for the period from 29 may 2015 to 2$ may 2016 · formerly trading from: p0 box 572, woodlands, 21...

pwc

WXYZ CorporationLimited (formerlyAstracast Limited) -

in Creditors’VoinntaryLiquidation

Joint liquidators’second progress reportFor the period from 29 May 2015 to 2$ May 2016

wwv.pwc.co .uk/wxyz

22 July 2016

pwc

To all known members and creditors

22 July 2016

Our ref: MD/RW/WXYZ/CVL1204A

Dear Sir/Maclam

WXYZ Corporation Limited (formerly Astracast Limited) - in creditors’ voluntary liquidation

(the Company)Formerly trading from: P0 Box 572, Woodlands, 21 Roydsdale Way, Euroway Industrial Estate,

Bradford, BD4 6SE

Please find enclosed the Liquidators’ second progress report for the period from 29 May 2015 to 28 May 2016 to

members and all known creditors.

If you have any queries about this report, please contact Andy Lilley on 0113 289 4153.

Yours faithfully

<-Thj

Stephen EllisJoint liquidator

Enclosures

Stephen Andrew Ellis and Toby Scott Underwood have been appointed asjoint tiquidators of the company. Both are licensed in the

United Kingdom to act as an Insotvency Practitioner by the Institute of Chartered Accountants in England and Wales.

Thejoint liquidators are bound by the Insolvency Code ofEthics which can befound at:

https://www.qov.uk/qovernment/yubtications/insolvenco-prachtioner-code-otethics.

Thejoint tiquidators ore Data Controtters ofpersonal data as defined by the Data Protection Act 1998. PricewaterhouseCoopers LLP rciilt

Oct as Data Processor on their instructions. Personal data wilt be kept secure and processed onty for matters relating to the liquidation.

Joint liquidators’ second progress report 2

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Definitions used in this report

Definition used Term

WXYZ / the Company WXYZ Corporation Limited (formerly known as Astracast Limited) —

the Liquidators Stephen Andrew Ellis and Tohy Scott Underwood of PhcewaterhouseCoopers LLP, Benson

House, 33 Wellington Street, Leeds, West Yorkshire. ISi 4W

our

1R86 Insolvency Rules 1986

lA86 Insolvency Act 1986

Birstall Unit 1, Holden log Way, Birstall, West Yorkshire, WFv7 9AE (title numbers WYK423063,

WYK423980 and WYK590022)

Bradford together “the Rovdsdale Way, Eurowny Trading Estate, Bradford, West Yorkshire, BD4 6SE (title numbers

, WYK214956 and WYK158634)Properties’

NULNewcastle tinder Lyme, Staffordshire, ST 6EL (title number SF151966)

ICAEW Institute of Chartered Accountants in England and Wales

CRS Old CRS Old Limited (fornierh’ The Spring Ram Corporation Limited)

Demlin Demlin Investments Limited

HLD HLD Capital Limited

HMRC NM Revenue & Customs

Jacuzzi UK Jacuzzi UK Group Plc

PPF The Pension Protection Fund

Prescribed Part Monies set aside for unsecured creditors from floating charge realisations, where a floating

charge was created and registered at Companies House after ig September 2003

Proposals The Administrators Proposals for achieving the purpose of Administration

Ramfield Ramfield Limited (formerly Ramfield plc)

RBS Royal Bank of Scotland plc

SPA Sale and purchase agreement for the sale of the business and assets of Astracast Lhnited

dated 7 February 2014

the Administration The administration of WXYZ which commenced on 7 Febnian’ 2014 and ended on 28 May

2014

the Administrators John Titley, Julien living and Conrad Beighton of Leonard Curtis Recovery Limited, Tower

12, 18/22 Bridge Street, Spinningtields,_Manchester, M3 3BZ

the Astracast Facility 21 Roydsdale Way, Euroway Tradiug Estate, Bradford, West Yorkshire, BD4 6SE (title

number WYK658825)

the Landlord Legal & General Property Limited

the_Liquidation The liquidation of WXYZ which commenced on 29 May 2014

the Pension Scheme The Jacuzzi UK Retirement Benefit Scheme

the Purchaser Astracast Limited (formerly known as Mhworth Global Pipe Systems Limited)

the Receivers Richard Roe and Anthony Spencer of Eddisons Commercial Limited and Mark Swiers and

