www.pwc.co.uk/tcg Joint Administrators’ proposals for achieving the purpose of administration TCG Pubs Limited High Court of Justice, Chancery Division, Companies Court Case no. 6430 of 2015 TCG Bars Limited High Court of Justice, Chancery Division, Companies Court Case no. 6431 of 2015 TCG Taverns Limited High Court of Justice, Chancery Division, Companies Court Case no. 6432 of 2015 TCG Inns Limited High Court of Justice, Chancery Division, Companies Court Case no. 6433 of 2015 TCG Management Services Limited High Court of Justice, Chancery Division, Companies Court Case no. 6434 of 2015 (all in administration) 20 November 2015
28
Embed
TCG Pubs Limited TCG Bars Limited - PwC UK...the Companies (which are UK-registered) own the fixtures and fittings within these freehold pubs and also own leasehold pubs operated by
This document is posted to help you gain knowledge. Please leave a comment to let me know what you think about it! Share it to your friends and learn new things together.
Transcript
www.pwc.co.uk/tcg
Joint Administrators’ proposals for achieving the purpose of administration
TCG Pubs Limited High Court of Justice, Chancery Division, Companies Court Case no. 6430 of 2015
TCG Bars Limited High Court of Justice, Chancery Division, Companies Court Case no. 6431 of 2015
TCG Taverns Limited High Court of Justice, Chancery Division, Companies Court Case no. 6432 of 2015
TCG Inns Limited High Court of Justice, Chancery Division, Companies Court Case no. 6433 of 2015
TCG Management Services Limited High Court of Justice, Chancery Division, Companies Court Case no. 6434 of 2015
(all in administration)
20 November 2015
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 1
Contents 1. Abbreviations used in this report ................................................................................................................. 2
2. Purpose of this report .................................................................................................................................... 3
3. Summary of the possible outcome for creditors .......................................................................................... 5
4. Background, strategy and progress .............................................................................................................. 6
9. Receipts and payments accounts ................................................................................................................ 20
10. Group structure ........................................................................................................................................... 25
11. Copy of the statements of affairs ................................................................................................................ 26
12. Copy of SIP16 – Pre-packaged sales in Administration ............................................................................ 27
The statements of affairs are contained in separate documents when viewed on our website. The SIP 16 is contained in a separate document when viewed on our website.
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 2
1. Abbreviations used in this report
The following abbreviations may be used from time to time throughout this report:
“the Administrators”, “us” or “we” David Christian Chubb and Michael John Andrew Jervis of PwC
“the Group” Tattershall Castle Group Limited group of companies as shown on
the Group structure at Section 10
“Bars Co” TCG Bars Limited
“Pubs Co” TCG Pubs Limited
“Taverns Co” TCG Taverns Limited
“Inns Co” TCG Inns Limited
“Management Co” TCG Management Services Limited
“Top Co” Tattershall Castle Group Limited
“IBRC” Irish Bank Resolution Corporation Limited
“IA86” The Insolvency Act 1986
“IR86” The Insolvency Rules 1986
“Prescribed Part” Funds ring-fenced for unsecured creditors in accordance with
Section 176A IA86 which would otherwise have been payable to
the holder of a qualifying floating charge
“PwC” PricewaterhouseCoopers LLP
“Sch.B1 IA86” Schedule B1 to the Insolvency Act 1986
“Secured Lender” LSREF III Wight Limited
“SIP” Statement of Insolvency Practice
“Stonegate” or “the Purchaser” Stonegate Pub Group Limited
“the transaction” The sale of the majority of the Companies’ business and assets to
Stonegate on 29 September 2015
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 3
2. Purpose of this report
We previously wrote to all known creditors to give notice that we were appointed joint administrators of the
Companies on 5 October 2015.
In this report we provide a brief history of the Companies, explain why they were put into administration
and set out our proposals for achieving the purpose of the administrations. We also include details of the
Companies’ assets and liabilities, and give an initial indication on the likely outcome for each class of
creditor.
The purpose of an administration is to achieve one of the following objectives:-
(a) Rescuing the company as a going concern, or if that is not possible or if (b) would achieve a better
result for the creditors than (a);
(b) Achieving a better result for the company’s creditors as a whole than would be likely if the company
were wound up (without first being in administration), or finally, if that is not possible;
(c) Realising the company’s assets to pay a dividend to secured or preferential creditors.
In each case, we are pursuing objective (b) as it was not reasonably practical to rescue any of the Companies
as going concerns.
Our role as administrators is to manage the Companies until our proposals for achieving the purpose of the
administrations have been agreed and implemented as far as possible. The administrations will then end in
the manner described later in this report.
This document and its appendices form our statement of proposals for achieving the purpose of each
administration.
