Document and Entity Information
Document and Entity Information | 6 Months Ended |
Sep. 30, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2018 |
Document Fiscal Year Focus | 2,019 |
Document Fiscal Period Focus | Q2 |
Trading Symbol | MTLQQ |
Entity Registrant Name | Motors Liquidation Co |
Entity Central Index Key | 40,730 |
Current Fiscal Year End Date | --03-31 |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 0 |
Condensed Statements of Net Ass
Condensed Statements of Net Assets in Liquidation (Liquidation Basis) - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
ASSETS | ||
Accrued Investment Income (Note 3) | $ 22,700 | $ 16,700 |
LIABILITIES | ||
Reserves for Expected Costs of Liquidation (Note 6) | 41,897 | 38,087 |
Liquidation Basis of Accounting [Member] | ||
ASSETS | ||
Cash and Cash Equivalents (Note 3) | 2,321 | 2,563 |
Marketable Securities (Note 3) | 503,474 | 505,183 |
Accrued Investment Income (Note 3) | 23,404 | 17,495 |
Other Assets | 169 | 63 |
TOTAL ASSETS | 529,368 | 525,304 |
LIABILITIES | ||
Accounts Payable and Other Liabilities | 3,732 | 5,420 |
Liquidating Distributions Payable (Note 4) | 1,813 | 1,825 |
Contingent Settlement Obligation (Note 3) | 15,000 | |
Reserves for Expected Costs of Liquidation (Note 6) | 41,897 | 38,087 |
Reserves for Residual Wind-Down Claims and Costs (Note 6) | 169 | 169 |
TOTAL LIABILITIES | 47,611 | 60,501 |
NET ASSETS IN LIQUIDATION (Note 3) | $ 481,757 | $ 464,803 |
Condensed Statements of Changes
Condensed Statements of Changes in Net Assets in Liquidation (Liquidation Basis) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net Assets in Liquidation, beginning of period | $ 466,992 | $ 486,353 | $ 464,803 | $ 488,213 |
Increase (decrease) in net assets in liquidation: | ||||
Additions to reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs (Note 6) | (13,053) | (6,483) | (8,579) | (9,529) |
Reversal of contingent settlement obligation (Note 3) | 15,000 | 15,000 | ||
Liquidating distributions (Note 4) | 1 | 791 | (15) | |
Dividends and interest income (Note 3) | 12,817 | 3,264 | 10,533 | 5,256 |
Other income (Note 3) | 1,508 | 1,508 | ||
Net increase (decrease) in net assets in liquidation | 14,765 | (920) | 16,954 | (2,780) |
Net Assets in Liquidation, end of period | $ 481,757 | $ 485,433 | $ 481,757 | $ 485,433 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Liquidation Basis) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from (used in) operating activities | ||
Cash receipts from interest and dividends | $ 4,624 | $ 1,609 |
Cash paid for professional fees, governance costs and other administrative costs | (6,570) | (5,554) |
Cash paid for Residual Wind-Down Claims and Costs | (11,705) | |
Cash receipts for refunds | 7 | 193 |
Cash paid for distributions | (12) | (430) |
Net cash flows used in operating activities | (1,951) | (15,887) |
Cash flows from (used in) investing activities | ||
Cash used to purchase marketable securities | (2,232,224) | (1,752,333) |
Cash from maturities and sales of marketable securities | 2,233,933 | 1,767,358 |
Net cash flows from investing activities | 1,709 | 15,025 |
Net decrease in cash and cash equivalents | (242) | (862) |
Cash and cash equivalents, beginning of period | 2,563 | 4,320 |
Cash and cash equivalents, end of period | $ 2,321 | $ 3,458 |
Description of Trust and Report
Description of Trust and Reporting Policies | 6 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Description of Trust and Reporting Policies | 1. Description of Trust and Reporting Policies The Motors Liquidation Company GUC Trust (“GUC Trust”) is a successor to Motors Liquidation Company (formerly known as General Motors Corp.) (“MLC”) for the purposes of Section 1145 of the United States Bankruptcy Code (“Bankruptcy Code”). The GUC Trust holds, administers and directs the distribution of certain assets pursuant to the terms and conditions of the Second Amended and Restated Motors Liquidation Company GUC Trust Agreement (the “GUC Trust Agreement”), dated as of July 30, 2015, and as amended from time to time, and pursuant to the Second Amended Joint Chapter 11 Plan (the “Plan”), dated March 18, 2011, of MLC and its debtor affiliates (collectively, along with MLC, the “Debtors”), for the benefit of holders of allowed general unsecured claims against the Debtors (“Allowed General Unsecured Claims”). The GUC Trust was formed on March 30, 2011, as a statutory trust under the Delaware Statutory Trust Act, for the purposes of implementing the Plan and distributing the GUC Trust’s distributable assets. Wilmington Trust Company serves as trustee and trust administrator of the GUC Trust (in such capacity, and not in its individual capacity, the “GUC Trust Administrator”), and FTI Consulting, Inc. serves as trust monitor of the GUC Trust (in such capacity, and not in its individual capacity, the “GUC Trust Monitor”). Prior to the liquidation in July and August 2015 of all New GM Securities (as defined below) then held by the GUC Trust (pursuant to the Liquidation Order (as defined below)), the Plan (as qualified by the Liquidation Order) generally provided for the distribution of certain shares of common stock (“New GM Common Stock”) of the new General Motors Company, formerly known as NGMCO, Inc. (“New GM”) and any associated Dividend Cash (as defined below) and certain warrants for the purchase of shares of such stock (the “New GM Warrants,” and, together with the New GM Common Stock, the “New GM Securities”) to holders of Allowed General Unsecured Claims pro rata by the amount of such claims. Since such liquidation of the New GM Securities, distributions to holders of Allowed General Unsecured Claims consist entirely of cash distributions in lieu of New GM Securities. In addition, prior to the qualification by the Liquidation Order and the resulting subsequent liquidation of New GM Securities, the Plan provided that each holder of an Allowed General Unsecured Claim would obtain, in the form of GUC Trust Units (as defined below), a contingent right to receive, on a pro rata basis, additional shares of New GM Common Stock (and associated Dividend Cash) and New GM Warrants (if and to the extent such New GM Common Stock and New GM Warrants were not required for the satisfaction of previously Disputed General Unsecured Claims (as defined in Note 2), Term Loan Avoidance Action Claims (as defined in Note 2) or liquidation for the payment of the expenses and liabilities of the GUC Trust), and certain cash, if any, remaining at the dissolution of the GUC Trust. Since the aforementioned liquidation of all New GM Securities previously held by the GUC Trust, the holders of GUC Trust Units have a contingent right to receive additional cash, in lieu of New GM Securities, if any, remaining at the dissolution of the GUC Trust. By order dated July 2, 2015 (the “Liquidation Order”), the Bankruptcy Court approved the conversion of the GUC Trust’s holdings of New GM Securities into cash. To effect such conversion, on July 7, 2015, the GUC Trust converted all of its holdings of New GM Warrants into New GM Common Stock in a cashless exercise. In total, the GUC Trust converted (i) 10,352,556 New GM Series A Warrants (defined below) into 7,407,155 shares of New GM Common Stock, and (ii) 10,352,556 New GM Series B Warrants (defined below) into 4,953,635 shares of New GM Common Stock. Thereafter, the GUC Trust sold all of its holdings of New GM Common Stock for net proceeds aggregating $741.7 million, having completed all such sales on August 5, 2015. As a result, all distributions by the GUC Trust thereafter in respect of any Allowed General Unsecured Claims (including in respect of the GUC Trust Units) are made solely in cash. Pursuant to the Liquidation Order, the proceeds of such liquidation (net of applicable costs, fees, and expenses paid in respect thereof) were allocated to the beneficiaries of the GUC Trust on a pro rata basis in the following manner: (a) A GUC Trust beneficiary’s entitlement to a particular number of New GM Warrants that were exercised was converted into an entitlement to receive the number of shares of New GM Common Stock into which such New GM Warrants were exercised. Such conversions were 0.71549 shares of New GM Common Stock for each New GM Series A Warrant and 0.47849 shares of Common Stock for each New GM Series B Warrant; and (b) A GUC Trust beneficiary’s entitlement to a particular number of shares of New GM Common Stock that were liquidated (including the exercised New GM Warrants as set forth above), was converted into an entitlement to receive an amount of cash equal to the weighted average sales price (net of any applicable costs, fees, and expenses paid in respect thereof) of all of the New GM Common Stock sold, multiplied by the number of shares of New GM Common Stock to which such GUC Trust beneficiary would otherwise be entitled (including exercised New GM Warrants as set forth above). Such weighted average sales price for the GUC Trust’s holdings of New GM Common Stock that were sold subsequent to June 30, 2015 was $31.23 per share. Following the liquidation described above, the GUC Trust has invested most of the proceeds in certain marketable securities as permitted under the GUC Trust Agreement. The amount of cash and cash equivalents and marketable securities held for distribution to GUC Trust beneficiaries, including Dividend Cash, is referred to herein as Distributable Cash. The GUC Trust exists solely for the purpose of resolving claims, distributing Distributable Cash (following the aforementioned liquidation of all New GM Securities) and winding down the affairs of MLC, all in accordance with a plan of liquidation of MLC approved by the Bankruptcy Court and the Liquidation Order. Accordingly, the GUC Trust has prepared the accompanying financial statements on the liquidation basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Under the liquidation basis of accounting, assets are stated at their estimated realizable value, which is the non-discounted As described above, the beneficiaries of the GUC Trust are future holders and, to the extent their liquidating distributions have not yet been paid to them, current holders of Allowed General Unsecured Claims and future and current holders of GUC Trust Units (“Trust Beneficiaries”). As Disputed General Unsecured Claims, if any, and Term Loan Avoidance Action Claims are resolved and allowed and thereby become Allowed General Unsecured Claims, the holders thereof become entitled to receive liquidating distributions of Distributable Cash (including Dividend Cash) and GUC Trust Units pro rata by the amount of such claims. Upon such occurrence, the GUC Trust