Michael Daniel Worsley Hardy of Sanderson Weatherall LLP appointed as Receivers over

the Properties

the Trustees The Trustees of The Jacuzzi UK Retirement Benefit Scheme

USI USI Plumbing Limited (formerly USI Plumbing plc)


-U.pwc

Table ofcontents

i. Introduction 5

1.1. Why we’re sending you this report 5

1.2. Estimated dividend prospects 5

2. Progress made during the period 6

2.1. Asset realisations 6

2.2. Assets specifically pledged to a creditor 6

2.3. Assets not specifically pledged to a creditor 8

2.4. Other matters 8

2.5. Statutory and compliance 8

3. Outcome for creditors 10

3.1. Secured creditors 10

3.2. Preferential creditors (mainly employees) 10

3.3. Unsecured creditors 10

4. Liquidators’ fees and other financial information 12

4.1. Our fees 12

4.2. Our disbursements 12

4.3. Administrators’ remuneration 12

4.4. Creditors’ rights 12

4.5. Receipts and payments account 12

4.6. Statement of expenses 12

Appendix A. - Statutory and other information 13

Appendix B. - Receipts and payments account for the period 29 May 2015 to 28 May 2016 14

Appendix C. - Details of our remuneration and disbursements and other professional costs 17

Appendix D. - Statement of expenses for the period 29 May 2015 to 28 May 2016 20

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1. Introduction

1.1. Why we’re sending you this report

This is our second annual report to members and creditors. It will help if you read this alongside our previous

progress report which can be found at cpwc.co.uk/z.

This report provides a summary of:

• The steps taken during the second year of the Liquidation:

• Outstanding matters; and• A provisional estimate of the outcome of the Liquidation for creditors.

In Section 2 we provide more detailed information on what we’ve been doing during the period covered by this

report and in Section 3 we provide information as to what the outcome for creditors might be.

By law, we have to give you certain statutory information, which is included in Appendix A.

1.2. Estimated dividendprospects

The following table shows the estimated position for preferential and unsecured creditors. In Section 3 we also

explain what recoveries the secured creditors are expected to make from assets subject to the security granted

in their favour by the Company.

Recovery Forecast Timing

For preferential creditors:i.e. former employees (for unpaid wages up to £8oo and This report: N/A

holiday pay only) and unpaid pension contributions in Last report: N/A

certain circumstances: N/AAs all employeestransferred to the

Purchaser.

for unsecured creditors: This report:

i.e. all other creditors who are neither secured nor Between 0.013 and Unknown

preferential: 2.085 p/Last report: Unknown

Please note this guidance on dividend prospects is only an indication. You shouldn’t use it as the main basis of

any bad debt provision that you may need to make.

WXYZ Corporation Limited (formerly Astracast Limited) -in Creditors’ Vo1untay Liquidation


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2. Progress made during the period

2.1. Asset realisations

We’ve realised the Company’s assets (including during the period of this report) as follows:

Actualrealisations

______________________

£

Fixed charge assetsBalance from Administrators 25,000

25,000

Floating charge assetsBalance from Administrators 95,233

Sale of business — deferred consideration 323,834

Tax losses 126,450

Tax losses — contribution towards cost 8,360

VAT duty deferment refttnd 20,775

Earn out consideration -

Interest received 743

575,385

Please note the estimated to realise figures as per the statement of affairs are not provided here as some of the amounts were realised in

the Administration and therefore the figures are no longer representative of the amounts left to realise in the Liquidation.

* Third party funds held by the Liquidators are not included in the table above as they do not form asset realisations of the Liquidation.

Rental income received from the Administrators is excluded from the table above as it is not yet clear whether this will form an asset

realisation (discussed in more detail later in the report).

2.2. Assets specifically pledged to a creditor

Administration surplus

Of the £120,223 transferred from the Administrators, £25,000 related to a surplus from the sale of the fixed

charge assets in the Administration sectired by way of a debenture in favour of Demlin. Payments of £12,000

have been dedttcted from the surplus as shown on the receipts and payments account at Appendix B. Therse

payments related to agents costs incurred in the Administration.

The Properties

We understand the legal title to the Properties vested in Ramfield (part of the same group of companies as

WXYZ) and WXYZ holds the beneficial title to the Properties, and therefore may be entitled to any surplus sales

proceeds over and above any charges registered against the Properties.

