Case 16-11242-BLS Doc 732 Filed 01/30/17 Page 1 of 14 · is a pannersliip; a mane(:cr or member if...

UNITED STATES T3A\KRC~PTC:1' f;Ol'RT

DISTRI('T Ot'' DC;I.A~~•'AR~

to re Phoenix Brands LLC Case ;~o. 16-11242

EIN: 20-04746Q9 Reporting Period: \a~~ 1 - l~ov 30, 201 G

\•10\TIIC.l' OPGT2A~i~I,\G REPORTFile with Courf and submit copy to ifiited Sinter Trustee ~riYhin 213 ties aRer end of month

Submit copy of report to any official comminee appointed in the case.

- 1')ocumen,~ ~~planatiqu AFfcda~vitlSupplement~;: ,.

~(~UFI2EDDOCCTn4EI~TS } o~m No. ̀ -;4tkacbei AfEached <Ai.#aehed,..i.':,'. ,Schedule of Cash Recei is and Disbursements ~ MQR-I X

Bank Reconciliation for co ies of debtor's bank reconciliations) MOR-]a XSchedule of Professional Fees Paid MQR-!b X

Cp ies of bank statements XCash disbursements jau~7lafs X

Statement of O erations MQR-2 X~3alance Sheet MOR-3 XStatas of riost etition Taxes M(~R-=1 X

Co ies of TR3 Form 6123 or ayment recei t

Lo ies of tax returns filed ciurin re orting criodSu~aimai • of Un aid Past etition llebu MOR-~ X

I,istin of a ed accounts a ~aUle MOR-A X

Accounts Receivable Reconciliation and A 'in MOR-5 aDebtor Questionnaire MOR•S X

I declare u= der penally of periuiy (1.8 ~1.S.C. Section t 746) that this report and the attached documents

are true and correct to the bc;st of my knowled;e and helic:f.

Signature oPlJebtor

Signet f Joint Debtor

a a izec3lndividual'~

Jose~h'C. MoldovanPrinted Naive of Authorized Individual

Date

T)atc

?!24(2017

Date

Trustee. Phoenix Brands l.iquidaiingT~st

Title of Authorized Individual

'Authorized indie'idual must bean officer, direGor or sl~areliolder if'de6tor is a corporation; n pTr[ner iPdelitoris a pannersliip; a mane(:cr or member if debtor is T limited IiaUilih~ company.

MOR(04107)

Case 16-11242-BLS Doc 732 Filed 01/30/17 of 14

In re Phoenix Brands LLC Case No. 16-71242Reporting Period: Nov 1 -Nov 30, 2016

SCIILDULE OT CASH RFCF,IPTS AND DISBURSEMENTS

Amounts reported should be per the debtor's books, not the bank statement The beginning cash should be the ending cash from [he prior month or, if this is the

first report, the amount should be the balance on [he date the petition was filed. The amounts reported in the "CURRENT MONTH -ACTUAL" column must

equal the sum of the four bank account columns. The amounts reported in the "PROJECTHD" columns should be taken from the SMALL BUSINI3SS INITIAL

REPORT (rORM IR-1) . Attach copies of the bank statements and thz cash disbursementsjournaL The total disbursements fisted in the disbursementsjournal

must equal the total disbursements reported on this page. A bank reconciliation must be attached for each account. [See MOR-I (CON'T)]

Notes:(1) The Company sold substantially all of its assets during the month of August. In conjunction with the sa

les, the company enleretl into Transition Services Agreements (TSAs) with the buyers, whereby the Company has

agreetl io operate the purchased opera~lons on behalf of the buyers, and to make ordinary course payments ((SA Payments) relayed fo those operations on behalf of the buyers, with cash funded by the buyers,

These TSA Payments are included in the disbursements above, and the cash received by the buyers for the TSA Payments is Inclutled as an offset in Other Disbutsemen~s, as can be seen in the cash Pow

explanations page in this report.

nmH(03'x])

' COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RE~DERED'PO BANKRUPTCY ESTATE

THE FOLLOWING Sr,C1'ION MUST BE COMPLETED


In re Phoenix Brands I.LC

A bank rewnciliation

Case No. 16-11242

Reporting Period: Nov 1 -Nov 30, 2016

BANK RECONCILIATIONS

Continuation Sheet Par MOR-1

must be included for each bank account. The debtors bank reconciliation may be substituted for this page.

