Form 8-K hhgregg, Inc. For: Sep 22

Form 8-K hhgregg, Inc. For: Sep 22

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September 23, 2021 2:59 PM EDT

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 22, 2021

hhgregg, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 001-33600

Indiana		47-4850538
(State or other jurisdiction of incorporation)		(IRS Employer Identification No.)

160 West Carmel Drive, Suite 263

Carmel, Indiana 46032

(Address of principal executive offices, including zip code)

(317) 848-8710

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


◻	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
◻	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
◻	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
◻	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	HGGGQ	OTCMKTS

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities and Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ◻

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ◻

Item 8.01 Other Events.

On September 22, 2021, hhgregg, Inc. (the "Company") filed the Monthly Operating Reports for the period from August 1 to August 31, 2021 with the United States Bankruptcy Court for the Southern District of Indiana (the “Bankruptcy Court”). A copy of the Monthly Operating Reports are attached as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 to this report and are incorporated by reference into this item 8.01.

The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the Company’s securities. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the monthly reporting requirements of the Office of the United States Trustee. The Monthly Operating Report was not audited or reviewed by independent accountants, is in a format prescribed by applicable requirements of the Office of the United States Trustee and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Report contains any information beyond that required by the Office of the United States Trustee. The Monthly Operating Report also contains information for periods that are shorter or otherwise different from those required in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information might not be indicative of the Company’s financial condition or operating results for the period that would be reflected in the Company’s financial statements or in its reports pursuant to the Exchange Act. Results set forth in the Monthly Operating Report should not be viewed as indicative of future results.

This report and Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 to this report may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the Company’s financial condition, results of operations, and business that is not historical information. As a general matter, forward-looking statements are those focused upon future or anticipated events or trends and expectations and beliefs relating to matters that are not historical in nature. The words “believe”, “expect”, “plan”, “intend”, “estimate”, or “anticipate” and similar expressions, as well as future or conditional verbs such as “will”, “should”, “would”, and “could”, often identify forward-looking statements. The Company believes that there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain, and the Company may not realize its expectations and its beliefs may not prove correct. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. The Company’s actual results and future financial condition may differ materially from those described or implied by any such forward-looking statements as a result of many factors that may be outside the Company’s control. Such factors include, without limitation, developments in the bankruptcy proceedings, the results of liquidation sales and other matters.

Item 9.01

Exhibit No.		Description
99.1		Monthly Operating Report for the Period from August 1 to August 31, 2021 – Gregg Appliances, Inc.
99.2		Monthly Operating Report for the Period from August 1 to August 31, 2021 – hhgregg, Inc.
99.3		Monthly Operating Report for the Period from August 1 to August 31, 2021 – HHG Distributing LLC.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



		hhgregg, Inc.

Date: September 23, 2021	By:	/s/ Kevin J. Kovacs
		Kevin J. Kovacs
		President, Chief Executive Officer and Chief Financial Officer

Exhibit Index

Exhibit No.		Description
99.1		Monthly Operating Report for the Period from August 1 to August 31, 2021 – Gregg Appliances, Inc.
99.2		Monthly Operating Report for the Period from August 1 to August 31, 2021 – hhgregg, Inc.
99.3		Monthly Operating Report for the Period from August 1 to August 31, 2021 – HHG Distributing LLC

UNITED STATES BANKRUPTCY COURT

Southern DISTRICT OF Indiana

Indianapolis Division

In Re. GREGG APPLIANCES, INC.		§ § § §	Case No. 17-01303
			Lead Case No. 17-01302

	Debtor(s)
			☒ Jointly Administered

Monthly Operating Report

Chapter 11

Reporting Period Ended: 08/31/2021

Petition Date: 03/06/2017

Months Pending: 54

Industry Classification:

Supporting Documentation (check all that are attached):

(For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor)

☐ Statement of cash receipts and disbursements

☐ Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit

☐ Statement of operations (profit or loss statement)

☐ Accounts receivable aging

☐ Postpetition liabilities aging

☐ Statement of capital assets

☐ Schedule of payments to professionals

☐ Schedule of payments to insiders

☐ All bank statements and bank reconciliations for the reporting period

☐ Description of the assets sold or transferred and the terms of the sale or transfer

/s/ Jeffrey A. Hokanson		Jeffrey A. Hokanson
Signature of Responsible Party		Printed Name of Responsible Party

09/22/2021
Date		Ice Miller LLP One American Square, Suite 2900 Indianapolis, IN 46282
		Address

STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies.