On 9 February 2007, both Ramfield and WXYZ granted security over the Properties to the Trustees. The

Pension Scheme liability is estimated to be c.90 million. On 13 April 2015, the PPF issued a transfer notice

under Section i6o of the Pensions Act 2004 in respect of the Pension Scheme. The consequence of the issue of

the transfer notice is that the PPF took on the pension scheme and the Trustees were discharged from their

pension obligations.

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Appointment of the Receivers

As detailed in our previous report, on i8 June 2014 the Trustees appointed the Receivers over the Properties to

act as managing agents and to market and sell the Properties on their behalf.

The sale of Birstall completed on 6 february 2015 for £3.8 million. All sales proceeds, following the deduction

of the Receivers costs, were distributed to the PPF. This amounted to £3,528,358.

The sale of NUL completed on 17 July 2015 for £950,000. All sales proceeds, again following the deduction of

the Receivers costs, were distributed to the PPF.

The sale of Bradford completed on i8 December 2015 for £2.5 million. Of this, £322,940 has been paid to the

PPF. The rest of the funds, following deduction of costs, are currently held in a solicitors’ escrow account until

the potential cap on the security over Birstall and Bradford has been resolved.

Potentiat cap on the security over Birstall and Bradford

On appointment we were made aware of correspondence which suggested that the security over the properties

at Birstall and Bradford was capped at £4 million. This is a position which the PPF disputes. It should be noted

that there is no such cap in relation to the property at NUL.

If there is a cap on the PPf’s security, any proceeds of sale over and above £4 million (after reasonable costs of

sale) may be payable to the Company as beneficial owner.

following the receipt of legal advice, we sought counsel’s opinion in order to ascertain whether it would be in

the interests of the creditors to make an application to court for directions. Advice from counsel confirmed that

the only conclusive way to ascertain whether a security cap exists was to apply to court for directions.

Insufficient realisations in the Liquidation mean that we are unable to fund such an application. The PPF has

confirmed that it will fund the application to court to determine the position.

Along with the sales proceeds as detailed above, the PPF has received £482,261 relating to rental income.

furthermore, rental income from the Properties totalling £95,148 was passed from the Administrators to us on

our appointment. We continue to hold this rental income whilst we conclude whether this rental income is

captured by the PPf’s security.

We will also be seeking directions from the court that if the cap is found to be valid on the Trustees’ entitlement

to the sales proceeds, whether the cap of £4 million also includes any rental income distributed to the PPF.

We are currently finalising the documents which will accompany the application to court to determine the

position. The PPF and Demlin are named as respondents and they have been invited to submit their comments

before the application is made.

Chargeable gains arisingfrom sale of the Properties

In our previous report we advised that we were investigating whether there will be chargeable gains arising

from the sale of the Properties.

We advised that the settlement of any tax on chargeable gains would be the responsibility of WXYZ as beneficial

owner and would be payable as an expense of the Liquidation ranking ahead of any distributions to floating

charge or unsecured creditors.

following this we received further advice from our tax specialists that we were able to use the capital losses

from CRS Old to off-set any chargeable gains which may arise. Due to the level of available losses from CRS Old,

this is still the case even where we have been unable to ascertain what the original purchase price of the

Properties despite requesting this information from various sources.

WXYZ Corporation Limited (formerly Astracast Limited) -in Creditor& Voluntary Liquidation


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2.3. Assets not specificatty pledged to a creditor

Earn-out consideration

Under the terms of the SPA, if operating profits between 7 February 2014 and 7 February 2015 were Li million

or above, the Purchaser was required to pay additional consideration to the Company.

By 7 May 2015 the Purchaser was required under the SPA to prepare audited accounts and within 14 days of

preparation send these to us along with a certificate from their accountants evidencing the operating profits

achieved and, if applicable, stating the amount of earn-out consideration payable.

On request, the Purchaser provided draft management accounts for the period in question. This indicated that

operating profits were not sufficient to generate any consideration from the earn-out provisions. However, the

accounts provided were not audited or in the prescribed format. The audited accounts were subsequently

received in August 2015 and confirmed that operating profits were insutificient to generate any consideration

from the earn-out provision within the SPA.

No consideration is therefore expected from this source and we now consider this matter to be closed.

