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EX-99.3 - hhgregg, Inc.a993mordec2017hhgdist.htm
EX-99.2 - hhgregg, Inc.a992mordec2017hhgregg.htm
8-K - hhgregg, Inc.8KshelldecemberMOR2017.htm
								Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re	Gregg Appliances, Inc.	Case No.	17-01303-11
	Debtors



"MONTHLY OPERATING REPORT
Gregg Appliances, Inc."

INDEX TO CONDENSED FINANCIAL STATEMENTS AND SCHEDULES

CONDENSED FINANCIAL STATEMENTS				Page

	Condensed Statement of Income				2
	Condensed Balance Sheet					3
	Condensed Statement of Cash Flows				4

SCHEDULES

	Schedule 1 -	Total Disbursements				5
	Schedule 2 -	Bank Reconciliations					6
	Schedule 3 -	Total Disbursements to Retained Professionals			7
	Schedule 4 -	Summary of Unpaid Post-Petition Debts			8
	Schedule 5 -	Schedule of Federal, State, and Local Taxes Collected, Received, Due or Withheld				9
	Schedule 6 -	Accounts Receivable Aging				10
	Schedule 7 -	 Questionnaire	11


I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the documents attached are true and correct to the best of my knowledge and belief.


Signature of Debtor					Date


Signature of Joint Debtor				Date

/s/ Kevin Kovacs				1/8/2018
Signature of Authorized Individual*				Date

Kevin Kovacs				CEO/CFO
Printed Name of Authorized Individual			Title of Authorized Individual


* Authorized individual must be an officer, director, or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.


Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Condensed Consolidated Statement of Income (unaudited)

	 For the Period of
	 December 1, 2017 to
(In Thousands)	December 31, 2017

Net Sales	$	-
Cost of Goods Sold	1
Gross Profit	(1)

Operating Expenses:
Advertising Expense, Net	-
Occupancy Costs	(43)
Data Communications	10
Repair and Maintenance	-
Company Insurance (Non-Medical)	39
Employee Benefits	3
Wage Expense	140
Employee Services	(29)
Travel and Entertainment	-
Bank Transaction Fees	-
Professional Fees	832
Stock Compensation Expense (Benefit), Net	-
Gain/Loss on Early Extinguishment of Debt	-
Depreciation and Amortization	-
Administrative and Sales Expense	-
Product Services Expense	-
Bad Debts	-

Total Operating Expenses	952

Operating Income	(953)

Interest Expense, net	(1,268)
Other Income/(Expense)	88

Income Before Taxes	$	(2,133)

Income Tax Expense/(Benefit)	-

Net Income (Loss)	$	(2,133)


Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Condensed Consolidated Balance Sheet (unaudited)



(In Thousands)     as of 12/31/2017

Assets
Cash	$ 8,644
Credit Card and Trade Accounts Receivable, Net	5,481
Accounts Receivable, Other	10,561
Merchandise Inventories -
Prepaid Expenses and Other Assets	14,635
Income Taxes Receivable	70
Total Current Assets	39,391

Property and Equipment, Net	-
Capitalized Financing Fees, Net	-
Goodwill	-
Trademarks, Net	-
Other Assets, Net	303

Total Assets	$39,693

Liabilities and Stockholders' Deficit
Accounts Payable	9,711
Outstanding Customer Deposits, Credits, Refunds	1,560
Unredeemed Gift Card Liability	15
Other Accrued Expenses	10,729
Deferred Tax Liability	-
DIP Loans	8,449


Total Current Liabilities	$30,464

Deferred Rent	-
LT Deferred Compensation	234
Other Long-term Liabilities	1,026
Liabilities Subject to Compromise	194,619

Total Liabilities	$226,343

Preferred Stock	-
Common Stock	4
Retained Earnings / (Accumulated Deficit)	(341,200)
Treasury Stock	(150,228)
Additional Paid-in Capital	304,775
Total Stockholders' Deficit	($186,649)


Total Liabilities and Stockholders' Deficit	$39,693


Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Condensed Consolidated Statement of Cash Flows (unaudited)

	For the Period of
	December 1, 2017 to
(In Thousands)	December 31, 2017
Cash flows from operating activities:
     Net cash provided by (used in) operating activities		 $    (1,456)

