Uni-Marts sets bid procedures for sale of substantially all assets

By Caroline Salls

Pittsburgh, June 13 - Uni-Marts, LLC requested court approval of the bidding procedures for the proposed sale of substantially all of its assets, according to a Thursday filing with the U.S. Bankruptcy Court for the District of Delaware.

Atlantis Petroleum LLC is the stalking horse bidder. Atlantis has agreed to pay $9.2 million for Uni-Marts' Pennsylvania and New York convenience stores and dealer business and $8.5 million for its Ohio convenience stores.

In addition, Atlantis will pay the rack rate for fuel inventory on hand at closing; an amount equal to between 73% and 85% of the retail price for the inside convenience store inventory, depending on the type of convenience store; the net book value of the company's vehicles; and adjustments related to the pro-rated portion of property and other taxes.

The stalking horse bidder will issue a promissory note equal to 50% of the non-fuel inventory at closing, which will be payable in installments 30, 60 and 90 days after closing.

Atlantis will also pay $500,000 toward the purchase price. All competing bids must also include either a $500,000 deposit or a deposit of 10% of the proposed purchase price.

In addition, the stalking horse bidder will be entitled to a $400,000 credit to reimburse it for risks related to potential violations of environmental laws and related clean-up costs at the Pennsylvania and New York locations.

The credit will be applied to Atlantis' obligations under the promissory note.

If Atlantis is not the high bidder, it will receive a $600,000 break-up fee for the Pennsylvania/New York stores and dealer business and $150,000 for the Ohio stores.

Competing bids are due by 4 p.m. ET on July 30.

Initial overbids for all of the assets must be for the amount of the stalking horse bid, plus $850,000; bids for only the Pennsylvania and New York company stores must be for at least $7 million; bids for only the dealer business must be for at least $2.9 million; bids for the Pennsylvania/New York stores and the dealer business must be for at least $9.9 million; and bids for just the Ohio assets must be for at least $8.75 million.

Bids at auction must be for at least $100,000 more than the previous bid.

All bidders must be able to close by Sept. 15.

The auction will be held Aug. 5.

A hearing on the bid procedures is scheduled for June 27.

Uni-Marts, a State College, Pa.-based convenience store operator, filed for bankruptcy on May 29. Its Chapter 11 case number is 08-11037.

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