Duty deferment scheme refund

As detailed in the previous report, RBS guaranteed the Company’s VAT duty deferment scheme that it had

entered into with HMRC. As set out in the Proposals, a duty deferment bond of L6o,ooo was held in an RBS

account as a precaution should HMRC ever call on the guarantee in place.

This bond had been called upon previously and the balance left in the account was £20,775. This was

transferred to WXYZ on 11 June 2015. No ftirther hinds are anticipated from this source.

Interest received

Interest receipts in the period total £520.

2.4. Other matters

Intercompany debtors

The directors’ statement of affairs in the Administration listed intercompany debtors with a book value of £15.7

million but an estimated to realise value of nil. We have been unable to acquire any information from the

Purchaser in relation to the inter-company debtor’s position and therefore we will have to rely on the

information provided within the statement of affairs.

Outstanding Administration costs

On our appointment a number of fees and expenses from the Administration remained unpaid.

These fees and expenses have now been paid in full and are shown on Appendix B.

2.5. Statutory and compliance

Work has been undertaken in relation to our statutory and compliance obligations. This work has included

reporting to creditors of the Company, maintaining internal case records and complying with insolvency

legislation. This work is detailed further in Appendix C.

VAT matters

The Company was re-registered for VAT from 7 February 2014 (the date of the Administrators’ appointment)

and we have continued to submit quarterly VAT returns to HMRC.

WXYZ Corporation limited (formerly Astracast Limited) -in Creditors Voluntar Liquidation


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In February 2016, an inspection of the Company’s VAT records took place. However, we were oniy able to

provide the VAT officer with information and records pertaining to the period of the Liquidation. No fttrther

action was taken in relation It) the inspection.

As discussed above in ‘The Properties’ section, the Receivers are responsible for the sale of the Properties and

are also accountable to HMRC for any VAT due on the sales. We have been advised by the Receivers that all

VAT in relation to the Properties has been paid over to HMRC.

Tax matters

The Administrators’ confirmed the submission of their tax returns for their period of office to HMRC on 6 July

2015.

We have also submitted our first tax return for the period 29 May 2014 to 28 May 2015 to HMRC on 14 January

2016. This was a nil return and therefore no tax was payable to HMRC.

WXYZ Corporation Limited (formerly Astracast Limited) -in Creditors’ Voluntary Liquidation


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3. Outcomefor creditors

3.1. Secured creditors

The PPF

The Tnistees held a legal charge over the Properties by way of a debenture entered into on 9 February 2007. As

at 13 April 2015, the security held by the Trustees formally transferred to the PPF.

As l)reviouslY stated, the Pension Scheme liability is estimated to be in the region of c. £90 million, albeit no

formal claim has yet been received. Current and potential future distributions received by the PPF from the sale

of the Properties will be insufficient to settle this balance in full whether a cap is found to be in place or not. Any

amounts owing over and above the security will be an unsecured claim in the Liquidation.

As discussed in Section 2, it has been the responsibility of the Receivers to remit any sales proceeds due to the

PPF tinder their security subject to the ongoing investigation in relation to whether this security over Birstall

and Bradford was historically capped at £4 million.

It is understood that the security granted over NUL is not subject to any cap and therefore all proceeds of sale

have been remitted directly to the PPF.

To date the PPF has received £5,362,835 in relation to both sales proceeds and rental income relating to the

Properties as detailed in the table below.

Property Sales proceeds £ Rental Receivers Amount held Amount

income £ costs in escrow £ distributed £deducted £

____

Birstafl 3,800,000 144,792 271,642 -3,673,150

Bradford 2,500,000 345,594 74,755 2,110,430 660,409

NUL 950,000 127,380 48,104 -1,029,276

Total 7,250,000 617,766 394,501 2,110,430 5,362,835

Demlin

It is understood that 1)emlin holds a fixed and floating charge over the Company’s assets. During the

Administration Demlin received distributions totaling £375,000 under their fixed charge and £577,000 tinder

their floating charge.

We are yet to ascertain the remaining amount Demlin is seeking to claim tinder its security. \‘e therefore

cannot comment further regarding the level of any future distributions due to Demlin.

3.2. Preferential creditors (mainly employees)

The Company has no known preferential creditors.

3.3. Unsecured creditors

As per the directors’ statement of affairs, unsecured creditor claims are estimated to total c.1.o4 million. Only

a handful of unsectired claims have been received by us to date.

