Mall Shenanigans (Short short-termism) & New York City Retail

The degree of short-termism reflected in this piece is mind-boggling. In a nutshell, anchor tenants like Macy's ($M), JC Penney ($JCP) and Sears ($SHLD) are squeezing landlords over waivers of reciprocal easement agreements (REAs), often holding out for payments. Sure, we understand the basics of contract rights but it strikes us as pennywise-and-pound-foolish to delay any updates to malls on account of...signage? Maybe these guys didn't get the memo that many malls - particularly those with Macy's, JC Penney and Sears as anchor tenants - are under existential siege and everyday that passes without significant and meaningful change is another day closer to the grave. Meanwhile, the New York City retail sitch is looking bloodier and bloodier, with retail tenants seeking massive rent reductions from their landlords. Choice quote from an obstinate landlord, “None of those tenants would agree to pay more rent to me if I asked them to because the market had gone up.”Hahaha, WOW. We guess, uh, he's gotta point??

Amazon (We Repeat: How Many Bankruptcies Will Result From it?)

Beast...this kinda sorta ought to do away with the showroom concept. This Prime Wardrobestuff ought to do away with certain clothier's sales and, eventually, the curated subscription clothing services like Stitch Fix and about 1000 others we constantly see advertised in our Facebook news feeds (thankfully?). Oh, and some more mall traffic. Speaking of Amazon, this is the best piece we've seen on the latest M&A deal: a must read.

Interesting News (Weed, Quora, Dead Malls & More)

Bankruptcy Code Section 4:20. Just kidding...the bankruptcy code isn't available for folks who make money off of weed. 

Busted TechAnswers.com takes a stray bullet in this piece about IAC's plans to shut down About.com. The fact that About.com has actually still been running this whole time renders us - yes, even us - speechless. Meanwhile, more busted tech is coming...soon. On the flip side, Quora is now a unicorn so who the hell really knows?

Canada. Housing is looking like an oncoming disaster - particularly in Toronto - and blood is appearing in the water.

Casual Dining. Quietly, a NYC mainstay is disappearing

Dead Malls/Investing. David Simon's optimism notwithstanding (see above), everyone is all over the "short the malls" thesis - now even extending it to the "A Malls" that, prior to recently, were generally considered to be impervious to this retail malaise (note: there's over $1b of short interest on SPG currently). And this guy from Alder Hill Management LP is the poster child. (Let us know if you want his report: PETITION has it.) Some are throwing shade all over this hype. Finally, according to this, maybe we should all be doing a better job to ensure that algorithmic shopping doesn't gain more ground and malls actually DO survive.

Oil & Gas. Nothing like a good old corruption allegation that embroils multiple law firms and a private equity shop to help push a company (here, Cobalt International Energy) closer to bankruptcy (paywall).

Oil & Gas II. Wait. So now we're at an oil and gas deficit?!

Retail II (Jamming like a Boss). While Gibson Brands was able to refinance its debt and push out issues, Guitar Center is looking increasingly troubled. Given that the company is private equity-owned, undoubtedly there is an over-leverage story here (like with all other PE-owned retail), but we wonder whether the show-room trend is particularly applicable to this kind of business. We asked our artsy friends and one of them openly admitted to strapping in at the local GC and then purchasing on Amazon. The pricing was the same and he didn't have to worry about lugging it home. We find the in-store lessons narrative dubious as well. There are countless online resources for learning guitar - YouTube, most notably. Meanwhile, we enjoyed this decidedly millennial take on the death of retail

Retail (Canadian Lumber Edition). Kidding, more like Canadian cashmere. Washable cashmere company Kit and Ace is restructuring in an additional acknowledgement that brick-and-mortar retail is tough - even if you're a VERY proven founder of successful apparel companies (in this case, Lululemon). Choice quote within: "Really it was just another store." Something tells us "Just another store" won't be part of the restructured company's marketing strategy.

SolarSunEdisonSungevitySunivaVerengoSolarCity. Okay, just kidding about the last one but who knows what would've happened sans Elon Musk's Tesla/Solarcity merger shenanigans. Now Heliopower. We know many of you know the solar story: too much subsidy, too much debt, flooded supply from China pressuring margins, yadda yadda yadda. But we wonder if any of you have a notion with respect to a potential successful business model. We're serious: we're crowdsourcing your view here...