incurs an obligation to distribute Distributable Cash and, accordingly, liquidating distributions payable are recorded in the amount of Distributable Cash (previously the fair value of New GM Securities) that the GUC Trust is obligated to distribute as of the end of the period in which the Disputed General Unsecured Claims and Term Loan Avoidance Action Claims are resolved as Allowed General Unsecured Claims. Prior to the resolution and allowance of any Disputed General Unsecured Claims and Term Loan Avoidance Action Claims, liabilities are not recorded for the conditional obligations associated with any Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. Rather, the beneficial interests of GUC Trust beneficiaries in the residual assets of the GUC Trust are reflected in Net Assets in Liquidation of the GUC Trust in the financial statements. The accompanying (a) condensed statement of net assets in liquidation as of March 31, 2018, which has been derived from audited financial statements, and (b) the unaudited interim condensed financial statements have been prepared in accordance with the instructions to Form 10-Q 10-K The preparation of condensed financial statements in conformity with U.S. GAAP requires the GUC Trust Administrator to make estimates and assumptions that affect the reported amounts of assets and liabilities and are subject to change. Changes to U.S. GAAP are made by the FASB in the form of accounting standards updates (ASUs) to the FASB’s Accounting Standards Codification. The GUC Trust considers the applicability and impact of all ASUs. ASUs not noted herein were assessed and determined to be not applicable. |
Plan of Liquidation
Plan of Liquidation | 6 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Plan of Liquidation | 2. Plan of Liquidation On March 31, 2011, the date the Plan became effective (the “Effective Date”), there were approximately $29,771 million in Allowed General Unsecured Claims. In addition, as of the Effective Date, there were approximately $8,154 million in disputed general unsecured claims which reflected liquidated disputed claims and a Bankruptcy Court ordered distribution reserve for unliquidated disputed claims (“Disputed General Unsecured Claims”), but did not reflect Term Loan Avoidance Action Claims. The total aggregate amount of general unsecured claims, both allowed and disputed, asserted against the Debtors, inclusive of the Term Loan Avoidance Action Claims, was approximately $39,425 million as of the Effective Date. Pursuant to the GUC Trust Agreement, holders of Disputed General Unsecured Claims became entitled to receive a distribution of Distributable Cash from the GUC Trust if, and to the extent that, such Disputed General Unsecured Claims became Allowed General Unsecured Claims (such claims, “Resolved Disputed Claims”). Under the GUC Trust Agreement, the GUC Trust Administrator had the authority to file objections to such Disputed General Unsecured Claims and such claims could be prosecuted through alternative dispute resolution proceedings, including mediation and arbitration, if appropriate. As of September 30, 2018, there were no remaining Disputed General Unsecured Claims. There remained $50.0 million in claim amount that is not associated with any particular claim, but which has been set aside by the GUC Trust Administrator as a general claim contingency. See “Allowed and Disputed Claims” in Note 3 below. Only one avoidance action, captioned Official Committee of Unsecured Creditors of Motors Liquidation Co. v. JPMorgan Chase Bank, N.A. et al., Adv. Pro. No. 09-00504 As described in Part II, Item 1 (“Legal Proceedings”), the Committee, the DIP Lenders and the Avoidance Action Trust have reached a settlement agreement concerning, among other things, the allocation of potential distributable recoveries from the Term Loan Avoidance Action. The Bankruptcy Court approved the settlement agreement in an opinion and order entered on August 24, 2016, which order was affirmed on appeal and is fully in effect. No funds reclaimed from the prepetition lenders in the Term Loan Avoidance Action will be transferred to or otherwise benefit the GUC Trust or be distributed on account of GUC Trust Units. GUC Trust Distributable Assets Pursuant to the terms of the Plan, the Bankruptcy Court authorized the distribution by New GM of 150 million shares of New GM Common Stock, warrants to acquire 136,363,635 newly issued shares of New GM Stock with an exercise price set at $10.00 per share that were scheduled to expire on July 10, 2016 (“New GM Series A Warrants”), and warrants to acquire 136,363,635 newly issued shares of New GM Stock with an exercise price set at $18.33 per share that were scheduled to expire on July 10, 2019 (“New GM Series B Warrants”). Record ownership of the New GM Securities was held by MLC for the benefit of the GUC Trust until the dissolution of MLC on December 15, 2011, at which time record ownership was transferred to the GUC Trust. As described above, pursuant to the Liquidation Order, during July and August 2015, all of the GUC Trust’s holdings of New GM Securities were liquidated and, following such liquidation, the GUC Trust’s Distributable Assets principally consist of Distributable Cash. Substantially all of such Distributable Cash is invested in certain marketable securities as permitted under the GUC Trust Agreement. Prior to the liquidation of all of its holdings of New GM Common Stock, the GUC Trust received dividends on such New GM Common Stock aggregating $24.7 million. Such dividends are required to be applied to the same purpose as the New GM Common Stock to which such dividends relate. If the portion of Distributable Cash applicable to the proceeds from the liquidation of New GM Common Stock is distributed to holders of subsequently allowed Disputed General Unsecured Claims, Term Loan Avoidance Action Claims and GUC Trust Units, then the dividends relating to such Distributable Cash will also be distributed to such holders. If, however, Distributable Cash is appropriated in accordance with the GUC Trust Agreement to fund the costs and liabilities of the GUC Trust, then, in that case, the dividends relating to such Distributable Cash will be applied to such costs and liabilities of the GUC Trust and (just like the appropriated Distributable Cash) will be maintained as Other Administrative Cash (as defined below). Because such dividends are applied to the same purposes as the associated Distributable Cash, any references in this Quarterly Report on Form 10-Q Funding for GUC Trust Costs of Liquidation The GUC Trust has incurred and will continue to incur certain costs to liquidate the trust assets and implement the Plan. On or about the Effective Date, pursuant to the Plan, MLC contributed approximately $52.7 million to the GUC Trust to be held and maintained by the GUC Trust Administrator (the “Administrative Fund”) for the purpose of paying certain fees and expenses (including certain tax obligations) incurred by the GUC Trust (including fees of the GUC Trust Administrator and the GUC Trust Monitor and the fees and expenses for professionals retained by the GUC Trust), other than the Reporting Costs, as defined below (“Wind-Down Costs”). As of September 30, 2018, the remaining Administrative Fund aggregated $1.7 million (consisting of cash and cash equivalents and marketable securities). Such remaining amount of the Administrative Fund has been designated for the satisfaction of certain specifically identified costs and liabilities of the GUC Trust, and such amount may not be used for the payment of Trust Professionals fees and expenses or other Wind-Down Costs. Pursuant to the GUC Trust Agreement, cash or investments from the Administrative Fund, if any, which remain at the winding up and conclusion of the GUC Trust must be returned to the DIP Lenders. The GUC Trust Agreement authorized the GUC Trust to liquidate approximately $5.7 million of New GM Securities (the “Initial Reporting Cash”) shortly after the Effective Date for the purposes of funding certain fees and expenses of the GUC Trust (the “Reporting Costs”), including those directly or indirectly relating to (i) reports to be prepared and filed by the GUC Trust pursuant to applicable rules, regulations and interpretations of the SEC, (ii) the transfer, registration for transfer and certification of GUC Trust Units, (iii) the application by the Committee to the Internal Revenue Service (“IRS”) for a private letter ruling regarding the tax treatment of the GUC Trust and the holders of Allowed General Unsecured Claims in respect to the distribution of New GM Securities, and (iv) certain legal proceedings relating to the Term Loan Avoidance Action. The GUC Trust Agreement provides that the Administrative Fund may not be utilized to satisfy any Reporting Costs. The GUC Trust Agreement provides that, to the extent the GUC Trust Administrator determines that the Administrative Fund is not sufficient to satisfy the current or projected Wind-Down Costs or the Initial Reporting Cash is not sufficient to satisfy the current or projected Reporting Costs, the GUC Trust Administrator, with the approval of the GUC Trust Monitor, is authorized to set aside Distributable Cash from distribution for these purposes. The GUC Trust Administrator may then appropriate such Distributable Cash to fund the Wind-Down Costs and/or Reporting Costs with the required approval of the Bankruptcy Court. Distributable Cash that is set aside and/or appropriated in this manner will not be available for distribution to the beneficiaries of GUC Trust Units, and any appropriation of Distributable Cash (including related Dividend Cash) will be classified as “Other Administrative Cash” under the GUC Trust Agreement. The setting aside (or appropriation) of Distributable Cash, including Dividend Cash, itself is not, and has not been, reflected in the Condensed Statements of Net Assets in Liquidation or any of the other financial statements of the GUC Trust. Separate from this process of setting aside (or appropriating) Distributable Cash to satisfy unfunded projected costs and expenses of the GUC Trust, as a matter of financial reporting, the GUC Trust records reserves in its Statement of Net Assets in Liquidation (the source of funding of which is not addressed therein) for all expected costs of liquidation for which there is a reasonable basis for estimation. For this reason, among others, there is not a direct relationship between the amount of such reserves reflected in the Statement of Net Assets in Liquidation and the amount of any Distributable Cash that is set aside (or appropriated) for current or projected costs and