pwc
RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) High Court of Justice Chancery Division Newcastle upon Tyne District Registry Case No. 0230 012012
Joint Administrators’ progress report for the period from 13 June 2016 to 12 December 2016
6 January 2017
www.pwc.co.uk/rockfarmdairy
PwC Ccntra Square 29 Wellington Street Leeds LS1 4DL
Contact: Kate Whitham Tel: 0113 289 4162 Fax: 0113 289 446() Emait: kate.whitham @uk.pwc.eom 1. Joint Administrators’ progress report
Section
1 Joint Administrators’ progress report 3-5
2 Statutory and other information 6
3 Administrators’ receipts and payments account 7-8
4 Expenses incurred in the period 9
5 Analysis of the Administrators’ time costs and Category 2 10-13 disbursements
Abbreviations used in this report
“the Company” RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) “the Administrators” Lyn Leon Vardy and Ian David Green “UKDS” UK Dairy Sales Limited “BSF” Barclays Sales Finance “1A86” The Insolvency Act 1986 “1R86” The Insolvency Rules 1986 “Sch.Bi 1A86” Schedtile Bi of the Insolvency Act 1986 “Proposals” Administrators’ statement of proposals dated ii April 2012
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RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration JointAdministrators’progress reportfor the period 13 June 2016 to 12 December 2016 1. Joint Administrators’ progress report
1.1 Introduction
We write to provide an update on the progress of the Administration, covering the period from 13 June 2016 to 12 1)ecember 2016. Our previous reports covered the period from appointment on 1 March 2012 to 12 June 2016, copies of which are still available at .pwc.co.uk/rocarmdai
further background information on the Company and events leading up to our appointment can be found in our Proposals dated ii April 2012, which are also available on the above website.
1.2 Progress in the period
Our previous reports explained our strategy for realising the Company’s assets. As explained in our previous report, all assets have now been realised and we were taking steps to make a first and final distribution to unsecured creditors, before bringing the Administration to a close. During the period, a first and final distribution was paid to unsecured creditors. More details of this are set out at 1.7.3 below.
1.3 Administrators’ remuneration
The following information is included in Section 5, covering the period of this report:
• An analysis of the time spent in dealing with matters arising in the Administration;
• A narrative explaining the key tasks and issues falling under each category of work;
• A summary of our policy for charging and recovering disbursements; and
• A summary of other professional firms working on this case during the period.
The creditors’ committee fixed our remuneration on a time cost basis on 1 May 2012 after the initial creditors’ meeting. No remuneration has been drawn during the period of this report, as shown in the receipts and payments account.
You will note that time costs incurred since our appointment are £749,786. This amount does not necessarily reflect the fees that will be drawn.
1.4 Our expenses
We set out in Appendix B a statement of the expenses we’ve incurred to the date covered by this report and an estimate of our future expenses.
The statement excludes any potential tax liabilities that we may need to pay as an expense of the Administration in due course because amounts due will depend on the position at the end of the tax accounting period.
1.5 Creditors’ rights
Creditors have the right to ask for more information within 21 days of receiving this report as set out in Rule 2.48A of the Insolvency Rules 19$6. inv request must be niade in writing. Creditors can also challenge the Administrators’ fees and expenses within eight weeks of receiving this report as set out in Rule 2.109. This information can also he fottnd in tile guide to fees at:
http://www.icaew.com/— /media/Files/Technical/Insolvency/creditors-guides/creditors guide-administrators-fees-final.pdf
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RED (Reatisations) Limited (formerly Rock Farm Dairy Limited) - in Administration JomtAdmmistrators’progress reportfor the period 13 June 2016 to 12 December 2016 1. Joint Administrators’ progress report
Alternatively, a copy can be provided free of charge by telephoning Kate Whitham 011 0113 289 4162.
r.6 Statutory duties
During the period of this report, we have also been dealing with the statutory consequences of an administration appointment. Section 5 provides more detail on these matters, which include preparation of this report.
1.7 Outcome for creditors
1.7.1 Secured creditor
BSF was paid in full from a combination of book debt realisations (before the ledger was reassigned to the Company) and the balance from floating charge assets. The total debt re-paid was £940,723, including termination and administration charges.
1.7.2 Preferential creditors
Preferential creditors principally arise in respect of unpaid wages, subject to statutory limits, and holiday pay for employees.
All preferential creditors have been paid in full and total distributions of £25,740 have been made.
1.7.3 Unsecured creditors
According to the directors’ statement of affairs, unsecured non-preferential claims total £3.45 million.