Debtor's Name	GREGG APPLIANCES, INC.	Case No. 17-01303

Part 1: Cash Receipts and Disbursements	Current Month	Cumulative
a. Cash balance beginning of month	$1,226,397
b. Total receipts (net of transfers between accounts)	$90	$32,085,017
c. Total disbursements (net of transfers between accounts)	$97,888	$153,915,390
d. Cash balance end of month (a+b-c)	$1,128,599
e. Disbursements made by third party for the benefit of the estate	$0	$0
f. Total disbursements for quarterly fee calculation (c+e)	$97,888	$153,915,390

Part 2: Asset and Liability Status Current Month

(Not generally applicable to Individual Debtors. See Instructions.)

a. Accounts receivable (total net of allowance)	$5,954,425
b. Accounts receivable over 90 days outstanding (net of allowance)	$5,954,425
c. Inventory (Book ☐ Market ☐ Other ☒ (attach explanation))	$0
d. Total current assets	$14,560,749
e. Total assets	$14,560,749
f. Postpetition payables (excluding taxes)	$10,254,956
g. Postpetition payables past due (excluding taxes)	$10,253,958
h. Postpetition taxes payable	$936,490
i. Postpetition taxes past due	$936,244
j. Total postpetition debt (f+h)	$11,191,446
k. Prepetition secured debt	$0
l. Prepetition priority debt	$0
m. Prepetition unsecured debt	$191,198,909
n. Total liabilities (debt) (j+k+l+m)	$202,390,355
o. Ending equity/net worth (e-n)	$-187,829,606

Part 3: Assets Sold or Transferred	Current Month	Cumulative

a. Total cash sales price for assets sold/transferred outside the ordinary course of business	$0	$9,514,845
	$0	$9,514,845
b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business	$0	$443,274
	$0	$443,274
c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b)	$0	$9,071,571

Part 4: Income Statement (Statement of Operations) (Not generally applicable to Individual Debtors. See Instructions.)	Current Month	Cumulative
a. Gross income/sales (net of returns and allowances)	$0
b. Cost of goods sold (inclusive of depreciation, if applicable)	$0
c. Gross profit (a-b)	$0
d. Selling expenses	$0
e. General and administrative expenses	$-51,097
f. Other expenses	$92
g. Depreciation and/or amortization (not included in 4b)	$0
h. Interest	$0
i. Taxes (local, state, and federal)	$0
j. Reorganization items	$0
k. Profit (loss)	$-51,005	$-115,554,965

Debtor's Name	GREGG APPLIANCES, INC.	Case No. 17-01303

Part 5: Professional Fees and Expenses

a.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (bankruptcy) Aggregate Total			$0	$12,687,363	$0	$17,512,245
	Itemized Breakdown by Firm
		Firm Name	Role
	i	MORGAN, LEWIS & BOCKIU	Lead Counsel	$0	$2,778,932	$0	$2,519,564
	ii	STIFEL, NICOLAUS & COMP	Financial Professional	$0	$0	$0	$700,000
	iii	BERKELEY RESEARCH GRO	Financial Professional	$0	$2,423,421	$0	$2,394,421
	iv	DONLIN, RECANO & COMPA	Other	$0	$0	$0	$1,265,540
	v	ICE MILLER LLP	Local Counsel	$0	$2,007,146	$0	$1,992,794
	vi	BINGHAM GREENBAUM DO	Special Counsel	$0	$234,875	$0	$212,658
	vii	COOLEY LLP	Special Counsel	$0	$2,557,805	$0	$2,567,066
	viii	PROVINCE, INC.	Financial Professional	$0	$556,352	$0	$583,198
	ix	DLA PIPER LLP US	Other	$0	$5,452	$0	$2,549,550
	x	FAEGRE DRINKER BIDDLE	Special Counsel	$0	$0	$0	$424,058
	xi	CHOATE HALL & STEWART	Special Counsel	$0	$0	$0	$902,972
	xii	ASK LLP	Other	$0	$0	$0	$675,000
	xiii	GREAT AMERICAN GROUP	Other	$0	$0	$0	$368,689
	xiv	GAVIN SOLMENESE LLC	Other	$0	$136,472	$0	$21,648
	xv	CHIPMAN BROWN CICERO	Special Counsel	$0	$1,986,908	$0	$335,087

b. c.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total
	Itemized Breakdown by Firm
		Firm Name	Role
	i
	ii
	All professional fees and expenses (debtor & committees)

