 10011-5126
Attention: Suzanne Hepner, Esq.
Telephone: [phone]
Fax: [phone]

6. Kimco Realty Corporation
3333 New Hyde Park Road
New Hyde Park, New York 11042
Attention: Raymond Edwards - Vice President
Telephone: [phone]
Fax: [phone]

7. McKesson Pharmaceutical
One Post Street
San Francisco, California 94104
Attention: Jennifer Schineller - Vice President
Telephone: [phone]
Fax: [phone]

8. C&S Wholesale Grocers, Inc.
7 Corporate Drive
Keene, New Hampshire 03431
Attention: Mark Gross
Telephone: [phone]
Fax: [phone]

[56Chevy]

NOTICE OF DISCLOSURE STATEMENT HEARING

PLEASE TAKE FURTHER NOTICE that, a hearing is currently scheduled before the Honorable Robert D. Drain, United States Bankruptcy Judge, for 10:00 a.m. prevailing Eastern Time on December 15, 2011 (the “Hearing”) at the Court, 300 Quarropas Street, White Plains, New York 10601-4140, to consider, among other things, entry of an order (i) approving the adequacy of the Disclosure Statement, (ii) establishing certain procedures for soliciting and tabulating votes on the Plan and (iii) fixing important dates and deadlines with respect to voting on, and filing objections to, the Plan (the “Order”). The Debtors will file and serve a motion seeking approval of the Order (the “Motion”) with the Court on or before November 30, 2011, pursuant to the Order Establishing Certain Notice, Case Management and Administrative Procedures [Docket No. 75] (the “Case Management Order”).

Source: KCC Doc # 2882

http://www.kccllc.net/documents/1024549/1024549111116000000000010.pdf

[56Chevy]

On or about December 12, 2010, the Holders retained Stroock as their counsel. The Holders have advised Stroock that, as of Aug. 9, 2011, the Holders collectively hold, or manage funds or accounts that collectively hold, approximately (a) 81% ofthe outstanding principal amount of the 5.125% Convertible Senior Notes, (b) 80% of the outstanding principal amount of the 6.75% Convertible Senior Notes, and (c) 15% of the outstanding principal amount of the 9 3/8% QIBs.

I realise that these purchases weren't about buying "debt"...it was about buying VOTES.

So the question is - Did they buy enough "votes"? They're going to have to come up with alot more than a $40MM pool if they didn't. This plan with the bullet proof protection of exclusivity will end up delaying this companies recovery and prolong the burn rate. Who thinks that's a good idea! (I mean other than the lawyers).

This is round 1...round 2 won't start until 2012. BK's are always like watching turtles fight!

[56Chevy]

It's not that simple...big problems going that route if insider trading (IT) is revealed. I'm not saying Wall Streeters haven't been known to go down IT routes JS but it's doubtful here. They filed a 2019 which basically notifies the OCC (and the court), that an ad hoc group that consist of more than one creditor or equity security-holder are acting in concert to advance a common interest. If they needed another HF or PI to buy up the QUIBS they could have done that and just added their names to the 2019.

These are some smart guys but did they screw up by not buyng more QUIBS??

Speculative question(s) for you - What do you think this ad hoc group paid (ball park) to buy the debt? In light of the plan - they themselves drafted- what happens to their investment in unsecured debt? and lastly if they're willing to sacrifice that on the front-end where & how do you think they'll make that up on the back-end?

On or about December 12, 2010, the Holders retained Stroock as their counsel. The Holders have advised Stroock that, as of Aug. 9, 2011, the Holders collectively hold, or manage funds or accounts that collectively hold, approximately (a) 81% ofthe outstanding principal amount of the 5.125% Convertible Senior Notes, (b) 80% of the outstanding principal amount of the 6.75% Convertible Senior Notes, and (c) 15% of the outstanding principal amount of the 9 3/8% QIBs.

[Joe Stocks]

But I'm curious why the private investors comprised of The Yucaipa Companies LLC, Mount Kellett Capital Management LP and investment funds managed by Goldman Sachs Asset Management, L.P. didn't buy alot more than 15% of the QUIBS when they had the chance knowing they were going to try and get a deal done??

How do you know they didn't? They may have bought more through a friendly unrelated party. Then when the vote comes up that can say "see even the other noteholders are for it!"

[56Chevy]

The deadline for those who want to file an Objection to the Debtors Plan is 5:00 p.m. prevailing Eastern Time on January 26, 2012. All Plan Objections must be filed with the Bankruptcy Court and received on or before the deadline.

Mail to:

United States Bankruptcy Court
Attn to: Honorable Robert D. Drain,
United States Bankruptcy Judge,
Southern District of New York,
300 Quarropas Street,
White Plains, New York 10601.

In re The Great Atlantic & Pacific Tea Company, Inc., Case No. 10-24549 (RDD)

Also include how many shares you and or your wife (if jointly owned) hold and be sure to sign & date your letter.

[56Chevy]

Bank of America National Trust and Savings Association v. 203 North LaSalle Street Partnership, 526 U.S. 434 (1999), was a decision by the United States Supreme Court.

