GT Real Estate Holdings files Chapter 11 plan, disclosure statement

By Sarah Lizee

Olympia, Wash., Aug. 11 – GT Real Estate Holdings, LLC filed a Chapter 11 plan of reorganization and related disclosure statement with the U.S. Bankruptcy Court for the District of Delaware.

As previously reported, the parent of GT Real Estate is non-debtor DT Sports Holding, LLC, which is owned by Carolina Panthers owner David Tepper.

GT Real Estate was developed to own and develop a mixed-use community, sports and entertainment venue in Rock Hill, S.C., that would also include a new headquarters and practice facility for the Panthers. In 2020, GT acquired 234 acres located in York County, S.C. But in March, following default notices and the running of a cure period under agreements with the city, GT suspended work on the project and decided an orderly wind-down was the best path forward.

According to the disclosure statement, the plan provides that plan sponsor DT Sports will pay $60 million that will be used to fund distributions from a settlement trust on the following waterfall basis: first to secured contractor claims, second to contractor priority claims, third to unsecured contractor claims and other general unsecured claims, and fourth any remaining balance of the settlement amount will be returned to the plan sponsor.

The plan sponsor will pay $500,000 for the general unsecured creditor allocation, which will be distributed to holders of general unsecured claims.

The plan sponsor has established and funded the $21.165 million York County escrow account, which will be used to fund distributions to the county if it establishes that it holds allowed claims.

The plan sponsor has agreed to complete the restoration of the property after the effective date.

The plan sponsor has also agreed to the impaired treatment of the entirety of the $20 million debtor-in-possession facility, instead of requiring the repayment of the DIP claims in full in cash on the effective date.

Holders of non-insider administrative claims, excluding DIP claims and secured contractor claims, will be paid in full in cash.

Holders of DIP claims will receive the membership interests in the reorganized debtor.

Holders of other priority claims will receive payment in full in cash.

Holders of other secured claims will either have their claims reinstated, receive payment in full in cash, receive the debtor’s interest in their respective collateral, or receive other treatment that renders the claims unimpaired.

Holders of prepetition secured note claims will receive 100% of the membership interests in non-debtors Waterford Gold Club, LLC and Waterford Golf Club 1, LLC.

Holders of secured contractor claims will receive their pro rata share of the $60 million settlement amount through the settlement trust until paid in full in cash, subject to a reserve.

On account of the county claims, which are disputed by the debtor, the county will receive either of the following: if the county votes to accept the plan, a $21.17 million distribution in cash from the county escrow account; or, if the county does not vote to accept the plan, then a distribution in cash from the county escrow account in an amount agreed to by the county and debtors or an amount decided by the bankruptcy court.

On account of the Rock Hill, S.C., city claims, which are also disputed by the debtor, the city will receive the proceeds of the third-party project site sale, either up to a capped amount of $20 million if it votes to accept the plan, or up to the allowed city claim if it doesn’t vote to accept the plan, after the plan sponsor obligations are paid in full, and then the remaining proceeds will be divided equally between the city and plan sponsor until the plan sponsor receives an amount equal to the amount of the DIP claims as of the effective date, with any remaining amounts thereafter being paid to the city.

Holders of general unsecured claims will receive their pro rata share of the general unsecured creditor allocation, and the remaining settlement amount after the secured contractor claims, administrative contractor claims and priority contractor claims are paid in full, in each case subject to a reserve.

Holders of the affiliate unsecured claims will not receive a distribution.

Interests will be canceled with no distribution.

The Charlotte, N.C.-based real estate company filed Chapter 11 bankruptcy on June 1 under case number 22-10505.

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