Clubmarket's suppliers will not sign a creditors' arrangement unless the owners agree both to repay all the money they withdrew from the supermarket chain in the two years prior to its collapse and to forgo repayment of a loan that they made to the chain, the suppliers said yesterday.
The demands were posed in a letter sent to Clubmarket's trustees, accountant Gabriel Trabelsi and attorney Shlomo Ness, in advance of today's hearing in the Tel Aviv District Court. The letter was signed by attorneys representing some 75 Clubmarket suppliers, who are owed about NIS 300 million.
At today's hearing, the trustees plan to ask the court to approve a purchase offer by rival supermarket chain Supersol. But the suppliers argue that the sale cannot be approved unless a creditors' arrangement is signed as well.
The suppliers are also demanding that any arrangement accord them equal treatment with the banks, even though the banks, as secured creditors, would normally have priority. The suppliers base this demand on the fact that Clubmarket's debts to suppliers at the time of its collapse were about double its debts to the banks.
If all of their terms are accepted, the suppliers said, they would recover about 75 percent of what they are owed.
Meanwhile, Supersol and Clubmarket's trustees yesterday finalized the terms of a sale agreement under which Supersol would purchase the rival chain as is. Supersol has offered NIS 825.5 million for 100 percent of Clubmarket's shares.
According to the agreement, Clubmarket will be sold debt-free, and the purchase price will go to the trustees to be used in repaying the chain's creditors. The trustees can decide whether they want the entire sum in cash or whether 10 percent will be in Supersol shares. Supersol will also purchase Clubmarket's entire inventory at cost.
The agreement requires the trustees to terminate all of Clubmarket's employees and pay them whatever they are legally owed by September 1. Supersol will then hire any of the former employees who so desire, according to the terms of the collective agreement in force at existing Supersol stores.
The trustees will continue to supervise Clubmarket until it leaves court protection, which may not happen for several months. During this time, Clubmarket's accounts will be kept separately from those of Supersol, and Supersol will bear the costs of this dual accounting system.
Finally, should Clubmarket fail to meet the necessary conditions for sale as a going concern, such as an approved creditors' arrangement, Supersol will buy the chain's assets for NIS 790.5 million minus whatever taxes and fees it incurs as a result of the change in the sale terms.
The agreement still needs the consent of Antitrust Commissioner Dror Strum, who met yesterday with Supersol's chairman, Avraham Bigger, to discuss the matter. Strum reiterated that while he would prefer a different buyer, if the choice is between the Supersol deal and Clubmarket's liquidation, he would approve the sale subject to certain restrictions.
Sources acquainted with the content of the conversation said that Strum told Bigger that Supersol would have to sell off some of its stores in order to preserve competition in localities where the merger would otherwise turn it into a monopoly. However, they added, the commissioner will not demand a massive sell-off of existing stores, and he is also prepared to finalize the list of stores to be sold in consultation with Supersol. The sources said that Strum will meet today with Supersol executives to begin drafting this list.
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