Rather than sell itself, Tuesday Morning will seek approval for a plan to reorganize as a standalone entity and exit bankruptcy

Earlier this month, Tuesday Morning signaled that it was formally seeking bids for all of its assets in bankruptcy —​ a sale of itself, in other words.

A sale is a quick way for secured lenders to get repaid and move on, and at the same time allows the bankrupt company to continue on for another day, under new ownership. Tuesday Morning may well have just been testing the waters, to see what, if any, interest was out there for the company and get a price tag on that interest.

Most of the retailers that have wound down and liquidated in bankruptcy this year at least tried to sell themselves first or expressed hope of a sale before closing shop.

J.C. Penney, like Tuesday Morning, pursued both a lender-led reorganization and a sale at more or less the same time. Penney opted to sell itself to landlords Simon Property Group and Brookfield Asset Management.

As late as last week, Tuesday Morning hadn’t landed on a path. On Thursday, it said in a court filing that it would choose its path and let stakeholders know by Monday, and so it did.

Any number of factors may have influenced that decision, including the outside interest it received (or didn’t) and the complex calculus of secured lenders. Lenders can potentially profit by trading out their debt investments for equity in a reorganized company, but that also means they have to wait on investment returns and hold ownership in the company.

Unsecured creditors welcomed Tuesday Morning’s move to seek buyers after raising concerns that the retailer’s executives might pursue a stand-alone reorganization in order to preserve their jobs and stock holdings in the company. A committee of creditors said in court papers that a sale process allowed “the market to speak” on whether a sale or reorganization made the most sense. But they objected to what they called Tuesday Morning’s “absolute unfettered right to unilaterally pivot from a sale process to a plan of reorganization.”

Tuesday Morning, founded in the 1970s, is a relatively small player in the off-price world, with nearly 700 stores and $1 billion in sales when it filed. It has had to compete with a cadre of ever-expanding powerhouses, namely TJX Cos., Ross Stores and Burlington. It filed for bankruptcy with plans to close a third of its stores.

Slimming down and reducing debt through a reorganization could potentially leave it a more profitable and healthy business. At least, that’s the bet the company is making by going forward alone in bankruptcy and beyond.

See Retail Dive for full story.

Richmond, VA – ARKO Holdings, Ltd. / GPM Investments, LLC (“Arko,” “GPM” or the “Company”), a rapidly growing leader in the U.S. convenience store industry, announced the closing of the previously announced acquisition of Empire Petroleum Partners’ (“Empire”) fuel distribution business and retail locations. The acquisition meaningfully increases GPM’s scale and diversifies its business mix, while significantly increasing the Company’s cash flow through increased exposure to a highly ratable, consistent wholesale fuel distribution business, and brings its total site count to approximately 3,000 across 33 states.

Included in the sale was the Corner Store at 2160 West Drexel Road in Tucson that according to public records sold for $1.35 million.

“The completion of this highly strategic acquisition is an important milestone for Arko as we move forward with our business combination with Haymaker. This acquisition provides meaningful benefits through scale while increasing our competitiveness as an acquirer of choice,” said Arie Kotler, Chief Executive Officer of Arko and GPM. “With the closing of this transaction, we expect to double our annual fuel distribution to over 2 billion gallons on an annualized basis, while capturing significant synergies to drive increased profitability to the combined company.”

“Combined with our other strategic initiatives – including our continued core acquisition strategy as well as our planned aggressive remodeling program and compelling organic sales growth opportunities – this transaction further strengthens our confidence in our ability to drive significant growth and market share gains going forward,” said Kotler.

Steven Heyer, Chairman and CEO of Haymaker Acquisition Corp. II and former President and COO of the Coca-Cola Company, commented, “We could not be more excited about the closing of this transformative transaction for ARKO/GPM. It is emblematic of the tremendous opportunity set in front of the company, as well as the focused and disciplined approach that Arie and team take to executing and closing acquisitions. We believe the addition of Empire will generate meaningful value to the combined company going forward.”

The Empire business, one of the largest and most diversified wholesale fuel distribution businesses in the U.S., will add approximately 1,500 independently operated fueling stations to GPM’s existing fuel distribution network. Currently the seventh–largest convenience store chain in the U.S., GPM will also add approximately 85 company-operated convenience stores and will materially increase its footprint, expanding the Company’s reach into 10 new states of operation as well as the District of Columbia.

Empire’s wholesale fuel distribution business complements GPM’s retail business and will serve as an additional vehicle for the Company’s future acquisitions and organic growth. In addition, the acquisition will increase GPM’s scale, further diversify the Company’s existing cash flow and augment GPM’s strategic flexibility to rationalize sites between its retail and wholesale business. GPM will operate its wholesale division out of Empire’s Dallas, TX offices and will be transitioning Empire’s team to GPM as part of the transaction.