We issued a notice of intended dividend, inviting creditors who had not already submitted claims to do so by 10 June 2016. This resulted in a number of additional claims being received, which were subsequently adjudicated.
A first and final dividend of 3.06p in the £ was paid to unsecured creditors on 10 August 2016. Funds of £100,000.00 were distributed.
1.8 Investigations and actions
Nothing has come to our attention during the period under review to suggest that we need to do any more work in line with our duties under the Company Directors’ 1)isqualification Act 1986 and Statement of Insolvency Practice No.2.
1.9 What you need to do
This report is for your information and you don’t need to do anything.
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RFD (Realisations) Limited (formerly Rock Fa,’m Dairy Limited - in Administration JointAdministrators’progress reportfor the period 13 June 2016 to 12 December 2016 r. Joint Administrators’ progress report
1.10 Next steps in the Administration
Now that all of the Company’s assets have been realised and the distribution made to unsecured creditors, it is now appropriate to bring the Administration to an end. We are currently in the process of dealing with unclaimed dividends and paying the final costs of the Administration, prior to ceasing to act.
The Administration is due to automatically end on 28 Pebruaiy 2017 and therefore the Administration will he concluded before this date. t this time, we will issue a final report to creditors.
If you’ve got any questions, please get in touch with Kate Whitham on 0113 289 4162.
Company
and Ian David Green have been appointed as joint administrators ofRED (Realisations Limited to affairs, business and property as its agents and act without personal tiabitthj. Both are licensed in the United Kingdom to Oct 05 insolvency practitianers by the Institute ofchartered Accountants in Engtand and Wates. The joint administrators are bound by the Insolvency Code of Ethics which can be found at:
The joint administrators are Data controllers of personal data as defined by the Data Protection Act 1998. PricewaterhouseCoopers LLP wilt act as Data Processor on their instructions. Personal data wilt be kept secure and processed onlyfor matters relating to the Administration
RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration Joint Administrators’progress reportfor the period 13 June 2016 to 12 December 2016
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1 E14 London, Place, and name Churchill Plc, Bank applicant’s Barclays Appointor’s
2013
19 oAN August to 1 March from 2012
CB3 Park, Cambridge, Castle House, Abacus LLP,
PricewaterhouseCoopers of Oldfield Mark Stephen
i date to March P LSi 2012 from 4DL
Leeds 29 Street, Wellington Square, Central
LLP, of PricewaterhouseCoopers Green Ian David
date to 2013 19 August from 4DL ISi
Wellington Leeds 29 Street, Square, Central
Lvii
liP, Leon and of Vardy PricewaterhouseCoopers addresses: names Administrators’
the March i appointment: 2012 Administration of Date
1 ordinary share Gregory Robert — Clive
1 share ordinary Gregory — Keith
ordinary
share
Gregory Andrew 1 John — secretary:
share ordinary the by Gregory and held Constance 1 Shareholdings — directors
Gregory Constance secretary: Company
Gregory Clive Robert Gregory,
Gregory,
Keith Andrew John Gregory, Constance directors: Company
LSi 4DL
Leeds
Street, 29
Wellington Square, Central address: Registered
06283566 number: Registered
Limited Dairy Farm Rock name: Trading
Dairy Limited)
Rock Farm (formerly
Limited (Realisations) RFD name: Full
Registry
Tyne
District upon
Newcastle Justice, of Court High Administration the for details Court
information Statutory 2. ______
3. Receipts and payments account
RFD Realisations Limited — in Administration Receipts and payments account for the period to 12 December 2016
Director’s I March 2012 13 Jo or aoto Total forthe period Statement of to to 1 March 2012 Affairs 12 Jo or 2016 12 December 2016 to 12 December 2016
£ £ £ FIXED CHARGE REAIASATIONS 1.00 — coo ‘ ttoodstll LOU t.U0 - 1 nwilo’lnil emperic rights 200,000 * Molar vehicles 100,000 * ‘Ian) and machinery