expenses of the GUC Trust. Adjustments to the Reserves for Expected Costs of Liquidation as reported in the Statement of Net Assets in Liquidation are recorded only when there is a reasonable basis for estimation of the expected incurrence of additional costs or a reduction in expected costs. For more information regarding the Reserves for Expected Costs of Liquidation reflected in the accompanying Condensed Statement of Net Assets in Liquidation, see Note 6. Prior to the liquidation of all New GM Securities in July and August 2015 described above, the GUC Trust was authorized, with the approval of the GUC Trust Monitor, to set aside from distribution New GM Securities for the funding purposes described above and to sell such set-aside As of September 30, 2018, Distributable Cash of $24.8 million was set aside for projected GUC Trust fees, costs and expenses to be incurred beyond 2018. Accordingly, such Distributable Cash is not available for distribution to the beneficiaries of GUC Trust Units. Set-aside Funding for Potential Tax Liabilities on Dispositions of New GM Securities, Dividends on New GM Common Stock and Investment Income The GUC Trust is subject to U.S. federal income tax on realized net gains from the distribution and sale of New GM Securities (such taxes, “Taxes on Distribution”). The GUC Trust is also subject to U.S. federal income tax on dividends received on New GM Common Stock held by the GUC Trust (such taxes, “Dividend Taxes”) and on investment income earned on Distributable Cash (such taxes, “Investment Income Taxes”). The GUC Trust Agreement provides that the Administrative Fund may not be utilized to satisfy any Taxes on Distribution, Dividend Taxes or Investment Income Taxes. As such, the GUC Trust Administrator is authorized, with the approval of the GUC Trust Monitor, to set aside from distribution Distributable Cash in amounts that would be sufficient to satisfy any potential Taxes on Distribution, Dividend Taxes or Investment Income Taxes. Any Distributable Cash that is set aside for Dividend Taxes and Investment Income Taxes is included in the set-aside set-aside Set-aside set-aside set-aside Prior to the liquidation of all New GM Securities in July and August 2015 described above, the GUC Trust was authorized, with the approval of the GUC Trust Monitor, to set aside from distribution New GM Securities to fund potential Taxes on Distribution, Dividend Taxes and Investment Income Taxes and to sell such set-aside During the quarter ended September 30, 2018, the GUC Trust Administrator reviewed the potential Taxes on Distribution, Dividend Taxes and Investment Income Taxes. As a result of such review, the GUC Trust Administrator determined that no Distributable Cash should be set aside for potential Taxes on Distribution, Dividend Taxes or Investment Income Taxes. As a result of the application of Section 505(b) of the Bankruptcy Code, the GUC Trust’s federal income tax returns for the year ended March 31, 2018 and all prior years are no longer subject to examination by the IRS, and no income taxes may be assessed for the year ended March 31, 2018 or any prior year. However, the GUC Trust’s remaining capital loss carryovers and net operating loss carryovers are still subject to examination by the IRS in subsequent years if those losses, if any, are utilized. Such utilization is not expected as a result of the sale of all previously held New GM Securities in the year ended March 31, 2016, except potentially with respect to any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which is not determinable or estimable at this time. Accordingly, no income taxes are expected to be paid in the future, except potentially with respect to any Taxes on Distribution resulting from any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares, which is not determinable or estimable at this time. See Note 7 and “Critical Accounting Policies and Estimates – Income Taxes” in Item 2 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) below for more information regarding income taxes and remaining capital and net operating loss carryovers generated in prior years that are still subject to examination by the IRS, and which potentially could succeed to Claimants (as defined below pursuant to tax rules) and the material uncertainties associated therewith. The GUC Trust Administrator intends to continue to reevaluate the amount of Distributable Cash set aside on a quarterly basis. For additional information regarding set-aside Residual Wind-Down Claims and Costs Upon the dissolution of the Debtors, which occurred on December 15, 2011, the GUC Trust became responsible for resolving and satisfying (to the extent allowed) all remaining disputed administrative expenses, priority tax claims, priority non-tax set-aside As of September 30, 2018, the amount of Avoidance Action Defense Costs incurred exceeds the corresponding cash of $1.4 million received by the GUC Trust from MLC on the Dissolution Date by approximately $30.2 million. As a result, new Residual Wind-Down Claims have arisen in the amount of such excess. In April 2017, the GUC Trust entered into a letter agreement with the administrative agent for the prepetition lenders who are the defendants in the Term Loan Avoidance Action, or the Administrative Agent. Such letter agreement provides that the GUC Trust’s obligation to pay Avoidance Action Defense Costs of the Administrative Agent is limited to an amount approximating the remaining designated Residual Wind-Down Assets. Such cap on Avoidance Action Defense Costs shall remain in place unless and until the Term Loan Avoidance Action is resolved in full (by final court order or by settlement), which court order or settlement contains a determination that the Administrative Agent was oversecured with respect to the loan which is the subject of the Term Loan Avoidance Action, or otherwise contains a voluntary agreement with the GUC Trust with respect to payment of the Avoidance Action Defense Costs. At this time, the GUC Trust does not expect to incur additional Avoidance Action Defense Costs. As of September 30, 2018, Residual Wind-Down Assets aggregating $0.2 million were held by the GUC Trust and were recorded in cash and cash equivalents and marketable securities in the accompanying Condensed Statement of Net Assets in Liquidation. There were no remaining expected Residual Wind-Down Claims and Costs against such assets as of September 30, 2018. Accordingly, the GUC Trust expects to return the remaining Residual Wind-Down Assets to the DIP Lenders upon the winding up and conclusion of the GUC Trust. A corresponding amount is recorded in the reserves for Residual Wind-Down Claims and Costs in the accompanying Condensed Statement of Net Assets in Liquidation. In addition to the Residual Wind-Down Assets, the GUC Trust also received on the Dissolution Date approximately $3.4 million in cash from MLC, which amount included: (i) $1.4 million in respect of certain costs, fees and expenses payable under the Plan to the indenture trustees and fiscal and paying agents for the previously outstanding debt of MLC (the “Indenture Trustee / Fiscal and Paying Agent Costs”), and (ii) $2.0 million in respect of Reporting Costs. The funds received were credited to the reserve for expected costs of liquidation. Any unused portion of the funds designated for the Indenture Trustee / Fiscal and Paying Agent Costs must be returned to the DIP Lenders and will not be available for distribution to the holders of GUC Trust Units at the winding up and conclusion of the GUC Trust. As of September 30, 2018, funds designated for the Indenture Trustee / Fiscal and Paying Agents Costs held by the GUC Trust approximated $0.1 million and are recorded in marketable securities in the accompanying Condensed Statement of Net Assets in Liquidation. None of the approximately $2.0 million in funds designated for Reporting Costs remained as of September 30, 2018. |
Net Assets in Liquidation
Net Assets in Liquidation | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Net Assets in Liquidation | 3. Net Assets in Liquidation Description Under the GUC Trust Agreement and the Plan, as described more fully in Note 1, the beneficiaries of the GUC Trust are future and, to the extent their liquidating distributions have not yet been paid to them, current holders of Allowed General Unsecured Claims and future and current holders of GUC Trust Units. Assets of the GUC Trust consisting primarily of Distributable Cash (including Dividend Cash) as described in Note 1 are available to be distributed to the Trust Beneficiaries (“GUC Trust Distributable Assets”) in accordance with the Plan and the GUC Trust Agreement, except to the extent that they are set aside or appropriated for funding the expected costs of liquidation of the GUC Trust. The amounts of net assets in liquidation presented in the accompanying Condensed Statements of Net Assets in Liquidation correspond to the amounts of GUC Trust Distributable Assets as of the respective dates, after certain adjustments including reductions for the amounts of set-aside Cash and Cash Equivalents and Marketable Securities As of September 30, 2018, cash and cash equivalents and marketable securities aggregated $505.8 million and are comprised of the following: (in thousands) Distributable Cash (including associated Dividend Cash) $ 484,498 Other Administrative Cash 19,309 Administrative Fund 1,677 Residual Wind-Down Assets 173 Funds for Indenture Trustee / Fiscal Paying Agent Costs 138 Total $ 505,795 As described in Note 4, as of September 30, 2018, the GUC Trust had accrued liquidating distributions payable aggregating $1.8 million. In addition, as described in Note 2, as of September 30, 2018, the amount of Distributable Cash reflected in the table above includes $24.8 million of amounts set aside for projected GUC Trust fees, costs and expenses to be incurred beyond 2018. The aggregate amount of Distributable Cash which was pending distribution or was set aside and was not available for distribution as of September 30, 2018 was $26.6 million. Accrued Investment Income on Cash Equivalents and Marketable Securities As of September 30, 2018 and March 31, 2018, the GUC Trust had accrued approximately $22.7 million and $16.7 million, respectively, of investment income on marketable securities and cash equivalents expected to be earned over the estimated remaining liquidation period in accordance with the liquidation basis of accounting. Such accrual is estimated principally based on forecasted cash outflows and expected returns based on recent yields on U.S. Treasury bills in which the marketable securities are invested. During