GreenTech Automotive – Files Amended APA, Golden Resources Comes Back to Table with $50 million Cash Bid

October 17, 2018 – GreenTech Automotive (“GreenTech”) and WM Industries Co (“WMIC”) filed an amended bidding procedures motion [Docket No. 328]. The motion notes, “The Bid Procedures Motion included as an exhibit the form of Asset Purchase Agreement (the ‘Initial APA’) which the Debtors had negotiated with Shenzen Jin Hong Investment Management Co., Ltd., commonly known in China as Golden Resources (‘GR’ or ‘Purchaser’). The Initial APA involved a cash component and an equity component, which was memorialized in the APA and the Plan. A hearing on the Motion to Approve Disclosure Statement and Initial Bid Procedures Motion was scheduled for August 21, 2018. Within a few hours of the commencement of the hearing GR advised Debtors’ counsel that it was not prepared to move forward with the acquisition of the Assets…pursuant to the Initial APA due to (i) an economic downturn in China which affected the value of the proposed equity trade and (ii) the absence of third-party releases from the Chinese investors holding debt claims against GreenTech. Such releases are critical to GR’s ability to consummate an injection transaction of the JSAT Interest…into a Chinese public company which is the ultimate goal of GR in acquiring the Assets. Subsequent to August 21, 2018, the Debtors reengaged with GR and their major stakeholders to formulate a revised purchase offer from GR and a further amended plan…The key elements of the Term Sheet have now been incorporated into the Asset Purchase Agreement (the ‘New APA’)…The Assets to be purchased are: (i) that certain real estate located in Robinsonville, Tunica County Mississippi, consisting of 99.5 acres, more or less, owned by GreenTech and on which GreenTech constructed and fitted out a manufacturing facility for automobiles (the ‘Mississippi Parcel’), (ii) a minority interest in Jiangsu Saleen Automotive Technologies Co., Ltd., a Chinese limited company (“JSAT”), which (a) was received by GreenTech in exchange for the conveyance of its rights in the MyCar intellectual property and certain engineering assistance to JSAT and (b) is held on behalf of GreenTech by a subsidiary of WMIC, with such subsidiary organized under the laws of the Peoples Republic of China (the ‘JSAT Interest’), (iii) litigation claims, if any, that exist, and have not been settled or released, as of the Effective Date…of the Plan, excluding avoidance actions pursuant to the Bankruptcy Code, which will remain with the Liquidating Trustee of the Debtors (the ‘Litigation Claims’), and (iv) all of the membership interests in Gulf Coast Funds Management, LLC, a Louisiana limited liability company (the ‘GCFM Membership Interests’). The Mississippi Parcel, JSAT Interest, Litigation Claims, and GCFM Membership Interests are collectively referred to as the Assets. The consideration for the Assets is Fifty Million Dollars $50,000,000.”