You turn to Accordion.
We come on board and perform the diagnostic. It reveals that on a four-wall cash basis, the operations stabilized at consuming $500k per month, and landlord negotiations during the pandemic created a tenuous situation where any future payment defaults could trigger unpaid back rent of $12.2M. As for capitalization, you have approximately $12.5M of unsecured obligations and the franchisee’s parent has ~$27M of secured debt ($21.2M due to the franchisor and $5.8M to banks). The secured debt is collateralized by public shares of the franchisor that were trading at an all-time high. A complicating matter is that the franchisee’s parent held out-of-the-money options of the franchisor worth $125M if the stock doubled from it’s already all-time high.
So, we step in as Chief Restructuring Officer to:
- Structure and negotiate a plan whereby you could mitigate the continued cash burn and incremental borrowing while maintaining the optionality of collecting on the $125M if the franchisor’s stock were to ultimately double.
- Develop a fallback strategy while the franchisor’s stock was trading at its all-time high to sell the collateralized shares, pay secured obligations, close all locations, and use the balance of proceeds to negotiate a soft-landing with all landlords and other claimants.
- Share plans with the public franchisor, asking if it would alternatively be interested in working with you and the CRO to achieve the ultimate goal of preserving the $125M option, resolving all secured third-party indebtedness and mitigating any future financial obligations.
Your value is enhanced.
The final out-of-court resolution results in the franchisor taking over all locations and indemnifying you against all future landlord claims. This saves 415 jobs, mitigates $12.2M of contingent rent liabilities, and pays down $20M of secured obligation. Additionally, it funds the residual entity (the franchisee parent) for three years, thereby preserving the optionality of collecting the $125M for the ultimate benefit of the original investors.