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Case 1:20-bk-12043 Doc 384-1 Filed 09/03/20 Entered 09/03/20 12:05:08 Desc <br /> Exhibit A Page 1 of 1 <br /> BJA Enterprises, L.L.C. <br /> 73 Davenport Road <br /> Roxbury, CT 06783 <br /> 8-28-2020 <br /> Ladies and Gentlemen, <br /> This letter serves as adequate assurances that BJA Enterprises, L.L.C., a Connecticut limited liability <br /> company("BJA"), has the financial ability and wherewithal to perform its obligations under the A&R APA <br /> (as defined herein). <br /> Pledge Servicing Partners, LLC,a Delaware limited liability company("PSP"),and Rhino GP LLC,a Delaware <br /> limited liability company, Rhino Resource Partners LP, a Delaware limited partnership, and other direct <br /> and indirect subsidiaries of Rhino Partners LP listed as a party thereto (collectively,the "Sellers") entered <br /> into that certain Asset Purchase Agreement, dated as of July 22, 2020, as amended by(i) Amendment No. <br /> 1 to Asset Purchase Agreement dated August 3, 2020, and (ii) Amendment No. 2 to Asset Purchase <br /> Agreement dated August 11,2020(collectively,the"Original APA"). PSP and the Sellers have entered into <br /> that certain Amended and Restated Asset Purchase Agreement (the "A&R APA"), dated as of August 29, <br /> 2020, which amends and restates the Original APA. All capitalized terms not otherwise defined herein <br /> shall have the meanings ascribed thereto in the A&R APA. <br /> Prior to the Closing, PSP will assign all of its rights and obligations under the A&R APA to BJA Enterprises, <br /> L.L.C., a Connecticut limited liability company ("BJA"). <br /> PSP and BJA have entered into one or more agreements with the Prepetition Lenders whereby the <br /> Prepetition Lenders will assign to BJA on or before the Closing(i) all or a portion of the Prepetition Secured <br /> Debt and the DIP Facility in an amount sufficient to satisfy the Credit Bid for the Purchase Price of the <br /> Purchased Assets, (ii) all or portion of the proceeds due to Prepetition Lenders under the DIP Facility, <br /> including the proceeds of the Complementary Transactions and any other post-petition sales or <br /> dispositions of rights or assets by the Sellers. In addition, BJA is acquiring all of the Working Capital of the <br /> Sellers as part of the Purchased Assets. As such, BJA will have sufficient liquidity and working capital to <br /> (a) pay all required Assumed Cure Costs, asset reclamation obligating bonding amounts, wage bonds, <br /> transfer taxes, filing fees and other expenses necessary to consummate the transactions contemplated <br /> A&R APA, (b) perform its obligations under the Purchased Contracts and Assumed Liabilities and <br /> (c) operate the Purchased Operations. <br /> BJA intends to retain most of the existing management team of the Sellers and the current employees <br /> who are necessary to operate the Purchased Operations. In addition, BJA will engage additional <br /> consultants, experts and advisors to complement the existing management team during the transition <br /> and thereafter as needed. <br /> Regards, /,IWA <br /> John J.Altorelli <br /> Managing Member <br />