Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands, shares in Millions | 12 Months Ended | ||
Jun. 30, 2021 | Sep. 24, 2021 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jun. 30, 2021 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Woodbridge Liquidation Trust | ||
Entity Central Index Key | 0001785494 | ||
Entity Address, State or Province | CA | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 166,120 | ||
Entity Common Stock, Shares Outstanding | 0 |
Consolidated Statements of Net
Consolidated Statements of Net Assets in Liquidation - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Real estate assets held for sale, net (Note 3): | ||
Single-family homes | $ 137,945 | $ 281,296 |
Other real estate assets | 2,910 | 8,041 |
Real estate assets held for sale, net | 140,855 | 289,337 |
Cash and cash equivalents | 45,369 | 86,073 |
Restricted cash (Note 4) | 8,273 | 5,358 |
Other assets (Note 5) | 5,473 | 4,183 |
Total assets | 199,970 | 384,951 |
Liabilities | ||
Accounts payable and accrued liabilities | 160 | 615 |
Distributions payable | 4,687 | 2,368 |
Accrued liquidation costs (Note 6) | 65,583 | 117,451 |
Total liabilities | 70,430 | 120,434 |
Commitments and Contingencies (Note 13) | ||
Net Assets in Liquidation: | ||
Restricted for Qualifying Victims (Note 7) | 3,167 | 0 |
All Interestholders | 126,373 | 264,517 |
Total net assets in liquidation | $ 129,540 | $ 264,517 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Net Assets in Liquidation - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Increase (Decrease) in Net Assets in Liquidation [Roll Forward] | ||
Net Assets in Liquidation as of beginning of year | $ 264,517 | $ 329,971 |
Restricted for Qualifying Victims - | ||
change in carrying value of assets and liabilities, net | 3,167 | 0 |
All Interestholders [Abstract] | ||
Change in carrying value of assets and liabilities, net | 644 | 11,334 |
Distributions (declared) reversed, net | (138,788) | (76,788) |
Net change in assets and liabilities | (138,144) | (65,454) |
Net Assets in Liquidation as of end of year | 129,540 | 264,517 |
Restricted for Qualifying Victims [Member] | ||
Increase (Decrease) in Net Assets in Liquidation [Roll Forward] | ||
Net Assets in Liquidation as of beginning of year | 0 | 0 |
Restricted for Qualifying Victims - | ||
change in carrying value of assets and liabilities, net | 3,167 | 0 |
All Interestholders [Abstract] | ||
Change in carrying value of assets and liabilities, net | 0 | 0 |
Distributions (declared) reversed, net | 0 | 0 |
Net change in assets and liabilities | 0 | 0 |
Net Assets in Liquidation as of end of year | 3,167 | 0 |
All Interestholders [Member] | ||
Increase (Decrease) in Net Assets in Liquidation [Roll Forward] | ||
Net Assets in Liquidation as of beginning of year | 264,517 | 329,971 |
Restricted for Qualifying Victims - | ||
change in carrying value of assets and liabilities, net | 0 | 0 |
All Interestholders [Abstract] | ||
Change in carrying value of assets and liabilities, net | 644 | 11,334 |
Distributions (declared) reversed, net | (138,788) | (76,788) |
Net change in assets and liabilities | (138,144) | (65,454) |
Net Assets in Liquidation as of end of year | $ 126,373 | $ 264,517 |
Formation, Organization and Des
Formation, Organization and Description of Business | 12 Months Ended |
Jun. 30, 2021 | |
Formation, Organization and Description of Business [Abstract] | |
Formation, Organization and Description of Business | 1) Formation, Organization and Description of Business Formation Woodbridge Liquidation Trust (Trust) was established (i) for the purpose of collecting, administering, distributing and liquidating the Trust assets for the benefit of the Trust beneficiaries in accordance with the Liquidation Trust Agreement and the First Amended Joint Chapter 11 Plan of Liquidation of Woodbridge Group of Companies, LLC and Its Affiliated Debtors dated August 22, 2018 (as amended, modified, supplemented or restated from time to time; the (Plan)); (ii) to resolve disputed claims asserted against the Debtors; (iii) to litigate and/or settle causes of action (Causes of Action); and (iv) to pay certain allowed claims and statutory fees, as required by the Plan. Woodbridge Group of Companies, LLC and its affiliated debtors are individually referred to herein as a Debtor and collectively as Debtors. The Trust was formed on February 15, 2019 (Plan Effective Date) as a statutory trust under Delaware law. On the Plan Effective Date, in accordance with the Plan, (a) the following assets automatically vested in the Trust: (i) an aggregate $5,000,000 in cash from the Debtors for the purpose of funding the Trust’s initial expenses of operation; (ii) certain claims and Causes of Action; (iii) all of the outstanding equity interests of the Wind-Down Entity (as defined below); and (iv) certain other non-real estate related assets, (b) the equity interests of Woodbridge Group of Companies, LLC and Woodbridge Mortgage Investment Fund 1, LLC (together, the Remaining Debtors) were cancelled and new equity interests representing all of the newly issued and outstanding equity interests in the Remaining Debtors were issued to the Trust, (c) all of the other Debtors other than the Remaining Debtors were dissolved and (d) the real estate-related assets of the Debtors were automatically vested in the Trust’s wholly-owned subsidiary, Woodbridge Wind-Down Entity LLC (Wind-Down Entity) or one of the Wind-Down Entity’s 43 wholly-owned single member LLCs (Wind-Down Subsidiaries) formed to own the respective real estate assets. The Trust, the Remaining Debtors, the Wind-Down Entity and the Wind-Down Subsidiaries are collectively referred to herein as the Company. As further discussed in Note 10, the Trust has two classes of liquidation trust interests, Class A Liquidation Trust Interests (Class A Interests) and Class B Liquidation Trust Interests (Class B Interests). The holders of Class A Interests and Class B Interests are collectively referred to as All Interestholders. On December 24, 2019, the Trust’s Registration Statement on Form 10 became effective under the Securities Exchange Act of 1934 (Exchange Act). The trading symbol for the Trust’s Class A Interests is WBQNL. The Trust’s Class A Interests are quoted on the OTC Link ATS, the SEC-registered alternative trading system. The Class A Interests are eligible for the Depository Trust Company’s Direct Registration (DRS) services. The Class B Interests are not registered with the SEC. Organization The Trust does not have directors or executive officers. All of the management and executive authority of the Trust resides with the Liquidation Trustee, subject to the supervision of a six-member supervisory board. The Wind-Down Entity is separately managed by its three-member board of managers, one of whom is the chief executive officer. The Liquidation Trust Interests are non-voting. The holders of the Class A Interests and the Class B Interests have the same rights, except with respect to certification, transferability and payment of distributions. See Note 10 regarding the priority and manner of distribution of available cash. The Wind-Down Entity, from time to time, will make distributions to the Trust, as available. The Trust will in turn make distributions, from time to time, to the Trust beneficiaries, as available. The Trust will be terminated upon the first to occur of (i) the making of all distributions required to be made and a determination by the Liquidation Trustee that the pursuit of additional causes of action held by the Trust is not justified or (ii) February 15, 2024. However, the bankruptcy court may approve an extension of the term if deemed necessary to facilitate or complete the recovery on, and liquidation of, the Trust assets. Pursuant to the Wind-Down Entity’s Limited Liability Company Agreement, the Wind-Down Entity shall dissolve upon the first to occur of the following: (i) the written consent of the Trust, (ii) the entry of a decree of judicial dissolution under Section 18-802 of the Delaware LLC Act and (iii) the sale or other disposition of all of the Wind-Down Assets. Description of Business The Trust is prosecuting various Causes of Action acquired by the Trust pursuant to the Plan and is resolving claims asserted against the Debtors. As of June 30, 2021, the Company is the plaintiff in several pending lawsuits. During the years ended June 30, 2021 and 2020, the Company recorded settlement recoveries of approximately $9,839,000 and $5,323,000, respectively, from the settlement of Causes of Action. The Company has accrued an estimate of the amount of legal costs to be incurred to pursue this litigation, excluding contingent fees. As more fully discussed in Note 2, the Company’s consolidated financial statements do not include any estimate of future net recoveries from litigation and settlement, since the Company cannot reasonably estimate them. As of June 30, 2021, the Wind-Down Subsidiaries owned seven single-family homes, all except one are located in Los Angeles, California. One single-family home was listed for sale and six single family homes were under construction as of June 30, 2021. The Wind-Down Subsidiaries also own secured loans (performing and non-performing) and other properties located in other states. The Company is required to liquidate its assets and distribute available cash to the Trust beneficiaries. The liquidation activities are carried out by the Trust, the Wind-Down Entity and the Wind-Down Subsidiaries. As of June 30, 2021, the Company estimates that the liquidation activities will be completed by February 15, 2024. As discussed in Note 2, the Company uses the Liquidation Basis of Accounting. The Trust currently operates as one reportable segment activities comprised primarily of real estate assets held for sale. Net assets in liquidation represent the remaining estimated aggregate value available to Trust beneficiaries upon liquidation, with no discount for the timing of proceeds (undiscounted). Due to the unpredictability of real estate selling prices, the impact of the COVID-19 virus (see below), as well as the uncertainty in the timing of liquidation of the real estate and other assets, net liquidation proceeds, other recoveries and actual liquidation costs may differ materially from the estimated amounts. The Trust’s expectations about the amount of any additional distributions and when they will be paid are subject to risks and uncertainties and are based on certain estimates and assumptions, one or more of which may prove to be incorrect. As a result, the actual amount of any additional distributions may differ materially, perhaps in adverse ways, from the Trust estimates. Furthermore, it is not possible to predict the timing of any additional distributions and such distributions may not be made within the timing referenced in the consolidated financial statements. No assurance can be given that total distributions will equal or exceed the estimate of net assets in liquidation presented in the consolidated statements of net assets in liquidation. As a result of the COVID-19 outbreak, three of the Wind-Down Subsidiaries construction sites were closed for about three months during the summer of 2020. One construction site was closed for about two weeks in late December 2020. The Company continues to observe health and safety guidelines, including allowing its employees to work remotely. The Company will continue to evaluate the impact of the COVID-19 outbreak on its activities, including the cost of construction, the timing of completion of the single-family homes that are under construction, the time needed to market and sell the single-family homes and the price at which these single-family homes will be sold. The ultimate impact of the COVID-19 outbreak will depend on many factors, some of which cannot be foreseen, including the duration, severity, and geographic concentrations of the pandemic and any resurgence of the disease. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2021 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2) Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements of the Company have been prepared in accordance with U.S. Generally Accepted Accounting Principles (U.S. GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). These consolidated financial statements have been presented in accordance with Accounting Standards Codification (ASC) Subtopic 205-30, “Liquidation Basis of Accounting,” as amended by, Accounting Standards Update (ASU) No. 2013-07, “Presentation of Financial Statements (Topic 205), Liquidation Basis of Accounting.” All material intercompany accounts and transactions have been eliminated. Use of Estimates U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and for the period then ended. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically, and the carrying amounts of assets and liabilities are revised in the period that available information supports a change in the carrying amount. Liquidation Basis of Accounting Under the Liquidation Basis of Accounting, all assets are recorded at their estimated net realizable value or liquidation value, which represents the estimated amount of net cash that will be received upon the disposition of the assets (on an undiscounted basis). The measurement of real estate assets held for sale is based on current contracts (if any), estimates and other indications of sales value, net of estimated selling costs. To determine the value of real estate assets held for sale, the Company considered the three traditional approaches to value (cost, income and sales comparison) commonly used by the real estate appraisal community. The applicability and relevancy of each valuation approach as applied may differ by asset. In most cases, the sales comparison approach was accorded the greatest weight. This approach compares a property to other properties with similar characteristics that have recently sold. To validate management’s estimate, the Company also considers opinions from qualified real estate professionals and local real estate brokers and, in some cases, obtained third party appraisals. The estimated selling costs range from 5.0% to 6.5%. Liabilities, including estimated costs associated with implementing and completing the Plan, are measured in accordance with U.S. GAAP that otherwise applies to those liabilities. The Company has also recorded the estimated development costs to be incurred to prepare the assets for sale as well as the estimated holding costs to be incurred until the projected sale date and the estimated general and administrative costs to be incurred until the completion of the liquidation of the Company. When estimating development costs, the Company considered third party construction contracts and estimates of costs to complete based on construction status, progress and projected completion timing. Estimated development costs also include the costs of design and furnishings necessary to prepare and stage the homes for marketing. Holding cost estimates consider property taxes, insurance, utilities, maintenance and other costs to be incurred until the sale of the property is closed. Projected general and administrative cost estimates take into account operating costs through the completion of the liquidation of the Company. These estimated amounts are presented in the accompanying consolidated statements of net assets in liquidation. All changes in the estimated liquidation value of the Company’s real estate held for sale, other assets and liabilities are reflected as a change to the Company’s net assets in liquidation. The Company has not recorded any amount from the future settlement of Unresolved Causes of Action or recoveries from Fair Fund or Forfeited Assets in the accompanying consolidated financial statements since they cannot be reasonably estimated. The amount recovered may be material to the Company’s net assets in liquidation. On a quarterly basis, the Company reviews the estimated net realizable values, liquidation costs and the estimated date of the completion of the liquidation of the Company and records any significant changes. The Company will also revalue an asset when it is under contract for sale and the buyer’s contingencies have been removed. During the period when this occurs, the carrying value of the asset and the estimated closing and other costs will be adjusted, if necessary. If the Company has a change in its plan for the disposition of an asset, the carrying value will be adjusted to reflect this change in the period that the change is approved. The change in value may include the accrued liquidation costs related to the asset. Other Assets The Company recognizes recoveries from the settlement of Unresolved Causes of Action when an agreement is executed and collectability is reasonably assured. An allowance for uncollectible settlement installment receivables is recorded when there is doubt about the collectability of the receivable. Insurance claims are recognized when the insurance company accepts the claim or if a claim is pending and the recoverable amount can be estimated. The Company records escrow receivables at the amount that is expected to be received when the escrow receivable is released. The Forfeited Assets (Note 7) received from the United States Department of Justice (DOJ), other than cash, have been recorded at their estimated net realizable value. In addition, the Company recognizes other amounts to be received based on contractual terms or when the amounts to be received are certain. Accrued Liquidation Costs The Company accrues for estimated liquidation costs to the extent they are reasonably determinable. These costs consist of (a) estimated development costs of the single-family homes under development, other project-related costs, architectural and engineering, project management, city fees, bond payments (net of refunds), furnishings, marketing and other costs; (b) estimated holding costs, including property taxes, insurance, maintenance, utilities and other; and (c) estimated general and administrative costs including payroll, legal and other professional fees, trustee and board fees, rent and other office related expenses, interest on financing and other general and administrative costs to operate the Company. Cash Equivalents The Company considers short-term investments that have a maturity date of ninety days or less at the time of investment to be a cash equivalent. The Company’s cash equivalents include money market savings deposits and money market funds. Restricted Cash Restricted cash includes cash that can only be used for certain specified purposes. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents and restricted cash. At times, balances in any one financial institution may exceed the Federal Deposit Insurance Corporation insurance limits. The Company mitigates this risk by depositing its cash, cash equivalents and restricted cash in high-credit quality financial institutions. In addition, the Company uses strategies to reduce deposits balances at any one financial institution consistent with FDIC insurance limits. Income Taxes The Trust is intended to be treated as a grantor trust for income tax purposes and, accordingly, is not subject to federal or state income tax on any income earned or gain recognized by the Trust. The Trust’s beneficiaries will be treated as the owner of a pro-rata portion of each asset, including cash and each liability received by and held by the Trust. Each beneficiary will be required to report on his or her federal and state income tax return his or her pro-rata share of taxable income, including gains and losses recognized by the Trust. Accordingly, there is no provision for federal or state income taxes recorded in the accompanying consolidated financial statements. The Company regularly analyzes its various federal and state filing positions and only recognizes the income tax effect in the consolidated financial statements when certain criteria regarding uncertain income tax positions have been met. The Company believes that its income tax positions would be more likely than not be sustained upon examination by all relevant taxing authorities. Therefore, no provision for uncertain income tax positions has been recorded in the consolidated financial statements. Net Assets in Liquidation - Restricted for Qualifying Victims The Company separately presents the portion of net assets in liquidation that are restricted for Qualifying Victims (Note 7) from the net assets in liquidation that are available to All Interestholders. |
Real Estate Assets Held for Sal
Real Estate Assets Held for Sale, Net | 12 Months Ended |
Jun. 30, 2021 | |
Real Estate Assets Held for Sale, Net [Abstract] | |
Real Estate Assets Held for Sale, Net | 3) Real Estate Assets Held for Sale, Net The Company’s real estate assets held for sale as of June 30, 2021 and 2020, are as follows ($ in thousands): June 30, 2021 June 30, 2020 Number of Assets Gross Value Closing and Other Costs Net Value Number of Assets Gross Value Closing and Other Costs Net Value Single-family homes 7 $ 146,750 $ (8,805 ) $ 137,945 13 $ 298,368 $ (17,072 ) $ 281,296 Other real estate assets: Lots 0 - - - 2 3,500 (193 ) 3,307 Secured loans 4 1,945 (87 ) 1,858 4 1,984 (86 ) 1,898 Other properties 2 1,107 (55 ) 1,052 13 3,018 (182 ) 2,836 Subtotal 6 3,052 (142 ) 2,910 19 8,502 (461 ) 8,041 Total 13 $ 149,802 $ (8,947 ) $ 140,855 32 $ 306,870 $ (17,533 ) $ 289,337 The single-family homes, except one, are located in the Los Angeles, California area. As of June 30, 2021, one of the single-family homes was listed for sale and six were under construction. The loans are secured by properties located primarily in the eastern United States. The other properties are located in the states of Hawaii and New York. During the year ended June 30, 2021, the Company sold six single-family homes, two lots and eleven other properties for net proceeds of approximately $134,159,000. During the year ended June 30, 2020, the Company sold twelve single-family homes, 33 lots, two other properties and settled three secured loans for net proceeds of approximately $201,333,000. As a result of the lack of interest during the auction process, the Wind-Down Entity will no longer be pursuing recoveries related to 13 secured loans. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Jun. 30, 2021 | |
Restricted Cash [Abstract] | |
Restricted Cash | 4) Restricted Cash The Company’s restricted cash as of June 30, 2021 and 2020, is as follows ($ in thousands): June 30, 2021 June 30, 2020 Distributions restricted by the Company related to unresolved claims, distributions for recently allowed claims, uncashed distribution checks, distributions withheld due to pending avoidance actions and distributions that the Trust is waiting for further beneficiary information $ 4,687 $ 2,372 Forfeited Assets (Note 7) 1,836 - Interest reserve (Note 9) 1,750 1,750 Fair Funds, legally restricted for distribution - 1,236 Total restricted cash $ 8,273 $ 5,358 |
Other Assets
Other Assets | 12 Months Ended |
Jun. 30, 2021 | |
Other Assets [Abstract] | |
Other Assets | 5) Other Assets The Company’s other assets as of June 30, 2021 and 2020, are as follows ($ in thousands): June 30, 2021 June 30, 2020 Escrow receivables (a) $ 2,500 $ 1,500 Forfeited Assets (Note 7) 1,549 - Settlement installment receivables, net (b) 1,014 575 Insurance claim receivable (c) - 1,900 Other 410 208 Total other assets $ 5,473 $ 4,183 (a) Escrow holdbacks relating to one and two single-family homes sold prior to June 30, 2021 and 2020, respectively. Amounts are to be released upon completion of construction and obtaining a certificate of occupancy. (b) The allowance for uncollectible settlement installment receivables was approximately $9,000 and $40,000 at June 30, 2021 and 2020, respectively. (c) During the year ended June 30, 2021, the insurance claim receivable was adjusted as a result of a negative court ruling on March 25, 2021. |