TaxisCalling for a bailout.

The Profit. That's what Marcus Lemonis calls his CNBC show and now we'll get to see whether he can make some with the Camping World-led purchase of select portions of the Gander Mountain business in bankruptcy.


Fast Forward (Beauty). Uh oh. We noted last week that beauty category has been largely e-commerce resistant. Well, maybe not.

Rewind I (Bueller, Bueller). Get on with it already. Takata has become the new Westinghouse. Lots of noise. Just a matter of when. And, shocker! iHeartMedia's proposed subscription service with Napster - YES, NAPSTER - hasn't helped generate enough revenue to counteract $20b of debt.

Rewind II (Literally): We are as guilty as anyone hyping up the potential of autonomous cars but if anything is indicative of the wholesale difficulty to achieve 100% adoption, it's this piece about surviving Blockbuster franchises. Suffice it to say, there won't be driverless cars rocking the streets of Alaska anytime soon.

Rewind III (Shipping): We all know that the shipping industry hasn't been immune to its fair share of troubles the past year or so. Notably, HanjinToisaDaewooEzra, and International Shipholding have all seen themselves in bankruptcy court. And, of course, Algeco Scotsman restructured as did Modular Space Corporation, as container companies, naturally, have also felt the effects. So, we thought this use case for surplus modular containers was interesting and we're dying for one of our readers in, say, Texas, to get one of these and report back.

Rewind IV (Apologies...More on the Retail Apocalypse): Last week we highlighted Jeff Jordan's early 2014 call on retail. Subsequently, he dove into the mall scene: you can read it here. The below excerpt should be particularly interesting to PETITION readers as we've been saying for some time that restructuring pros who continue to claim that Bonobos and Warby Parker will fill the retail void are, quite plainly, making a$$es out of themselves. As are, quite notably, REIT CEOs. Nothing has changed since JJ wrote this...

News for the Week of 2/19/17

  • Capital Markets. The return of the Holdco PIK Toggle bond - a precursor to the inevitable market collapse. Or so they say.
  • Coal. Plants are closing. Looks like some votes from coal country were misplaced.
  • Dead MallsInvesting. See, e.g., this piece on Macerich. We don't typically cite to Seeking Alpha's collection of vagabonds and yahoos, but we found this particular analysis of A Malls interesting.
  • Exploration & Production17 months after filing its prepackaged bankruptcy case(s)...or was it prearranged?...sh*t, it's been so long that we can't even remember, Samson Resources Corporation finally has a confirmed plan of reorganization. We'd be curious to see what the professional fees are as a percentage of debt ($5.6b): perhaps this should be a new in-court ratio for courts to consider as part of 327(a) review. At least we got a new term of art out of it: "the Kirkland Prepack". So, there's that (2x if you consider EFH this week, too). 
  • Nuclear powerToshiba took a beating on Westinghouse this week. And now there are whispers of bankruptcy.
  • Retail. We have a Billions-style therapist in-house who keeps using bad sex metaphors to inspire us to be more positive about retail. Ok, no we don't: last we checked none of you are paying for this newsletter and so how the hell would we afford THAT?! Still, there are some positive signs for retail: Barron's, for instance, thinks Macy's stock has fallen too far and has upside. Meanwhile, specialty women's retailer J.Jill has filed its S-1 under the JOBS Act for an IPO which either means there's one retailer bucking recent trends or - more likely - TowerBrook Capital Partners LP is looking to dump this thing before Amazon gobbles it up like it has everything else. Damn...that was cynical and negative wasn't it?  Well, we tried. 
  • Retail II. This week we learned that Warren Buffett dumped his entire position of Walmart stock ($900mm) which, as this piece notes, ain't exactly a vote of confidence in retail. Perhaps Buffett would have reconsidered had he known about "Moosejaw Madness." You read that right: this week Walmart spent $51mm to purchase Moosejaw, a Michigan-based online retailer (with about a dozen B-and-M locations). Interestingly, the business is similar to Gander Mountain which, as we covered last week, is staring down the barrel of a liquidation. Oh, and hhgregg isn't exactly instilling confidence either (yes, its publicly traded). But, in an ironic twist, Amazon is upping to 8 B-and-M book stores.
  • Retail III. This won't help mall foot traffic: frustrated by a lack of options, start-ups like Dia&Co. are looking to tackle the plus-size market (with wholly-unoriginal Birchbox-style monthly mailings). And a fresh round of funding from well-known VC Sequoia Capital will aid the effort. Speaking of Birchbox, note that the business - despite being copied by a slew of other start-ups - isn't exactly a shining tower of success; it recently took on venture debt (and rif'd staff) and now it's exploring pricier options to juice revenues.
  • Shipping. A bloodbath in China for the shipbuilders and Hanjin Shipping = toast.
  • Uber. With $500 million of delinquent taxi medallion loans, NY state regulators seized the Melrose Credit Union. #disruption 
  • WindNo holding it back

