Keen-Summit Capital Partners Sells Two Assisted Living Facilities in Virginia Totaling $19,000,000
10601 Barbara Lane, Richmond, VA – $11,500,000 / 1807 Jamestown Road, Williamsburg, VA – $7,500,000
Keen-Summit Capital Partners LLC, September 7, 2016
NEW YORK, NEW YORK – On behalf of New Dawn Assisted Living Holding Company DIP and its affiliates, Keen-Summit Capital Partners LLC is pleased to announce the $19,000,000 sale of two assisted living facilities in Virginia. On August 30, 2016, New Dawn sold its Richmond, VA facility to New Dawn Acquisitions, LLC for $11,500,000, and New Dawn sold its Williamsburg, VA facility to WMD Jamestown, LLC for $7,500,000. Both sales were approved by an Order of the United States Bankruptcy Court for the District of Arizona dated August 5, 2016, approving the sale pursuant to Section 363 of the Bankruptcy Code, as well as by an Order of the Bankruptcy Court dated August 11, 2016, approving New Dawn’s First Amended Plan of Reorganization.
New Dawn Assisted Living was the owner, operator and developer of assisted living memory care facilities located in Arizona, Colorado and Virginia. Construction on its Richmond and Williamsburg VA properties abruptly halted after financial irregularities were discovered and the lender failed to release late phase construction draws at each property. The properties were left unfinished without a certificate of occupancy and therefore no ability to get licensed in the Commonwealth of Virginia. In November and December 2015, New Dawn and its affiliates filed Chapter 11 bankruptcy in Phoenix, Arizona.
Before the Richmond and Williamsburg Virginia properties could be sold, Harold Bordwin, Keen’s Principal and Managing Director, as sell-side advisor to New Dawn, noted that New Dawn had to eliminate, on each property, a springing purchase option in favor of New Dawn’s senior secured creditor. In early March 2016, New Dawn and its senior secured creditor reached a global settlement that, among other things, provided for the release of such purchase options so long as the sale of the Virginia properties was accomplished by means of a plan of reorganization. With that settlement in place, Keen commenced marketing the Virginia facilities in mid-March 2016. New Dawn established an April 27, 2016 bid deadline for offers.
At the bid deadline, New Dawn received multiple offers for the properties. After contract negotiations with several parties hit roadblocks, New Dawn successfully negotiated to sell the Richmond property to New Dawn Acquisitions, LLC for $11,500,000 and the Williamsburg property to WMD Jamestown, LLC for $7,500,000. On July 6, 2016, New Dawn filed a motion with the Bankruptcy Court to sell the Richmond and Williamsburg properties to New Dawn Acquisitions, LLC and to WMD Jamestown, LLC, respectively. That motion also sought to designate the contract vendees as “stalking horses” and to provide them with standard bid protections. Following a long evidentiary hearing in Bankruptcy Court on July 20, 2016, the Court entered an Order approving the contract vendees as stalking horses, approving the bid protections, and approving an auction process. The auction process required the submission of qualifying overbids by August 1, 2016. No overbids were submitted and, following a Bankruptcy Court hearing on August 4, the Court entered the sale approval orders on August 5, 2016.
“In addition to enabling New Dawn to effectuate its plan of reorganization,” Bordwin added that “the sales were particularly noteworthy for the prices achieved. Selling unopened, non-income producing, non–licensed facilities for $198,000 per bed is an exceptionally favorable outcome. We were able to accomplish this by means of our proprietary marketing techniques, which yielded over 100 signed confidentiality agreements and multiple competitive offers per property.”
Séan P. O’Brien, Esq., Kent Cammack, Esq., and Laura Sever Blanco, Esq. attorneys with Gust Rosenfeld, provided legal counsel during the transaction and served as bankruptcy counsel to New Dawn.
About New Dawn
New Dawn Assisted Living Holding Company and its affiliates provided skilled healthcare services. The company was incorporated in 2008 and is based in Aurora, Colorado. New Dawn is liquidating in accordance with its confirmed First Amended Plan of Reorganization.
About Gust Rosenfeld
Gust Rosenfeld is a full service law firm established in 1921 with offices in Phoenix, Tucson and Wickenburg, Arizona. The firm is known for the quality of its lawyers and legal advice as well as its creative insights and practical solutions in business, public and civil law. Visit http://www.gustlaw.com for more information.
About Keen-Summit Capital Partners LLC
Since 1982 – for 34 years – Keen’s professionals have been successfully executing real estate and M&A transactions for financially challenged businesses and their creditors. With more than 150 years of combined experience (covering more than 3 billion square feet of real estate, constituting over $3 billion in transactions and encompassing more than 27,000 properties), the professionals at Keen offer their clients best-in-class lease restructuring services, real estate disposition, M&A and capital markets solutions. For more information about Keen-Summit Capital Partners LLC, call 646.381.9222 or visit www.keen-summit.com.