Accrued Liquidation Costs
Accrued Liquidation Costs | 12 Months Ended |
Jun. 30, 2021 | |
Accrued Liquidation Costs [Abstract] | |
Accrued Liquidation Costs | 6) Accrued Liquidation Costs The following is a summary of accrued liquidation costs as of June 30, 2021 and 2020 ($ in thousands): June 30, 2021 June 30, 2020 Development costs: Construction costs $ 23,480 $ 67,204 Construction warranty 2,870 2,870 Indirect costs 712 1,407 Bond refunds (1,134 ) (1,562 ) Total development costs 25,928 69,919 Holding costs: Property tax 1,901 5,918 Insurance 1,291 2,125 Maintenance, utilities and other 1,000 1,518 Total holding costs 4,192 9,561 General and administrative costs: Legal and other professional fees 17,697 17,588 Payroll and payroll-related 10,432 13,425 State, local and other taxes 2,217 2,118 Board fees and expenses 1,558 1,725 Directors and officers insurance 2,576 1,325 Other 983 1,790 Total general and administrative costs 35,463 37,971 Total accrued liquidation costs $ 65,583 $ 117,451 In the fourth quarter of the year ended June 30, 2021, the Company determined that additional time may be needed to resolve its various Unresolved Causes of Action. An analysis was completed and the Company concluded that an additional year would be needed to carry out the Company’s liquidating activities. As a result, the Company accrued approximately $12,952,000 of additional general and administrative costs. The costs are primarily legal and administrative fees, payroll and payroll-related, directors and officers insurance and board fees and expenses. |
Forfeited Assets - Restricted f
Forfeited Assets - Restricted for Qualifying Victims | 12 Months Ended |
Jun. 30, 2021 | |
Forfeited Assets - Restricted for Qualifying Victims [Abstract] | |
Forfeited Assets - Restricted for Qualifying Victims | 7) Forfeited Assets - Restricted for Qualifying Victims The Trust entered into a resolution agreement with the DOJ which provided that the Trust would receive the assets forfeited (Forfeited Assets) by Robert and Jeri Shapiro. The Bankruptcy Court approved the settlement on September 17, 2020 and the District Court approved the settlement on October 1, 2020. The agreement provides for the release of specified Forfeited Assets by the DOJ to the Trust and for the Trust to liquidate those assets and distribute the net sale proceeds to Qualifying Victims. Qualifying Victims include the vast majority of Trust beneficiaries (specifically, all former holders of allowed Class 3 and 5 claims and their permitted assigns), but do not include former holders of Class 4 claims. Distributions to Qualifying Victims are allocated pro-rata based on their net allowed claims without considering the (i) 5% enhancement for contributing their causes of action and (ii) 72.5% Class 5 coefficient. In March 2021, the Trust received certain Forfeited Assets from the DOJ, including cash, wine, jewelry, handbags, clothing, shoes, art, gold and other assets. The Company recorded the total estimated net realizable value of the Forfeited Assets of approximately $3,459,000. The Forfeited Assets included in the Company’s June 30, 2021 and 2020 consolidated financial statements are as follows ($ in thousands): June 30, 2021 June 30, 2020 Restricted cash (Note 4) $ 1,836 $ - Other assets (Note 5) 1,549 - Accrued liquidation costs - legal and professional fees (218 ) - Net assets in liquidation - restricted for Qualifying Victims $ 3,167 $ - |
Net Change In Assets and Liabil
Net Change In Assets and Liabilities | 12 Months Ended |
Jun. 30, 2021 | |
Net Change In Assets and Liabilities [Abstract] | |
Net Change In Assets and Liabilities | 8) Net Change In Assets and Liabilities Restricted for Qualifying Victims The following is a summary of the change in the carrying value of assets and liabilities, net during the year ended June 30, 2021 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ - $ - $ - Cash and cash equivalents - - - Restricted cash 1,836 - 1,836 Other assets - 1,549 1,549 Total assets $ 1,836 $ 1,549 $ 3,385 Accounts payable and accrued liabilities $ - $ - $ - Accrued liquidation costs - 218 218 Total liabilities $ - $ 218 $ 218 Change in carrying value of assets and liabilities, net $ 1,836 $ 1,331 $ 3,167 There was no activity relating to net assets restricted for Qualifying Victims during the year ended June 30, 2020. All Interestholders The following provides details of the change in carrying value of assets and liabilities, net during the year ended June 30, 2021 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ (134,196 ) $ (14,286 ) $ (148,482 ) Cash and cash equivalents 95,105 - 95,105 Restricted cash 1,680 - 1,680 Other assets (2,898 ) 2,698 (200 ) Total assets $ (40,309 ) $ (11,588 ) $ (51,897 ) Accounts payable and accrued liabilities $ (615 ) $ 160 $ (455 ) Accrued liquidation costs (49,760 ) (2,326 ) (52,086 ) Total liabilities $ (50,375 ) $ (2,166 ) $ (52,541 ) Change in carrying value of assets and liabilities, net $ 10,066 $ (9,422 ) $ 644 The following provides details of the distributions declared, net during the year ended June 30, 2021 ($ in thousands): Distributions declared $ (139,956 ) Distributions reversed 1,168 Distributions declared, net $ (138,788 ) Distributions payable increased by approximately $2,319,000 during the year ended June 30, 2021. The following provides details of the change in carrying value of assets and liabilities, net during the year ended June 30, 2020 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ (201,576 ) $ 9,237 $ (192,339 ) Cash and cash equivalents 127,309 - 127,309 Restricted cash 1,994 - 1,994 Other assets (2,044 ) 3,791 1,747 Total assets $ (74,317 ) $ 13,028 $ (61,289 ) Accounts payable and accrued liabilities $ (704 ) $ 878 $ 174 Accrued liquidation costs (80,831 ) 8,034 (72,797 ) Total liabilities $ (81,535 ) $ 8,912 $ (72,623 ) Change in carrying value of assets and liabilities, net $ 7,218 $ 4,116 $ 11,334 The following provides details of the distributions declared, net during the year ended June 30, 2020 ($ in thousands): Distributions declared $ (78,432 ) Distributions reversed 1,644 Distributions declared, net $ (76,788 ) Distributions payable increased by approximately $554,000 during the year ended June 30, 2020. |
Credit Agreements
Credit Agreements | 12 Months Ended |
Jun. 30, 2021 | |
Credit Agreements [Abstract] | |
Credit Agreements | 9) Credit Agreements Revolving Line of Credit WB Propco, LLC, a subsidiary of the Wind-Down Entity had a revolving line of credit (LOC) with a financial institution which matured on May 1, 2020. The Wind-Down Entity was a guarantor under the LOC. Outstanding borrowings bore interest at the prime rate, provided however, that the interest rate could never be lower than 5.25% per annum. The LOC was not renewed or extended. On June 19, 2020, two wholly-owned subsidiaries of the Wind-Down Entity entered into a $25,000,000 revolving line of credit (New LOC) with a different financial institution. The New LOC matures on June 19, 2022 but may be extended for one additional year thereafter. The New LOC requires the borrowers to establish an interest reserve of $1,750,000 (Note 4), which is to be used to pay the potential monthly interest payments. Outstanding borrowings bear interest at a fixed rate of 3.50% per annum. Indebtedness under the New LOC is secured by a deed of trust on one property, the personal property associated therewith and the interest reserve. The Wind-Down Entity is the guarantor of the New LOC. The Company is required to keep a cash balance of $20,000,000 on deposit with the lender in order to avoid a non-compliance fee of 2% of the shortfall in the required deposit and is required to comply with various covenants. The property that was collateral for the New LOC was sold in December 2020. The New LOC agreement provides that the borrower has 60 days after the sale of the collateral to add borrower(s) and additional property(ies) as collateral. During the 60-day period, the available borrowings under the New LOC were reduced to $100,000. On February 11, 2021, the New LOC was amended. Two additional wholly owned subsidiaries of the Wind-Down Entity were joined to the New LOC as co-borrowers and two properties were added as replacement collateral as allowed for in the original agreement. As a result of this amendment, the available borrowing commitment was adjusted back up to $25,000,000. The maturity date of the New LOC was changed to January 31, 2023 with an option to extend for one additional year, subject to the availability of collateral. There were no other significant changes to the New LOC. As of June 30, 2021, the Company was in compliance with the financial covenants of the New LOC. No amounts were outstanding under the line of credit as of June 30, 2021 or 2020. PPP Loan On April 20, 2020, the Wind-Down Entity obtained unsecured credit in the form of a loan under the federal government’s Paycheck Protection Program (PPP) in the amount of $324,700. The loan accrued interest at a rate of 1.00% per annum. The loan had a maturity date of April 20, 2022. The Company expected to have 100% of the loan balance forgiven and therefore no amounts were accrued under the liquidation basis of accounting as of June 30, 2020. On February 16, 2021, the PPP loan and the related interest were forgiven. |
Beneficial Interests
Beneficial Interests | 12 Months Ended |
Jun. 30, 2021 | |
Beneficial Interests [Abstract] | |
Beneficial Interests | 10) Beneficial Interests The following table summarizes the Liquidation Trust Interests (rounded) for the years ended June 30, 2021 and 2020: Year ended June 30, 2021 Year ended June 30, 2020 Liquidation Trust Interests Class A Class B Class A Class B Outstanding at beginning of year 11,518,232 675,558 11,433,623 655,261 Allowed claims 11,967 1,133 88,549 21,334 5% enhancement for certain allowed claims 182 56 459 5 Settlement by issuing Liquidation Trust Interests - - 895 - Settlement of claims by cancelling Liquidation Trust Interests (17,526 ) (963 ) (5,210 ) (1,042 ) Duplicate claim allowed in error - - (84 ) - Outstanding at end of year 11,512,855 675,784 11,518,232 675,558 Of the 11,512,855 Class A Interests outstanding at June 30, 2021, 11,437,377 are held by Qualifying Victims (Note 7). At the Plan Effective Date, certain claims were disputed. As the claims are resolved, additional Class A Interests and (if applicable) Class B Interests are issued on account of allowed claims and no Class A Interests or Class B Interests are issued on account of disallowed claims. The following table summarizes the Trust’s unresolved claims against the Debtors as they relate to Liquidation Trust Interests (rounded) for the years ended June 30, 2021 and 2020: Year ended June 30, 2021 Year ended June 30, 2020 Liquidation Trust Interests Class A Class B Class A Class B Reserved for unresolved claims at beginning of year 193,559 7,118 482,734 34,697 Allowed claims (11,967 ) (1,133 ) (88,549 ) (21,334 ) 5% enhancement for certain allowed claims (32 ) - - - Disallowed claims (56,951 ) (974 ) (200,626 ) (6,245 ) Reserved for unresolved claims at end of year 124,609 5,011 193,559 7,118 Of the 124,609 Class A Interests relating to unresolved claims at June 30, 2021, 24,916 would be held by Qualifying Victims (Note 7). |
Distributions
Distributions | 12 Months Ended |
Jun. 30, 2021 | |
Distributions [Abstract] | |