the quarter ended September 30, 2018, such accrual was increased by approximately $10.4 million primarily due to an extension in the estimated length of the remaining liquidation period, along with recent increases in yields on U.S. Treasury bills, in such quarter. During the six months ended September 30, 2018, such accrual was increased by approximately $6.0 million primarily due to a net extension in the length of the estimated remaining liquidation period, along with recent increases in yields on U.S. Treasury bills, in such six-month Accrued Expected Reimbursement of Legal Fees During the quarter ended September 30, 2017, the GUC Trust entered into an agreement with New GM providing for, among other provisions, reimbursement of certain legal fees incurred as described in Part II, Item 1 (“Legal Proceedings”). While the terms of the agreement were subject to certain conditions, including Bankruptcy Court approval, at such time, the GUC Trust anticipated that the agreement would be consummated. Accordingly, the GUC Trust accrued approximately $1.5 million in expected reimbursements of legal fees at September 30, 2017, which is included in other income in the accompanying Condensed Statement of Changes in Net Assets in Liquidation for the three and six months ended September 30, 2017. Such accrual was based on an estimate of the amount of reimbursements expected to be received if the agreement were consummated. Such estimate of expected reimbursements was based on reimbursable legal fees incurred and expected to be incurred through the then-expected date of consummation of the agreement. As a result of developments in the related litigation as described in Part II, Item 1 (“Legal Proceedings”), such accrual was reversed in the quarter ended December 31, 2017, due to uncertainties associated with consummation of such agreement. Potential Distributable Capital and Net Operating Loss Carryovers As described in “Critical Accounting Policies and Estimates—Income Taxes” in Item 2 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) below, the GUC Trust’s unused capital and net operating loss carryovers potentially could succeed to Claimants (as defined below pursuant to tax rules) upon the termination of the GUC Trust. Reference is made thereto for information regarding such potential distributable loss carryovers and the material uncertainties associated therewith. Trust Units As described in Note 1, under the Plan, each holder of an Allowed General Unsecured Claim retains a contingent right to receive, on a pro rata basis, additional Distributable Cash (if and to the extent not required for the satisfaction of previously Disputed General Unsecured Claims or Term Loan Avoidance Action Claims, or appropriation for the payment of the expenses or any tax liabilities of the GUC Trust). The GUC Trust issues units representing such contingent rights (“GUC Trust Units”) at the rate of one GUC Trust Unit per $1,000 of Allowed General Unsecured Claims to each holder of an Allowed General Unsecured Claim, subject to rounding pursuant to the GUC Trust Agreement, in connection with the initial recognition of each Allowed General Unsecured Claim. The GUC Trust makes quarterly liquidating distributions to holders of GUC Trust Units to the extent that (i)(a) certain previously Disputed General Unsecured Claims asserted against the Debtors’ estates or Term Loan Avoidance Action Claims are either disallowed or are otherwise resolved favorably to the GUC Trust (thereby reducing the amount of GUC Trust assets reserved for distribution in respect of such asserted or potential claims) or (b) certain Excess GUC Trust Distributable Assets (as defined in the GUC Trust Agreement) that were previously set aside from distribution are released in the manner permitted under the GUC Trust Agreement, and (ii) as a result of the foregoing, the amount of Excess GUC Trust Distributable Assets (as defined in the GUC Trust Agreement) as of the end of the relevant quarter exceeds thresholds set forth in the GUC Trust Agreement. The following table presents the changes during the three months ended September 30, 2018, in the number of GUC Trust Units outstanding or which the GUC Trust was obligated to issue: Trust Units Outstanding or issuable as of June 30, 2018 31,855,506 Issued during the period — Less: Issuable as of beginning of period (1) (2 ) Add: Issuable as of end of period — Outstanding or issuable as of September 30, 2018 (2)(3) 31,855,504 (1) The number of GUC Trust Units issuable at any time represents GUC Trust Units issuable in respect of Allowed General Unsecured Claims that were newly allowed during the fiscal quarter. (2) The number of GUC Trust Units outstanding at any time represents GUC Trust Units issued in respect of Allowed General Unsecured Claims that were allowed in prior periods, including GUC Trust Units held by the GUC Trust for the benefit of (a) holders of Allowed General Unsecured Claims who had not yet supplied information required by the GUC Trust in order to effect the initial distribution to which they are entitled and (b) governmental entities that are precluded by applicable law from receiving distributions of GUC Trust Units. (3) The number of GUC Trust Units outstanding or issuable as of the end of the quarter does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis at the corresponding date because of additional GUC Trust Units that were issued due to rounding. Allowed and Disputed Claims The total cumulative pro rata liquidating distributions ultimately received by Trust Beneficiaries is dependent upon the current amount of Allowed General Unsecured Claims and final resolution of outstanding Disputed General Unsecured Claims and Term Loan Avoidance Action Claims (as described in Note 2). Disputed General Unsecured Claims as of September 30, 2018 reflect a distribution “set aside” permitted by the Plan and the GUC Trust Agreement. As described in Note 1, prior to the resolution and allowance of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims, liabilities are not recorded for the conditional obligations associated with Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. Liquidating distributions payable are recorded in the amount of Distributable Cash (previously the fair value of New GM Securities) to be distributed as of the end of the period in which the Disputed General Unsecured Claims and Term Loan Avoidance Claims are resolved as Allowed General Unsecured Claims. The following table presents a summary of activity with respect to Allowed and Disputed General Unsecured Claims and Term Loan Avoidance Action Claims for the three months ended September 30, 2018: (in thousands) Allowed Disputed Term Loan Maximum Total Claim Total, June 30, 2018 $ 31,855,434 $ 50,000 $ 1,494,843 $ 1,544,843 $ 33,400,277 Reversal of Allowed General Unsecured Claims (2 ) — — — (2 ) Disputed General Unsecured Claims resolved or disallowed — — — — — Term Loan Avoidance Action Claims resolved or disallowed — — — — — Total, September 30, 2018 $ 31,855,432 $ 50,000 $ 1,494,843 $ 1,544,843 $ 33,400,275 (1) Remaining Disputed General Unsecured Claims represent a general claim contingency for any future disputed claims or other obligations of the GUC Trust. The GUC Trust has set aside from distribution an aggregate of $14.8 million for this general claim contingency (i.e., $296 in Distributable Cash per $1,000 of Allowed General Unsecured Claims, as provided in the Plan). (2) Maximum Amount of Unresolved Claims represents the sum of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. (3) Total Claim Amount represents the sum of Allowed General Unsecured Claims and Maximum Amount of Unresolved Claims. As described in Part II, Item 1 (“Legal Proceedings”), the GUC Trust has executed the Settlement Agreement with certain plaintiffs. If approved by the Bankruptcy Court, the Settlement Agreement would provide for the Settlement Payment to such plaintiffs of $15.0 million, among other provisions. During the quarter ended March 31, 2018, the GUC Trust accrued the Settlement Payment of $15.0 million as a contingent settlement obligation. As a result of developments in the related litigation as described in Part II, Item 1 (“Legal Proceedings”), such contingent obligation was reversed in the quarter ended September 30, 2018, due to uncertainties associated with consummation of the Settlement Agreement. |
Liquidating Distributions
Liquidating Distributions | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Liquidating Distributions | 4. Liquidating Distributions Liquidating distributions in the three months ended September 30, 2018 consisted of the following: (in thousands) Fair Value Distributions during the three months ended September 30, 2018 $ 9 Less: Liquidating distributions payable as of June 30, 2018 (1,823 ) Add: Liquidating distributions payable as of September 30, 2018 1,813 Net reversal $ (1 ) Liquidating distributions in the six months ended September 30, 2018 consisted of the following: (in thousands) Fair Value Distributions during the six months ended September 30, 2018 $ 12 Less: Liquidating distributions payable at March 31, 2018 (1,825 ) Add: Liquidating distributions payable at September 30, 2018 1,813 Total $ — The distributions during the three and six months ended September 30, 2018 consisted of distributions to holders of Allowed General Unsecured Claims who previously failed to fulfill informational requirements for distribution established in accordance with the GUC Trust Agreement, but subsequently fulfilled such information requirements, and to holders of certain Term Loan Avoidance Actions Claims allowed in prior periods. The GUC Trust was obligated as of September 30, 2018 to distribute Distributable Cash of $1.8 million to certain holders of Allowed General Unsecured Claims who had not then satisfied certain informational requirements necessary to effect the distribution to which they are entitled. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements Accounting standards require certain assets and liabilities be reported at fair value in the financial statements and provide a framework for establishing that fair value. The framework for determining fair value is based on a hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The GUC Trust’s Cash Equivalents, Marketable Securities, and Liquidating Distributions Payable are presented as provided by this hierarchy. Level 1— Level 2— Level 3— In instances where inputs used to measure fair value fall into different levels in the above fair value hierarchy, fair value measurements in their entirety are categorized based on the lowest level input that is significant to the valuation. The GUC Trust’s assessment of the significance of particular inputs to these fair value measurements requires judgment and considers factors specific to each asset or liability. The GUC Trust also holds other financial instruments not measured at fair value on a recurring basis, including Accounts Payable and Other Liabilities. The fair value of these liabilities approximates the carrying amounts in the accompanying financial statements due to the short maturity of such instruments. The following table presents information about the GUC Trust’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 and March 31, 2018, and the valuation techniques used by the GUC Trust to determine those fair values. September 30, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash Equivalents: Money market funds $ 139 $ — $ — $ 139 Marketable Securities: U.S. Treasury bills — 503,474 — 503,474 Total Assets $ 139 $ 503,474 $ — $ 503,613 Liabilities: Liquidating distributions payable $ 1,813 $ — $ — $ 1,813 March 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 540 $ — $ — $ 540 Marketable Securities: U.S. Treasury bills — 505,183 — 505,183 Total Assets $ 540 $ 505,183 $ — $ 505,723 Liabilities: Liquidating distributions payable $ 1,825 $ — $ — $ 1,825 The following are descriptions of the valuation methodologies used for assets and liabilities measured at fair value: • Due to their short-term liquid nature, the fair value of cash equivalents approximates their carrying value. • Marketable securities consist of U.S. Treasury bills. Due to their short-term maturities, the fair value of U.S. Treasury bills approximates their carrying value. • Liquidating distributions payable are valued at the amount of cash that the GUC Trust is obligated to distribute. The GUC Trust’s policy is to recognize transfers between levels of the fair value hierarchy as of the actual date of the event of change in circumstances that caused the transfer. There were no such transfers during the three or six months ended September 30, 2018 and the year ended March 31, 2018. |
Reserves for Expected Costs of
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs | 6. Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs The following is a summary of the activity in the reserves for expected costs of liquidation for the three and six months ended September 30, 2018 and 2017: Three months ended September 30, 2018 (in thousands) Reserve for Wind-Down Reserve for Reserve for Total Balance, June 30, 2018 $ 20,659 $ 9,547 $ 134 $ 30,340 Plus additions to reserves 6,824 6,229 — 13,053 Less liquidation costs incurred: Trust professionals 90 (458 ) — (368 ) Trust governance (619 ) (451 ) (11 ) (1,081 ) Other administrative expenses (27 ) (20 ) — (47 ) Balance, September 30, 2018 $ 26,927 $ 14,847 $ 123 $ 41,897 Six months ended September 30, 2018 (in thousands) Reserve for Reserve for Reserve for Total Balance, March 31, 2018 $ 25,204 $ 12,739 $ 144 $ 38,087 Plus net additions to reserves 4,423 4,156 — 8,579 Less liquidation costs incurred: Trust professionals (1,167 ) (1,072 ) — (2,239 ) Trust governance (1,466 ) (901 ) (21 ) (2,388 ) Other administrative expenses (67 ) (75 ) — (142 ) Balance, September 30, 2018 $ 26,927 $ 14,847 $ 123 $ 41,897 Three months ended September 30, 2017 (in thousands) Reserve for Reserve for Reserve for Total Balance, June 30, 2017 $ 11,317 $ 7,619 $ 209 $ 19,145 Plus additions to reserves 1,719 4,764 — 6,483 Less liquidation costs incurred: Trust professionals (1,387 ) (628 ) — (2,015 ) Trust governance (597 ) (450 ) (14 ) (1,061 ) Other administrative expenses (14 ) (23 ) — (37 ) Balance, September 30, 2017 $ 11,038 $ 11,282 $ 195 $ 22,515 Six months ended September 30, 2017 (in thousands) Reserve for Wind-Down Reserve for Reserve for Total Balance, March 31, 2017 $ 9,851 $ 8,827 $ 225 $ 18,903 Plus additions to reserves 4,730 4,791 — 9,521 Less liquidation costs incurred: Trust professionals (2,210 ) (1,370 ) — (3,580 ) Trust governance (1,305 ) (900 ) (30 ) (2,235 ) Other administrative expenses (28 ) (66 ) — (94 ) Balance, September 30, 2017 $ 11,038 $ 11,282 $ 195 $ 22,515 During the three months ended September 30, 2018, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs (for which there is a reasonable basis for estimation) increased by $6.8 million and $6.2 million, respectively. During the six months ended September 30, 2018, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs increased (net of reductions in the three months ended June 30, 2018) by $4.4 million and $4.2 million, respectively. During the three months ended September 30, 2017, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs increased by $1.7 million and $4.8 million, respectively. During the six months ended September 30, 2017, estimates of expected Wind-Down Costs and estimates of expected Reporting Costs increased by $4.7 million and $4.8 million, respectively. Such revisions in the estimates were recorded as additions to the reserves for expected costs of liquidation in such periods. The GUC Trust has recorded reserves for expected costs of liquidation that represent amounts expected to be incurred over the estimated remaining liquidation period of the GUC Trust for which there was a reasonable basis for estimation as of September 30, 2018. The amount of liquidation costs that will ultimately be incurred depends both on the time period and on the extent of activities required for the GUC Trust to complete its functions and responsibilities under the Plan and the GUC Trust Agreement. Significant uncertainty remains both as to that time period and as to the extent of those activities. As of September 30, 2018, the recorded reserves for expected costs of liquidation reflected estimated costs for a remaining liquidation period estimated to extend through December 2021, which was increased by eighteen months during the quarter ended September 30, 2018 from a remaining liquidation period previously estimated to extend through June 2020. The remaining liquidation period has been estimated predominately on a modified probability-weighted basis as permitted under U.S. GAAP and which the GUC Trust believes is the most appropriate measurement basis under the circumstances. Where an outcome is estimated to be likely, the likely outcome has been used as the best estimate and no weight has been given to the unlikely outcome. Beginning in the quarter ended December 31, 2016, the remaining liquidation period is dependent predominantly on the estimate of the remaining period of time for resolution of litigation involving certain General Motors vehicle recalls described in Part II, Item 1 (“Legal Proceedings”). During such quarter, developments in such vehicle recall litigation resulted in an extension in the estimated length of time for resolution of such litigation that now exceeds the estimate of the remaining period of time for resolution of the Term Loan Avoidance Action (which previously was the primary determinant). In addition, certain additional estimated time to wind down the GUC Trust following resolution of the litigation is included in the estimated liquidation period. Future developments in the General Motors vehicle recall litigation, as well as the Term Loan Avoidance Action, could extend the current estimate of such remaining period of time for resolution and, therefore, extend the estimated remaining liquidation period of the GUC Trust beyond December 2021. In addition, certain liquidation costs that are expected to be prepaid by the GUC Trust upon its dissolution have also been estimated and accrued. The GUC Trust’s estimates regarding the costs and remaining liquidation period may change in the near term, and such change may be material. The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the three months ended September 30, 2018 and 2017: (in thousands) 2018 2017 Balance, beginning of period $ 169 $ 160 Plus net addition to reserves — — Less claims allowed during the period — — Balance, end of period $ 169 $ 160 The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the six months ended September 30, 2018 and 2017: (in thousands) 2018 2017 Balance, beginning of period $ 169 $ 966 Plus net addition to reserves — 8 Less claims allowed during the period — (814 ) Balance, end of period $ 169 $ 160 Residual Wind-Down Claims allowed during the six months ended September 30, 2017 primarily consisted of Avoidance Action Defense Costs. As described in Note 2, in April 2017, in relation to the Term Loan Avoidance Action, the GUC Trust entered into a letter agreement with the Administrative Agent. Such letter agreement provides that the GUC Trust’s obligation to pay Avoidance Action Defense Costs of the Administrative Agent is limited to an amount approximating the remaining designated Residual Wind-Down Assets. Such cap on Avoidance Action Defense Costs shall remain in place unless and until the Term Loan Avoidance Action is resolved in full (by final court order or by settlement), which court order or settlement contains a determination that the Administrative Agent was oversecured with respect to the loan which is the subject of the Term Loan Avoidance Action, or otherwise contains a voluntary agreement with the GUC Trust with respect to payment of the Avoidance Action Defense Costs. At this time, the GUC Trust does not expect to incur additional Avoidance Action Defense Costs. |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes There was no current tax benefit or provision for the three and six months ended September 30, 2018 and 2017, due to cumulative net operating and capital losses, and no income taxes have been paid by the GUC Trust. There also was no deferred tax benefit or provision in such periods as a result of the establishment of a full valuation allowance against net deferred tax assets as of the beginning and end of such periods. As a result of the enactment of the “Tax Cuts and Jobs Act” in December 2017, the GUC Trust’s federal income tax rate was reduced from 39.6% to 37% effective April 1, 2018, the first day of the GUC Trust’s current fiscal year. In December 2017, the GUC Trust expected that the 37% tax rate would be in effect when its temporary differences reversed and, accordingly, the GUC Trust’s deferred tax assets and liabilities were adjusted to the enacted 37% tax rate as of December 31, 2017. There was no impact on the deferred tax provision as the result of the establishment of a full valuation allowance against net deferred tax assets as of December 31, 2017. Deferred taxes in the accompanying Condensed Statement of Net Assets in Liquidation as of September 30, 2018 are comprised of the following