Great Eastern Energy holding companies 1515-GEENERGY HOLDING CO. LLC and BBPC LLC, ( “GEE” ), a Brooklyn, NY based electricity and natural gas supplier, has filed a voluntary petition for bankruptcy under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware on February 14, 2019, according to court documents.
GEE filed a motion seeking entry of interim and final orders for substantially prohibiting Utility Providers from altering, refusing, or discontinuing services; determining adequate assurance of payment for future Utility Services; establishing procedures for determining adequate assurance of payment for future Utility Services, and granting related relief.
“…The Debtors, therefore, request immediate authority to use Cash Collateral on an interim basis, as set forth in this Motion and in the Interim Order, to prevent immediate and irreparable harm to their estates pending…”
Prior to the Petition Date, BBPC and GEE Holding were in default under the Prepetition Credit Agreement and the ISDA Agreement.
GEE is a provider of electricity and natural gas to commercial, industrial and residential customers. As of the Petition Date, GEE provided natural gas in New York, Massachusetts, and New Jersey; it also provided electricity service to customers in New York, Massachusetts, New Jersey, and Connecticut. “The existing book of customers was comprised of approximately 49,000 commercial customers and 5,000 residential customers across its four-state Footprint”
Allan Brenner, Managing Member of 1515-Geenergy Holding Co. LLC (“GEE Holding”) and Chief Financial Officer of BBPC, LLC d/b/a Great Eastern Energy (“BBPC”), filed a declaration of support of the Debtor’s first day motions and applications:
The declaration states that as consequence of the termination of the Prepetition Credit Agreement and the ISDA Agreement, and after discussions with the Prepetition Secured Creditors regarding an agreeable path forward:
“…the Debtors have determined in consultation with their advisors that the value of the Debtors’ estates is likely to be maximized through the filing of these Chapter 11 Cases and a prompt sale of their remaining assets. Consequently, the Debtors intend to pursue a sale of substantially all of their assets pursuant to section 363 of the Bankruptcy Code and intend to file a sale procedures and sale motion as soon as possible after the First Day Hearing.”
“Macquarie Investments US Inc. (“Macquarie”) are parties to that certain Borrowing Base Facility Agreement, dated as of September 2, 2015. Pursuant to the Prepetition Credit Agreement, Macquarie and Macquarie Energy LLC provided certain Credit Extensions to BBPC. As of the Petition Date, BBPC’s Obligations (as defined in the Prepetition Credit Agreement) included, without limitation, Obligations in the amount of $59,579,469.01 under the ISDA Master Agreement, Obligations in the amount of $677,740.66 in respect of Reimbursement Obligations and Working Capital Fees (as defined in the Prepetition Credit Agreement) owing under the Prepetition Credit Agreement, and the obligation to post cash or credit support to Macquarie in the form of letters of credit acceptable to Macquarie in its sole discretion, an amount equal to $30,689,085.51 as collateralization for 105% of the full undrawn amount of all outstanding Letters of Credit.”
“On February 7, 2019, the Prepetition Secured Creditors notified BBPC that the term of the Prepetition Credit Agreement had expired in accordance with its terms. Macquarie Energy had designated an Early Termination Date (as defined in the ISDA Agreement) under the ISDA Agreement of February 11, 2019. On February 12, 2019, Macquarie Energy notified BBPC of the Early Termination Amount (as defined in the ISDA Agreement) due and owing by BBPC under the ISDA Agreement in respect of the Early Termination Date. “
“Over the several months prior to the Petition Date, the Debtors sought to secure a replacement of the indebtedness to Macquarie and Macquarie Energy or locate a third party interested in acquiring all or parts of the Debtors’ business. While the Debtors were working with two interested parties, and notwithstanding the Debtors efforts to seek to locate either a party to provide equity infusion to offset amounts owed to the Prepetition Secured Creditors or to locate a purchaser for some or all of the assets of BBPC, the Debtors were unable to consummate a transaction in the timeframe dictated by the circumstances they faced.”
“As a consequence of the termination of the Prepetition Credit Agreement and the ISDA Agreement, and after discussions with the Prepetition Secured Creditors regarding an agreeable path forward, the Debtors have determined in consultation with their advisors that the value of the Debtors’ estates is likely to be maximized through the filing of these Chapter 11 Cases and a prompt sale of their remaining assets.”
Case 19-10303-KJC Doc – Filed 02/14/19
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