Empire is a portfolio company of American Infrastructure Funds (“AIM”). Barclays and Wells Fargo served as co-financial advisors to Empire. Capital One Securities, Inc. served as financial advisor to GPM Petroleum LP. In addition, Capital One, National Association serves as Administrative Agent, Lead Arranger and Bookrunner to GPM’s $500 million Revolving Credit Facility (the “Credit Facility”). KeyBanc Capital Markets Inc. and Santander Bank, N.A. also serve as Joint Lead Arrangers and Joint Bookrunners to the Credit Facility.

The closing of the transaction follows the Federal Trade Commission’s approval on August 25, 2020. GPM originally entered into an agreement to purchase Empire Petroleum’s business in December 2019.

The completed acquisition comes amid Arko’s pending business combination with Haymaker Acquisition Corp. II, a special purpose acquisition corporation (SPAC) (the “Business Combination”). The Business Combination, which is expected to close in the fourth quarter of 2020, is expected to result in the combined company becoming publicly-listed on the NASDAQ stock exchange under the ticker ARKO.

Based in Richmond, VA, GPM was founded in 2003 with 169 stores and has grown through acquisitions to become the 7th largest convenience store chain in the United States, with, prior to consummation of the Empire acquisition, 1,389 locations comprised of 1,250 company-operated stores and 139 dealer sites to which it supplies fuel, in 23 states. GPM operates in three segments: retail, which consists of fuel and merchandise sales to retail consumers; wholesale, which supplies fuel to third-party dealers and consignment agents; and GPM Petroleum, which supplies fuel to GPM and its subsidiaries selling fuel (both in the Retail and Wholesale segments).

Arko is the controlling shareholder of GPM and, as part of the Business Combination, the shares of Arko will be de-listed from Tel-Aviv stock exchange. At the closing of the Business Combination with Haymaker, Arko will have no material independent operating activities, income, or net assets, other than its ownership interest in GPM.

PHOENIX, ARIZONA –Andy Ogan, a 20-year brokerage veteran who has risen through the ranks of the commercial real estate industry recently launched Unbound Development, a newly formed development company centered around industrial, healthcare,office and retail build-to-suit opportunities in Arizona. Ogan’s new firm has already gained traction with his first project, ALMA 202, by signing long term leases on a build-to-suit basis with Banner Health for 66,000-square-feet and EOS Fitness for 38,000-square-feet.

“Much of my brokerage career has been spent representing employers as they acquire or lease their spaces. Now, to have the opportunity to leverage this knowledge into helping employers secure the right piece of land, assist in design and then to build their ideal spaces is an incredible opportunity,” said Andy Ogan, Unbound Development President and CEO. “I couldn’t think of a better time to be a key part in shaping the future of development within the Phoenix Valley, than right now.”

This ALMA 202development is located at the northeast corner of the San Tan Loop 202 andAlma School Road, situated on a 15-acre site. Of that site, Banner Health and EOS Fitness occupy a total of 7.5acres, with 7.5 acres remaining and earmarked for Banner’s future expansion at ALMA 202 to support the nearby Banner Ocotillo Medical Center.Slated to open this upcoming November, Banner Ocotillo Medical Center is a new, comprehensive medical center that offers key inpatient and outpatient services; such as, emergency care, intensive care, endoscopy, cardiac catheterization, imaging, surgical and women’s services.

“With this site being positioned across the 202 from Banner Ocotillo Medical Center,Banner has the unique opportunity to continue their expansion,” said Ogan. “The mission of ALMA 202 is to collaborate and partner with Banner Health so they can continue providing first-class healthcare to the community.”

As the exclusive developer for ALMA 202, Ogan is excited to equip Banner with a building that expands the out-patient capacity of their Ocotillo Medical Center, and supports the future healthcare needs of the surrounding community. This new medical office building is a three-story facility that includes infrastructure to accommodate the needs of a surgery and imaging center, amongst other medical exam and treatment spaces to be completed in August of 2021.

Construction is already underway on the new medical office building. The structure will be composed of traditional composite steel deck floors, an Exterior Insulation Finish System (EIFS), composite metal panelling and architectural masonry veneer.

“Through this new venture, there are many areasof the Valley that Unbound is looking to develop,” said Ogan. “I am in the process of creating more industrial opportunities in the southeast valley and in Goodyear near the 303 and I-10.

”This is just one example of Ogan’s ability to apply his vast market knowledge in combination with his understanding of client needs in the land acquisition and build-to-suit process. His passion for finding unique solutions to the challenges presented results in new developments that impact the economy at large