As detailed in Section 3, we have formed the view that the Companies have insufficient property to enable a
distribution to be made to unsecured creditors other than potentially by virtue of the Prescribed Part as
provided for by Section 176A IA86. Accordingly, by virtue of Paragraph 52(1) Sch.B1 IA86, a meeting of
creditors is not being convened at this time in respect of any of the Companies.
In accordance with Rule 2.33(5) IR86, our proposals will be deemed to have been approved by creditors
unless a meeting of creditors is requisitioned in the prescribed manner by at least 10% in value of creditors
within eight business days of the date on which these proposals are circulated. We will write to creditors
again after the expiry of this period to confirm the deemed approval of the proposals, or alternatively
confirm that a meeting is to be held.
If you have any questions in connection with this report or what is being proposed, please contact my
colleague Katharyn Froggett on 0113 289 4155.
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 4
Yours faithfully
For and on behalf of the Companies
………..…………………………………………
David Chubb
Joint Administrator David Chubb and Michael Jervis have been appointed as joint administrators of TCG Bars Limited, TCG Pubs Limited, TCG Inns Limited, TCG Taverns Limited and TCG Management Services Limited to manage their affairs, business and property as their agents and without personal liability. The joint administrators are licensed in the United Kingdom to act as insolvency practitioners by the Institute of Chartered Accountants in England and Wales. The joint administrators are Data Controllers of personal data as defined by the Data Protection Act 1998. PricewaterhouseCoopers LLP will act as Data Processor on their instructions. Personal data will be kept secure and processed only for matters relating to the administrations. The joint administrators are bound by the Insolvency Code of Ethics which can be found at: https://www.gov.uk/government/publications/insolvency-practitioner-code-of-ethics
The table below provides a summary of the possible outcome for the various classes of creditors, based on current information. More information is provided later
in this report. Please note this guidance on dividends is only an indication and should not be used as the main basis of any bad debt provision.
LSREF III Wight Limited
Estimated total debt (£):
Estimated % recovery:
Forecast timing:
Tattershall Castle Group Limited
Estimated total debt:
Estimated % recovery:
Forecast timing:
Amount owed to preferential creditors (£) 7,000
Estimated % recovery for preferential creditors: Nil
The following are costs incurred prior to the appointment of Administrators but with a view to the Companies entering Administration. It is proposed that the
unpaid costs will be paid as an expense of the Administration. Such payment is subject to approval under Rule 2.67 of the Insolvency Rules 1986 and not part of the
proposals subject to approval under paragraph 53 Sch.B1 IA86. A breakdown of such unpaid costs, split between fees incurred by the Administrators and expenses
incurred by the Administrators can be found below:
Breakdown of fees incurred by the Administrators prior to appointment
The work undertaken prior to our appointment included:
Reviewing the offer from Stonegate for certain assets of the Group, and considering the steps and structure which would be required to implement a sale;
Supporting the implementation of the proposed restructuring, including reviewing the timeline and estimated outcome for creditors of using an insolvency
process for the transaction;
Preparing for a proposed pre-packaged sale of certain assets of the group to Stonegate; and
Statutory and planning work in relation to the appointment including internal compliance and risk procedures.
All of the above fees are unpaid. There have been no fees which have already been paid associated with the administration.
Breakdown of expenses incurred by the Administrators prior to appointment
Unpaid amount (£)
Paid amount (£)
Agents’ fees (Edward Symmons) (*):
Bars Co 11,320.75 -
Pubs Co 11,886.80 -
Taverns Co 4,528.30 -
Inns Co 2,264.15 -
Management Co - -
30,000.00 -
Legal fees (BLP) (**):
Bars Co 1,000.00 -
Pubs Co 1,000.00 -
Taverns Co 1,000.00 -
Inns Co 1,000.00 -
Management Co 1,000.00 -
5,000.00 -
Fees charged by other persons qualified to act as an insolvency practitioner - -
Expenses charged by other persons qualified to act as an insolvency practitioner - -
Total 35,000.00 -
Note: All of the above figures are exclusive of VAT
(*) Agents’ services consisted in advising on what element of the pub sale consideration should be allocated to moveable fixtures and fittings. It was important to ensure that the apportionment of the sale proceeds between fixed and floating charge realisations was appropriate. The work was undertaken through a review of the fixed asset register of the Companies, visiting a sample of pubs and discussions with management. (**) Legal fees incurred in placing the Companies into administration.