Distributions | 11) Distributions The Plan provides for a distribution waterfall that specifies the priority and manner of distribution of available cash to all Interestholders, excluding distributions of the net sales proceeds from Forfeited Assets. Distributions are to be made (a) to the Class A Interests until they have received distributions of $75.00 per Class A Interest; thereafter (b) to the Class B Interests until they have received distributions of $75.00 per Class B Interest; thereafter (c) to each Liquidation Trust Interest (whether a Class A Interest or Class B Interest) until the aggregate of all distributions made pursuant to this clause equals an amount equivalent to interest, at a per annum fixed rate of 10%, compounded annually, accrued on the aggregate principal amount of all Net Note Claims, Allowed General Unsecured Claims and Net Unit Claims, all as defined, treating each distribution pursuant to (a) and (b) above as reductions of such principal amount; and thereafter (d) to the holders of Allowed Subordinated Claims, as defined, until such claims are paid in full, including interest, at a per annum fixed rate of 10% or such higher rate as may be agreed to, as provided for in the Plan, compounded annually, accrued on the principal amount of each Allowed Subordinated Claim, as defined. On March 15, 2019, a distribution in the amount of approximately $44,697,000 was declared which represented $3.75 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims in the amount of approximately $42,313,000 which was paid on March 26, 2019, and (ii) a deposit of approximately $2,384,000 into a restricted cash account, which was made on March 26, 2019, for amounts payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims. On January 2, 2020, a distribution in the amount of approximately $53,426,000 was declared which represented $4.50 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims in the amount of approximately $51,188,000 which was paid on January 10, 2020, and (ii) a deposit of approximately $2,238,000 into a restricted cash account, which was made on January 10, 2020, for amounts (a) payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims, (b) in respect of Class A Interests issued on account of recently allowed claims (c) for holders of Class A Interests who failed to cash distribution checks mailed in respect of the initial distribution (d) for distributions that were withheld due to pending avoidance actions and (e) for holders of Class A Interests for which the Trust is waiting for further beneficiary information. On March 31, 2020, a distribution in the amount of approximately $25,000,000 was declared which represented $2.12 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims in the amount of approximately $24,193,000 which was paid on April 10, 2020, and (ii) a deposit of approximately $807,000 into a restricted cash account, which was made on April 10, 2020, for amounts (a) payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims, (b) in respect of Class A Interests issued on account of recently allowed claims (c) for holders of Class A Interests who failed to cash distribution checks mailed in respect of prior distributions (d) for distributions that were withheld due to pending avoidance actions and (e) for holders of Class A Interests for which the Trust is waiting for further beneficiary information. On July 13, 2020, a distribution of approximately $29,934,000 was declared which represented $2.56 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims of approximately $29,201,000, which was paid on July 16, 2020 and (ii) a deposit of approximately $733,000 into a restricted cash account, which was made on August 25, 2020, for amounts (a) payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims; (b) in respect of Class A Interests issued on account of recently allowed claims; (c) for holders of Class A Interests who failed to cash distribution checks mailed in respect of prior distributions; (d) for distributions that were withheld due to pending avoidance actions; and (e) for holders of Class A Interests for which the Trust is waiting for further beneficiary information. On October 19, 2020, a distribution of approximately $29,957,000 was declared which represented $2.56 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims of approximately $29,204,000, which was paid on November 6, 2020 and (ii) a deposit of approximately $753,000 into a restricted cash account, which was made on November 3, 2020, for amounts (a) payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims; (b) in respect of Class A Interests issued on account of recently allowed claims; (c) for holders of Class A Interests who failed to cash distribution checks mailed in respect of prior distributions; (d) for distributions that were withheld due to pending avoidance actions; and (e) for holders of Class A Interests for which the Trust is waiting for further beneficiary information. On January 7, 2021, a distribution of approximately $50,005,000 was declared which represented $4.28 per Class A Interest. The distribution included (i) a cash distribution on account of then-allowed claims of approximately $48,665,000, which was paid on January 27, 2021 and (ii) a deposit of approximately $1,340,000 into a restricted cash account, which was made on January 28, 2021, for amounts (a) payable for Class A Interests that may be issued in the future upon the allowance of unresolved claims; (b) in respect of Class A Interests issued on account of recently allowed claims; (c) for holders of Class A Interests who failed to cash distribution checks mailed in respect of prior distributions; (d) for distributions that were withheld due to pending avoidance actions; and (e) for holders of Class A Interests for which the Trust is waiting for further beneficiary information. On May 13, 2021, a distribution in the amount of approximately $30,014,000 was declared During the years ended June 30, 2021 and 2020, as (a) claims were resolved, (b) claims were recently allowed, (c) addresses for holders of uncashed distribution checks were obtained, (d) pending avoidance actions were resolved and (e) further beneficiary information was received, distributions of approximately $660,000 and $1,000,000, respectively, were paid to holders of Class A Interests that were issued on account of claims that became allowed during such periods. During the years ended June 30, 2021 and 2020, as a result of claims being disallowed or Class A Interests being cancelled, approximately $1,168,000 and $1,644,000 were released from the restricted cash account and distributions payable were reduced by the same amount. During the years ended June 30, 2021 and 2020, approximately $590,000 and $148,000 were received from the Company’s transfer agent and others relating to distribution checks that were returned or not cashed. This amount was deposited into the restricted cash account and distributions payable were increased by the same amount. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 12) Related Party Transactions Terry Goebel, a member of the Trust Supervisory Board, is president and a principal owner of G3 Group LA, a construction firm specializing in the development of high-end luxury residences. G3 Group LA is owned by Terry Goebel and his son Kelly Goebel. As of June 30, 2021, the Company was under contract with G3 Group LA for the development of one single-family home in the Los Angeles area. One additional construction contract was assumed by the buyer of a single-family home in November 2019. As of June 30, 2021 and 2020, the remaining amounts payable under these contracts was approximately $4,391,000 and $8,133,000, respectively. During the years ended June 30, 2021 and 2020, approximately $7,341,000 and $10,123,000, respectively, were paid by the Company to G3 Group LA related to these contracts. The Liquidation Trustee of the Trust is entitled to receive 5% of the total gross amount recovered by the Trust from the pursuit of Trust Causes of Action. During the years ended June 30, 2021 and 2020, approximately $532,000 and $251,000 were accrued as amounts due to the Liquidation Trustee, respectively. As of June 30, 2021 and 2020, approximately $160,000 and $119,000, respectively, were payable to the Liquidation Trustee. These amounts are included in accounts payable and accrued expenses in the accompanying consolidated statement of net assets in liquidation. During the years ended June 30, 2021 and 2020, approximately $491,000 and $214,000, respectively, were paid to the Liquidation Trustee. In November 2019, the Trust entered into an arrangement with Akerman LLP, a law firm based in Miami, Florida of which the Liquidation Trustee is a partner, for the provision, at the option of the Trust on an as-needed basis, of e-discovery and related litigation support services in connection with the Trust’s prosecution of the Causes of Action. Under the arrangement, the Trust is charged for the services at scheduled rates per task which, depending on specific task, include flat rates, rates based on volume of data processed, rates based on the number of data users, the hourly rates of Akerman LLP personnel, or other rates. During the years ended June 30, 2021 and 2020, approximately $385,000 and $592,000, respectively, were paid related to these services and there are no outstanding payables as of June 30, 2021 or 2020. The executive officers of the Wind-Down Entity are entitled to a bonus based on the Wind-Down Entity achieving certain specified cumulative amounts of distributions to the Trust. Based on the carrying amounts of the net assets in liquidation included in the accompanying consolidated statement of net assets in liquidation, approximately $3,840,000 were accrued as of June 30, 2021 and 2020, respectively, as the estimated amount of the bonus (including associated payroll taxes). This amount is included in the payroll and payroll related costs portion of accrued liquidation costs in the accompanying consolidated statement of net assets in liquidation. During the years ended June 30, 2021 and 2020, approximately $1,083,000 and $808,000, respectively, were paid related to the bonuses. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 13) Commitments and Contingencies As of June 30, 2021, the Company had construction contracts of which approximately $10,137,000 was unpaid. The Company has a lease for its office space that expires on August 31, 2021. The Company has one three-month option to extend the lease. The amount of rent paid, including common area maintenance and parking charges, during the years ended June 30, 2021 and 2020 was approximately $291,000 and $277,000, respectively. On June 4, 2021, the Company opted not to extend its existing lease and entered into a new office lease at a different location. The new lease is for the period from August 1, 2021 through July 31, 2022. The annual rent is approximately $43,000 plus common are maintenance charges. The Company has two six-month options to extend the lease. The Company paid approximately $55,000 relating to prepaid rent, common area maintenance charges and a security deposit for the new lease during the year ended June 30, 2021. The Company is not presently the defendant in any material litigation nor, to the Company’s knowledge, is any material litigation threatened against the Company. The Company is not aware of any environmental liabilities that it believes would have a material adverse effect on its net assets in liquidation. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14) Subsequent Events Beneficial Interests The Company evaluates subsequent events up until the date the unaudited consolidated financial statements are issued. The following table summarizes the Liquidation Trust Interests for the period from July 1, 2021 through September 24, 2021: Liquidation Trust Interests Class A Class B Outstanding at July 1 2021 11,512,855 675,784 Allowed during the period 302 - Settlement of claims by cancelling Liquidation Trust Interests (1,392 ) (167 ) Outstanding at September 24, 2021 11,511,765 675,617 Of the 11,511,765 Class A Interests outstanding at September 24, 2021, 11,436,286 are held by Qualifying Victims (Note 7). The following table summarizes unresolved claims against the Debtors as they relate to Liquidation Trust Interests (rounded) for the period from July 1, 2021 through September 24, 2021: Liquidation Trust Interests Class A Class B Outstanding at July 1, 2021 124,609 5,011 Allowed during the period (302 ) - Disallowed during the period (3,146 ) - Outstanding at September 24, 2021 121,161 5,011 Of the 121,161 Class A Interests relating to unresolved claims at September 24, 2021, 22,183 would be held by Qualifying Victims (Note 7). Distributions During the period from July 1, 2021 through September 24, 2021, distributions of approximately $38,000 were paid from the restricted cash account on account of Class A Interests that were issued. During the period from July 1, 2021 through September 24, 2021, as a result of claims being disallowed or Class A Interests being cancelled, approximately $99,000 was released from the restricted cash account and distributions payable was reduced by the same amount. Sales of Real Estate Assets During the period from July 1, 2021 through September 24, 2021, the Company sold two single-family homes and realized net proceeds of approximately $42,445,000. Causes of Action During the period from July 1, 2021 through September 24, 2021, the Trust recorded approximately $971,000 from the settlement of Causes of Action. The Company recorded approximately $49,000 as the amount due to the Liquidation Trustee on account of such settlements. On August 6, 2021, the Trust agreed to the terms of a settlement of two pending actions against Comerica Bank. The terms of the settlement reached following negotiations with Comerica Bank and the plaintiffs in a putative class action against Comerica Bank in the United States Court for the Central District of California (District Court) are the subject of a Settlement Agreement among the plaintiffs, Comerica Bank, and the Trust (Settlement Agreement). The Settlement Agreement resolves two actions. One of the actions, captioned In re Woodbridge Investments Litigation, The other action resolved by the settlement, captioned Michael I. Goldberg as trustee for the Woodbridge Liquidation Trust v. Comerica Bank, Adv. Under the terms of the Settlement Agreement, the California Class Action is required to be settled as a class action, subject to District Court approval, on the basis of a class defined to consist of (i) the Trust and (ii) the holders of Net Claims (as defined in the Settlement Agreement). Under the terms of the Settlement Agreement, Comerica Bank has agreed to pay (including through its insurers) an aggregate of $54.5 million, consisting of $54.2 million to settle the California Class Action (Class Payment) and $0.3 million to settle the Delaware Adversary Action (FT Payment). The Class Action Payment is intended to provide recoveries to members of the plaintiff class and to fund, in amounts to be determined by the District Court, the legal fees of plaintiffs’ counsel in the California Class Action, not to exceed 25% of the California Class Action settlement payment, the costs of administering the settlement, and certain incentive award for class representatives. Under the Settlement Agreement, Comerica Bank (and certain related parties) is required to be released from all claims advanced, or that could have been advanced, related to the facts alleged in the California Class Action or the Delaware Adversary Action. The settlement amount is to be paid within ten business days of the Settlement Effective Date (as defined in the Settlement Agreement). The Net Class Consideration (defined as the Class Payment minus Court-awarded attorneys’ fees and costs) is required to be distributed to class members as set forth in the Settlement Agreement, resulting in a distribution to the Trust of approximately 60.9% of the Net Class Consideration (corresponding to the Trust’s holding of approximately 60.9% of all claims against Comerica based on the claims contributed to the Trust by former investors of the Debtors). No costs of administration or incentive award will be deducted from the Trust’s share of the Net Class Consideration. The Trust has agreed not to opt out of the settlement with respect to these claims. The FT Payment is required to be distributed to the Trust. The FT Payment is not subject to reduction for any reason, including attorneys’ fees, costs of administration, or incentive awards. The proposed settlement of the California Class Action is subject to court approval, and settlement of the Delaware Adversary Action is subject to settlement of the California Class Action. Court approval and payment of the proposed settlement amount is expected by the first quarter of calendar year 2022 but could be delayed by appeals or other proceedings. Additionally, Comerica Bank has the right to terminate the settlement if the class members accounting for more than an agreed amount of claims elect to opt out of the settlement. On September 3, 2021, the court entered an order granting preliminary approval to the settlement of the California Class Action. In accordance with the Company’s accounting policies, until there is certainty as to the collectibility of the proposed settlements, no amounts will be recorded in the Company’s consolidated financial statement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying consolidated financial statements of the Company have been prepared in accordance with U.S. Generally Accepted Accounting Principles (U.S. GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). These consolidated financial statements have been presented in accordance with Accounting Standards Codification (ASC) Subtopic 205-30, “Liquidation Basis of Accounting,” as amended by, Accounting Standards Update (ASU) No. 2013-07, “Presentation of Financial Statements (Topic 205), Liquidation Basis of Accounting.” |
Consolidation | All material intercompany accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and for the period then ended. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically, and the carrying amounts of assets and liabilities are revised in the period that available information supports a change in the carrying amount. |
Liquidation Basis of Accounting | Liquidation Basis of Accounting Under the Liquidation Basis of Accounting, all assets are recorded at their estimated net realizable value or liquidation value, which represents the estimated amount of net cash that will be received upon the disposition of the assets (on an undiscounted basis). The measurement of real estate assets held for sale is based on current contracts (if any), estimates and other indications of sales value, net of estimated selling costs. To determine the value of real estate assets held for sale, the Company considered the three traditional approaches to value (cost, income and sales comparison) commonly used by the real estate appraisal community. The applicability and relevancy of each valuation approach as applied may differ by asset. In most cases, the sales comparison approach was accorded the greatest weight. This approach compares a property to other properties with similar characteristics that have recently sold. To validate management’s estimate, the Company also considers opinions from qualified real estate professionals and local real estate brokers and, in some cases, obtained third party appraisals. The estimated selling costs range from 5.0% to 6.5%. Liabilities, including estimated costs associated with implementing and completing the Plan, are measured in accordance with U.S. GAAP that otherwise applies to those liabilities. The Company has also recorded the estimated development costs to be incurred to prepare the assets for sale as well as the estimated holding costs to be incurred until the projected sale date and the estimated general and administrative costs to be incurred until the completion of the liquidation of the Company. When estimating development costs, the Company considered third party construction contracts and estimates of costs to complete based on construction status, progress and projected completion timing. Estimated development costs also include the costs of design and furnishings necessary to prepare and stage the homes for marketing. Holding cost estimates consider property taxes, insurance, utilities, maintenance and other costs to be incurred until the sale of the property is closed. Projected general and administrative cost estimates take into account operating costs through the completion of the liquidation of the Company. These estimated amounts are presented in the accompanying consolidated statements of net assets in liquidation. All changes in the estimated liquidation value of the Company’s real estate held for sale, other assets and liabilities are reflected as a change to the Company’s net assets in liquidation. The Company has not recorded any amount from the future settlement of Unresolved Causes of Action or recoveries from Fair Fund or Forfeited Assets in the accompanying consolidated financial statements since they cannot be reasonably estimated. The amount recovered may be material to the Company’s net assets in liquidation. On a quarterly basis, the Company reviews the estimated net realizable values, liquidation costs and the estimated date of the completion of the liquidation of the Company and records any significant changes. The Company will also revalue an asset when it is under contract for sale and the buyer’s contingencies have been removed. During the period when this occurs, the carrying value of the asset and the estimated closing and other costs will be adjusted, if necessary. If the Company has a change in its plan for the disposition of an asset, the carrying value will be adjusted to reflect this change in the period that the change is approved. The change in value may include the accrued liquidation costs related to the asset. |
Other Assets | Other Assets The Company recognizes recoveries from the settlement of Unresolved Causes of Action when an agreement is executed and collectability is reasonably assured. An allowance for uncollectible settlement installment receivables is recorded when there is doubt about the collectability of the receivable. Insurance claims are recognized when the insurance company accepts the claim or if a claim is pending and the recoverable amount can be estimated. The Company records escrow receivables at the amount that is expected to be received when the escrow receivable is released. The Forfeited Assets (Note 7) received from the United States Department of Justice (DOJ), other than cash, have been recorded at their estimated net realizable value. In addition, the Company recognizes other amounts to be received based on contractual terms or when the amounts to be received are certain. |
Accrued Liquidation Costs | Accrued Liquidation Costs The Company accrues for estimated liquidation costs to the extent they are reasonably determinable. These costs consist of (a) estimated development costs of the single-family homes under development, other project-related costs, architectural and engineering, project management, city fees, bond payments (net of refunds), furnishings, marketing and other costs; (b) estimated holding costs, including property taxes, insurance, maintenance, utilities and other; and (c) estimated general and administrative costs including payroll, legal and other professional fees, trustee and board fees, rent and other office related expenses, interest on financing and other general and administrative costs to operate the Company. |