2.00 - 2.00 COST OF REALISATION / PAYMENTS
(9:30,000) DISTEIBUTI 055 TO FIXED CHARGE CREDITORS
—
- EFAJ.ISATI ONS/(PAYMENTS) 2.00 NET FIXET) CU 4RGE
FLOATING CHARGE EEAI,ISATIONS
- 32,854.45 1,250,000 Sook debts t:t2.853.15
- 55,948.68 45,3t4 Dosh at book tS,’t1EOS 2513 * (“tnpnter and printers General ISotares tad fittings
- 2.1)0 - “ Geo,dwt8 2.00
— t,9,ta.53 - Interest receives) gesso t,904.s:t
- 290,000.00 legal settlement cc Gmencrofl 290,000JtO 0,000 ° Motor vet,iclos too * office eqnipment
- 5:1.00 - Petty cash 5:1.00
- 449,906.1)1) 200.000 n t’lnnt and machinery (49,996.00 0,826.49 ot.6t tt,t2S,lo - Refnnds 120,000 * Slack
- t73,045.85 - Snrplus front trading (see overleafl 1’3,04:t.S5
22,733.15 - 22,7:3:3. 15 - TUrd porE funds
- 167.0,1 ttnseenred dis-idends to be reivsned t67.6 I,11”,342.15 469.22 l.1l”,811.37 COST OF RFALISATIOX /PAYMFVFS Agents feoc (6.oo7.tot - )hotos.tts) (529.92) Sank charges 1489.92) (40.00) Boecloys CII) settlement l’t9.442.s0i - (99.442.50)
- (40,1.00) Consotta or) tees 400.00) Debt collection fees (25.toS.70) - (25,108.70) tnsaranee 1 is,ss .8,) — (t,qi.8i)
— (a.flto.oo) tT cools (1,500.ott) )t98,th2.t3) legal lees )t96,4 2.13) (s,75o.tto) Dffiee hetttei’s trod lag snpeniei’tn fees (tSts,ooe,.oo) — (18o,i’mt.oo) Dffiee h,,ldm’s odminiotrolion Us (t.io,ottaeo) - (14o,00tt.oo)
Professional fees )J.7o5.ott) - (0,725.00) Slotnton’ advertising (tq”.o4) (70.22) (St’.46) (666.824.40) (1,860.22) (66S,684.62) PREFERENTIAL CREDITORS
Pioptoytes oereart of 0-ages and holidato (25,s40.36) - (25.540.:)6)
DISTRIBUTI ONS TO FLOATING CHARGE CREDITORS ltistrit,nti,,n to scented emdil,,rs
NET FLOATING CHARGEEEALISATIONS/(PAYMENTS) 424,777.39 (1,391.001 413,386.39
UNSECURED CREDITORS
- (ioo,ooo.tto) (tt,755) Dis’iden,t of 5-o6t in the f paid on 10 August oath (9c9!,coo.oo)
VAT aeeonnt I:tP,48’y3S) 5) 804.92 (4,s84.6h)
388,289.81 (69,586.08) 31S,03.3 I TOTAL RALANCE AT RANK
These assets were octnded in the sate of the bmsiness and ossetsof the Conwans to (tEDS
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RFD (Realisadons Limited (formerly Rock Farm Dairy Limited) - in Administration JointAdministrators’progress reportfor the period 13 Juize 2016 to 12 December 2016 3. Receipts and payments account
RFD Realisations Limited — in Administration Trading account for the period to 12 December 2016
flirentor’s I Multi. 2012 13 Ju tiezotfl Total forOic period Statement of t.. to I March 2012 to Affoii’n 12 Jour 2016 12 December 2010 12 December 2016
P P £ FRADING REALISATIONS Foods toiling from agreement 575,tg7 50 - 575,t97.50 Post-appointment teadiog soles iO,k23.56 - t6,625.56
591,523.06 - 591,823.06 COST OF REALISAFION / PAYMENTS Bank charges It 500) - (t5.oo) (‘leaning and site clearance )t4,:lgB.33l - (t4,390.33) Consottaney fees (t7,t,Bo 45) - )t7,ego 45) i(inpteyee travel and snhsistenre 1B5 001 - (Os-so) tsnptoy cr5 pension costs Ii 00 001 - (too.oo) tieneeal enprnse (gg.8o) - (;gg.go) It eiists 1237.501 - )237.5o)
Lirenees and trade ttsarks lips .90) - )t,95t.go) Milk testing lo,3o .5°) - (2,532.50) Me (or and teasel enpenses (oh.; t .;.kS) - (os,i.06) Not wages ftg,tgg.t;) - )i95.i95.t5) ((thee costs )4Bs.oO) 1406.00) ((thee pat roll dedoetions 1423.501 - 1423.50)
PAYtr and Nt(’ t , (7 pBs .o :1 — (7 i,it0ti.ii) Postage, statiooers aost printing 092.00) (i.ago og) Repaies aod maioteoaoee It 4,4t3.34) - )i4,4t3.:)4) Retention of title pal ineots (311.42 2.03) - )30,422.04) frseoeity costs )2,052.5ts) - )o,o6a,k) telephone and in Ii .5 97 . 35) - (t,597.35)
Transport and carriage (so; 42) - )te5.4o) Ut ilities It 9. 003.0 8) - )i9,003.oB)
Water eates (0, 97 t So - )0,i179.go)
(418,779.21) - (4I8,77g.2t)
NI-if TRADING REAI,ISATIONS/(PAYMEPCE 5) .73,043.85 - n73,043.85
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RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration Joint Administrators’proyress reportfor the period 13 June 2016 to 12 December 2016 4. Statement of expenses incurred in the period
A statement of expenses incurred by us as administrators between 13 June 2016 to 12 December 2016 is shown below.