Pre-bankruptcy equity holders (like Yucaipa) may not, over the objection of a senior class of impaired creditors (like us and many others) in a Chapter 11 plan, contribute new capital (In this case $490MM) and receive ownership interests in a reorganized entity, when the opportunity is given only to the old equity holders under a plan adopted without consideration of alternatives. Rather, in order not to violate the absolute priority rule, a plan conferring an interest to old equity must extend an opportunity to others who may compete for the equity (e.g. at auction) or who may propose a competing reorganization plan.

Cram down is barred if a junior interest (old equity) holder under a proposed Chapter 11 plan receives or retains property “on account of” such junior interest. 11 U.S.C. 1129(b)(2)(B). The Court, considering whether the language of the statute implied a new value exception, found “on account of” not to mean “in exchange for” or “in satisfaction of” but rather should be interpreted to mean “because of.” Therefore, the absolute priority rule is triggered by a causal relationship between holding the prior claim or interest and receiving or retaining property. The Court neither decided whether the statute included a new value exception, nor decided whether the exception exists at all.

=======================

This is exactly like MMPI. But I'm curious why the private investors comprised of The Yucaipa Companies LLC, Mount Kellett Capital Management LP and investment funds managed by Goldman Sachs Asset Management, L.P. didn't buy alot more than 15% of the QUIBS when they had the chance knowing they were going to try and get a deal done??

[Enterprising Investor]

New Money Commitment

I have been down this road before in MMPI. Once again, Bank of America National Trust and Savings Assn v. 203 North LaSalle Street Partnership has been cited.

http://en.wikipedia.org/wiki/Bank_of_America_National_Trust_and_Savings_Association_v._203_North_LaSalle_Street_Partnership

[marayatano]

Yes, I asked mod to delete because I inadvertently posted some mis-information re: senior security. eom

[Enterprising Investor]

Neither do I.

However, this is only the beginning.

[56Chevy]

ASM Capital LP doesn't much care for the Plan either.

OBJECTION TO DEBTORS’ MOTION FOR AN ORDER AUTHORIZING THE DEBTORS TO (A) ENTER INTO CERTAIN SECURITIES PURCHASE AGREEMENTS FOR A $490 MILLION NEW CAPITAL INVESTMENT AND (B) PAY CERTAIN FEES IN CONNECTION THEREWITH, EACH TO SUPPORT DEBTORS’ PLAN OF REORGANIZATION

ASM Capital LP (“ASM”), as holder of approximately $10 million in face amount of the 9.375% senior quarterly interest bonds due August 1, 2039 (the “Quarterly Interest Bonds”) issued by The Great Atlantic & Pacific Tea Company, Inc. (“A&P” and together with its debtor affiliates, the “Debtors” or the “Company”), hereby objectsto the Debtors’ motion (the “Motion”) [Dkt. No. 2797] for an order authorizing, among other things, entry into certain securities purchase agreements (the “Securities Purchase Agreements”) with certain affiliates of The Yucaipa Companies LLC (“Yucaipa”), one of the Debtors’ controlling shareholders, and with certain select holders of the Debtors’ unsecured notes (the “Supporting Noteholders” and together with Yucaipa, the “Investors”), providing for an infusion of $490 million in new debt and equity financing (the “New Money Commitment”).1 In support of its objection, ASM respectfully represents as follows:

PRELIMINARY STATEMENT
1. The Debtors, without having marketed the Company to any parties other than the Investors and with no intention of undertaking an additional marketing process (and actually being prohibited from doing so), seek approval of what amounts to a private sale of the Company (in violation of the absolute priority rule) to a group that includes one of the Debtors’ largest shareholders (Yucaipa). The Motion raises a host of serious problems. If the Debtors have their way, the Motion will be heard on an expedited basis, with no opportunity to take discovery, and with little or no evidence presented. There will be no market test – past or future – of the Company’s value. Valuation, it appears, will be dispensed with entirely, as the Debtors have not deigned even to state what the Company might be worth. And this Court will be asked to approve a transaction, the basic economic terms of which have not been fully disclosed, including terms necessary to ascertain whether Yucaipa is receiving preferential, and therefore prohibited, treatment.

Source:

http://www.kccllc.net/documents/1024549/1024549111111000000000011.pdf

[56Chevy]

Based on round 1 of the Debtors POR & DS my VOTE will be NO.

[Joe Stocks]

Marayatano, I see your original post was deleted. Did I miss anything? Always interested in your take on these BK deals.

BTW, did you delete?