# ...2240 # ...9599 N ..,.3719 # ....6614

13AI.ANCE PER BOOKS

BANK BALANCE

7,251,179

.7,296,709

10

10

36,799

36,799

37,828

37,828

(+-) DGPOSITS IN TRANSIT (ATTACtI LIST)

(-) OUTSTANDING CHECKS (ATTACH LIS"I) -45,530 0

OTHGR (ATTACH EXPLANATION) 0 0

AD1US'IEDSANKBALANCE* 7,251,179 10 36,799 37,828

* Adjusted bank balance must e ual

balance er books

DEPOSITS IN TRANSI"T Date Amount Date Amount Date Amoun[ Date Amoun[

None

CHECKS OU'CSTANDING Ck, # Amount Ch. # Amount Ck. # Amount Ck. # Amount

ISMAIL KADDOUM 62669 4.49

LISA PRESTON 62677 7.00

BARRY PLASTICS CORP 62404 10.00

DAVID LOMANTO 63043 ]3.96

LAURA MERRILL 63070 6.97

MARISA GIACONtLLI 63074 3.49

SANllRA DAMPIER 63090 6.00

ASSOCIATED FOOD STORES LL 63444 219.60

BIG Y FOODS 63445 2,351.04

CRYSTALSOLLAYE 63449 4.50

NORMA HOLMES 63969 6.00

RE'T'AIL MARKE'CING GROUP LL 63473 2,087.05

ROCHG BROS. 63475 1,069.70

SKYLINER SALES CORD 63477 185.72

ELWOOD STAFFING 63574 1,533.70

CYGNUS CORD ]02102 7,974.03

SKYLINER SALES CORP 63612 166.04

BLUE MARLIN BRND DES INC. 63614 4,320.00

KLATT-JORWIC &ASSOCIATES 63619 308.45

SPS COMMERCE 1NC. 111100 69.00

ANGL'L/CO'CTON ASSOC. INC. 63630 792.93

CMIT SOLUTIONS OF 63631 217.75

CMIT SOLUTIONS OF 63631 5,923.75

COMCAST CABLE 63632 240.90

FEDEX 63633 69.48

PEDEX 63633 106. IS

HENSON SALES GROUP L'rD 63635 225.96

HENSON SALLS GROUP LTD 63635 I,00 L33

HORWITL &ASSOCIATES INC 63636 900.00

IBM CORPORATION 63637 1,050.00

KENERSON ASSOCIATES INC 63635 2,820.47

LANDMARK SQUARE I-6 LLC 63639 95.72

LOCKTON COMPANIES L(,C 63640 2,78197

LOCKTON COMPANIES LLC G3G40 84.00

I.,OCKTON COMPANIES LLC 63640 2,323.00

LOCKTON COMPANIES LLC 63640 2,243.00

LOCKTON COMPANIES LLC 63640 970.00

PEERLESS MK'I'ING GRP, INC 63641 962.33

1'HE HENSON SALES GRP, INC 63642 551.55 0 0

WAYPOINT 63643 1,822.84

45,529.87

MOR(09/07)


In re Phoenix Brands LLC

Cash Flow Explanations

- Misc

$ - Total

Other Receipts$ - P-card reimbursement

0 Nakoma TSA Fee0n

Case No. 16-11242


Other Disbursements$ - Nakoma Prefund of RIT Expenses for transition period

0 USN Prefund Laundry expenses for transition period1,127,736 Nakoma Accounts Receivable collected by Phoenix Brands1,731,472 USN Accounts Receivable collected by Phoenix Brands

$ 2,859,209

MOR

(04/07)


L~ re Phoenix Brands LLC Case No. 16-11242Reporting Period: Nov 1-Nov 30, 2016

SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAIDThis schedule is to include all retained professional payments from case inception to cunent month

MOR ----(04/07)


In re Phoenix Brands LLC Case No. 16-11242


STATEMENT OF OPERATIONS

(Income Statement)

Notes:(1) Since the Debtors' accounting system does not allow for amid-mont

h inventory valuation, the Opening Inventory is an estimate as of Ma:

Accordingly, the Cost of Goods Sold is estimated for the Stub Period of May 20 through May 31

(2) Changes in Inventory are limited to the changes in Finished Uoods only and excludes the changes to Raw Materials and Work in Process

*"Insider" is defined in 11 U.S.C. Section 101(31).

MOR(04/07)

The Statement of Operations is to be prepared on an accrual basis. The accrual basis of accounting recognizes revenue when it is

realized and expenses when they are incurred, regardless of when cash is actually received or paid.




STATEMENT OF OPERATIONS -continuation sheet

MOR(04/07)

Notes•(1) Amounts represent accrued but unpaid professional fees. These are subject

to further analysis and reconciliation once interim fees

have been approved. Certain of these amounts will be paid by application against pre-petition retainers

(2) Consists of transaction Fees allocated based on sale proceeds related to the sale of substantially all of the company's assets

Reorganization Items -Interest Earned on Accumulated Cash from Chapter 11:

Interest earned on cash accumulated during the chapter 1 I case, which would not have been earned but for the

bankruptcy proceeding, should be reported as a reorganization item.