The statement provides an estimate of the expenses incurred and unpaid for the period. These are yet to be finalised and may be subject to adjustments before payment. It also excludes ay potential tax liabilities that could be classed as an expense of the Administration, as these will depend on the Company’s position at the end of the tax accounting period.
Unpaid expenses at Incurred in this period Expenses paid in this Unpaid expenses at Estimated future 12 June 2016 period 12 December 2016 costs £ £ £ £ £ Legal fees - 1,750.00 (1,750.00) - - Statutory advertising - 70.22 (70.22) - Office holders’ administration fees (note 1) 383,074.20 45,756.95 - 428,831.15 13,000.00 Office holders’ disbursements 10,810.84 1,031.90 - 11,842.74 100.00 393,885.04 48,609.07 (1,820.22) 44o,673.89 13,100.00
Note I: The accrual represents the total time costs incurred to date as detailed in Section 5.
9 RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration JointAdministrators’progress reportfor the period 13 June 2016 to 12 December 2016 5. Analysis of the Administrators’ remuneration and Category 2 disbursements
5.1 Explanation of work undertaken
Earlier in this report and in our previous correspondence with creditors, we provided details on our strategy, progress to date and additional matters arising in the Administration. Later in this Section, we have included a table showing our time costs for the period, by grade of staff and area of work. This shows time costs of £45,757, the key elements of which are explained further below.
Area ofwork Work undertaken in the period Why work was necessary What, if any, financial includes: benefit the work provided to creditors or whether requested by statute Strategy and • Prngrcss updates with appointment To ensure appointee Ensures efficient planning takers and senior management involvement and that all vital management of the . Strategy discussions with appointment information is captured Administration takers Creditors • Adjudicating creditor clahns and To keep creditors abreast of Required by statute, and communicating with creditors regarding developments, and paying ensures that all hinds arc their claims and the dividend them their appropriate level distriboted appropriately to • Payment of dividend to unsecured of dividend the unsecured creditors creditors . Dealing with issues regarding dividend cheques not received • Dealing with unbanked dividend cheques • Responding_to_queries from_creditors Accounting and • Processing receipts and payments To ensure management of Ensure secure stewardship of treasury • Bank reconciliations and management of the bank account is up to funds the bank account date Statutory and • Preparing, drafting and issuing progress ‘fo comply with statutory Required by statute compliance reports obligations and keep the • Periodic reviews of the case and the bond committee informed of level progress • Preparing an update to the creditors’ committee and corresponding with the committee Tax and VAT • Reconciliation of the VAT position To review the amount of VAT Ensures that all possible . Submission of VAT reclaim to be reclaimed funds are collected, for the benefit of creditors Closure • Planning for the closure of the case To ensure all matters are Ensures an orderly procedures dealt with and the case conclusion to the closed properly Administration, with all matters properly addressed
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RYD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration Joint Administrators’progress reportfor the period 13 June 2016 to 12 December 2016 5. Analysis of the Administrators’ remuneration and Category 2 disbursements
5.2 Future work
We still need to do the following work to achieve the purpose of administration.
Whether or not the work will provide a Area ofWork Work we need to do Estimated cost £ financial benefit to
—______creditors 500 Incidental to proper • Reviewing progress or administration management of the stratery and amend as appropriate Stratery and Planning Administration
2,000 Ensures the orderly Creditors • Responding to creditor queries payment of funds to received by post and telephone creditors • Dealing with post-dividend matters including unclaimed dividend’
1,000 No financial benefit, Accounting and treasury • Bank reconciliations ensures proper • Accounling for receipts and payments management of funds held into the Administration accounts
ooo Required statute Statutory and compliance • Reporting to creditors by • Appointee & manager reviews • Complying with statutory filing requirements • Correspondence with the creditors’ committee 1,500 Ensures the maximum Tax & VAT VAT, for • Finalising the VAT position, including recovely of input the benefit of creditors making a final reclaim of VAT
Required statute, Closure 5ooo by • Oh taming clearances ensures all administration matters have been dealt P Closure procedures wth
5.3 Hourly charge-out rates
The charge-out rates applicable to this case are set out below. Time is charged to the Administration in units of not greater than six minutes.
