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Assets of Idaho Beverage Manufacturing Company
Listing Information
Attachments
Assets of Idaho Beverage Manufacturing Company
Price: $175,000.00
Other Item Info
Item #: idbke_165832
Created: 10/18/2021
Category: Business Property > All Assets or Going Concerns > Beverages
Sale Location: Idaho Falls, Idaho
Sale Date: Wed. Dec 15, 2021
Created: 10/18/2021
Category: Business Property > All Assets or Going Concerns > Beverages
Sale Location: Idaho Falls, Idaho
Sale Date: Wed. Dec 15, 2021
Seller Info
Brian M. Rothschild
Debtor's Attorney
201 South Main Street, Suite 1800
Salt Lake City,, Utah 84111
801.532.1234
Debtor's Attorney
201 South Main Street, Suite 1800
Salt Lake City,, Utah 84111
801.532.1234
Bankruptcy Info
Case #: 4:21-bk-40059
Case Title: Divinia Water, Inc.
Court: Idaho Bankruptcy Court
Chapter: 11
View Case Docket
Case Title: Divinia Water, Inc.
Court: Idaho Bankruptcy Court
Chapter: 11
View Case Docket
Description
Sale of all assets of Divinia Water, Inc. which includes:
- all Intellectual Property Assets or Other Intangible Property Assets owned or held by the Seller, including but not limited to the assets listed on Schedule 1.1(a) of the APA;
- all Tangible Personal Property owned by the Seller directly related to the operation of the Business, including without limitation, inventory, account receivables, furniture, equipment, supplies, and vehicles, to the extent in existence as of the Closing Date;
- any interest of Seller under the Leases and any other Contracts of Seller that are described on Schedule 1.1(c) of the APA (collectively, the “Assumed Contracts”);
- to the extent transferable and assignable, all of the Seller’s interest in the Business Permits held by Seller, in each case to the extent transferable, Seller will transfer, assign, and convey to Purchaser such Business Permits in each instance only upon issuance of the requisite approvals from the relevant Governmental Body (collectively, the “Business Permits”);
- all accounts receivable of the Business (provided, that, Purchaser does not assume any Liability for amounts owed to any Person with an accounts receivable account with a negative balance);
- the goodwill of the Business;
- all customer and supplier lists, employee, and related lists and records, advertising and promotional materials, websites, and telephone numbers primarily or exclusively related to the Business; and
- all other assets related to, associated with or used in the conduct of Business and/or the Purchased Assets excepting therefrom the Excluded Assets.
Financial Overview
Income and Expenses ($)
months
Revenue/Gross Income:
Total Expenses:
Cash Flow:
Asset and Liability Summary ($)
Receivables:
Inventory:
FF&E:
Real Estate:
Total Assets:
Liabilities to assume:
Sale Location
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Idaho Falls, ID, 83402
Additional Details
- Minimum bid: $215,000.00
- Bid increment: $20,000.00
- Bid deposit: ten percent (10%) of the highest proposed purchase price
- Bid deadline: December 14, 2021
Serve Sale and Cure Notices to Contract and Lease Counterparties: Within three (3) business days after entry of Bid Procedures Order
Deadline to Meet Participation Requirements: Dec. 6, 2021
Deadline to Submit Qualified Bids: Dec. 13, 2021
Auction (if any): Dec. 15, 2021, at 10:00 a.m.
Deadline for Filing Notice of Successful Bidder and Back-Up Bidder and Sale Motion and Notice of Intent to Assume: Dec. 17, 2021
Deadline to Object to Adequate Assurance: Dec. 31, 2021, at 5:00 p.m.
Deadline to File Objections to Sale Motion and Sale Order: Dec. 31, 2021, at 5:00 p.m.
Deadline for Debtor to Reply to Sale Objections and Requests for Adequate Assurance: Jan. 7, 2022
Sale Hearing: Jan. 24, 2022, at 10:00 a.m.
Other Information
Terms and Conditions:
Property to be sold
Substantially all of the Debtor’s assets, including all property set forth in the Debtor’s schedules of assets, and as set forth in the APA, attached as Exhibit B to the Motion, which are hereby incorporated by reference.
Date, time, and place of sale
Only in the event that the Debtor receives at least two Qualified Bids by the Bid Deadline, the Debtor shall conduct an auction (the “Auction”) of the Purchased Assets to determine the highest and otherwise best bid with respect to the Purchased Assets. In such event, the Auction will commence at 10:00 a.m. (Mountain Time) on December 15, 2021, at the offices of PARSONS BEHLE & LATIMER, 350 Memorial Drive, Suite 300, Idaho Falls, ID 83402 (the Debtor’s counsel will make accommodations for remote participation for all parties and their professionals upon request)
Material terms of the sale
Buyer: Cellular Alchemy Rx, Inc., a California Corporation, or such other person who becomes the Winning Bidder
Terms: As set forth the APA, attached as Exhibit B to the Motion, which are hereby incorporated by reference Price: $175,000 or such higher price as is achieved at the Auction
Connections to the Debtor: Cellular Alchemy Rx, Inc. intends to hire certain of the Debtor’s current principals, including Steven Sedlmayr, Remy Sedlmayr, Crosby Sedlmayr, and Kiersten Sedlmayr, as employees and, upon achieving certain performance goals, grant equity in the new company to them.
Sale free and clear
The assets will be sold free and clear of all interests under 11 U.S.C. § 363(f)
Estimated fair market value
The liquidation value of the assets is approximately $140,100.00 as set forth in the Liquidation Analysis attached as Exhibit A to the Plan of Reorganization, which is derived from the equipment appraisal of a licensed equipment appraisal. The Debtor’s operations have neutral or negative cash flow and so do not have additional going-concern value.