components: Deferred tax assets: Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs $ 15,564 Net operating and capital loss carryovers 52,301 Gross deferred tax assets 67,865 Less: Valuation allowance (59,456 ) Deferred tax asset, net of valuation allowance 8,409 Deferred tax liabilities: Accrued investment income (8,409 ) Gross deferred tax liabilities (8,409 ) Net deferred taxes $ — As previously disclosed, during the quarter ended September 30, 2013, the GUC Trust made a determination to file its U.S. federal income tax returns taking the position that beneficial ownership for a substantial majority of New GM Securities was transferred from MLC to the GUC Trust on March 31, 2011, and that the tax basis of such New GM Securities should be determined with reference to the value of such securities on such date, instead of December 15, 2011, when record ownership of the remaining New GM Securities still held by MLC was transferred from MLC to the GUC Trust. For the remaining substantial minority of New GM Securities transferred from MLC to the GUC Trust, the GUC Trust determined that the transfer of beneficial ownership occurred on other dates for which the tax basis should be determined by reference to the value of such securities on such dates. This new tax position resulted in an increased tax basis of the New GM Securities from the prior tax position and, therefore, reduced taxable gains and increased taxable losses on distributions and sales of New GM Securities since March 31, 2011. The new tax position has not been sustained on examination by the IRS as of the date hereof. However, the GUC Trust believes, based on the available evidence and consultation with GUC Trust professionals, that it is more likely than not that the new tax position will be sustained on examination by the IRS based on the technical merits of the position. Accordingly, this new tax position has been recognized in the current and deferred income tax liabilities and the income tax provision in the GUC Trust’s financial statements since the quarter ended September 30, 2013. Following the GUC Trust’s determination to utilize the new tax position set forth above, the GUC Trust filed its U.S. federal income tax returns for the years ended March 31, 2013 and thereafter with the IRS using such new tax position. Such tax returns were accompanied by requests for prompt determination of tax liability pursuant to Section 505(b) of the Bankruptcy Code, and the 60-day Remaining capital loss carryovers that were generated in prior years utilizing the new tax position, which aggregate $1.7 million (after expiration on March 31, 2018 and 2017, respectively, of capital loss carryovers of $22.6 million and $158.1 million attributable to the year ended March 31, 2013 and 2012), along with net operating loss carryovers generated through September 30, 2018, aggregating $139.7 million, could be subject to examination by the IRS in subsequent years when those losses, if any, are utilized. The GUC Trust does not expect to utilize any capital or net operating loss carryovers in the future, except potentially with respect to any receipt and subsequent distribution or sale by the GUC Trust of Additional Shares referred to above (if the fair market value of the Additional Shares on the date of distribution or sale is greater than the fair market value of such shares on the date of receipt), which is not determinable or estimable at this time. The remaining capital loss carryovers of $1.7 million expire on March 31, 2020 and the net operating loss carryovers begin to expire on March 31, 2032. However, pursuant to the enactment of the “Tax Cuts and Jobs Act” in December 2017, any net operating losses generated by the GUC Trust in tax years beginning April 1, 2018, do not expire. These loss carryovers in the aggregate result in a deferred tax asset of $52.3 million (reflected in the table above). As described in “Critical Accounting Policies and Estimates—Income Taxes” in Item 2 (“Management’s Discussion and Analysis of Financial Condition and Results of Operations”) below, the GUC Trust’s loss carryovers potentially could succeed to Claimants (as defined below pursuant to tax rules). Reference is made thereto for information regarding such potential distributable loss carryovers and the material uncertainties associated therewith. A full valuation allowance against net deferred tax assets aggregating $59.5 million was established as of September 30, 2018 because, as a result of the liquidation of all of the GUC Trust’s holdings of New GM Securities, it has been determined that such deferred tax assets are not realizable at this time. Such valuation allowance was increased by $0.1 million and decreased by $0.7 million from the full valuation allowance against net deferred tax assets established as of June 30, 2018 and March 31, 2018, respectively. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 8. Related Party Transactions In addition to serving as GUC Trust Administrator, Wilmington Trust Company continues to serve as trustee pursuant to the indentures for certain series of previously outstanding debt of MLC. Wilmington Trust Company has received and may receive in the future certain customary fees in amounts consistent with Wilmington Trust Company’s standard rates for such service. The Bankruptcy Court previously approved the creation of a segregated fund for the purposes of funding such fees for Wilmington Trust Company, as well as the other indenture trustees and fiscal and paying agents for previously outstanding debt of MLC. There were no such fees for Wilmington Trust Company in the three and six months ended September 30, 2018 and 2017. In addition, Wilmington Trust Company has entered into certain arrangements with the GUC Trust pursuant to which it or its affiliates have previously received, and may in the future receive, reasonable and customary fees and commissions for services other than services in the capacity of GUC Trust Administrator. Such arrangements include the provision of custodial, investment advisory and brokerage services to the GUC Trust. During the three and six months ended September 30, 2018 and 2017, the total amount of such fees and commissions was approximately $65,000 and $130,000, respectively. |
Net Assets in Liquidation (Tabl
Net Assets in Liquidation (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Schedule of Cash and Cash Equivalent and Marketable Securities | As of September 30, 2018, cash and cash equivalents and marketable securities aggregated $505.8 million and are comprised of the following: (in thousands) Distributable Cash (including associated Dividend Cash) $ 484,498 Other Administrative Cash 19,309 Administrative Fund 1,677 Residual Wind-Down Assets 173 Funds for Indenture Trustee / Fiscal Paying Agent Costs 138 Total $ 505,795 |
Schedule of GUC Trust Units | The following table presents the changes during the three months ended September 30, 2018, in the number of GUC Trust Units outstanding or which the GUC Trust was obligated to issue: Trust Units Outstanding or issuable as of June 30, 2018 31,855,506 Issued during the period — Less: Issuable as of beginning of period (1) (2 ) Add: Issuable as of end of period — Outstanding or issuable as of September 30, 2018 (2)(3) 31,855,504 (1) The number of GUC Trust Units issuable at any time represents GUC Trust Units issuable in respect of Allowed General Unsecured Claims that were newly allowed during the fiscal quarter. (2) The number of GUC Trust Units outstanding at any time represents GUC Trust Units issued in respect of Allowed General Unsecured Claims that were allowed in prior periods, including GUC Trust Units held by the GUC Trust for the benefit of (a) holders of Allowed General Unsecured Claims who had not yet supplied information required by the GUC Trust in order to effect the initial distribution to which they are entitled and (b) governmental entities that are precluded by applicable law from receiving distributions of GUC Trust Units. (3) The number of GUC Trust Units outstanding or issuable as of the end of the quarter does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis at the corresponding date because of additional GUC Trust Units that were issued due to rounding. |
Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims | The following table presents a summary of activity with respect to Allowed and Disputed General Unsecured Claims and Term Loan Avoidance Action Claims for the three months ended September 30, 2018: (in thousands) Allowed Disputed Term Loan Maximum Total Claim Total, June 30, 2018 $ 31,855,434 $ 50,000 $ 1,494,843 $ 1,544,843 $ 33,400,277 Reversal of Allowed General Unsecured Claims (2 ) — — — (2 ) Disputed General Unsecured Claims resolved or disallowed — — — — — Term Loan Avoidance Action Claims resolved or disallowed — — — — — Total, September 30, 2018 $ 31,855,432 $ 50,000 $ 1,494,843 $ 1,544,843 $ 33,400,275 (1) Remaining Disputed General Unsecured Claims represent a general claim contingency for any future disputed claims or other obligations of the GUC Trust. The GUC Trust has set aside from distribution an aggregate of $14.8 million for this general claim contingency (i.e., $296 in Distributable Cash per $1,000 of Allowed General Unsecured Claims, as provided in the Plan). (2) Maximum Amount of Unresolved Claims represents the sum of Disputed General Unsecured Claims and Term Loan Avoidance Action Claims. (3) Total Claim Amount represents the sum of Allowed General Unsecured Claims and Maximum Amount of Unresolved Claims. |
Liquidating Distributions (Tabl
Liquidating Distributions (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Schedule of Liquidating Distributions | Liquidating distributions in the three months ended September 30, 2018 consisted of the following: (in thousands) Fair Value Distributions during the three months ended September 30, 2018 $ 9 Less: Liquidating distributions payable as of June 30, 2018 (1,823 ) Add: Liquidating distributions payable as of September 30, 2018 1,813 Net reversal $ (1 ) Liquidating distributions in the six months ended September 30, 2018 consisted of the following: (in thousands) Fair Value Distributions during the six months ended September 30, 2018 $ 12 Less: Liquidating distributions payable at March 31, 2018 (1,825 ) Add: Liquidating distributions payable at September 30, 2018 1,813 Total $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents information about the GUC Trust’s assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 and March 31, 2018, and the valuation techniques used by the GUC Trust to determine those fair values. September 30, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash Equivalents: Money market funds $ 139 $ — $ — $ 139 Marketable Securities: U.S. Treasury bills — 503,474 — 503,474 Total Assets $ 139 $ 503,474 $ — $ 503,613 Liabilities: Liquidating distributions payable $ 1,813 $ — $ — $ 1,813 March 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 540 $ — $ — $ 540 Marketable Securities: U.S. Treasury bills — 505,183 — 505,183 Total Assets $ 540 $ 505,183 $ — $ 505,723 Liabilities: Liquidating distributions payable $ 1,825 $ — $ — $ 1,825 |
