
The sale of pro hockey franchise owner Dallas Stars LP was set to close Friday, and its prepackaged reorganization plan was scheduled to go effective, according to debtor counsel.
Martin A. Sosland of Weil, Gotshal & Manges LLP gave that timetable after Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware in Wilmington on Thursday approved the team's sale and confirmed its prepack.
Through the prepack, the National Hockey League team was sold to Vancouver, British Columbia, businessman Tom Gaglardi for $265 million.
Stalking-horse bidder Dallas Sports & Entertainment LP, controlled by Gaglardi, won the team after there were no competing bids received by an Oct. 22 deadline and an auction scheduled for Nov. 21 was canceled.
The combined sale, disclosure statement and confirmation hearing was originally scheduled for Nov. 23, but was moved up one week after the auction was canceled and the confirmation objections were resolved, court filings said.
The Dallas Stars will use proceeds from the sale to repay CFV I LLC, an affiliate of the NHL, $51.38 million in full in cash on an unsecured loan. The sale will give first-lien lenders a $100 million senior secured term loan and would pay fees to the advisers of the debtor and the NHL. The buyer will also assume certain liabilities through the sale.
The $100 million loan will mature in five years and be priced at a Eurodollar rate plus 325 basis points or a base rate plus 225 for the first year. After that, pricing will rise to the Eurodollar rate plus 425 or a base rate plus 325.
The debtor owes $250.89 million to lenders led by J.P. Morgan Securities LLC, Barclays Capital, Barclays Bank plc and J.P. Morgan Chase Bank NA on a first-lien credit agreement issued Dec. 19, 2006.
Besides the Dallas Stars team, the sale includes its ownership interest in the American Airlines Center arena, where it plays its home games, and its interest in four ice arenas in the Dallas-Fort Worth area known as Dr. Pepper StarCenters.
The debtor owns 50% of a joint venture, Center GP LLC, which owns the American Airlines Center. Mark Cuban, owner of the National Basketball Association's Dallas Mavericks, owns the rest of the JV.
No buyer, including Dallas Sports & Entertainment, would have been allowed to move the Stars from Dallas to another location under the bidding procedures established for the sale.
The hockey team filed for Chapter 11 on Sept. 15 with a prepackaged reorganization plan in place.
Through the prepack, second-lien lenders would receive $500,000 in cash from the first-lien lenders. The team owes $146.23 million in second-lien debt to a group led by J.P. Morgan Securities, Barclays Capital and GSP Finance LLC. The second-lien debt is dated Dec. 19, 2006.
Under the plan, priority nontax claims will be assumed by the buyer and paid in full in cash. Other secured claims and certain unsecured claims will also be assumed by the buyer. Unsecured creditors whose claims were not assumed by the buyer will be wiped out.
Equity holders will receive a recovery through the sale proceeds only if the sale price were sufficient to pay second-lien lenders in full, the plan said -- making a recovery highly unlikely.
All of the Stars' first-lien lenders voted to accept the plan, while second-lien lenders voted 89.6% in amount and 85.7% in number to accept it.
The Frisco, Texas, team blamed the Sept. 15 bankruptcy filings it and three affiliates made on crushing debt and a protracted out-of-court sales process that left the company calculating that it would be unable to meet its operating expenses as of Nov. 30.
The Stars have been experiencing cash flow deficiencies since 2004. In 2005, the company lost some $70 million in anticipated revenue when the NHL season was canceled due to a work stoppage by its players.
Stars owner Thomas O. Hicks provided more than $150 million in financial support to the team, but "due to the unprecedented downturn in the U.S. economy and the housing industry, as well as the global economic recession and other commitments and contractual restraints," he ceased his funding in April 2009, court papers said.
Besides Sosland, Ronit J. Berkovich and Glenn D. West of Weil, Gotshal & Manges and John H. Knight and Mark D. Collins at Richards, Layton & Finger PA are debtor counsel. None could be reached for comment.
Counsel to the buyer is Jim Rossiter of Baker & McKenzie LLP.
J. Gregory Milmoe and Thomas Gowan of Skadden, Arps, Slate, Meagher & Flom LLP represent the NHL.