Cash Equivalents | Cash Equivalents The Company considers short-term investments that have a maturity date of ninety days or less at the time of investment to be a cash equivalent. The Company’s cash equivalents include money market savings deposits and money market funds. |
Restricted Cash | Restricted Cash Restricted cash includes cash that can only be used for certain specified purposes. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents and restricted cash. At times, balances in any one financial institution may exceed the Federal Deposit Insurance Corporation insurance limits. The Company mitigates this risk by depositing its cash, cash equivalents and restricted cash in high-credit quality financial institutions. In addition, the Company uses strategies to reduce deposits balances at any one financial institution consistent with FDIC insurance limits. |
Income Taxes | Income Taxes The Trust is intended to be treated as a grantor trust for income tax purposes and, accordingly, is not subject to federal or state income tax on any income earned or gain recognized by the Trust. The Trust’s beneficiaries will be treated as the owner of a pro-rata portion of each asset, including cash and each liability received by and held by the Trust. Each beneficiary will be required to report on his or her federal and state income tax return his or her pro-rata share of taxable income, including gains and losses recognized by the Trust. Accordingly, there is no provision for federal or state income taxes recorded in the accompanying consolidated financial statements. The Company regularly analyzes its various federal and state filing positions and only recognizes the income tax effect in the consolidated financial statements when certain criteria regarding uncertain income tax positions have been met. The Company believes that its income tax positions would be more likely than not be sustained upon examination by all relevant taxing authorities. Therefore, no provision for uncertain income tax positions has been recorded in the consolidated financial statements. |
Net Assets in Liquidation - Restricted for Qualifying Victims | Net Assets in Liquidation - Restricted for Qualifying Victims The Company separately presents the portion of net assets in liquidation that are restricted for Qualifying Victims (Note 7) from the net assets in liquidation that are available to All Interestholders. |
Real Estate Assets Held for S_2
Real Estate Assets Held for Sale, Net (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Real Estate Assets Held for Sale, Net [Abstract] | |
Real Estate Assets Held for Sale | The Company’s real estate assets held for sale as of June 30, 2021 and 2020, are as follows ($ in thousands): June 30, 2021 June 30, 2020 Number of Assets Gross Value Closing and Other Costs Net Value Number of Assets Gross Value Closing and Other Costs Net Value Single-family homes 7 $ 146,750 $ (8,805 ) $ 137,945 13 $ 298,368 $ (17,072 ) $ 281,296 Other real estate assets: Lots 0 - - - 2 3,500 (193 ) 3,307 Secured loans 4 1,945 (87 ) 1,858 4 1,984 (86 ) 1,898 Other properties 2 1,107 (55 ) 1,052 13 3,018 (182 ) 2,836 Subtotal 6 3,052 (142 ) 2,910 19 8,502 (461 ) 8,041 Total 13 $ 149,802 $ (8,947 ) $ 140,855 32 $ 306,870 $ (17,533 ) $ 289,337 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Restricted Cash [Abstract] | |
Restricted Cash | The Company’s restricted cash as of June 30, 2021 and 2020, is as follows ($ in thousands): June 30, 2021 June 30, 2020 Distributions restricted by the Company related to unresolved claims, distributions for recently allowed claims, uncashed distribution checks, distributions withheld due to pending avoidance actions and distributions that the Trust is waiting for further beneficiary information $ 4,687 $ 2,372 Forfeited Assets (Note 7) 1,836 - Interest reserve (Note 9) 1,750 1,750 Fair Funds, legally restricted for distribution - 1,236 Total restricted cash $ 8,273 $ 5,358 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Other Assets [Abstract] | |
Other Assets | The Company’s other assets as of June 30, 2021 and 2020, are as follows ($ in thousands): June 30, 2021 June 30, 2020 Escrow receivables (a) $ 2,500 $ 1,500 Forfeited Assets (Note 7) 1,549 - Settlement installment receivables, net (b) 1,014 575 Insurance claim receivable (c) - 1,900 Other 410 208 Total other assets $ 5,473 $ 4,183 (a) Escrow holdbacks relating to one and two single-family homes sold prior to June 30, 2021 and 2020, respectively. Amounts are to be released upon completion of construction and obtaining a certificate of occupancy. (b) The allowance for uncollectible settlement installment receivables was approximately $9,000 and $40,000 at June 30, 2021 and 2020, respectively. (c) During the year ended June 30, 2021, the insurance claim receivable was adjusted as a result of a negative court ruling on March 25, 2021. |
Accrued Liquidation Costs (Tabl
Accrued Liquidation Costs (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Accrued Liquidation Costs [Abstract] | |
Summary of Accrued Liquidation Costs | The following is a summary of accrued liquidation costs as of June 30, 2021 and 2020 ($ in thousands): June 30, 2021 June 30, 2020 Development costs: Construction costs $ 23,480 $ 67,204 Construction warranty 2,870 2,870 Indirect costs 712 1,407 Bond refunds (1,134 ) (1,562 ) Total development costs 25,928 69,919 Holding costs: Property tax 1,901 5,918 Insurance 1,291 2,125 Maintenance, utilities and other 1,000 1,518 Total holding costs 4,192 9,561 General and administrative costs: Legal and other professional fees 17,697 17,588 Payroll and payroll-related 10,432 13,425 State, local and other taxes 2,217 2,118 Board fees and expenses 1,558 1,725 Directors and officers insurance 2,576 1,325 Other 983 1,790 Total general and administrative costs 35,463 37,971 Total accrued liquidation costs $ 65,583 $ 117,451 |
Forfeited Assets - Restricted_2
Forfeited Assets - Restricted for Qualifying Victims (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Forfeited Assets - Restricted for Qualifying Victims [Abstract] | |
Forfeited Assets Included in Consolidated Financial Statements | The Forfeited Assets included in the Company’s June 30, 2021 and 2020 consolidated financial statements are as follows ($ in thousands): June 30, 2021 June 30, 2020 Restricted cash (Note 4) $ 1,836 $ - Other assets (Note 5) 1,549 - Accrued liquidation costs - legal and professional fees (218 ) - Net assets in liquidation - restricted for Qualifying Victims $ 3,167 $ - |
Net Change In Assets and Liab_2
Net Change In Assets and Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Net Change In Assets and Liabilities [Abstract] | |
Summary of Change in Carrying Value of Assets and Liabilities, Net | The following is a summary of the change in the carrying value of assets and liabilities, net during the year ended June 30, 2021 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ - $ - $ - Cash and cash equivalents - - - Restricted cash 1,836 - 1,836 Other assets - 1,549 1,549 Total assets $ 1,836 $ 1,549 $ 3,385 Accounts payable and accrued liabilities $ - $ - $ - Accrued liquidation costs - 218 218 Total liabilities $ - $ 218 $ 218 Change in carrying value of assets and liabilities, net $ 1,836 $ 1,331 $ 3,167 The following provides details of the change in carrying value of assets and liabilities, net during the year ended June 30, 2021 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ (134,196 ) $ (14,286 ) $ (148,482 ) Cash and cash equivalents 95,105 - 95,105 Restricted cash 1,680 - 1,680 Other assets (2,898 ) 2,698 (200 ) Total assets $ (40,309 ) $ (11,588 ) $ (51,897 ) Accounts payable and accrued liabilities $ (615 ) $ 160 $ (455 ) Accrued liquidation costs (49,760 ) (2,326 ) (52,086 ) Total liabilities $ (50,375 ) $ (2,166 ) $ (52,541 ) Change in carrying value of assets and liabilities, net $ 10,066 $ (9,422 ) $ 644 The following provides details of the change in carrying value of assets and liabilities, net during the year ended June 30, 2020 ($ in thousands): Cash Activities Remeasure- ment Total Real estate assets, net $ (201,576 ) $ 9,237 $ (192,339 ) Cash and cash equivalents 127,309 - 127,309 Restricted cash 1,994 - 1,994 Other assets (2,044 ) 3,791 1,747 Total assets $ (74,317 ) $ 13,028 $ (61,289 ) Accounts payable and accrued liabilities $ (704 ) $ 878 $ 174 Accrued liquidation costs (80,831 ) 8,034 (72,797 ) Total liabilities $ (81,535 ) $ 8,912 $ (72,623 ) Change in carrying value of assets and liabilities, net $ 7,218 $ 4,116 $ 11,334 |
Distributions Declared, Net | The following provides details of the distributions declared, net during the year ended June 30, 2021 ($ in thousands): Distributions declared $ (139,956 ) Distributions reversed 1,168 Distributions declared, net $ (138,788 ) The following provides details of the distributions declared, net during the year ended June 30, 2020 ($ in thousands): Distributions declared $ (78,432 ) Distributions reversed 1,644 Distributions declared, net $ (76,788 ) |
Beneficial Interests (Tables)
Beneficial Interests (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Beneficial Interests [Abstract] | |
Liquidation Trust Interests | The following table summarizes the Liquidation Trust Interests (rounded) for the years ended June 30, 2021 and 2020: Year ended June 30, 2021 Year ended June 30, 2020 Liquidation Trust Interests Class A Class B Class A Class B Outstanding at beginning of year 11,518,232 675,558 11,433,623 655,261 Allowed claims 11,967 1,133 88,549 21,334 5% enhancement for certain allowed claims 182 56 459 5 Settlement by issuing Liquidation Trust Interests - - 895 - Settlement of claims by cancelling Liquidation Trust Interests (17,526 ) (963 ) (5,210 ) (1,042 ) Duplicate claim allowed in error - - (84 ) - Outstanding at end of year 11,512,855 675,784 11,518,232 675,558 |
Unresolved Claims Relating to Liquidation Trust Interests | The following table summarizes the Trust’s unresolved claims against the Debtors as they relate to Liquidation Trust Interests (rounded) for the years ended June 30, 2021 and 2020: Year ended June 30, 2021 Year ended June 30, 2020 Liquidation Trust Interests Class A Class B Class A Class B Reserved for unresolved claims at beginning of year 193,559 7,118 482,734 34,697 Allowed claims (11,967 ) (1,133 ) (88,549 ) (21,334 ) 5% enhancement for certain allowed claims (32 ) - - - Disallowed claims (56,951 ) (974 ) (200,626 ) (6,245 ) Reserved for unresolved claims at end of year 124,609 5,011 193,559 7,118 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Liquidation Trust Interests Through Subsequent Period | The following table summarizes the Liquidation Trust Interests for the period from July 1, 2021 through September 24, 2021: Liquidation Trust Interests Class A Class B Outstanding at July 1 2021 11,512,855 675,784 Allowed during the period 302 - Settlement of claims by cancelling Liquidation Trust Interests (1,392 ) (167 ) Outstanding at September 24, 2021 11,511,765 675,617 |
Unresolved Claim Related to Liquidation Trust Interests Through Subsequent Period | The following table summarizes unresolved claims against the Debtors as they relate to Liquidation Trust Interests (rounded) for the period from July 1, 2021 through September 24, 2021: Liquidation Trust Interests Class A Class B Outstanding at July 1, 2021 124,609 5,011 Allowed during the period (302 ) - Disallowed during the period (3,146 ) - Outstanding at September 24, 2021 121,161 5,011 |
Formation, Organization and D_2
Formation, Organization and Description of Business (Details) $ in Thousands | Dec. 31, 2020ConstructionSite | Sep. 30, 2020ConstructionSite | Jun. 30, 2021USD ($)ClassMemberManagerOfficerHomeConstructionSiteSegment | Jun. 30, 2020USD ($) | Feb. 15, 2019USD ($)Subsidiary |
Formation [Abstract] | |||||
Cash received for funding initial expenses of operation | $ | $ 5,000 | ||||
Number of wind-down subsidiaries | Subsidiary | 43 | ||||