Reserves for Expected Costs o_2
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Text Block [Abstract] | |
Summary of Activity in Reserves for Expected Costs of Liquidation | The following is a summary of the activity in the reserves for expected costs of liquidation for the three and six months ended September 30, 2018 and 2017: Three months ended September 30, 2018 (in thousands) Reserve for Wind-Down Reserve for Reserve for Total Balance, June 30, 2018 $ 20,659 $ 9,547 $ 134 $ 30,340 Plus additions to reserves 6,824 6,229 — 13,053 Less liquidation costs incurred: Trust professionals 90 (458 ) — (368 ) Trust governance (619 ) (451 ) (11 ) (1,081 ) Other administrative expenses (27 ) (20 ) — (47 ) Balance, September 30, 2018 $ 26,927 $ 14,847 $ 123 $ 41,897 Six months ended September 30, 2018 (in thousands) Reserve for Reserve for Reserve for Total Balance, March 31, 2018 $ 25,204 $ 12,739 $ 144 $ 38,087 Plus net additions to reserves 4,423 4,156 — 8,579 Less liquidation costs incurred: Trust professionals (1,167 ) (1,072 ) — (2,239 ) Trust governance (1,466 ) (901 ) (21 ) (2,388 ) Other administrative expenses (67 ) (75 ) — (142 ) Balance, September 30, 2018 $ 26,927 $ 14,847 $ 123 $ 41,897 Three months ended September 30, 2017 (in thousands) Reserve for Reserve for Reserve for Total Balance, June 30, 2017 $ 11,317 $ 7,619 $ 209 $ 19,145 Plus additions to reserves 1,719 4,764 — 6,483 Less liquidation costs incurred: Trust professionals (1,387 ) (628 ) — (2,015 ) Trust governance (597 ) (450 ) (14 ) (1,061 ) Other administrative expenses (14 ) (23 ) — (37 ) Balance, September 30, 2017 $ 11,038 $ 11,282 $ 195 $ 22,515 Six months ended September 30, 2017 (in thousands) Reserve for Wind-Down Reserve for Reserve for Total Balance, March 31, 2017 $ 9,851 $ 8,827 $ 225 $ 18,903 Plus additions to reserves 4,730 4,791 — 9,521 Less liquidation costs incurred: Trust professionals (2,210 ) (1,370 ) — (3,580 ) Trust governance (1,305 ) (900 ) (30 ) (2,235 ) Other administrative expenses (28 ) (66 ) — (94 ) Balance, September 30, 2017 $ 11,038 $ 11,282 $ 195 $ 22,515 |
Summary of Activity in Reserves for Residual Wind-Down Claims and Costs | The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the three months ended September 30, 2018 and 2017: (in thousands) 2018 2017 Balance, beginning of period $ 169 $ 160 Plus net addition to reserves — — Less claims allowed during the period — — Balance, end of period $ 169 $ 160 The following is a summary of the activity in the reserves for Residual Wind-Down Claims and Costs for the six months ended September 30, 2018 and 2017: (in thousands) 2018 2017 Balance, beginning of period $ 169 $ 966 Plus net addition to reserves — 8 Less claims allowed during the period — (814 ) Balance, end of period $ 169 $ 160 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Summary of Deferred Taxes | Deferred taxes in the accompanying Condensed Statement of Net Assets in Liquidation as of September 30, 2018 are comprised of the following components: Deferred tax assets: Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs $ 15,564 Net operating and capital loss carryovers 52,301 Gross deferred tax assets 67,865 Less: Valuation allowance (59,456 ) Deferred tax asset, net of valuation allowance 8,409 Deferred tax liabilities: Accrued investment income (8,409 ) Gross deferred tax liabilities (8,409 ) Net deferred taxes $ — |
Description of Trust and Repo_2
Description of Trust and Reporting Policies - Additional Information (Detail) - New GM Common Stock [Member] - USD ($) $ / shares in Units, $ in Millions | Aug. 05, 2015 | Jul. 07, 2015 |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Number of converted New GM Series A Warrants | 10,352,556 | |
Number of shares of New GM Common Stock received in conversion of New GM Series A Warrants | 7,407,155 | |
Number of converted New GM Series B Warrants | 10,352,556 | |
Number of shares of New GM Common Stock received in conversion of New GM Series B Warrants | 4,953,635 | |
Net proceeds from the liquidation of New GM Securities | $ 741.7 | |
Conversion rate for New GM Series A Warrants into New GM Common Stock | 71.549% | |
Conversion rate for New GM Series B Warrants into New GM Common Stock | 47.849% | |
Net weighted average sales price, net of expenses, for New GM Common Stock sold after June 30, 2015 | $ 31.23 |
Plan of Liquidation - Additiona
Plan of Liquidation - Additional Information (Detail) - USD ($) | 6 Months Ended | 28 Months Ended | 52 Months Ended | |||
Sep. 30, 2018 | Mar. 31, 2018 | Aug. 05, 2015 | Mar. 31, 2012 | Dec. 15, 2011 | Mar. 31, 2011 | |
Class of Warrant or Right [Line Items] | ||||||
Allowed General Unsecured Claims | $ 29,771,000,000 | |||||
Disputed General Unsecured Claims | $ 0 | 8,154,000,000 | ||||
Total aggregate amount of general unsecured claims, both allowed and disputed inclusive of potential Term Loan Avoidance Action Claims | 39,425,000,000 | |||||
Reserve for remaining Disputed General Unsecured Claims | 50,000,000 | |||||
Amount of Term Loan Avoidance Action | 1,500,000,000 | |||||
Dividends received | $ 24,700,000 | |||||
Contribution from MLC | 52,700,000 | |||||
Initial Reporting Cash | $ 5,700,000 | |||||
Appropriated Distributable Cash | $ 35,600,000 | |||||
Distributable Cash set aside for projected Trust fees, costs and expenses | 24,800,000 | |||||
Distributable Cash set aside for potential Taxes on Distribution | 0 | |||||
Residual Wind-Down Assets | 200,000 | $ 42,800,000 | ||||
Cash received to fund Avoidance Action Defense Costs | 1,400,000 | |||||
Residual wind-down assets transferred benefit in prepaid expenses | 2,800,000 | |||||
Avoidance action defense costs in excess of corresponding cash | 30,200,000 | |||||
Expected Residual Wind-Down Claims and Costs | 0 | |||||
Cash received for funding Indenture Trustee Fiscal and Paying Agent Costs and Reporting Costs | 3,400,000 | |||||
Cash received for indenture trustee and paying agent costs | 1,400,000 | |||||
Cash received for reporting cash | 0 | 2,000,000 | ||||
New GM Securities [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Aggregate sales of new GM Securities to fund costs and expenses | 61,700,000 | |||||
Aggregate dividend cash associated with sales of New GM Securities to fund costs | $ 200,000 | |||||
Cash and Cash Equivalents and Marketable Securities [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Remaining Administrative Fund aggregated | 1,677,000 | |||||
Aggregate Other Administrative Cash | 19,309,000 | |||||
Residual Wind-Down Assets | 173,000 | $ 40,000,000 | ||||
Funds for Indenture Trustee/Fiscal Paying Agent Costs | 138,000 | |||||
Marketable Securities [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Funds for Indenture Trustee/Fiscal Paying Agent Costs | $ 100,000 | |||||
New GM Series A Warrants [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Distributable assets number of securities called by warrants | 136,363,635 | |||||
Exercise price per share | $ 10 | |||||
Warrants expiration date | Jul. 10, 2016 | |||||
Number of securities sold to fund costs and expenses | 948,887 | |||||
New GM Series B Warrants [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Distributable assets number of securities called by warrants | 136,363,635 | |||||
Exercise price per share | $ 18.33 | |||||
Warrants expiration date | Jul. 10, 2019 | |||||
Number of securities sold to fund costs and expenses | 948,887 | |||||
New GM Common Stock [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Distributable assets number of securities | 150,000,000 | |||||
Securities authorized for sale | $ 13,700,000 | |||||
Number of securities sold to fund costs and expenses | 1,043,801 |
Net Assets in Liquidation - Add
Net Assets in Liquidation - Additional Information (Detail) | Mar. 31, 2011USD ($)Unit | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) |
Net Assets in Liquidation [Line Items] | |||||
Distributable Assets | $ 457,900,000 | $ 457,900,000 | |||
Cash and cash equivalents and marketable securities | 505,800,000 | 505,800,000 | |||
Distributable Cash set aside for projected Trust fees, costs and expenses | 24,800,000 | 24,800,000 | |||
Distributable cash pending distribution or set aside and not available for distribution | 26,600,000 | 26,600,000 | |||
Accrued investment income | 22,700,000 | 22,700,000 | $ 16,700,000 | ||
Increase in accrued investment income | 10,400,000 | 6,000,000 | |||
Accrued reimbursements of legal fees | $ 1,500,000 | ||||
Number of Trust Units issued per thousand dollars of allowed general unsecured claims | Unit | 1 | ||||
Amount required to issue one Trust Unit per contingent rights | $ 1,000 | ||||
Contingent settlement payment | 15,000,000 | ||||
Liquidation Basis of Accounting [Member] | |||||
Net Assets in Liquidation [Line Items] | |||||
Liquidating distributions payable | 1,813,000 | 1,813,000 | 1,825,000 | ||
Accrued investment income | $ 23,404,000 | $ 23,404,000 | $ 17,495,000 |
Net Assets in Liquidation - Sch
Net Assets in Liquidation - Schedule of Cash and Cash Equivalent and Marketable Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 15, 2011 |
Cash and Cash Equivalents [Line Items] | ||
Residual Wind-Down Assets | $ 200 | $ 42,800 |
Total | 505,800 | |
Cash and Cash Equivalents and Marketable Securities [Member] | ||
Cash and Cash Equivalents [Line Items] | ||
Distributable Cash (including associated Dividend Cash) | 484,498 | |
Other Administrative Cash | 19,309 | |
Administrative Fund | 1,677 | |
Residual Wind-Down Assets | 173 | $ 40,000 |
Funds for Indenture Trustee / Fiscal Paying Agent Costs | 138 | |
Total | $ 505,795 |
Net Assets in Liquidation - S_2
Net Assets in Liquidation - Schedule of GUC Trust Units (Detail) | 3 Months Ended |
Sep. 30, 2018Trust | |
Net Assets [Abstract] | |
Outstanding or issuable as of beginning of period | 31,855,506 |
Issued during the period | 0 |
Less: Issuable as of beginning of period | (2) |
Add: Issuable as of end of period | 0 |
Outstanding or issuable as of end of period | 31,855,504 |
Net Assets in Liquidation - S_3
Net Assets in Liquidation - Schedule of GUC Trust Units (Parenthetical) (Detail) | Mar. 31, 2011USD ($)Unit | Sep. 30, 2018 |