The Prescribed Part is a fund that has to be made available for unsecured creditors. It’s paid otit of “net

property”. Net property is floating charge realisations after costs, and after paying - or setting aside enough to

pay - preferential creditors in full. But it only has to be made available where the floating charge was created on

or after 15 September 2003.

WXYZ Corporation limited (formerly Astracast Limited) -in Creditors’ Voluntar Liquidation

Joint liquidators’ second progress report io

-I.pwc

We believe that the Prescribed Part applies in this case as Demlin’s floating charge was created and registered at

Companies House after 15 September 2003.

The amount of the Prescribed Part is:

— 50% of net property up to £10,000;

— 20% of net property above £io,000; and— Subject to a maximum of £6oo,ooo.

We think that, based on Administration related realisations and expenses, the Company’s net property will be

£720,895 which means the estimated value of the Prescribed Part is £147,179. The estimated dividend

percentages provided earlier in tile report are subject to change. The final dividend will be based on the

following:

— future asset realisations;— The outcome of the court hearing; and— The final level of claims received from unsecured creditors.

You shouldn’t use it as the main basis for any bad debt provisions.

Apart from any Prescribed Part, there may be surplus funds to allow a dividend for unsecured creditors. More

information on this will be available following the outcome of the court hearing.

Ifyou hat’e not yet submitted a claim in the Liquidation and would like to, please complete the

enclosed statement ofclaimform and return to Andy Littey, FricewaterhouseCoopers LLP,

Benson House, 33 Wellington Street, Leeds, LS; 4JP, along with any supporting documents to

substantiate your claim.

‘VVXYZ Corporation Limited (formerly Astracast Limited) -in Creditors’ Voluntary Liquidation

Joint liquidators’ second progress report H

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4. Liquidators’fees and otherfinancialinformation

4.1. Ourfees

The basis of our fees is yet to be determined in this case.

No fees can be drawn until our remuneration basis has been approved by creditors.

We will seek to approve the basis of our remuneration from the general body of creditors once a decision has

been made by the court in relation to the dispute security entitlement.

from 29 May 2015 to 2$ May 2016, we have incurred time costs of £170,439 for 598 hours work and a

breakdown of the work streams we have undertaken during the period covered by this report can be found at

Appendix C.

4.2. Our disbursements

Category; Disbursements

We’ve incurred category; disbursements of £564 during the period 29 May 2015 to 2$ May 2016. We have not

drawn anything in relation to these disbursements. further details are provided in Appendix C.

Category 2 Disbursements

We have not incurred any categoly 2 disbursements during the period 29 May 2015 to 2$ May 2016.

4.3. Administrators’ remuneration

The Administrators’ remaining pre-appointment fees of £62,874 and remaining post appointment fees of

£74,167 were approved by the general body of creditors in the Administration and have now been paid during

the period and are shown at Appendix B.

4.4. Creditors’ rights

Creditors have the right to ask for more information within 21 days of receiving this report as set out in Rule

4.49E of the Rules. Any request must be in writing. Creditors can also challenge our fees and expenses within

eight weeks of receiving this report as set out in Rifle 4.131 of the Rtfles. This information can also be found in

the guide to fees at

http://www.icaew.com//media/corporate/fl1es/technical/insolvency/creditors%2oguides/creditors%2oguide

%2oliquidators%2ofees%2ofinal.ashx.

You can ask for a copy free of charge by calling Andy Lilley on 0113 289 4153.

4.5. Receipts andpayments account

A receipts and payments account for the period 29 May 2015 to 28 May 2016 is provided in Appendix B.

4.6. Statement ofexpenses

A statement of expenses for the period 29 May 2015 to 28 May 2016 is provided in Appendix D.

This statement doesn’t include any tax liabilities that may be payable for the period of this report as this will

depend on the position at the end of the accounting period.



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AppendixA. - Statutory and otherinformation

Name of compain. — t WXYZ Corporation Limited (formerly Astracast Limited)

Registered number: 01455007

Registered office: Benson House, 33 Wellington Street, Leeds, LSi 4JP

rmer company names: ]Astracast Limited

Trading names: WXYZ Corporation Limited

Trading address: P0 Box 572, Woodlands, 21 Roydsdale Way, Euroway Industrial

Estate, Bradford, BD4 6SE.

