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Vantage Mobility Systems Corp M&A / Corporate 12 docs · open →

Document types detected

Analysis / memo4
Contract / agreement3
Other2
Correspondence2
Engagement letter1

Parties across the matter

Employee Retirement IncFederal Deposit Insurance CorpGreat Lakes Industrial Credit CorpHARKNESS LLPHargrove Tillinghast LLPHarkness LLPLowe LLPMinimum Overbid IncOfficer Vantage Mobility Systems CorpSTATEMENT Vantage Mobility Systems CorpVantage Mobility Systems Corp

Chronology

2023-12-31 · assumed-liabilities-issues-memo.docx
… ollective bargaining agreement (the "CBA") that was effective through December 31, 2023. The remaining approximately 425 workers are non-union employees. For fiscal year 2021, M …
2023-12-31 · break-up-fee-analysis-memo.docx
… Local 2287 ("UAW Local 2287"). The CBA is currently in effect through December 31, 2023. For the fiscal year ended December 31, 2021, the Debtor reported revenue of approximatel …
2022-12-31 · closing-checklist-draft.xlsx
… o. APA Execution Date | March 30, 2022 APA Termination Outside Date | December 31, 2022 Break-Up Fee | $1,905,000 (3.0% of Purchase Price) Expense Reimbursement Cap | $750,000 T …
2022-12-31 · email-bower-to-hartsfield-auction-postponement.eml
… te — Key Deadline** The APA contains a Termination Outside Date of **December 31, 2022**. If the Section 363 sale has not closed by that date, VMS has the right to terminate th …
2022-12-31 · email-chesterton-to-venkatesh-apa-issues.eml
… Debtor's counsel that the APA contains a Termination Outside Date of December 31, 2022. VMS has a strong interest in moving this process forward expeditiously and resolving the …
2022-12-31 · supplemental-brief-breakup-fee.docx
… as the winning bidder. The Termination Outside Date under the APA is December 31, 2022, after which either party may terminate the APA if the closing has not occurred. No filin …
2022-12-31 · apa-termination-rights-memo.docx
… . The APA contains a Termination Outside Date (the "Outside Date") of December 31, 2022. As of the date of this memorandum, the Outside Date falls approximately 110 days hence. …
2022-12-31 · assumed-liabilities-issues-memo.docx
… stalking-horse bidder and the approaching Termination Outside Date of December 31, 2022, while also recognizing the DIP facility maturity date of October 31, 2022 as a source of …
2022-12-31 · break-up-fee-analysis-memo.docx
… provides for automatic termination if the closing has not occurred by December 31, 2022. Regulatory Matters. No filing under the Hart-Scott-Rodino Antitrust Improvements Act is …
2022-12-31 · escrow-agreement-deposit.docx
… ably acceptable to Buyer and Seller. "Termination Outside Date" means December 31, 2022, or such later date as may be mutually agreed in writing by Buyer and Seller pursuant to …
2022-12-31 · stalking-horse-apa-execution.docx
… tent jurisdiction. "Outside Date" or "Termination Outside Date" means December 31, 2022, or such later date as may be mutually agreed in writing by the Buyer and the Seller. "Pe …
2022-12-31 · stalking-horse-apa-redline-v3-to-execution.docx
… tent jurisdiction. "Outside Date" or "Termination Outside Date" means December 31, 2022, or such later date as may be mutually agreed in writing by the Buyer and the Seller. "Pe …
2022-10-31 · closing-checklist-draft.xlsx
… l order — DIP facility approved 1.5 | Order Extending DIP Maturity to October 31, 2022 | Debtor / Hargrove Tillinghast LLP | DIP Credit Agreement | July 18, 2022 | Complete | D …
2022-10-31 · email-bower-to-hartsfield-auction-postponement.eml
… urrently drawn as of the hearing date — from its original maturity to October 31, 2022. The Court's rationale referenced three principal grounds cited by the Debtor: (a) **On …
2022-10-31 · apa-termination-rights-memo.docx
… mid-October 2022, given the approaching DIP facility maturity date of October 31, 2022 and the lead time required to negotiate any extension. II. Background and Current Status …
2022-10-31 · assumed-liabilities-issues-memo.docx
… er 31, 2022, while also recognizing the DIP facility maturity date of October 31, 2022 as a source of urgency for all parties; and • VMS should monitor the Ohio EPA negotiatio …
2022-09-12 · apa-termination-rights-memo.docx
… OD & HARKNESS LLP 600 Lexington Avenue, 38th Floor New York, NY 10022 September 12, 2022 MEMORANDUM TO: Nathaniel Bower, Esq. (Responsible Partner, Calderwood & Harkness LLP) Ger …
2022-07-18 · closing-checklist-draft.xlsx
… ITEMS PENDING — AUCTION POSTPONED INDEFINITELY per Court Order dated July 18, 2022 (Dkt. 309) [sheet: Status Legend] Status Code | Definition Complete | Deliverable has bee …
2022-07-18 · email-bower-to-hartsfield-auction-postponement.eml
… s set forth in detail below, the Court entered an order (Dkt. 309) on July 18, 2022, granting the Debtor's second motion to postpone the Section 363 auction indefinitely, wi …