Net Assets [Abstract] | ||
GUC Trust Units Outstanding or Issuable, description | The number of GUC Trust Units outstanding or issuable as of the end of the quarter does not equal the amount of Allowed General Unsecured Claims on a 1 to 1,000 basis at the corresponding date because of additional GUC Trust Units that were issued due to rounding. | |
Number of Trust Units issued per thousand dollars of allowed general unsecured claims | Unit | 1 | |
Amount required to issue one Trust Unit per contingent rights | $ | $ 1,000 |
Net Assets in Liquidation - All
Net Assets in Liquidation - Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims (Detail) | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Loss Contingencies [Line Items] | |
Beginning balance | $ 33,400,277,000 |
Reversal of Allowed General Unsecured Claims | (2,000) |
Disputed General Unsecured Claims resolved or disallowed | 0 |
Term Loan Avoidance Action Claims resolved or disallowed | 0 |
Ending balance | 33,400,275,000 |
Allowed General Unsecured Claims [Member] | |
Loss Contingencies [Line Items] | |
Beginning balance | 31,855,434,000 |
Reversal of Allowed General Unsecured Claims | (2,000) |
Disputed General Unsecured Claims resolved or disallowed | 0 |
Term Loan Avoidance Action Claims resolved or disallowed | 0 |
Ending balance | 31,855,432,000 |
Disputed General Unsecured Claims [Member] | |
Loss Contingencies [Line Items] | |
Beginning balance | 50,000,000 |
Disputed General Unsecured Claims resolved or disallowed | 0 |
Term Loan Avoidance Action Claims resolved or disallowed | 0 |
Ending balance | 50,000,000 |
Term Loan Avoidance Action Claims [Member] | |
Loss Contingencies [Line Items] | |
Beginning balance | 1,494,843,000 |
Disputed General Unsecured Claims resolved or disallowed | 0 |
Term Loan Avoidance Action Claims resolved or disallowed | 0 |
Ending balance | 1,494,843,000 |
Maximum Amount of Unresolved Claims [Member] | |
Loss Contingencies [Line Items] | |
Beginning balance | 1,544,843,000 |
Disputed General Unsecured Claims resolved or disallowed | 0 |
Term Loan Avoidance Action Claims resolved or disallowed | 0 |
Ending balance | $ 1,544,843,000 |
Net Assets in Liquidation - A_2
Net Assets in Liquidation - Allowed and Disputed General Unsecured Claims and Potential Term Loan Avoidance Action Claims (Parenthetical) (Detail) - USD ($) | Sep. 30, 2018 | Sep. 30, 2018 |
Loss Contingency [Abstract] | ||
Amount set aside from distribution for general claim contingency | $ 14,800,000 | |
Distributable cash per $1000 of allowed general claim | $ 296 |
Liquidating Distributions - Sch
Liquidating Distributions - Schedule of Liquidating Distributions (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Distribution Made to Limited Liability Company (LLC) Member [Line Items] | ||
Distributions during the period | $ 9 | $ 12 |
Less Liquidating distributions payable at beginning of period | (1,823) | (1,825) |
Add Liquidating distributions payable at end of period | 1,813 | $ 1,813 |
Net reversal | $ (1) |
Liquidating Distributions - Add
Liquidating Distributions - Additional Information (Detail) $ in Millions | Sep. 30, 2018USD ($) |
Equity [Abstract] | |
Cash distributions payable | $ 1.8 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | Mar. 31, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Transfers between fair value amount | $ 0 | $ 0 | $ 0 |
Level 3 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets measured | 0 | 0 | 0 |
Liquidating distributions payable | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Mar. 31, 2018 |
Liabilities: | ||
Liquidating distributions payable | $ 1,813 | $ 1,825 |
Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Total Assets | 503,613 | 505,723 |
Liabilities: | ||
Liquidating distributions payable | 1,813 | 1,825 |
Fair Value, Measurements, Recurring [Member] | Cash Equivalents [Member] | Money Market Funds [Member] | ||
Assets: | ||
Total Assets | 139 | 540 |
Fair Value, Measurements, Recurring [Member] | Marketable Securities [Member] | U.S. Treasury Bills [Member] | ||
Assets: | ||
Total Assets | 503,474 | 505,183 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||
Assets: | ||
Total Assets | 139 | 540 |
Liabilities: | ||
Liquidating distributions payable | 1,813 | 1,825 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | Cash Equivalents [Member] | Money Market Funds [Member] | ||
Assets: | ||
Total Assets | 139 | 540 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ||
Assets: | ||
Total Assets | 503,474 | 505,183 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | Marketable Securities [Member] | U.S. Treasury Bills [Member] | ||
Assets: | ||
Total Assets | $ 503,474 | $ 505,183 |
Reserves for Expected Costs o_3
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Summary of Activity in Reserves for Expected Costs of Liquidation (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Beginning Balance | $ 30,340 | $ 19,145 | $ 38,087 | $ 18,903 |
Plus net additions to reserves | 13,053 | 6,483 | 8,579 | 9,521 |
Less liquidation costs incurred: | ||||
Ending Balance | 41,897 | 22,515 | 41,897 | 22,515 |
Liquidation Basis of Accounting [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning Balance | 38,087 | |||
Less liquidation costs incurred: | ||||
Ending Balance | 41,897 | 41,897 | ||
Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (368) | (2,015) | (2,239) | (3,580) |
Liquidation Basis of Accounting [Member] | Trust Governance [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (1,081) | (1,061) | (2,388) | (2,235) |
Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (47) | (37) | (142) | (94) |
Reserve for Expected Wind-Down Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning Balance | 20,659 | 11,317 | 25,204 | 9,851 |
Plus net additions to reserves | 6,824 | 1,719 | 4,423 | 4,730 |
Less liquidation costs incurred: | ||||
Ending Balance | 26,927 | 11,038 | 26,927 | 11,038 |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | 90 | (1,387) | (1,167) | (2,210) |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (619) | (597) | (1,466) | (1,305) |
Reserve for Expected Wind-Down Costs [Member] | Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (27) | (14) | (67) | (28) |
Reserve for Expected Reporting Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning Balance | 9,547 | 7,619 | 12,739 | 8,827 |
Plus net additions to reserves | 6,229 | 4,764 | 4,156 | 4,791 |
Less liquidation costs incurred: | ||||
Ending Balance | 14,847 | 11,282 | 14,847 | 11,282 |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Professionals [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (458) | (628) | (1,072) | (1,370) |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (451) | (450) | (901) | (900) |
Reserve for Expected Reporting Costs [Member] | Liquidation Basis of Accounting [Member] | Other Administrative Expenses [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | (20) | (23) | (75) | (66) |
Reserve for Indenture Trustee/Fiscal and Paying Agent Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning Balance | 134 | 209 | 144 | 225 |
Less liquidation costs incurred: | ||||
Ending Balance | 123 | 195 | 123 | 195 |
Reserve for Indenture Trustee/Fiscal and Paying Agent Costs [Member] | Liquidation Basis of Accounting [Member] | Trust Governance [Member] | ||||
Less liquidation costs incurred: | ||||
Liquidation costs incurred | $ (11) | $ (14) | $ (21) | $ (30) |
Reserves for Expected Costs o_4
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Net increase (decrease in) additions to reserves for Expected Costs of Liquidation | $ 13,053 | $ 6,483 | $ 8,579 | $ 9,521 |
Expected liquidation end date | Dec. 31, 2021 | |||
Reserve for Expected Wind-Down Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Net increase (decrease in) additions to reserves for Expected Costs of Liquidation | 6,824 | 1,719 | $ 4,423 | 4,730 |
Reserve for Expected Reporting Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Net increase (decrease in) additions to reserves for Expected Costs of Liquidation | $ 6,229 | $ 4,764 | $ 4,156 | $ 4,791 |
Reserves for Expected Costs o_5
Reserves for Expected Costs of Liquidation and Residual Wind-Down Claims and Costs - Summary of Activity in Reserves for Residual Wind-Down Claims and Costs (Detail) - Liquidation Basis of Accounting [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Balance, beginning of period | $ 169 | $ 160 | $ 169 | $ 966 |
Plus net addition to reserves | 0 | 0 | 0 | 8 |
Less claims allowed during the period | 0 | 0 | 0 | (814) |
Balance, end of period | $ 169 | $ 160 | $ 169 | $ 160 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Tax Credit Carryforward [Line Items] | |||||||
Current tax benefit or provision | $ 0 | $ 0 | $ 0 | $ 0 | |||
Income taxes paid | 0 | 0 | 0 | 0 | |||
Deferred tax benefit or provision | $ 0 | $ 0 | 0 | $ 0 | |||
Federal income tax rate | 37.00% | 37.00% | 39.60% | ||||
Capital losses carryovers | $ 1,700,000 | 1,700,000 | |||||
Net operating loss carryovers | 139,700,000 | $ 139,700,000 | |||||
Remaining capital loss carryovers expire | Mar. 31, 2020 | ||||||
Net operating loss carryovers begin to expire | Mar. 31, 2032 | ||||||
Deferred tax asset | 52,301,000 | $ 52,301,000 | |||||
Deferred tax assets, valuation allowance | 59,456,000 | 59,456,000 | |||||
Change in valuation allowance against net deferred tax assets | $ 100,000 | $ (700,000) | |||||
Tax Year 2013 [Member] | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Capital losses carryovers | $ 22,600,000 | ||||||
Tax Year 2012 [Member] | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Capital losses carryovers | $ 158,100,000 | ||||||
Internal Revenue Service (IRS) [Member] | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Statutory notification period | 60 days |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Taxes (Detail) $ in Thousands | Sep. 30, 2018USD ($) |
Deferred tax assets: | |
Reserves for expected costs of liquidation and Residual Wind-Down Claims and Costs | $ 15,564 |
Net operating and capital loss carryovers | 52,301 |
Gross deferred tax assets | 67,865 |
Less: Valuation allowance | (59,456) |
Deferred tax asset, net of valuation allowance | 8,409 |
Deferred tax liabilities: | |
Accrued investment income | (8,409) |
Gross deferred tax liabilities | (8,409) |
Net deferred taxes | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Wilmington Trust Company [Member] - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Related Party Transaction [Line Items] | ||||
Indenture trustee fees | $ 0 | $ 0 | $ 0 | $ 0 |
Standard fees and commissions | $ 65,000 | $ 130,000 | $ 65,000 | $ 130,000 |