Number of classes of liquidation trust interests | Class | 2 | ||||
Organization [Abstract] | |||||
Number of members in supervisory board | Member | 6 | ||||
Number of board managers managing Wind-Down Entity | Manager | 3 | ||||
Number of chief executive officers | Officer | 1 | ||||
Description of Business [Abstract] | |||||
Settlement of causes of action | $ | $ 9,839 | $ 5,323 | |||
Number of single family homes own by wind-down subsidiaries | 7 | ||||
Number of single-family homes listed for sale | 1 | ||||
Number of single family homes being constructed by wind-down subsidiaries | ConstructionSite | 6 | ||||
Number of reportable segments | Segment | 1 | ||||
Other Locations [Member] | |||||
Description of Business [Abstract] | |||||
Number of single family homes own by wind-down subsidiaries | 1 | ||||
COVID-19 [Member] | |||||
Description of Business [Abstract] | |||||
Number of construction sites closed | ConstructionSite | 1 | 3 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - Estimated Selling Costs [Member] | Jun. 30, 2021 |
Minimum [Member] | |
Liquidation Basis of Accounting [Abstract] | |
Real estate assets held for sale, measurement input | 0.050 |
Maximum [Member] | |
Liquidation Basis of Accounting [Abstract] | |
Real estate assets held for sale, measurement input | 0.065 |
Real Estate Assets Held for S_3
Real Estate Assets Held for Sale, Net (Details) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021USD ($)HomeAsset | Jun. 30, 2020USD ($)AssetLoan | |
Real Estate Investment Property, Net [Abstract] | ||
Single-family homes, number of assets | Asset | 7 | 13 |
Single-family homes, gross value | $ 146,750 | $ 298,368 |
Single-family homes, closing and other costs | (8,805) | (17,072) |
Single-family homes, net value | $ 137,945 | $ 281,296 |
Other real estate assets, number of assets | Asset | 6 | 19 |
Other real estate assets, gross value | $ 3,052 | $ 8,502 |
Other real estate assets, closing and other costs | (142) | (461) |
Other real estate assets, net value | $ 2,910 | $ 8,041 |
Real estate assets held for sale, number of assets | Asset | 13 | 32 |
Real estate assets held for sale, gross value | $ 149,802 | $ 306,870 |
Real estate assets held for sale, closing and other costs | (8,947) | (17,533) |
Real estate assets held for sale, net | $ 140,855 | 289,337 |
Number of single-family homes listed for sale | Home | 1 | |
Number of single-family homes under construction | Home | 6 | |
Net proceeds from sale of real estate | $ 134,159 | $ 201,333 |
Other Locations [Member] | ||
Real Estate Investment Property, Net [Abstract] | ||
Single-family homes, number of assets | Home | 1 | |
Single-Family Homes [Member] | ||
Real Estate Investment Property, Net [Abstract] | ||
Number of assets sold | Asset | 6 | 12 |
Lots [Member] | ||
Real Estate Investment Property, Net [Abstract] | ||
Other real estate assets, number of assets | Asset | 0 | 2 |
Other real estate assets, gross value | $ 0 | $ 3,500 |
Other real estate assets, closing and other costs | 0 | (193) |
Other real estate assets, net value | $ 0 | $ 3,307 |
Number of assets sold | Asset | 2 | 33 |
Secured Loans [Member] | ||
Real Estate Investment Property, Net [Abstract] | ||
Other real estate assets, number of assets | Asset | 4 | 4 |
Other real estate assets, gross value | $ 1,945 | $ 1,984 |
Other real estate assets, closing and other costs | (87) | (86) |
Other real estate assets, net value | $ 1,858 | $ 1,898 |
Number of loans settled | Loan | 3 | |
Number of assets for which the wind-down entity will not be pursuing recoveries | Loan | 13 | |
Other Properties [Member] | ||
Real Estate Investment Property, Net [Abstract] | ||
Other real estate assets, number of assets | Asset | 2 | 13 |
Other real estate assets, gross value | $ 1,107 | $ 3,018 |
Other real estate assets, closing and other costs | (55) | (182) |
Other real estate assets, net value | $ 1,052 | $ 2,836 |
Number of assets sold | Asset | 11 | 2 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Restricted Cash [Abstract] | ||
Distributions restricted by the Company related to unresolved claims, distributions for recently allowed claims, uncashed distribution checks, distributions withheld due to pending avoidance actions and distributions that the Trust is waiting for further beneficiary information | $ 4,687 | $ 2,372 |
Forfeited Assets (Note 7) | 1,836 | 0 |
Interest reserve (Note 9) | 1,750 | 1,750 |
Fair Funds, legally restricted for distribution | 0 | 1,236 |
Total restricted cash | $ 8,273 | $ 5,358 |
Other Assets (Details)
Other Assets (Details) $ in Thousands | Jun. 30, 2021USD ($)Property | Jun. 30, 2020USD ($)Property | |
Other Assets [Abstract] | |||
Escrow receivables | [1] | $ 2,500 | $ 1,500 |
Forfeited Assets (Note 7) | 1,549 | 0 | |
Settlement installment receivables, net | [2] | 1,014 | 575 |
Insurance claim receivable | [3] | 0 | 1,900 |
Other | 410 | 208 | |
Total other assets | 5,473 | 4,183 | |
Allowance for uncollectible settlement installment receivables | $ 9 | $ 40 | |
Single-Family Homes [Member] | |||
Other Assets [Abstract] | |||
Number of properties with escrow holdbacks | Property | 1 | 2 | |
[1] | Escrow holdbacks relating to one and two single-family homes sold prior to June 30, 2021 and 2020, respectively. Amounts are to be released upon completion of construction and obtaining a certificate of occupancy. | ||
[2] | The allowance for uncollectible settlement installment receivables was approximately $9,000 and $40,000 at June 30, 2021 and 2020, respectively. | ||
[3] | During the year ended June 30, 2021, the insurance claim receivable was adjusted as a result of a negative court ruling on March 25, 2021. |
Accrued Liquidation Costs (Deta
Accrued Liquidation Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Development costs [Abstract] | ||
Construction costs | $ 23,480 | $ 67,204 |
Construction warranty | 2,870 | 2,870 |
Indirect costs | 712 | 1,407 |
Bond refunds | (1,134) | (1,562) |
Total development costs | 25,928 | 69,919 |
Holding costs [Abstract] | ||
Property tax | 1,901 | 5,918 |
Insurance | 1,291 | 2,125 |
Maintenance, utilities and other | 1,000 | 1,518 |
Total holding costs | 4,192 | 9,561 |
General and administrative costs [Abstract] | ||
Legal and other professional fees | 17,697 | 17,588 |
Payroll and payroll-related | 10,432 | 13,425 |
State, local and other taxes | 2,217 | 2,118 |
Board fees and expenses | 1,558 | 1,725 |
Directors and officers insurance | 2,576 | 1,325 |
Other | 983 | 1,790 |
Total general and administrative costs | 35,463 | 37,971 |
Total accrued liquidation costs | 65,583 | $ 117,451 |
Additional general and administrative costs | $ 12,952 |
Forfeited Assets - Restricted_3
Forfeited Assets - Restricted for Qualifying Victims (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Forfeited Assets - Restricted for Qualifying Victims [Abstract] | ||
Enhancement percentage for contributing causes of action | 5.00% | |
Class 5 coefficient percentage | 72.50% | |
Estimated net realizable value of forfeited assets | $ 3,459 | |
Forfeited Assets [Abstract] | ||
Restricted cash (Note 4) | 1,836 | $ 0 |
Other assets (Note 5) | 1,549 | 0 |
Accrued liquidation costs - legal and professional fees | (218) | 0 |
Net assets in liquidation - restricted for Qualifying Victims | $ 3,167 | $ 0 |
Net Change In Assets and Liab_3
Net Change In Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Change in carrying value of assets and liabilities, net | $ 3,167 | $ 0 |
Change in carrying value of assets and liabilities, net | 644 | 11,334 |
Distributions Declared, Net [Abstract] | ||
Distributions declared, net | (138,788) | (76,788) |
Increase in distributions payable | 2,319 | 554 |
Restricted for Qualifying Victims [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | 0 | |
Cash and cash equivalents | 0 | |
Restricted cash | 1,836 | |
Other assets | 1,549 | |
Total assets | 3,385 | |
Accounts payable and accrued liabilities | 0 | |
Accrued liquidation costs | 218 | |
Total liabilities | 218 | |
Change in carrying value of assets and liabilities, net | 3,167 | 0 |
Change in carrying value of assets and liabilities, net | 0 | 0 |
Distributions Declared, Net [Abstract] | ||
Distributions declared, net | 0 | 0 |
All Interestholders [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | (148,482) | (192,339) |
Cash and cash equivalents | 95,105 | 127,309 |
Restricted cash | 1,680 | 1,994 |
Other assets | (200) | 1,747 |
Total assets | (51,897) | (61,289) |
Accounts payable and accrued liabilities | (455) | 174 |
Accrued liquidation costs | (52,086) | (72,797) |
Total liabilities | (52,541) | (72,623) |
Change in carrying value of assets and liabilities, net | 0 | 0 |
Change in carrying value of assets and liabilities, net | 644 | 11,334 |
Distributions Declared, Net [Abstract] | ||
Distributions declared | (139,956) | (78,432) |
Distributions reversed | 1,168 | 1,644 |
Distributions declared, net | (138,788) | (76,788) |
Cash Activities [Member] | Restricted for Qualifying Victims [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | 0 | |
Cash and cash equivalents | 0 | |
Restricted cash | 1,836 | |
Other assets | 0 | |
Total assets | 1,836 | |
Accounts payable and accrued liabilities | 0 | |
Accrued liquidation costs | 0 | |
Total liabilities | 0 | |
Change in carrying value of assets and liabilities, net | 1,836 | |
Cash Activities [Member] | All Interestholders [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | (134,196) | (201,576) |
Cash and cash equivalents | 95,105 | 127,309 |
Restricted cash | 1,680 | 1,994 |
Other assets | (2,898) | (2,044) |
Total assets | (40,309) | (74,317) |
Accounts payable and accrued liabilities | (615) | (704) |
Accrued liquidation costs | (49,760) | (80,831) |
Total liabilities | (50,375) | (81,535) |
Change in carrying value of assets and liabilities, net | 10,066 | 7,218 |
Remeasurement [Member] | Restricted for Qualifying Victims [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | 0 | |
Cash and cash equivalents | 0 | |
Restricted cash | 0 | |
Other assets | 1,549 | |
Total assets | 1,549 | |
Accounts payable and accrued liabilities | 0 | |
Accrued liquidation costs | 218 | |
Total liabilities | 218 | |
Change in carrying value of assets and liabilities, net | 1,331 | |
Remeasurement [Member] | All Interestholders [Member] | ||
Changes in Carrying Value of Assets and Liabilities, Net [Abstract] | ||
Real estate assets, net | (14,286) | 9,237 |
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Other assets | 2,698 | 3,791 |
Total assets | (11,588) | 13,028 |
Accounts payable and accrued liabilities | 160 | 878 |
Accrued liquidation costs | (2,326) | 8,034 |
Total liabilities | (2,166) | 8,912 |
Change in carrying value of assets and liabilities, net | $ (9,422) | $ 4,116 |
Credit Agreements (Details)
Credit Agreements (Details) | Feb. 11, 2021USD ($)SubsidiaryProperty | Jun. 19, 2020USD ($)Subsidiary | Apr. 20, 2020USD ($) | Jun. 30, 2021USD ($) | Feb. 10, 2021USD ($) | Jun. 30, 2020USD ($) |
Line of Credit [Abstract] | ||||||
Interest reserve | $ 1,750,000 | $ 1,750,000 | ||||
Paycheck Protection Program Loans [Member] | ||||||
Line of Credit [Abstract] | ||||||
Percentage of loan balance expected to be forgiven | 100.00% | |||||
Accrued loan balance | $ 0 | |||||
New Revolving Credit Facility [Member] | ||||||
Line of Credit [Abstract] | ||||||
Line of credit, maturity date | Jun. 19, 2022 | |||||
Number of wholly-owned subsidiaries | Subsidiary | 2 | |||||
Line of credit outstanding | $ 25,000,000 | |||||
Interest reserve | 1,750,000 | |||||
Line of credit, optional extension period | 1 year | |||||
Cash deposit balance | $ 20,000,000 | |||||
Period allowed for adding additional borrowers and properties as collateral | 60 days | |||||
Line of credit availability | $ 100,000 | |||||
Percentage of non-compliance fee | 2.00% | |||||
Interest rate percentage | 3.50% | |||||