What the Pros Say (2/12/17)

  • European Distressed DebtOrrick and Greenhill & Co. Inc. team up to summarize the state of European distressed debt in 2017.
  • Malls. Kenneth Rosen of Lowenstein Sandler LLP discusses the need for malls to diversify given a multitude of challenges to retail. 
  • Marblegate/TIA - King & Spalding LLP's Michael Rupe, W. Austin Jowers, Jeffrey Pawlitz, Christopher Boies and Michael Handler offer their thoughts on the recent much-discussed ruling on the Trust Indenture Act. 
  • Subordination. Michael Friedman and Leo Gagion of Chapman & Cutler LLP discuss the recent Ninth Circuit decision on subordination. 
  • Survey. AlixPartners released its 2017 restructuring experts survey. Read it here. And here is a summary

News for the Week of 01/29/17

  • Artificial Intelligence. Throw the phrase "AI-based" in front of anything and all of the sudden it's like gold. Including retail. We're pretty sure we'll start seeing established companies start rebranding to curtail further devolution, e.g., neiman-marcus.ai or Macy's.ai. After all, we have MacGuyver back on TV and Luke Skywalker back in the theaters...might as well get nostalgic for .com-style frenzy. 
  • Boutique IBanking. An interesting review of the stock performance of one of the original public boutique investment banking firms out there: Greenhill & Co
  • Coal. Longview Power CEO Jeff Keffer's assessment of the industry. TL;DR...at least under Trump there's a chance...
  • Conflicts. Believe it or not, conflicts DO exist in bankruptcy court. We're just as shocked as you, but in the Transtar bankruptcy cases, Willkie Farr & Gallagher LLP submitted a motion seeking to withdraw from the case after it determined that "in responding to requests by the Examiner in the course of its investigation, WF&G's own interests may conflict with the interests of the Debtors, or create an appearance of such a conflict." Pinch us. Jones Day LLP is apparently taking Willkie's place for the debtors.
  • Hedge funds. This about sums it up: "No matter what initial capital you give the hedge fund to start with, the hedge fund will become richer than you since its real talent is transferring your wealth into its coffers..."  Indeed, with 2/20, a hedge fund making 10% will make more money than its investors in 17 years.
  • Malls. We probably give the impression that we really love to shop given all of the mall talk lately. But, c'mon, you can talk to us until you're blue in the face about A Malls and C Malls but the truth is that A-LL malls are looking increasingly screwed. There are so many experiential possibilities. 
  • Neiman Marcus as a High Yield Sinkhole. The debt is plummeting: some holders are hitting eject on high yield retailers. And more concerns about liquidity in the bond market.
  • Taxis. So, the Uber effect is contagious? Seemingly so. Capital One Financial holds a distressed (and distressing) taxi medallion lending portfolio. Ugly chart here. Clearly the business traveler has embraced non-taxi options.
Natural gas price projections.

Natural gas price projections.

