On 12/21/23, I sent an email to Kroll and several other parties asking how claims are managed and to what extent claims of substantial value are vetted, emphasizing the claims from Jason Coggins and Brandon Meadows. For background, I made a post about that email here. I received a response from Kroll yesterday afternoon, wherein they albeit absolve themselves of having any responsibility concerning the validity of claims, despite being the claims and noticing agent of BBBY's bankruptcy case. Instead, Kroll stated in their reply claims are reviewed and reconciled by the Plan Administrator. Before I go any further, here is the text from Kroll's email for readability, followed by a full screenshot of it:
Thank you for your email.
Kroll, as the claims and noticing agent, does not determine the validity of claims or the validity of objections to claims. Rather, claims will be reviewed and reconciled by the Plan Administrator, and only Holders of Allowed Claims (as defined in the confirmed Plan) will receive distributions in accordance with the terms of the confirmed Plan.
For information regarding the Chapter 11 proceedings, please visit: https://restructuring.ra.kroll.com/bbby/
PLEASE NOTE: Kroll is the appointed claims and noticing agent for Bed Bath & Beyond Inc. and 73 affiliated debtors’ Chapter 11 cases. As such, Kroll is not permitted to provide legal or financial advice. Further, Kroll is not permitted to accept claims via email or fax, and any such information provided via either of these methods will not constitute a claim in these proceedings.
Regards,
_________________________________________
Kroll Inquiries
www.kroll.com
*Effective March 29, 2022, Prime Clerk has rebranded as Kroll. All emails sent by us will now have the domain u/Kroll*.com. Emails sent to the domain* u/primeclerk*.com will continue to be received. Please be assured that your information remains secure and is only being used by us in connection with the purpose for which it is held. This email is confidential and subject to important disclaimers and conditions, including those regarding confidentiality, legal privilege and certain legal entity disclaimers, available at* https://www.kroll.com/disclosure. Our Privacy Policy is available at https://www.kroll.com/en/privacy-policy.
Michael Goldberg was identified as the plan administrator on or around 09/07/23 per Page 7 of Docket Item 2133, whose identity was discussed in greater detail on 09/11/23 in Page 6 of Docket Item 2161.
Kroll's response begs the question; who was responsible for reviewing the validity of claims prior to the appointment of the plan administrator? This is important because Jason Coggins' $500M claim and Brandon Meadows' first claim for $1B surfaced on 05/22/23 and 07/14/23, respectively. I will dig into more filings into the coming days to try and trace which parties should have seen these claims in the ordinary course of business and what processes were involved. Also, I'll obviously be putting an email together to Michael Goldberg while keeping the parties on my original email copied. In the meantime though, I wanted to get this out to the community for input and suggestions regarding any key docket references, arguments, etc. that ought to be included in my forthcoming response.
What a day!
New docket items are appearing on the Kroll website at record pace. Similarly, the number of people participating in the share count tracker continues to rise, both in terms of new participants and with respect to existing participants sharing position updates. I had a lot of family activities to tend to over the weekend, only to find myself way behind on docket items this morning, which led me to think how much of a clusterfuck it is for newcomers to access, organize, and research the growing number of docket items.
As such, for anyone who finds it helpful, the link at the end of this post will take you to a shared Google Drive folder containing Docket Items 1-1061, except for item 2 and 933. If anyone has these files, I'd greatly appreciate them if you're willing to share. Additionally Docket Item 982 is low-quality because the pages are converted from image files to pdfs, but at least we have some version of 982 thanks to u/ChronicHell.
Also included in the linked folder is a folder containing all of the Quick Links files from the Kroll website, i.e., first day motions, first day orders, final NOL oder, etc.
Lastly, I included a spreadsheet spanning a broad range of data regarding BBBY. I posted this a few months ago but this is an updated copy in case anyone wants to research volume, price, FTD, CTB, short interest, and other data up to the point BBBY added a "Q" to the ticker. I plan to update the spreadsheet with BBBYQ data too and will make another post when I do. I'm open to any suggestions and if anyone wants to contribute additional relevant files or create new folders of related content, please let me know.
I realize everyone should be careful about clicking on links from strangers on the internet, which I totally respect, but for what it's worth I zero interest in anything else other than trying to save people time and streamline due diligence. I plan to update this folder throughout the day as often as I can and will most certainly make sure it's updated at the end of each day. I have Kroll's BBBY case website set to auto-refresh on its own monitor, so I'm usually pretty good at grabbing these within 5-15 minutes.
https://drive.google.com/drive/folders/1xmLRR77nYp9FvdEyobipsG1R8OhggHwg?usp=sharing
Several hours ago, Docket Item 604 was uploaded to the Kroll website, encompassing a Master Service, Mailing, Nominee, and Depository Service List spanning 4 exhibits and 1,734 pages. This filing was preceded by Docket Item 390, which I posted about here. The new Docket Item, 604, encompasses the following:
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Exhibit A: Master Service List: 13 pages
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Exhibit B: Master Mailing List: 1,715 pages
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Exhibit C: Nominee Service List: 4 pages
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Exhibit D: Depository Service List: 2 page
Additionally, Kroll sneakily updated the Interim NOL Order to the Final NOL Order today, without any announcements. Cheeky bastards:
This post focuses on Exhibit C of Docket Item 604. Docket Item 390 was filed on 05/18/23, although the actual date of service the filing was in reference to was on 04/28/23. There are 20 calendar days between 04/28/23 and 05/18/23, the point being that BBBY tends to file filings AFTER it has already waited for the standard processing times to transpire. This is important because, when you read a filing, it initially sounds like the next step is 14-20 days away. However, because of the way BBBY files docket items, usually a filing signifies the end of an important period rather than the start of a period.