Names of liquidators and their Stephen Andrew Ellis and Toby Scott Underwood of

address(es): PricewaterhouseCoopers LLP, Benson House, 33 Wellington Street,

Leeds, LSi 4JP.

Date of liquidators appointment: 29 May 2014

Details of change in liquidators: N/a

Details of prior administration: J Irving, C Beighton, and J M Titley of Leonard Curtis were

appointed as joint administrators on 7 february 2014.

Estimated dividend for preferential N/a

creditors:

Estimated dividend for unsecured Unknown

creditors:

Estimated values of the Company’s Net Property: £720,896

net property and Prescribed Part: Prescribed Part: £147,179

Whether and why the Liquidators N/a

intend to apply to court under Section176A(5) IA$6:

The European Regulation on N/a

Insolvency Proceedings (CouncilRegulation(EC) No. 1346/2000 of 29

May 2000):



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Appendix B. - Receipts andpaymentsaccountfor the period 29 May 2015 to28 May 2016

WXYZ Corporation Limited - in creditors’ voluntary liquidation

Surimiary of financial information as at 28 May 2016

Fixed charge receipts and payments account - PPF

Fixed charge receipts

Balance from Administrators - rental income

Balance from Administrator’s - rent deposit NFL

Surplus from sale of the Properties

___________________________________________________________ ________________

Fixed chctrge payments - PPF

Third party funds lent deposit - Newcastle under Lyme

Balance from Administrators - cental income

Liquidation insurance costs - properties

Liqimidators’ fees

Liqtudators’ disbursements

FUNDS IN HAND

Fixed charge receipts and ppts-Deuilin

Fixed charge receipts

Balance from Adinninistratom’s

Fixed charge pcflfifleltts

Administration costs - agents’ fees

FUNDS IN hAND

25,000.00 - 25,000.00 25,000.00

25,000.00 - 25,000.00 25,000.00

- (i 2,000.00) (i 2,000.00) (12,000.00)

- (12,000.00) fi 2,000.00) (12,000.00)

25,000.00 (12,000.00) 13,000.00 13,000.00


Joint liquidators’ second progress report

Total for the Total for the period Total

period from from 29 May 2015

appomtment to to 28 May 2016

28 May 2015

Estimatedoutcome

££ £ £

95,147.79 - 95,147.79 95,147.79

72,07608 - 72,076.08 72,076.08

-Uncertain

167,223.87 - 167,223.87 Uncertain

(72,076.08) - (72,076.08) (72,076.08)

-

- Uncertain

- (587.50) (587.50) (587.50)

- -- Uncertain

--

- Uncertain

(72,076.08) (587.50) (72,663.58) Uncertain

95,547.79 (587.50) 94,560.29 -

Notes

1

1

1

14

Interest received

Administration elated post appointment agents’ tees and expenses

Liquidators pre appointment fees

Liquidatocs’ pre appointment disbursements

Legal fees - contribution to costs/sale of tax losses

Legal fees and expenses (Liquidation related)

223.28 519.73 743.01 743.01

766,590.81 21,294.35 787,885.16 787,885.16

506,532.77 (229,124.96) 384,968.10 720,896.30

Estimated dis5dend to unsecured creditors

Cash at bank

0.14 5

626,680.56 (241,712.46) 384,968.10 -

“AllJIqures are stated as erclusine of VAT.

“Funds are held in a Barclays interest bearing account. The inrerest rate appliasbie to the aunt is O]OO%

WXYZ Corporation limited (formerly Astracast Limited) -in Creditors’ Voluntary liquidation

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qjpg charge receipts and payments account - Demlin

floating charge receipts

Balance from Administrators

Balance from Administrators’ licence fee .°stracast facility

Sales of business - deferred consideration

Sale of business - earn out consideration

Tax losses

Tax Losses - contribution towards costs

VAT dtmtv deferment refund

inter cons pany debtors

95,223.03 - 95,223.03 95,223.03

212,500.00 - 212,500.00 212,500.00

323,834.00 - 323,834.00 323834.00

126,450.32 - 126,450.32 126,450.32

8,360.1$ - 8,360.18 8,360.18

-

20,774.62 20,774.62 20,774.62

Floating charge payments

Bank charges (21.00) - (21.00) (21.00)

Third party funds - licence fee (212,500.00) (212,500.00) (252,500.00)