Amended Revolving Credit Facility [Member] | ||||||
Line of Credit [Abstract] | ||||||
Line of credit, maturity date | Jan. 31, 2023 | |||||
Line of credit, optional extension period | 1 year | |||||
Line of credit availability | $ 25,000,000 | |||||
Number of wholly-owned subsidiaries added as co-borrowers | Subsidiary | 2 | |||||
Number of properties added as replacement collateral | Property | 2 | |||||
Revolving Line of Credit [Member] | ||||||
Line of Credit [Abstract] | ||||||
Line of credit, maturity date | May 1, 2020 | |||||
Line of credit outstanding | $ 0 | $ 0 | ||||
Subsidiary [Member] | Revolving Line of Credit [Member] | Minimum [Member] | ||||||
Line of Credit [Abstract] | ||||||
Line of credit interest rate | 5.25% | |||||
Wind-Down Entity [Member] | Paycheck Protection Program Loans [Member] | ||||||
Line of Credit [Abstract] | ||||||
Interest rate percentage | 1.00% | |||||
Face amount of debt | $ 324,700 | |||||
Debt instrument maturity date | Apr. 20, 2022 |
Beneficial Interests (Details)
Beneficial Interests (Details) - shares | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Liquidation Trust Interests [Abstract] | ||
Held by qualifying victims (in shares) | 11,437,377 | |
Unresolved Claims Relating to Liquidation Trust Interests [Abstract] | ||
Unresolved claims held by qualifying victims (in shares) | 24,916 | |
Class A [Member] | ||
Liquidation Trust Interests [Abstract] | ||
Outstanding at beginning of year (in shares) | 11,518,232 | 11,433,623 |
Allowed claims (in shares) | 11,967 | 88,549 |
5% enhancement for certain allowed claims (in shares) | 182 | 459 |
Settlement by issuing Liquidation Trust Interests (in shares) | 0 | 895 |
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (17,526) | (5,210) |
Duplicate claim allowed in error (in shares) | 0 | (84) |
Outstanding at end of period (in shares) | 11,512,855 | 11,518,232 |
Percentage of enhancement for certain allowed claims | 5.00% | 5.00% |
Unresolved Claims Relating to Liquidation Trust Interests [Abstract] | ||
Outstanding at beginning of period (in shares) | 193,559 | 482,734 |
Allowed claims (in shares) | (11,967) | (88,549) |
5% enhancement for certain allowed claims (in shares) | (32) | 0 |
Disallowed claims (in shares) | (56,951) | (200,626) |
Outstanding at end of period (in shares) | 124,609 | 193,559 |
Class B [Member] | ||
Liquidation Trust Interests [Abstract] | ||
Outstanding at beginning of year (in shares) | 675,558 | 655,261 |
Allowed claims (in shares) | 1,133 | 21,334 |
5% enhancement for certain allowed claims (in shares) | 56 | 5 |
Settlement by issuing Liquidation Trust Interests (in shares) | 0 | 0 |
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (963) | (1,042) |
Duplicate claim allowed in error (in shares) | 0 | 0 |
Outstanding at end of period (in shares) | 675,784 | 675,558 |
Percentage of enhancement for certain allowed claims | 5.00% | 5.00% |
Unresolved Claims Relating to Liquidation Trust Interests [Abstract] | ||
Outstanding at beginning of period (in shares) | 7,118 | 34,697 |
Allowed claims (in shares) | (1,133) | (21,334) |
5% enhancement for certain allowed claims (in shares) | 0 | 0 |
Disallowed claims (in shares) | (974) | (6,245) |
Outstanding at end of period (in shares) | 5,011 | 7,118 |
Distributions (Details)
Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 14, 2021 | May 13, 2021 | Jan. 27, 2021 | Jan. 07, 2021 | Nov. 06, 2020 | Oct. 19, 2020 | Jul. 16, 2020 | Jul. 13, 2020 | Apr. 10, 2020 | Mar. 31, 2020 | Jan. 10, 2020 | Jan. 02, 2020 | Mar. 26, 2019 | Mar. 15, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 16, 2021 | Jan. 28, 2021 | Nov. 03, 2020 | Aug. 25, 2020 |
Distributions [Abstract] | ||||||||||||||||||||
Distributions paid subsequent to initial distribution | $ 660 | $ 1,000 | ||||||||||||||||||
Amount released from restricted cash account as a result of claims being disallowed or Class A Interests being cancelled | 1,168 | 1,644 | ||||||||||||||||||
Amount received from distribution checks returned or not cashed | $ 590 | $ 148 | ||||||||||||||||||
All Net Note Claims [Member] | ||||||||||||||||||||
Distributions [Abstract] | ||||||||||||||||||||
Interest, fixed rate | 10.00% | |||||||||||||||||||
Class A [Member] | ||||||||||||||||||||
Distributions [Abstract] | ||||||||||||||||||||
Preferential distributions payable per interest (in dollars per share) | $ 75 | |||||||||||||||||||
Distributions declared | $ 30,014 | $ 50,005 | $ 29,957 | $ 29,934 | $ 25,000 | $ 53,426 | $ 44,697 | |||||||||||||
Distributions declared per interest (in dollars per share) | $ 2.58 | $ 4.28 | $ 2.56 | $ 2.56 | $ 2.12 | $ 4.50 | $ 3.75 | |||||||||||||
Initial distributions paid | $ 29,328 | $ 48,665 | $ 29,204 | $ 29,201 | $ 24,193 | $ 51,188 | $ 42,313 | |||||||||||||
Deposit made into restricted cash account for distributions | $ 807 | $ 2,238 | $ 2,384 | $ 686 | $ 1,340 | $ 753 | $ 733 | |||||||||||||
Class B [Member] | ||||||||||||||||||||
Distributions [Abstract] | ||||||||||||||||||||
Preferential distributions payable per interest (in dollars per share) | 75 | |||||||||||||||||||
Subordinated preferential distributions payable per interest (in dollars per share) | $ 75 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Nov. 30, 2019Contract | Jun. 30, 2021USD ($)Asset | Jun. 30, 2020USD ($) | |
Executive Officer [Member] | |||
Related Parties Transactions [Abstract] | |||
Accrued amount due to officers | $ 3,850 | $ 3,840 | |
Payments for bonuses | 1,083 | 808 | |
Liquidation Trustee [Member] | |||
Related Parties Transactions [Abstract] | |||
Amount payable to related party | 160 | 119 | |
Amount paid under contract | $ 491 | 214 | |
Percentage entitled to receive from total gross amount recovered | 5.00% | ||
Accrued amount due to related party | $ 532 | 251 | |
G3 Group LA [Member] | Single-Family Homes [Member] | |||
Related Parties Transactions [Abstract] | |||
Number of real estate assets under contract for development | Asset | 1 | ||
Number of construction contracts assumed by buyer | Contract | 1 | ||
Amount payable to related party | $ 4,391 | 8,133 | |
Amount paid under contract | 7,341 | 10,123 | |
Akerman LLP [Member] | |||
Related Parties Transactions [Abstract] | |||
Amount payable to related party | 0 | 0 | |
Payments for legal services | $ 385 | $ 592 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Jun. 04, 2021USD ($)Option | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) |
Commitments and Contingencies [Abstract] | |||
Construction contracts unpaid | $ 10,137 | ||
Option to extend lease | 6 months | 3 months | |
Rent paid | $ 291 | $ 277 | |
Annual rent | $ 43 | ||
Number of options to extend lease | Option | 2 | ||
Payment relating to prepaid rent, common area maintenance charges and a security deposit | $ 55 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Aug. 06, 2021USD ($)LawsuitsSettlement | Sep. 24, 2021USD ($)Assetshares | Jun. 30, 2021USD ($)Assetshares | Jun. 30, 2020USD ($)Assetshares |
Liquidation Trust Interests [Abstract] | ||||
Held by qualifying victims (in shares) | 11,437,377 | |||
Unresolved Claims, Liquidation Trust Interests [Abstract] | ||||
Unresolved claims held by qualifying victims (in shares) | 24,916 | |||
Distribution [Abstract] | ||||
Amount released from restricted cash account as a result of claims being disallowed or Class A Interests being cancelled | $ | $ 1,168 | $ 1,644 | ||
Sales of Real Estate Assets [Abstract] | ||||
Proceeds from sale of assets | $ | 134,159 | 201,333 | ||
Causes of Action [Abstract] | ||||
Settlement of causes of action | $ | $ 9,839 | $ 5,323 | ||
Single-Family Homes [Member] | ||||
Sales of Real Estate Assets [Abstract] | ||||
Number of assets sold | Asset | 6 | 12 | ||
Class A [Member] | ||||
Liquidation Trust Interests [Abstract] | ||||
Outstanding at beginning of year (in shares) | 11,512,855 | 11,518,232 | 11,433,623 | |
Allowed during the period (in shares) | 11,967 | 88,549 | ||
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (17,526) | (5,210) | ||
Outstanding at end of period (in shares) | 11,512,855 | 11,518,232 | ||
Unresolved Claims, Liquidation Trust Interests [Abstract] | ||||
Outstanding at beginning of period (in shares) | 124,609 | 193,559 | 482,734 | |
Allowed during the period (in shares) | (11,967) | (88,549) | ||
Disallowed during the period (in shares) | (56,951) | (200,626) | ||
Outstanding at end of period (in shares) | 124,609 | 193,559 | ||
Class B [Member] | ||||
Liquidation Trust Interests [Abstract] | ||||
Outstanding at beginning of year (in shares) | 675,784 | 675,558 | 655,261 | |
Allowed during the period (in shares) | 1,133 | 21,334 | ||
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (963) | (1,042) | ||
Outstanding at end of period (in shares) | 675,784 | 675,558 | ||
Unresolved Claims, Liquidation Trust Interests [Abstract] | ||||
Outstanding at beginning of period (in shares) | 5,011 | 7,118 | 34,697 | |
Allowed during the period (in shares) | (1,133) | (21,334) | ||
Disallowed during the period (in shares) | (974) | (6,245) | ||
Outstanding at end of period (in shares) | 5,011 | 7,118 | ||
Subsequent Event [Member] | ||||
Distribution [Abstract] | ||||
Amount released from restricted cash account as a result of claims being disallowed or Class A Interests being cancelled | $ | $ 99 | |||
Causes of Action [Abstract] | ||||
Settlement of causes of action | $ | 971 | |||
Amount due to liquidation trustee | $ | $ 49 | |||
Number of pending actions | Lawsuits | 2 | |||
Number of pending actions to be settled | Settlement | 2 | |||
Number of separate claims consolidated in class action | Lawsuits | 5 | |||
Settlement agreement amount | $ | $ 54,500 | |||
Settlement payment period | 10 days | |||
Costs of administration or incentive award to be deducted from the Trust's share of the Net Class Consideration | $ | $ 0 | |||
Subsequent Event [Member] | California Class Action [Member] | ||||
Causes of Action [Abstract] | ||||
Percentage of claims held by the Trust | 60.90% | |||
Settlement agreement amount | $ | $ 54,200 | |||
Subsequent Event [Member] | California Class Action [Member] | Maximum [Member] | ||||
Causes of Action [Abstract] | ||||
Percentage of settlement payment for legal fees of plaintiff's counsel | 25.00% | |||
Subsequent Event [Member] | Delaware Adversary Action [Member] | ||||
Causes of Action [Abstract] | ||||
Settlement agreement amount | $ | $ 300 | |||
Subsequent Event [Member] | Single-Family Homes [Member] | ||||
Sales of Real Estate Assets [Abstract] | ||||
Number of assets sold | Asset | 2 | |||
Proceeds from sale of assets | $ | $ 42,445 | |||
Subsequent Event [Member] | Class A [Member] | ||||
Liquidation Trust Interests [Abstract] | ||||
Allowed during the period (in shares) | 302 | |||
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (1,392) | |||
Outstanding at end of period (in shares) | 11,511,765 | |||
Held by qualifying victims (in shares) | 11,436,286 | |||
Unresolved Claims, Liquidation Trust Interests [Abstract] | ||||
Allowed during the period (in shares) | (302) | |||
Disallowed during the period (in shares) | (3,146) | |||
Outstanding at end of period (in shares) | 121,161 | |||
Unresolved claims held by qualifying victims (in shares) | 22,183 | |||
Distribution [Abstract] | ||||
Allowed claims, distributions paid from restricted cash account | $ | $ 38 | |||
Subsequent Event [Member] | Class B [Member] | ||||
Liquidation Trust Interests [Abstract] | ||||
Allowed during the period (in shares) | 0 | |||
Settlement of claims by cancelling Liquidation Trust Interests (in shares) | (167) | |||
Outstanding at end of period (in shares) | 675,617 | |||
Unresolved Claims, Liquidation Trust Interests [Abstract] | ||||
Allowed during the period (in shares) | 0 | |||
Disallowed during the period (in shares) | 0 | |||
Outstanding at end of period (in shares) | 5,011 |