News for the Week of 12/11/16

  • Argentina. Lawyers get credit for a break in the 15-year impasse.  
  • Distressed Legal Debt. Wait, say what? Anchorage Capital purchased Citi's debt in law firm Slater & Gordon for $0.38/on-the-dollar. 
  • Solar & Wind. In the wake of La Paloma Generating and Illinois Power Generating Company (Genco) both filing for bankruptcy (see below), solar seems to be gaining momentum with measurable progress in Florida and California (San Diego). But not just solar: this week Google announced that its reducing its carbon footprint with direct purchases of renewable (wind) energy. See Chart of the Week II below.
  • Fast Forward: UnderArmour announced this week that, starting in 2020, it has exclusive rights to produce Major League Baseball's uniforms. While this is a way off and numbers for MLB fanhood may be even weaker than today, this is a big deal for them and a major loss for Majestic Athletic. Cause and effect: we're wondering what this will mean for Majestic's business go-forward...
  • Rewind I: Dead Malls. People can't seem to talk about this enough: here, some ways to invest it.
  • Rewind II: Dallas. We previously mentioned the pension issues there and talk of Chapter 9. This week Moody's released a report highlighting that Texas' four largest cities have a combined $22.6 billion in underfunded pension liabilities. Yikes.
  • Rewind III: Last week we noted the injunction in place delaying, for now, a mandated overtime pay rule that is thought to endanger retail profits further. Some companies have decided to implement the change preemptively. 
  • Chart of the Week: When viewed in tandem with last week's chart about peak oil, the rise of battery-powered cars is marked.  

Renewable energy use...this is changing rapidly:

What the Pros Say (Week of 11/20/16)

Things must have slowed down as a lot of professionals are putting pen to paper...

  • Dead Malls. FTI Consulting provides an analysis.  
  • Deathtraps. Proskauer LLP's Daniel Desatnik discusses "death traps" as a tool in restructurings.
  • Default Interest. Troutman Sanders LLP's Penelope Parmes, Matthew Brooks and Meghan Wells discuss a recent Ninth Circuit decision.
  • Distressed Oil & Gas. Haynes & Boone LLP's Charles Beckham and Opportune LLP's Ryan Bouley discuss distressed debt and oil and gas bankruptcy
  • Election. Oaktree Capital Management's Howard Marks follows up on his pre-election letter with these insights.
  • Jevic. Rebecca Hollander of Cole Schotz LLP discusses the upcoming Supreme Court hearing.
  • LLC Blockers. Nancy Peterman of Greenberg Traurig LLP discusses blocking rights in LLC operating agreements
  • Make-Whole Analysis. Bracewell's Evan Flashen, David Lawton and Mark Dendinger review the Third Circuit's reversing opinion. As do Schulte Roth & Zabel LLP's Adam Harris, Lawrence Gelber, Michael Cook, and Lucy Kweskin here.
  • Retail and Consumer Products. FTI Consulting released its 2016 Holiday Retail Report.
  • Shipping. Bracewell's Evan Flaschen and Mark Dendinger are prolific this week, also addressing the increasingly distressed shipping space. Seward & Kissel LLP's John Ashmead, Michael Timpone, and Robert Gayda also address the distressed shipping space - highly relevant in light of this week's crazy drybulk shipper movements (see Dryships).

News for the Week of 11/06/16

  • For-Profit Education - Despite a recent settlement with the government, for-profit educator DeVry University faces new headwinds. Also, another college closure.  
  • Fossil joins the ranks of retailers who will soon be taking restructuring charges and closing stores.
  • Healthcare/Pharma - many distressed investors and professionals are turning their attention away from E&P, OFS and retail are turning their attention here given the possibility that increased regulatory pressure may create more stress.
  • Lumber Liquidators continues to face legal scrutiny: is it a near-term bankruptcy candidate?
  • Municipal bankruptcy -  Populism converges on Scranton as a $500mm+ debt load triggers voter movement to put bankruptcy to vote.  
  • Payday Lenders are under siege.  
  • Private Equity - an assessment of its influence and future.  

  • Last Week: We noted the large AUM raises by Oakhill and Carlyle for deployment into the distressed market. In contrast, Fortress Investment Group underscores that prices are too rich and yields too low, and so they're prepared to return investor funds.
  • Last Week II: As "Dead Malls" continue to garner attention, a major mall owner talks up its own book and projects a major Aeropostale turnaround.
  • Last Week III: In the wake of increased seismic activity, Oklahoma and federal regulators order the closure of injection wells in Oklahoma. We noted this issue in last week's feature.  
  • Chart of the Week