Administrators’ staff Administrators’ staff (to 30 June 2016) (1 July 2016 onwards) Specialist (max)
Grade £/hr £/hr - £/hr Partner 590 6oo 1,250 Director 490 500 1,150 Senior Manager 425 435 970 Manager 340 345 700 Senior Associate (qualified) 255 200 515
Senior Associate (non-qualified) 185 190 - Associate i6 170 255 Support staff 87 89 io
Specialist departments within our firm (such as Tax, VAT, Property and Pensions) may charge a small number of hours if and when we require their expert advice. Such specialists’ rates do vary hut the figures above provide an indication of the maximum rate per hour. 11
RFD (Realisations) Limited (formerly Rock Farm Dairy Limited) - in Administration JointAdministrators’progress reportforthe period 13 June 2016 to 12 December2016 5. Analysis of the Administrators’ remuneration and Category 2 disbursements
All staff who work on this assignment (incitiding cashiers, support and secretarial staff) charge time directly to the assignment and are included within any analysis of time charged. Each grade of staff is allocated an hourly charge out rate which is reviewed from time to time. Work undertaken by cashiers, support and secretarial staff is charged for separately and is not included in the hourly rates charged by partners or other members of staff. Time is charged in units of not greater than six minutes. Time is charged by reference to actual work carried out on the assignment in six minute units. The minimum time chargeable is three minutes (i.e. 0.5 units)
5.4 Disbursements
The table below shows the approved policy for charging the different categories of expenses, together with the costs incurred in the period.
Category Policy £
1 All disbursements not falling under Category 2 are recharged at cost -
Photocopying - At 5 pence per sheet copied, only charged for circulars to 2 1 0 1 0 creditors and other bulk copying. ‘ .9
- Mileage At a maximum of 71 pence per mile (up to 2,000cc) or pence per - 2 93 mile (over 2,000cc).
Total for the period 1,031.90
Brought forward from previous period 10,738.84
Total for the case (to 12 December 2016) 11,770.74
5.5 Legal and other professional firms
The following table lists the professional firms instructed in this case.
Service provided in the period Name of firm / Reason Basis of fee Fees paid in organisation selected this period Legal advice Eversheds LLP Expertise and Time cost £1,750.00 insolvency knowledge
All third party professionals are required to submit time costs analyses and/or narrative in support of invoices rendered, in order for the Administrators to consider whether they are reasonable in the circumstances of the case.
.6 Payments to associates and subcontractors
No payments have been made to associates of the Administrators’ firm during the period covered by this report. Additionally, there has been no work done by subcontractors which our staff would normally do.
5.7 Our relationships
We have no business or personal relationships with the parties who approve our fees or who provide services to the administration where the relationship could give rise to a conflict of interest.
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RFD (Reatisations) Limited (formerly Rock Farm Dairy Limited) - in Administration JointAdministrators’progress reportfor the period 13 June 2016 to 12 December 2016 £ ‘3 cost 4.695.145 4,464.80 time 57,401.49 81,lo’.63 34,1oo.88 36.74’.50 80,644.19 60,030.801 48,888.67 ln5064.23l 749,785.931 236.64064 (‘umtilative — £ 32 72 22 rate 190 21(1)15 21835 259.89 202 230 245.45 239.53 hourly
Average I
L__245.85 I £ cost 1.2.31.501 1,323.75 2,685.43 9.5613.25 2.386.O0 Time 28,562.00 749.785.931 56.95 5.70 5.75 14.11 11. 43.80 hours 109.90 3,054.721 863.6j Total _j - - -
- disbursements 150 1.00
2.50 2 - Secretarial - 1.10 him) 852 4.31 13.70 33.73 -
Associate Category 35)) 145 965 iSo ‘5.55 31)1)5 2016 122.00
Senior and Associate 10 1.10 130 5.9)1 0 8.oo 2.30 18.80 December Administration Manager 12 in to - — 125 0.50 0.05 00.3 13.50 oi6 2016 Senior —.
Manager remuneration Limited) June - - - - 1)5)) 13 December Dairy 12 Director to period Farm 2016 the Partner June Rock for
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Adrninistrators’progress Analysis (Realisations) Aspect Employees Closure Total Creditors Total Investigations Accounting Trading AsseS Secured Strategy RH)
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