News Analysis

Moonlight Bankruptcy: is it Yellowstone Club, or is it Tamarack?


By Jonathan Weber , 11-22-09

  Moonlight Basin founder and CEO Lee Poole
  Moonlight Basin founder and CEO Lee Poole

For U.S. Bankruptcy Court Judge Ralph B. Kirscher, the opening hearing in the Moonlight Basin bankruptcy case, scheduled for this Tuesday in Butte, promises more than a little bit of deja vu: it was just a year ago that some of the same lawyers appeared in the same courtroom to begin arguments in the Yellowstone Club bankruptcy case, and there are certainly plenty of parallels in the two situations.

Like the Yellowstone Club, Moonlight is a new ski-and-golf resort in Big Sky that got caught out with an unsustainable debt load when the mountain real estate market crashed. Like the Yellowstone Club, Moonlight is an important economic engine for Big Sky and greater Bozeman, and the outcome of the bankruptcy will have a big impact on the community. And as in the Yellowstone Club case, the opening chapter of the bankruptcy will likely feature a battle between management and a Wall Street lender over who controls the property while a broader solution is found.

Unfortunately for Big Sky, though, the closer analogy is the case of Tamarack Resort in Idaho. Like Moonlight, Tamarack was conceived by a charismatic businessman as a public four-season resort with high-end real estate sales at the heart of the business model. Like Moonlight, Tamarack found itself in the position of relying on an angry lender to continue funding the operation after the meltdown hit. Like Moonlight, Tamarack has been unable to find a new owner to save the day, with many questioning whether the resort is fundamentally viable. Tamarack is now closed, with a foreclosure trial scheduled for February.

Moonlight will in all likelihood remain open this winter, and compared with Tamarack it has one big advantage: a direct connection with the ski terrain of Big Sky Resort. That means that skiing operations could be maintained even in the absence of a broader financial solution. But the outlook for Moonlight creditors, and for resort founder Lee Poole, is not very bright.

The first stage of the Moonlight bankruptcy case will focus on the provision of so-called debtor-in-possession (DIP) financing, which is necessary to kept operations running during the court-supervised restructuring. Moonlight management, namely Poole and chief operating officer Russ McElyea, have proposed $21 million in DIP financing from a Connecticut-based hedge fund called Trilogy Capital. As with all DIP loans, though, the terms are onerous: 15% interest and a 2.5% fee for origination and another 2.5% when it’s paid back.

A document obtained by New West shows that a DIP loan in the $25 - $30 million range was being solicited even a few days before the bankruptcy filing, suggesting that Trilogy is not a potential financial and operating partner but simply an opportunistic lender.

Further, Lehman Bros., which loaned Moonlight a total of $170 million in two separate but related deals in 2007, is virtually certain to oppose the Trilogy DIP loan, because a DIP loan gets priority ahead of other debt and also gives the DIP lender enormous leverage in the bankruptcy process. Despite the fact that Lehman itself is in bankruptcy, people familiar with the situation say Lehman has access to capital, and thus it’s likely to propose its own DIP loan, though perhaps for a smaller amount.

Lehman also wants Poole out - in fact Moonlight filed the bankruptcy case just a day ahead of a state court foreclosure proceeding in which Lehman was seeking to have a receiver appointed to run the business. Lehman could ask the bankruptcy court to appoint a Trustee or seek other ways of forcing out management in conjunction with new DIP financing.

Poole argues that he and his team are doing a perfectly good job of running the resort, and that they have the interests of the contractors and the employees and the community at heart. Judge Kirscher, in the Yellowtsone Club case, showed that he considers community impact to be a very important consideration, and Poole will likely try to play up that angle. Poole is a long-time Ennis resident who worked his way up from ranch hand to resort mogul, and Moonlight has worked hard to be a generous community member and develop the property in a way that is relatively friendly to the environment.

Moonlight will also point out that the receiver that Lehman wants to appoint, Doug Wilson, was also the receiver at Tamarack, and he ultimately angered even lender Credit Suisse, which had urged his appointment, partly because of high fees. That’s not a promising precendent.

Yet some Moonlight property owners and others are fed up with Poole and what they regard as irresponsible management. Furthermore, Moonlight will have a hard time making the case that the Trilogy Capital solution will yield a better outcome for creditors and homeowners and others in the community. ((Ed - Lehman noted in a court filing Sunday evening that it had already agreed in the foreclosure proceeding to pay the holders of construction liens, notably Sime Construction, if they agreed to the appointment of the receiver.). In the Yellowstone Club case, the DIP lender supported by management - CrossHarbor Capital - was also a real buyer that wanted to own and operate the property. Trilogy is a very different kind of alternative.