[marayatano]

Opps. Thanks for pointing that out. That is what I get for tying to do my work and skim through the POR. I can't multi-task. ha ha

Class Claim or Interest Status Voting Rights
A Second Lien Note Claims Impaired/Unimpaired Entitled to
Vote/Conclusively
Presumed to Accept
B Secured Tax Claims Unimpaired Conclusively Presumed
to Accept
C Other Secured Claims Unimpaired Conclusively Presumed
to Accept
D Other Priority Claims Unimpaired Conclusively Presumed
to Accept
E Convertible Notes Claims Impaired Entitled to Vote
F 9.125% Senior Note Claims Impaired Entitled to Vote
G Quarterly Interest Bond Claims Impaired Entitled to Vote
H Trade Claims Impaired Entitled to Vote
I Guaranteed Landlord Claims Impaired Entitled to Vote
J Union Claims Impaired Entitled to Vote
K General Unsecured Claims Impaired Entitled to Vote
L Intercompany Claims Impaired Deemed to Reject
M Interests in A&P Impaired Deemed to Reject
N Intercompany Interests Impaired Deemed to Reject
O Section 510(b) Claims Impaired Deemed to Reject

7. Class G — Quarterly Interest Bond Claims
a. Classification: Class G consists of all Quarterly Interest Bond Claims.
b. Treatment: Except to the extent that a holder of an Allowed Class G Claim
agrees to a less favorable treatment, in full and final satisfaction,
settlement, release, and discharge of and in exchange for each and every
Allowed Class G Claim, each holder of an Allowed Class G Claim shall
receive on the Effective Date, or as soon as practicable thereafter, Cash
equal to its Pro Rata portion of the Unsecured Creditor Cash Pool.
10-24549-rdd Doc 2868 Filed 11/14/11 Entered 11/14/11 13:22:43 Main Document
Pg 28 of 69
25
c. Voting: Class G is Impaired and holders of Allowed Class G Claims are
entitled to vote to accept or reject the Plan.

[56Chevy]

Thank You marayatano for posting the info...GAJTQ are QUIBS

Class Claim or Interest Status Voting Rights

A Second Lien Note Claims Impaired/Unimpaired Entitled to
Vote/Conclusively Presumed to Accept
B Secured Tax Claims Unimpaired Conclusively Presumed to Accept
C Other Secured Claims Unimpaired Conclusively Presumed to Accept
D Other Priority Claims Unimpaired Conclusively Presumed to Accept
E Convertible Notes Claims Impaired Entitled to Vote
F 9.125% Senior Note Claims Impaired Entitled to Vote
G Quarterly Interest Bond Claims Impaired Entitled to Vote
H Trade Claims Impaired Entitled to Vote
I Guaranteed Landlord Claims Impaired Entitled to Vote
J Union Claims Impaired Entitled to Vote
K General Unsecured Claims Impaired Entitled to Vote
L Intercompany Claims Impaired Deemed to Reject
M Interests in A&P Impaired Deemed to Reject
N Intercompany Interests Impaired Deemed to Reject
O Section 510(b) Claims Impaired Deemed to Reject

[56Chevy]

As promised we have lot's of meat to chew on today...the POR and other info was just released <below>.

I cannot open the docs to read specifics (at work) so if you can feel free to let us know what they reveal.

Date Filed Court Docket# Document

11/14/2011 2868 Debtors' Joint Plan of Reorganization Pursuant to Chapter 11 of the United States Bankruptcy Code.

11/14/2011 2867 Debtors' Disclosure Statement for the Debtors' Joint Plan of Reorganization Pursuant to Chapter 11 of the United States Bankruptcy Code.

11/14/2011 2866 Certificate of Service of Ronald A. Hewitt re: Objection of Wilmington Trust Company, as Indenture Trustee, to the Debtors' Motion for an Order Authorizing the Debtors to (A) Enter into Certain Securities Purchase Agreements for a $490 Million New Capital Investment and (B) Pay Certain Fees in Connection Therewith, Each to Support Debtors' Plan of Reorganization Related Document(s): 2854

11/14/2011 2865 Motion to File Proof of Claim After Claims Bar Date Filed by William M. Gearty on Behalf of Lorraine Behrbom.

11/14/2011 2864 Affidavit of Service of Kimberley R. Cameron re: Limited Objection of Wells Fargo Bank, N.A., in Its Capacity as Successor Trustee and Collateral Agent, and the Ad Hoc Consortium of Certain Holders of A&P 11 3/8% Senior Secured Notes to the Debtors' Motion for an Order Authorizing the Debtors to (A) Enter into Certain Securities Purchase Agreements for a $490 Million New Capital Investment and (B) Pay Certain Fees in Connection Therewith, Each to Support Debtors' Plan of Reorganization Related Document(s): 2859

11/14/2011 2863 Motion for Admission Pro Hac Vice of Robert A. Klyman to Represent Yucaipa Companies, LLC

11/14/2011 2862 Affidavit of Service of Kimberley R. Cameron re: Amended Verified Statement of Brown Rudnick LLP Pursuant to Bankruptcy Rule 2019(a) Related Document(s): 2856

11/14/2011 2861 Amended Agenda of Matters Scheduled for Hearing on November 14, 2011 at 4:00 p.m. Prevailing Eastern Time.

11/14/2011 2860 Debtors' Omnibus Reply in Support of Debtors' Motion for an Order Authorizing the Debtors to (A) Enter into Certain Securities Purchase Agreements for a $490 Million New Capital Investment and (B) Pay Certain Fees in Connection Therewith, Each to Support Debtors' Plan of Reorganization

http://www.kccllc.net/aptea