On 8 Oct 2018, Premier Exhibitions filed a Notice of Cancellation of Auction with the federal bankruptcy court as no other bidders met the minimum required. This means that the bid submitted by PacBridge Capital Partners (HK) et al for $19.5 million will stand. The company will now seek the court approval to sell the company and artifacts to them.
The Equity Committee has filed motions opposing the sale and still seeks other bidders.
The National Geographic reports that last Friday (29 June 2018) the U.K.’s National Museum and National Museums of Northern Ireland have filed papers with the bankruptcy court pledging to raise $19.2 million to buy Premier Exhibitions and the Titanic Exhibition. Both museums would co-own the artifacts and display them in Belfast. The non-Titanic part of Premier would be acquired by another exhibition firm called Running Subway. It is also reported that the CEO of Running Subway is on the Creditors Committee and that Premier’s creditors support the bid. A rival bid by existing shareholders is offering $17.5 million at the moment. Another proposal from the equity holders calls for splitting up the artifacts and selling them at auction.
The National Maritime Museum is pledging to conserve the artifacts and has the facilities to do it. They are worried that history would end up in private hands and possibly disappear. Famed explorer and one of the two men that can claim to have found RMS Titanic (the other was Jean-Louis Michel of Ifremer also aboard Knorr at the time), Bob Ballard, is a supporter. Certainly this adds a new complexity to the upcoming hearing on July 25 where the proposals will be considered by the court. If they can raise the money, they might be able to pull it off. Then again there are a lot of competing interests and lots of jockeying going on behind the scenes. Also the lawsuit against former officers could have an impact as well though hard to say at this point.
Another fascinating wrinkle in this story. Stay tuned, this is going to be interesting.
The mediator appointed in the Premier bankruptcy proceedings has filed a report with the court. The report states in part:
Significant progress was made in reaching agreement among a number of the parties on a path for exiting the Chapter 11 cases. However, certain of the parties are continuing their dialogue in an effort to reach closure on some important remaining issues. The parties have requested the mediator to maintain the confidentiality of the nature and extent of settlement until the finalization of agreements between some or all of the parties, particularly in light of the fact that equity securities of Premier Exhibitions, Inc. are publicly traded.
The saga of the Premier Exhibitions bankruptcy has taken another turn. An auction that was set for February 6 has been canceled. According to the press release, the reason given is to discuss further with stakeholders the best path forward. However a new twist has emerged that prompted to cancel.The National Maritime Museum of Greenwich has filed a motion to move the action to the federal court in Virginia where the salvage award was made. Another group called the Ad Hoc Equity group is also filed a motion objecting to the sale.
Until the motions are heard and decided upon, Premier decided to withdraw the sale. The first motion by the National Maritime Museum is the most serious of them. They are trying to argue that due to the special and unique nature of Premier holding Titanic artifacts in which a salvage award was made by another federal court that it ought to have primary jurisdiction in this case. The objection to that is that court is not bankruptcy and has no business handling such matters. Bankruptcy is very different from salvage with its own laws and procedures. This motion will chew up lots of time and depending on how the decision comes down, drag this into the appeals court.
The other possibility is that those in charge will throw up their hands, declare they cannot reorganize under these circumstances, and go into Chapter 7. Which means complete liquidation of the company and selling all assets to pay creditors and stakeholders.
Not a Happy Christmas for Premier shareholders hoping for some return on equity in the near future.
According to a press release issued by Premier, the company has proposed February 6, 2018 as the auction date of company assets. This sale, subject to court approval, will allow bidders to purchase the company or its assets. Included in this auction are Titanic artifacts. However the company maintains the right to designate a stalking horse bidder before the auction deadline.
As most of you are aware, Premier Exhibitions filed for bankruptcy under Chapter 11 which allows it to reorganize. On Friday it was announced that the Premier Exhibitions Equity Committee had entered into an agreement that “will include the sale all of the Debtors’ assets, including the entire Titanic Artifacts Collection either as assets of the estate or through the sale of RMS Titanic Inc., the company that holds the Titanic Artifacts. The remaining Debtors and their assets likewise would be sold.”
What it means is this: the company can be sold either whole or in parts depending upon the buyers interests. And the Titanic artifacts can be sold either as part of the sale of the whole company or through selling RMS Titanic Inc. The snag that has caused no sale on those artifacts under the salvage award is that they cannot be sold in lots or individually but as the one collection. And the price is simply too high. Under the present circumstances, the price might be lowered and also the possibility the bankruptcy judge might order it sold in lots in order to be sold. Before any of this can move forward, the judge has to agree to a disclosure statement.
Long ago when RMS Titanic Inc was made part of Premier (after some of the original founders of the company were removed and replaced) many thought it would lead to a better valued company. One wonders what really happened here. Titanic became very big after the movie and the centennial of the sinking. Belfast Titanic has done very well and makes money. Either the company was mismanaged and got way over their head or totally miscalculated how to monetize the assets (their exhibitions) to make a profit. Instead of Chapter 11, this is more like Chapter 13 now. The company’s assets are going to be sold in whole or in part to others now. The ghost of George Tulloch is laughing at those that brought this about.
Things are getting a bit testy at the Titanic bankruptcy proceeding. Euclid Investments and Euclid Claims Recovery filed an objection to the company seeking an exclusivity extension. In simple terms they are not happy that Premier appears to be dragging its feet on following through on what is required to be done. “….management’s abject failure to engage with the statutory committees in moving these cases forward before now cannot be ignored. It has had the effect of placing estate stakeholders in an urgent and untenable position with little time remaining to formulate the terms of a chapter 11 plan as the estates now appear on the verge of operational insolvency.” Ouch.
Source: Premier Exhibitions Objection Filed (Bankruptcy News, 4 Jan 2017)
As part of the ongoing process to determine the best way to proceed with the Chapter 11 reorganization, Teneo Securities has been approved by the court to serve as financial advisor to the Equity Security Holders Committee. The firm will analyze and assess the assets and liabilities of Premier Exhibitions and advise the committee on ways to mitigate the liabilities to return the company to profitability.