Cash flows from investing activities:
     Purchases of property and equipment	-
     Proceeds from sale of property and equipment	-
     Other	-
     Net cash used in investing activities	-

Cash flows from financing activities:
     Net Borrowings (Repayments)  on Line of Credit	1,425


Increase/(decrease) in cash and cash equivalents	(31)

Cash and cash equivalents at beginning of period	8,675

Cash and cash equivalents at end of period	$	8,644


Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Total Disbursements by Filed Legal Entity (unaudited)

(In Thousands)
For the Period of December 1, 2017 to December 31, 2017

Legal Entity		Case Number		 Disbursements
Gregg Appliances, Inc.		17-01303-11		$	1,336




Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Bank Reconciliations (unaudited)

(In Thousands)
G/L Acct	Account Name	Bank Acct #	Debtor	Description	Bank Balance	Ledger Balance	As of Date	Reconciled
1000	Master Operating Account	938169174	Gregg Appliances, Inc.	Operating Account	$-		$-		12/31/2017	No
1001	Corporate Account	938169505	Gregg Appliances, Inc.	Corporate AR deposit account, All retail locations depository account	-		-		12/31/2017	No
1016	Cash Concentration	938169455	Gregg Appliances, Inc.	Cash Dominion	-		-		12/31/2017	No
1051	Disbursements	938169729	Gregg Appliances, Inc.	Checking	-		$(33	)	12/31/2017	No
1055	Restricted - Utilities Escrow	938157500	Gregg Appliances, Inc.	Utility Escrow	$7		$7		12/31/2017	Yes
1011	Restricted - Wells Fargo Escrow	Internal Wells Fargo Account	Gregg Appliances, Inc.	Legal Reserve and Escrow for Whirlpool and Electrolux Matters	$8,670	$8,670	12/31/2017	No










Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Total Disbursements to Retained Professionals (unaudited)

(In Thousands)
For the Period of December 1, 2017 to December 31, 2017

Retained Professionals		Approved Amounts (1)		Disbursements
MORGAN, LEWIS & BOCKIUS LLP	Legal Services		1,457			-
STIFEL, NICOLAUS & COMPANY INC	Bankruptcy Services		-			-
BERKELEY RESEARCH GROUP LLC	Bankruptcy Services		2,415			(94)
DONLIN, RECANO & COMPANY INC	Bankruptcy Services		-			(154)
ICE MILLER LLP	Legal Services		1,256			-
BINGHAM GREENBAUM DOLL LLP	Bankruptcy Services		118			-
MALFITANO PARTNERS	Bankruptcy Services		66			(5)
COOLEY LLP	Bankruptcy Services		1,657			-
PROVINCE, INC.	Bankruptcy Services		495			(15)
DLA PIPER LLP US	Bankruptcy Services		-			(110)
FAEGRE BAKER DANIELS LLP	Bankruptcy Services		-			(15)
HILCO REAL ESTATE, LLC	Bankruptcy Services		377			-
GORDON BROTHERS RETAIL PARTNERS    Bankruptcy Services     -         (102)
GREAT AMERICAN GROUP  Bankruptcy Services   -                      (367)


Total			$	7,842			$	(862)



(1) Approved amounts represent the amount of fees and expenses that were approved by court order for payment by the Debtors to each professional through December 2017.



Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Summary of Unpaid Post-Petition Debts (unaudited)
As of 12/31/2017



(In Thousands)
Gregg Appliances, Inc. (17-01303-11)
		 Number of Days Past Due
	Current	 0-30	30-60	61-90	Over 90	Total
Accounts Payable	$	(39)		$	6		$	57		$	46		$	1,070		$	1,140
Wages Payable	15		-		-		-		-		15
Taxes Payable (1)	698		-		-		-		261		960
Rent/Leases-Building	-		(1)		-		-		3,777		3,776
Utilities Payable (2)	114		-		1		(83)		837		868
Insurance Reserves	1,667		-		-		-		-		1,667
Secured Debt/Adequate Protection Payments	-		-		-		-		-		-
Professional Fees	117		206		342		459		2,261		3,385
Amounts Due to Insiders	-		-		-		-		-		-
Outstanding Customer Deposits, Credits, Refunds (2)	1,560		-		-		-		-		1,560
Unredeemed Gift Card Liability (2)	15		-		-		-		-		15
Deferred Rent	-		-		-		-		-		-
LT Deferred Compensation	234		-		-		-		-		234
Other (2)	9,548		-		-		-		107		9,655
Total Post-Petition Debts	$	13,929		$	211		$	399		$	422		$	8,313		$	23,274