Judge Kirscher, in the Yellowstone Club case, ultimately found the $375 million Credit Suisse loan to the club to be “predatory” and grossly irresponsible, in part because it allowed more than $200 million of the proceeds to flow directly to club founder Tim Blixseth and his then-wife Edra. Kirscher punished Credit Suisse for that, putting its claims at the back of the line and thus forcing a settlement. It was ultimately a happy ending: all of the vendors and contractors got paid, most of the employees kept their jobs, and the club is now well-financed and in a good position to ride out the recession.

At Moonlight, Lehman does not appear to have authorized Lee Poole to take money for himself. But $70 million did go to buy out Poole’s partners. Moonlight alleges that Lehman, which had been engaged as an investment bank to sell the resort and provided the loan as bridge financing, made a lot of promises that it didn’t keep. But whether Lehman or anyone else behaved badly, it may all be academic, since in the absence of a buyer there won’t be any money to pay anybody off.

Credit Suisse has been rightly pilloried for a foolhardy loan program that led directly to bankruptcy or insolvency at the Yellowstone Club, Tamarack, Promontory, Lake Las Vegas and a dozen other resort properties around the world. But in one respect, at least, the Lehman loan to Moonlight was even more ridiculous: it was made much later, in the fall of 2007, when the collapse of the real estate market was already underway.  The CEO of Lehman at the time, Richard Fuld, actually has his own Montana real estate investments, near Whitefish, and I’m sure he wasn’t selling any property in the fall of 2007.

It’s not hard to see why both Lehman and Moonlight are now bankrupt. For Big Sky, the only certainty in this situation is uncertainty.



Like this story? Get more! Sign up for our free newsletters.

NEW WEST FEATURES                                                                 More>>

Advertisement

Comments

By gratefulformoonlight, 11-22-09
By Mike, 11-22-09
By Yarrow Kraner, 11-22-09
By Horst, 11-22-09
By Jonathan Weber, 11-22-09
By Yarrow Kraner, 11-22-09
By Nameless, 11-22-09
By Mike, 11-22-09
By Mike, 11-22-09
By HWSkier, 11-22-09
By Nameless, 11-22-09
By Juancho paczeko, 11-22-09
By Mike, 11-22-09
By jeff, 11-23-09
By hellokitty, 11-23-09
By Dave Skinner, 11-23-09
By Anonymous, 11-23-09
By makesenseplease, 11-23-09
By Yarrow Kraner, 11-24-09
By Mike, 11-24-09
By Mike, 11-24-09
By Steve, 11-24-09
By Fenske, 11-24-09
By The Fonz, 11-24-09
By Mike, 11-24-09
By makesenseplease, 11-24-09
By Curiouser, 11-24-09
By Yarrow Kraner, 11-24-09
By fenske, 11-24-09
By cowdog, 11-24-09
By Yarrow Kraner, 11-24-09
By Yarrow Kraner, 11-24-09
By Lance Olsen, 11-24-09
By Mehmnet, 11-24-09
By juancho pacheco, 11-24-09
By Mr T, 11-24-09
By Allyson Adams, 11-24-09
By ColoradoSkier, 11-28-09
By alan gor, 11-28-09
By susan, 11-28-09
By RealNative, 11-29-09
By Yarrow Kraner, 11-30-09
By Richard, 11-30-09
By Jonathan Weber, 12-01-09
By Jerry Hoffman, 1-26-11

Comment policy:

NewWest.Net encourages robust and lively, but civil participation from our readers. By posting here, you agree to the NewWest.Net terms of service. You agree to keep your comments on topic, respectful and free of gratuitous profanity. Contributions that engage in personal attacks, racism, sexism, bigotry, hatred or are otherwise patently offensive will be subject to removal.

Other than using a filter that scans for comment spam, we do not moderate contributions before they are posted and we do not review every thread, so we ask that you help us in keeping the discussions civil and appropriate. Please email info@newwest.net to notify us of comments that may violate these guidelines. Thanks for your help and cooperation. Click here for some tips on how to best interact on NewWest.Net.

Your Comment

Name

Email

Remember my name and email address.

Notify me of follow-up comments.

 

Marketplace