2022-07-18 · apa-termination-rights-memo.docx
… impetus for this analysis is the Bankruptcy Court's order entered on July 18, 2022 (Dkt. 309) granting the Debtor's second motion to postpone the Section 363 auction indefi …
2022-07-18 · assumed-liabilities-issues-memo.docx
… 112). The DIP Facility has a maturity date of October 31, 2022. As of July 18, 2022, approximately $9.8 million had been drawn under the DIP Facility, reflecting the Debtor' …
2022-07-15 · closing-checklist-draft.xlsx
… an Ikeda and Amy Chesterton, Calderwood & Harkness LLP Last Updated | July 15, 2022 Version | Draft v4 CURRENT STATUS | ALL ITEMS PENDING — AUCTION POSTPONED INDEFINITELY pe …
2022-07-15 · email-chesterton-to-venkatesh-apa-issues.eml
… 22. The Debtor has since filed a motion to extend the auction date to July 15, 2022 (filed June 3, 2022), which remains pending before the Court. Against that backdrop, ther …
2022-07-15 · apa-termination-rights-memo.docx
… Debtor filed a motion requesting an extension of the auction date to July 15, 2022, arguing that additional time was needed to address the environmental remediation scope i …
2022-07-15 · assumed-liabilities-issues-memo.docx
… Debtor filed a motion to extend the auction date from May 25, 2022 to July 15, 2022, citing the need for additional time to resolve the Ohio EPA remediation scope issues and …
2022-07-08 · apa-termination-rights-memo.docx
… 2022 (Dkt. 271). The order also established a revised bid deadline of July 8, 2022. July 8, 2022: No additional qualified bids were received by the revised bid deadline. On …
2022-07-08 · assumed-liabilities-issues-memo.docx
… rnment motion and set a new auction date of July 15, 2022 (Dkt. 271). July 8, 2022: The Debtor filed a supplemental motion requesting that the auction date be postponed ind …
2022-06-15 · email-chesterton-to-venkatesh-apa-issues.eml
… m your availability for the proposed call, no later than **Wednesday, June 15, 2022**. * * * Priya, thank you for your attention to these items. We understand the Debtor i …
2022-06-15 · assumed-liabilities-issues-memo.docx
… ss LLP FROM: Nathan Ikeda, Associate, Calderwood & Harkness LLP DATE: June 15, 2022 RE: Scope of Assumed Liabilities and Environmental Remediation Obligations — Stalking-Hor …
2022-06-10 · email-bower-to-hartsfield-auction-postponement.eml
… t from the original May 25 auction date to July 15 (Dkt. 271, entered June 10, 2022), and the Debtor's subsequent July 8 motion seeking indefinite postponement. While VMS's …
2022-06-10 · apa-termination-rights-memo.docx
… issues with the Ohio EPA and to solicit additional bidding interest. June 10, 2022: The Bankruptcy Court granted the Debtor's motion and entered an order adjourning the auc …
2022-06-10 · assumed-liabilities-issues-memo.docx
… io EPA remediation scope issues and to continue marketing the assets. June 10, 2022: The Court granted the Debtor's adjournment motion and set a new auction date of July 15, …
2022-06-03 · email-chesterton-to-venkatesh-apa-issues.eml
… nce filed a motion to extend the auction date to July 15, 2022 (filed June 3, 2022), which remains pending before the Court. Against that backdrop, there are a number of is …
2022-06-03 · apa-termination-rights-memo.docx
… and labor contingencies within a timeframe acceptable to its sponsor. June 3, 2022: The Debtor filed a motion requesting an extension of the auction date to July 15, 2022, …
2022-06-03 · assumed-liabilities-issues-memo.docx
… s withdrawal, VMS's stalking-horse bid became the sole qualified bid. June 3, 2022: The Debtor filed a motion to extend the auction date from May 25, 2022 to July 15, 2022, …
2022-05-25 · closing-checklist-draft.xlsx
… Strauss Advisory, LLC | Bid Procedures Order (Dkt. 198) | Originally May 25, 2022; rescheduled July 15, 2022 | Pending — Auction Postponed Indefinitely | Dkt. 271 (adjourn …
2022-05-25 · email-chesterton-to-venkatesh-apa-issues.eml
… strial Holdings, LLC at $64.75M — which was subsequently withdrawn on May 25, 2022. The Debtor has since filed a motion to extend the auction date to July 15, 2022 (filed J …
2022-05-25 · apa-termination-rights-memo.docx
… hout further resolution of the environmental and labor contingencies. May 25, 2022 (Original Auction Date): No auction was held. The Debtor requested an adjournment of the …
2022-05-25 · assumed-liabilities-issues-memo.docx
… t and introduced material uncertainty as to Axton's ability to close. May 25, 2022: Original Auction Date. The Debtor requested an adjournment of the auction, citing the ne …
2022-05-20 · email-bower-to-hartsfield-auction-postponement.eml
… Bids.** No new qualified bids have been submitted since the original May 20, 2022 bid deadline. Axton Industrial Holdings, LLC was the only party to submit a qualified bid …