(1)  Any past due taxes payable relate to unpaid business license fees for 2017, as well as unpaid gross receipts taxes payable beginning in June 2017.
(2)  Aging information for payables other than trade payables is not readily available.  As such, all other post-petition payables have been categorized in the Current bucket.


Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Schedule of Federal, State, & Local Taxes Collected, Received, Due or Witheld (unaudited)

(In Thousands)
For the Period of December 1, 2017 to December 31, 2017

	Beginning Tax Liability	Amount Withheld or Accrued	Amount Paid	Date Paid	Check No. or EFT	Ending Tax Liability
Federal
Withholding	$4		$34		$(33)	12/1; 12/15; 12/29     EFT	5
FICA - Employee	0		5		(5)	12/1; 12/15; 12/29 	EFT	1
FICA - Employer	0		4		(4)	12/1; 12/15; 12/29	EFT	0
Unemployment	-		-		-				-
Income	-						-
Total Federal Taxes	0		43		(42)			1

State and Local
Withholding	1		7		(7)	12/1; 12/15; 12/29	EFT	1
Sales and Use	(26)	-		-				(26)
Excise	-		-		-			-
Unemployment	-		-		-				-
Real Property	3,502		-		-				3,502
Personal Property	1,608		(21)		-			1,587
Other	52		-		-				52
Total State and Local	5,137		(14)		(7)			5,116






Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Accounts Receivable Aging (unaudited)

(In Thousands)
As of December 31, 2017

Accounts Receivable Reconciliation		Credit Card Receivables	Trade Accounts Receivable		Total Credit Card and Trade Accounts Receivable
Total Accounts Receivable at the beginning of the reporting period		$	(301)	$	5,782			$	5,481
+ Amounts billed during the period		-		-			$	-
- Amounts collected during the period		-			-		$		-
- Other Adjustments (Writeoffs/Credit Memos/Adjustments/Chargebacks/Signifyd Funding)		-		-			$	-
Total Accounts Receivable at the end of the reporting period		$	(301)	$	5,781			$	5,481

As of December 31, 2017

Accounts Receivable Aging

Less than 90		-		-			$	-
91+		(301)	5,781			$	5,481
Total Accounts Receivable		(301)	5,781			$	5,481
Amount Considered Uncollectible		-		-			$	-
Accounts Receivable, Net		$	(301)	$	5,781			$	5,481

NOTES
(1)  Credit Card Receivable Aging has been estimated, as all credit card settlement was turned off in June 2017.  Therefore, all balances are at least 90 days old as of 12/31/17.
.
(2)  No reserves have been recorded against credit card receivables.
(3)  $10.6M of Accounts Receivable - Other exists at 12/31/2017 for which aging information is not readily available.

(4)  The Credit Card Receivables are in a payable position at 12/31/2017 as a result of turning off settlement with credit card companies in June, thereby, owing the credit card companies, specifically Synchrony, for various ongoing adjustments and chargebacks.  Note that this figure has not been updated since credit cards were shut off in June 2017.




Gregg Appliances, Inc.
DEBTORS AND DEBTORS IN POSSESSION
Questionnaire

						Yes	No
1.  Have any assets been sold or transferred outside the normal course of business this reporting period?  If yes, provide an explanation below.		X
2.  Have any funds been disbursed from any account other than a debtor in possession account this reporting period?  If yes, provide an explanation below.		X
3.  Have all post-petition tax returns been filed timely?  If no, provide an explanation below.	X
4.  Are workers compensation, general liability, and other necessary insurance coverages in effect?  If no, provide an explanation below.	X
5.  Has any bank account been opened during the reporting period?  If yes, provide documentation identifying the opened account(s).  If an investment has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3.		X
Account Name	Purpose	Business	Acct Number	Bank Name	Date