Administration related VAT pament to HMRC (47.537.04) (49,654.54) (47,537.04)

Administrators’ pre-appointment fees -(62,874.07) (62,874.07)

Pre-Administmtion costs - legal fees and expenses (31,864.05) (31,864.05)

Pre-Admninistration Costs - agents’ fees and expenses -(20,000.00) (20,000.00)

Statutoty advertising (75.82) (75.82)

Administrators’ post appointment fees (74,166.67) (74,s66.67)

Administration related post appointment legal fees and expenses (23,098.67) (23,098.67)

(2,117.50)

(62,874.07)

(31,864.05)

(20,000.00)

(75.82)

(74,166.67)

(23,098.67)

(18,008.33) (18,008.33) (18,008.33)

-- Uncertain

-- Uncertain

(4,180.09) (4,180.09) (4,180.09)

-(14,096.33) (14,096.33) Uncertain

(260,058.04) (250,481.53) (510,539.57) Uncertain

506,532.77 (229,187.18) 277,345.59 Uncertain

-

--

N/A

-62.22 62.22 62.22

FUNDS IN HAND

Preferential creditors

VAT control account

Net property

Prescribed Part (for unsecured creditors)

Unsecured creditors (as per the Statement of Affairs)

2

2

2

(147,179.00) 3

104,321,123.00 4


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Notes

1 We will hold the rental income until the court application has been made. We am reqnesting directions from the conrt in relation

to the rental income held and whether tbe potential cap of £4 million also covers the rental income from the Properties.

2 As the basis of our fees and expenses has not yet been approved by the general body of creditors and the final level

of realisations into the Liquidation are uncertain, no estimate of these fees and expenses has been provided at this time.

Dne to nucertainty around the final level of realisations in the Liquidation, the estimated Prescibed Pact available for nnsecured

creditors has been calculated based solely ou the amount ringfeuced for creditors at the end of the Administration.

4 The nnsecnred creditors figure is based on the figure within the directors’ statement of affairs.

5 The dividend estimate is between 0.013 and 2.085 pence in the pound. This will depend on the outcome of the conrt application.

More information wil be provided to creditors in dne course.

Directors’ statement of affairs values have not been provided as dne to a number of the asset realisations taking place in the

fomwr administration, these figures are not comparable with Liquidation realisations.

WXYZ Corporation limited (formerly Astracast limited) -in Creditors’ Voluntary Liquidation

Joint liquidators’ second progress report i6

pwc

Appendix C. - Details ofour

remuneration and disbursements and

otherprofessional costs

Background

The basis of our fees is yet to be determined in this case.

No fees can be drawn until our remuneration basis has been approved by creditors.

We will seek to approve the basis of our remuneration from the general body of creditors once a decision has

been made by the court in relation to the dispute security entitlement. The value of future costs will therefore

depend on the fee basis determined by creditors and therefore no estimates are provided at this time.

Narrative of key areas of work carried out for the period 29 May 2015 to 28 May 2016

There remain a number of distinct work streams within the work we have done. It should be noted that

individuals will have worked in more than one area. The activities of these work streams are summarised below:

Accoun.,. treasury Kegh ufls; 10 manage toe Lompanys s.nsures properbank accounts. control of cash.

Processing payments to third parties;To ensure receipts and Required by statute to

Processing receipts into the Liquidation payments are fully and ensure we comply with

account; and accurately recorded. our legal obligations.

____________________

Checking payee bank account details.

Assets finalising receipt of VAT duty deferment To protect and majdmise Information gathering

monies; the value of the ensures we haveCompany’s assets, exhausted all avenues of

Liaising with the Purchaser and our potential realisations for

solicitors in relation to earn-out clause the benefit of the

within the SPA; and Company’s creditors.