Getting back on track, the FINAL NOL Order filed yesterday stated:
...A declaration of such status, substantially in the form attached to the Procedures as Exhibit 1A (each, a “Declaration of Status as a Substantial Shareholder”), on or before the later of (A) twenty calendar days after the date of the Notice of Final Order, or (B) ten calendar days after becoming a Substantial Shareholder; provided that, for the avoidance of doubt, the other procedures set forth herein shall apply to any Substantial Shareholder even if no Declaration of Status as a Substantial Shareholder has been filed.
Why is this important? Because while BBBY might seem annoyingly slow, it's throttling the pace as aggressively as possible amid expectations that govern Chapter 11 BK proceedings. Now that we know BBBY is actually working harder than it might seem on the surface, let's return to Exhibit C of Docket Item 604 and delve into the details a bit further.
Docket Item 390, Exhibit E, encompasses a Nominee Service List. On that list are ~180 entities. Docket Item 604, Exhibit C, encompasses a Nominee Service List. On that list are ~105 entities. From Docket Item 390 Exhibit E to Docket Item 604 Exhibit C, 89 unique parties fell of the list while 14 unique parties were added to the list. This difference matters because it exemplifies BBBY is closing in on the entities who hold or portend to hold shares of the stock.
Anyone wondering why their name isn't on this list?
Well....check the previous list, maybe they've been filing Cineworld group shareholders and not BBBY.
Perhaps a honest mistake. They got paid too much for their services and went to celebrate. Or....they can't get a REAL FULL LIST.
2 photos attached.
They did the same fucking thing but for Envision Healthcare Corporation, another company Kirkland and Ellis is representing, when they published the updated Core/2002 List as of 06/01/2023 list. I went fucking bezerk for 8 hours trying to understand why all of these satellite surgery centers were buying out BBBY leases, attempting to connect the dots, until I finally realized it was the wrong 2002 list.
I connected with Kroll via chat and the rep told me I was wrong, until I asked him to explain why 80% of the stakeholders changed and then gave him the URL link to the Core/2002 list for Envision Healthcare Corp which of course matched the one posted on the BBBY website from 06/01/23 to 06/05/23. Makes me wonder if Kirkland and Ellis is taking on a little too much new business all at once.
Guess what?
The equity holders named on Docket 702 Exhibit D are the same as the ones listed on Docket Item 219 from May 5th. So either the list of equity holders is fucked or the page has the wrong case file footnote on it. I want to say it's the latter because I seem to recall some people in the sub saying they saw their name listed in 219, but I could be wrong.
Can anyone verify?
Alright r/BBBY, buckle up. I read through the new 93 page filing and here are some key takeaways for you.
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BBBY has $1.82B worth of debt that must be paid back before shareholders will get a dime.
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They expect store liquidation sales (these include all BBBY stores AND all BABY stores) to bring in a grand total of $718M. This leaves around $1.1B before shareholders will see a dime.
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BBBY has pulled off long shot transactions before and no one should count them out yet.
Listen, the reality here is very grim. Invest here very cautiously as it is extremely likely at this stage that shareholders are screwed. That being said, I am personally hopefully for either a bankruptcy filing bounce (a la Revlon and Party City) which might allow an exit for some of you, or maybe for a late May to late June run up (peak in late June, probably the last week of June after June OPEX), which might allow an exit for some others of you. BBBY would be lucky to get above $1 on either of these “runs” imo, and there’s a slim to near zero chance it could get as high as $2-2.50, but barring a legitimate miracle from above, we have seen the last days of this magnificent company, and it’s not gonna run back to to $5/10/20/30.
For myself, I might pick up a small number of “lotto tickets” this week, or in mid/late May, but Im treating these as lotto tickets and fully expecting to lose every dime. As should you imo.
https://i.imgur.com/qi4hcD7.jpg
It was sent to my address on file when I was employed. (I left like a month before the bankruptcy hit the news). Anyone get one and know what it says/wants/informs?
Anyone who still wants to opt-out can do so via the Kroll website, as mentioned in the opt-out document:
- Go to https://restructuring.ra.kroll.com/bbby/
- click on 'Public Securities Opt-out' on the left hand side
- this will launch a new window, loading the opt-out form
- complete the form if you want to.
This process worked best for me using Chrome browser. Firefox did not return images within the form.
THIS IS NOT FINANCIAL ADVICE.
Edit: To be clear, this is not financial advice. Please do your own research and make your own decisions. I do not know the benefits and/or consequences of opting out vs doing nothing.