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 20
9. Receipts and payments accounts
TCG Bars Limited Receipts and payments account for the period 29 September 2015 to 28 October 2015
Directors'
statement of
affairs
29 September
2015 to 28
October 2015
(£) (£)
Fixed charge
Receipts
1 3,600,000 Leasehold property -
13,600,000 Total receipts -
Payments
(1 3 ,600,000) Distribution to the Secured Lender -
- Total payments -
Floating charge
Receipts
682,7 96 Cash at bank 1 64,427 .62
- Cash floats 86,250.00
404,958 Debtors -
240,000 Fixtures and fittings 1 83,333.34
324,000 Stock 336,000.00
682,796 Total receipts 770,010.96
Payments
Statutory adv ertising (26.80)
Sundry appointm ent related costs (35.00)
Total payments (61 .80)
Net floating charge realisations 769,949.16
VAT control account -
Balance held in interest bearing current account 769,949.16
Represented by: (£)
Held in Barclay s 7 69,949.1 6
Total 769,949.16
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 21
TCG Pubs Limited Receipts and payments account for the period 29 September 2015 to 28 October 2015
Directors'
statement of
affairs
29 September
2015 to 28
October 2015
(£) (£)
Fixed charge
Receipts
5,330,000 Leasehold property -
5,330,000 Total receipts -
Payments
(5,330,000) Distribution to the Secured Lender -
- Total payments -
Floating charge
Receipts
404,1 41 Cash at bank 1 39,959.28
- Cash floats 80,450.00
204,935 Debtors -
250,000 Fixtures and fittings 1 56,41 0.30
222,559 Stock 202,000.00
1,081,635 Total receipts 578,819.58
Payments
Statutory adv ertising (26.80)
Sundry appointm ent related costs (35.00)
Total payments (61 .80)
Net floating charge realisations 578,757.78
VAT control account (26.80)
Balance held in interest bearing current account 578,730.98
Represented by: (£)
Held in Barclay s 57 8,7 30.98
Total 578,730.98
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 22
TCG Inns Limited Receipts and payments account for the period 29 September 2015 to 28 October 2015
Directors'
statement of
affairs
29 September
2015 to 28
October 2015
(£) (£)
Floating charge
Receipts
80,7 22 Cash at bank 62,635.25
- Cash floats 33,300.00
20,000 Fixtures and fittings 1 5,384.60
1 8,7 1 1 Stock 22,000.00
80,722 Total receipts 133,319.85
Payments
Statutory adv ertising (26.80)
Total payments (26.80)
Net floating charge realisations 133,293.05
VAT control account -
Balance held in interest bearing current account 133,293.05
Represented by: (£)
Held in Barclay s 1 33,293.05
Total 133,293.05
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 23
TCG Taverns Limited Receipts and payments account for the period 29 September 2015 to 28 October 2015
Directors'
statement of
affairs
29 September
2015 to 28
October 2015
(£) (£)
Floating charge
Receipts
329,698 Cash at bank 201 ,291 .47
- Cash floats 1 7 ,1 50.00
7 80 Debtors -
80,000 Fixtures and fittings 44,87 1 .7 6
- Interest receiv ed -
94,339 Stock 7 8,000.00
504,817 Total receipts 341,313.23
Payments
Statutory adv ertising (26.80)
Total payments (26.80)
Net floating charge realisations 341,286.43
VAT control account -
Balance held in interest bearing current account 341,286.43
Represented by: (£)
Held in Barclay s 341 ,286.43
Total 341,286.43
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 24
TCG Management Services Limited Receipts and payments account for the period 29 September 2015 to 28 October 2015
Directors'
statement of
affairs
29 September 2015
to 28 October 2015
(£) (£)
Floating charge
Receipts
1,734,236 Cash at bank 1,733,589.49
- Fixtures and fittings -
- Interest received 11.23
- Stock -
- Third party funds 3,730.33
1,734,236 Total receipts 1,737,331.05
Payments
Bank charges (30.00)
Funding advanced on behalf of secured creditor (note 1) (1,600,000.00)
Statutory advertising (26.80)
Total payments (1,600,056.80)
Net floating charge realisations 137,274.25
VAT control account -
Balance held in interest bearing current account 137,274.25
Represented by: (£)
Held in Barclays 137,274.25
Total 137,274.25
Note 1
Funding advanced on behalf of secured creditor in respect of
payments to certain trade creditors under the terms of the
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 26
11. Copy of the statements of affairs
This section contains a copy of the directors’ statement of affairs for each of the Companies. When viewed on our website, the statements are contained in separate documents.
TCG Bars Limited, TCG Bars Limited, TCG Inns Limited, TCG Taverns Limited, TCG Management Services Limited – all in administration
Page 27
12. Copy of SIP16 – Pre-packaged sales in Administration
This section contains a copy of the appendix to our letter of 5 October 2015 which provides details of the immediate sale of the majority of the Companies’ business and assets (in accordance with SIP 16). When viewed on our website, the appendix is contained in a separate document.