Liaising with the Purchaser in relation to

________________

thter-conjdebtorositiot

____________________

Creditor claims and Ad hoc creditor enquiries; and To keep creditors Work is required by

distribution informed of the progress statute and for the proper

Investigation into inter-company of the Liquidation. administration of the

creditor position. Liquidation.To gather information inrelation to the intercompany creditor positionprior to making anydistribution to unsecuredcreditors.

freehold Property Communication with Receivers in For the proper Work was required for the

relation to completion of Property sales, management of the proper administration of

distribution to the PPF and costs Liquidation, the Liquidation.

relating to the sales;

Ad hoc communication with Receivers/requests for information relating to theProperties; and

WXYZ Corporation Limited (formerly Astracast Limited) -in Creditors’ Voluntat Liquidation


Area of work Activities completed Why the work was What, if any, financialnecessary benefit the work

provided to creditorsor whether It wasrequired by statute

I

pwc

Correspondence with Valuations OfficeAgency in relation to original purchase

_____________________________

jeolProperties

Potential cap on the sales of Meetings with solicitors in relation to To determine whether the If the court determines

the Properties this matter; Property sales proceeds that the cap is valid thenover and above £4 million the sales proceeds in

Review of information/evidence on file; should fall as part of the excess of £4 million willLiquidation. be transferred to the

Regular communications with interested Liquidation for the benefit

parties in relation to of the unsecured

evidence/information provision; creditors.

Preparation of estimated outcomestatement:

Regular communication with oursolicitors and preparation of documentsto send to counsel;

Review of counsel’s opinion; and

Review of skeleton argument andliaising with our solicitors in relation to

____________________________

this.

___________________________________________

Strategy and planning Budgets and cost monitoring; For the proper Controls time costs andmanagement of the case. ensures efficient case

Cash flow monitoring; and progression.

___________

Updates ssionmeetin

____

Statutory and compliance Internal compliance procedures: To comply with Required bymandatory statutory and statute/regulations.

Circulation and preparation of the first other obligations.annual report for the Liquidation;

Drafting this annual report;

Appointee and manager case reviews;and

CaseTax/VAT/Pensions Submitting quarterly VAT returns to To comply with legal Required by statute or

I IMRC; requirements. other legal requirement.

Preparing and submitting our first Ensures any available tax

Liquidation return; and VAT recoveries aremade for the benefit of the

Reviewing the Administrators tax Liqtudation.

return;

Investigation work into potentialchargeable gains on the Property sales;

Liaising with Receivers to ensure VATon the Property sales paid to HMRC;and

Liaising with VAT officer in relation to

_______________________________

VAT inspection.

_______________________________________________________________

Our relationships

We have had no business or personal relationships with the parties who will be required to approve our fees (or

who provide services to the Liquidation) where the relationship could give rise to a conflict of interest.

WXYZ Corporation limited (formerly Astracast Limited) -in Creditors’ Voluntary Liquidation

Joint liquidators’ second progress report 1$

Area of work Activities completed Wln the wotk was What, if any, financialnecessary benefit the work

provided to creditorsor whether it wasrequired by .statute

pwcDisbursements for services provided by our firm (Category 2 disbursements)

Our firm’s expenses policy allows for all properly incurred expenses to be recharged to the case. Disbursements

were charged to the assignment as follows:

Photocopying At 5 pence per sheet copied, only charged for circulars to creditors and other bulk copng.

Mileage j1aximum of 71 pence per mile (up to 2,000cc) or 93 pence per mile (over 2,000cc).

Our disbursements in the period 29 May 2015 to 28 May 2016

We have incurred the following disbursements (excluding VAT) in the period 29 May 2015 to 28 May 2016.

CategOIy2t

___ __—

Archiving Costs $3.00 Mileage: -

Land Registiy Costs 18.00

Online Report Usage i.oo Total: -

Printing 462.00

Total: 564.00

The statement of expenses at Appendix D show what we have drawn in total in relation to our disbursements.

The policy for recovering Category 2 disbursements requires creditor approval which has currently not been

obtained.

Other professional advisors we’ve used

A summaiy of legal and other professional fIrms and subcontractors instructed in the period 29 May 2015 to 28

May 2016 is below:

Name of firm / Service Reason selected Basis of fees Amount paid in

organisa6on provided

_____

period (1)

Eversheds LLP Legal advice and Expertise and Time cost basis 14,096.33

expertise knowledge

Walker Morris LLP Legal advice and Expertise and Time cost basisexpertise knowledge

Our choice was based on the advisers’ experience, the complexity and type of work and the basis of the fee

arrangement. We’re satisfied that the fees charged are reasonable.

WXYZ Corporation Limited (formerv Astracast Limited) -in Creditors’ Voluntary Liquidation


pwc

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rt20

for the period from 29 may 2015 to 2$ may 2016 · formerly trading from: p0 box 572, woodlands, 21...

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