13ALANC~ SHEET

*"Insider" is defined in i l U.S.C. Section 101(3)).

MOR~oaio~>

The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from postpetition obligations.




BALANCE SHEET -continuation sheet

2,099,839 4,352,186

0 0

291,777 0

0 0

0 0

2, 853, G40

0 0

21,764,057 17,343,703

MOR(04/07)




STATUS OF POSTPETITION TAXES

SUMMARY OF UNPAID POSTPETITION DEBTS

Attach aged listing of accow~ts payable.

*"Insider" is defined in 11 U.S.C. Section 101(31).

MOR(04/07)

T'he beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero.

Attach photocopies of IRS Donn 6123 or payment receipt to verify payment or deposit of federal payroll taxes.

Attach photocopies of any tax returns filed during the reporting period.

Explain how and when the Debtor intends to pay any past-due postpetition debts.


US Total

In re Phoenix I3rands LLC

POST-PETITION

(Amounts in US$s)NameCYGNUS CORPGARREN EXPORT SOLUTIONSHARCROS CHEMICALS INCHUNTERPOINT LlCLH GAMBLELH GAMBLE CO LTDMARIETTA CORPORATIONROBINSON &COLE LLPRust Omni

Case No. 16-11242


Aging Date

Current 0-30 31-60 61-90 Over 90 Grand Total

0 3,500 0 0 3,500

2,095 0 0 0 2,095

0 -1,060 0 0 -1,060

20,547 0 0 0 20,547

D 120 0 158 278

25 650 574 596 1,846

0 0 0 17,419 17.419

1,657 13,473 7,530 0 22,660

0 0 0 12,161 12,161

24,323 16,684 8,104 30,334 79,445

MOR

(04/07)



Reporting Period: Nov 1-Nov 30, 2016

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING

x

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 postpetition tax returns been timely filed? 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 account has been opened X

provide the required documentation pursuant to the Delaware Local Rule 4001-3.

MOR

(04/07)

DEBTOR QUESTIONNAIRE


Phoenix Brands LLCCase No: 16-11242November Ol —November 30, 2016

Notes Regarding Monthly Operating Report

The Monthly Operating _Report contains financial information that has been prepared

by the Debtors' management and has not been audited or reviewed by independent

registered public accountants. Some of the financial information in the Monthly

Operating Report is subject to future reconciliation and adjustments. While management

of the Debtors have made every effort to ensure that the Monthly Operating Report is

accurate and complete based on information that was available at the time of preparation,

inadvertent errors or omissions may exist and the subsequent receipt of information may

result in material changes in the data contained in the Monthly Operating Report that

would warrant amendment of same. Accordingly, the Debtors reserve the right to amend

the Monthly Operating Report as necessary or appropriate. The Debtors also represent as

follows:

Cash Mana e~ ment• The Debtors maintain a lockbox account at Regions Bank (Account ...3719)

(the "Lockbox Account"). The Debtors' U.S. cash receipts flow into the

Lockbox Account, and the funds for disbursements, other than funds relating to

the Debtors' Canadian operations, originate from the Lockbox Account

• All funds in the Lockbox Account are transferred from the Lockbox Account to

a control account at Regions Banlc (Account ....2240) (the "Control Account").

A majority of non-payroll expenses and disbursements paid via wire related to

U.S. operations are paid from the Control Account

Funds are transferred from the Control Account to a payroll account at Regions

Bank (Account ...9599) (the "Payroll Account"). All disbursements from this

account relate to U.S. payroll

• Further funds are transferred from the Control Account to a Disbursement

Account (Account ....6614) (the "Disbursement Account"). A majority of non-

payroll expenses and disbursements paid via check related to U.S. operations are

paid from the Disbursement Account

TaxesAll payroll taxes for its non-union employees are paid through the Debtors'

professional employer organization, Insperity, Inc., and for its union employees

through the Debtors' third party payroll service, ADP, Inc., within the stated.

guidelines and due dates of each and every taxing agency. The Debtors fund the

union employees' taxes weekly to ADP and bi-monthly to Insperity, except for

those taxes that are due on a quarterly basis. The Debtors are current with all

such obligations. The Company paid Insperity, Inc. $1,213,577.19 and ADP $0

from November O1 through November 30,.2016


• The Debtors are current with all taxes and post-petition payables, which are paid

within normal terms


Case 16-11242-BLS Doc 732 Filed 01/30/17 Page 1 of 14 · is a pannersliip; a mane(:cr or member if...

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