Back in April 2013, during the height of the IPO scramble, this is how the NYT reported about the initial public offering of a little known NYC grocery chain known as Fairway.
Until recently, Fairway was not much more than a popular market on Manhattan’s Upper West Side, where residents went for goods like smoked salmon, medjool dates and cheeses. Today, it is a fast-growing 12-store grocery chain with ambitions of opening 300 outlets across the country.
On Wednesday, Fairway hopes the investing public will aid in its expansion after its stock starts trading for the first time. Its initial public offering got off to a strong start Tuesday evening, with Fairway pricing its shares at $13 each, above the expected range. It raised $177.5 million, valuing the whole company at $536.1 million.
Fairway’s tag line claims that it is “like no other market,” yet it is seeking to expand in a hypercompetitive industry. A chief rival is Whole Foods, which has aggressively expanded in the New York metropolitan area and in August opened its seventh store in the city.
It failed: just over three years later, the once successful IPO is now a distant memory…
… and soon enough, so will the company behind it because overnight Fairway Group Holdings filed for Chapter 11 bankruptcy protection. Far from its ambitions of having 300 outlets, the NY based grocery Fairway had only 15 stores according to NBC News.
Fairway listed assets in the range of $100 million to $500 million, and liabilities in the range of $100 million to $500 million according to a court filing.
According to the bankruptcy declaration of its financial advisor A&M, “before commencing these chapter 11 cases, the Debtors conducted an extensive process to sell the company or raise additional capital to invest in the business with the assistance of their investment bankers, Greenhill commencing in January 2015. The capital raise and sale process extended throughout 2015 and into early 2016. During that process, Greenhill contacted over 60 potential investors for or purchasers of the business. Unfortunately, no acceptable proposals were put forward.“
The company had warned back in February that a failure to raise capital may prompt its auditor to issue a “going concern”, which would put it in default under the terms of a senior credit facility in which it had $266.7 million outstanding as of December 27.
Fairway traces its roots to a produce stand founded in 1933 on New York’s Upper West Side, sells, or rather sold, grass-fed organic beef and locally produced cheese alongside name-brand products such as cereal and snacks.
Prior to the firm going public, the WSJ compiled some details around the company that included that it had just $11.4 million in cash, and total debt in the amount of $203 million. The company also faced losses in 2011 and 2012 in the amount of $18.6 million and $12 million respectively, and expected those losses to continue through at least fiscal 2014.
Why the bankruptcy? Perhaps not only is rent too expensive in NYC (as we have been reporting recently) but so are high-end grocery items now that bankers and hedge fund managers are suddenly forced to enter economy mode, even as the waiter and bartender “minimum-wage” recovery rages on.
Those curious for the official version for the filing, here it is straight from the just filed declaration by Alvarez & Marsal’s Dennis Stogsdill:
the Debtors are filing the chapter 11 cases to implement a Prepackaged Plan that provides for a comprehensive balance sheet restructuring of the Secured Loans with the consent of the Senior Secured Lenders, preserves the going-concern value of the Debtors’ businesses, maximizes creditor recoveries, provides for an equitable distribution to the Debtors’ stakeholders and protects the jobs of approximately 4,000 employees.
Since late 2014, Fairway has implemented a number of initiatives to address changing market conditions. Those initiatives have been implemented by a new and highly talented executive management team with the skills and experience to effectuate a “top to bottom” operational turnaround for the business. The new management team has implemented an array of transformational initiatives to move Fairway in the right direction. Due to Fairway’s burdensome secured debt obligations, however, Fairway is unable to invest in certain capital improvements and marketing activities it believes to be necessary to effectively compete in the highly-competitive New York metropolitan area market.
Before commencing these chapter 11 cases, the Debtors conducted an extensive process to sell the company or raise additional capital to invest in the business with the assistance of their investment bankers, Greenhill & Co., LLC (“Greenhill”), commencing in January 2015. The capital raise and sale process extended throughout 2015 and into early 2016. During that process, Greenhill contacted over 60 potential investors for or purchasers of the business. Unfortunately, no acceptable proposals were put forward.
Given these and other considerations, the Debtors have concluded in the exercise of their business judgment and as fiduciaries for all of the Debtors’ stakeholders that the best and only viable path to maximize the value of their business and preserve thousands of jobs is a strategic prepackaged chapter 11 filing to implement the Prepackaged Plan.
In other words, nobody even wanted to discuss the purchase of a company which as recently as early 2013 had a market cap of over $500 million.
The full bankuprtcy docket can be found here, while the first day affidavit is presented below.
via http://ift.tt/1WFpLTN Tyler Durden