Part 6: Postpetition Taxes	Current Month	Cumulative
a. Postpetition income taxes accrued (local, state, and federal)	$0	$0
b. Postpetition income taxes paid (local, state, and federal)	$0	$0
c. Postpetition employer payroll taxes accrued	$837	$2,384,721
d. Postpetition employer payroll taxes paid	$-1,423	$-2,824,384
e. Postpetition property taxes paid	$0	$0
f. Postpetition other taxes accrued (local, state, and federal)	$0	$0
g. Postpetition other taxes paid (local, state, and federal)	$0	$0

Part 7: Questionnaire - During this reporting period:

a. Were any payments made on prepetition debt? (if yes, see Instructions)	Yes ☐ No ☒
b. Were any payments made outside the ordinary course of business	Yes ☐ No ☒
without court approval? (if yes, see Instructions)
c. Were any payments made to or on behalf of insiders?	Yes ☐ No ☒

Debtor's Name	GREGG APPLIANCES, INC.	Case No. 17-01303

d. Are you current on postpetition tax return filings?	Yes ☒ No ☐
e. Are you current on postpetition estimated tax payments?	Yes ☒ No ☐
f. Were all trust fund taxes remitted on a current basis?	Yes ☒ No ☐
g. Was there any postpetition borrowing, other than trade credit?	Yes ☐ No ☒
(if yes, see Instructions)
h. Were all payments made to or on behalf of professionals approved by	Yes ☒ No ☐ N/A ☐
the court?
i. Do you have: Worker's compensation insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
Casualty/property insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
General liability insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
j. Has a plan of reorganization been filed with the court?	Yes ☐ No ☒
k. Has a disclosure statement been filed with the court?	Yes ☒ No ☐
l. Are you current with quarterly U.S. Trustee fees as	Yes ☒ No ☐
set forth under 28 U.S.C. § 1930?

Part 8: Individual Chapter 11 Debtors (Only)

a. Gross income (receipts) from salary and wages	$0
b. Gross income (receipts) from self-employment	$0
c. Gross income from all other sources	$0
d. Total income in the reporting period (a+b+c)	$0
e. Payroll deductions	$0
f. Self-employment related expenses	$0
g. Living expenses	$0
h. All other expenses	$0
i. Total expenses in the reporting period (e+f+g+h)	$0
j. Difference between total income and total expenses (d-i)	$0
k. List the total amount of all postpetition debts that are past due	$0
l. Are you required to pay any Domestic Support Obligations as defined by 11	Yes ☐ No ☒
U.S.C § 101(14A)?
m. If yes, have you made all Domestic Support Obligation payments?	Yes ☐ No ☐ N/A ☒

Debtor's Name	GREGG APPLIANCES, INC.	Case No. 17-01303

Privacy Act Statement

28 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F).

I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate.

/s/ KEVIN KOVACS		KEVIN KOVACS
Signature of Responsible Party		Printed Name of Responsible Party

CHIEF FINANCIAL OFFICER		09/17/2021
Title		Date

UNITED STATES BANKRUPTCY COURT

Southern DISTRICT OF Indiana

Indianapolis Division

In Re. HHGREGG, INC.		§ § § §	Case No. 17-01302
			Lead Case No. 17-01302

	Debtor(s)
			☒ Jointly Administered

Monthly Operating Report

Chapter 11

Reporting Period Ended: 08/31/2021

Petition Date: 03/06/2017

Months Pending: 55

Industry Classification:

Supporting Documentation (check all that are attached):

(For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor)

☐ Statement of cash receipts and disbursements

☐ Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit

☐ Statement of operations (profit or loss statement)

☐ Accounts receivable aging

☐ Postpetition liabilities aging

☐ Statement of capital assets

☐ Schedule of payments to professionals

☐ Schedule of payments to insiders

☐ All bank statements and bank reconciliations for the reporting period

☐ Description of the assets sold or transferred and the terms of the sale or transfer

/s/ Jeffrey A. Hokanson		Jeffrey A. Hokanson
Signature of Responsible Party		Printed Name of Responsible Party

09/22/2021
Date		Ice Miller LLP One American Square, Suite 2900 Indianapolis, IN 46282
		Address

STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies.

Debtor's Name	HHGREGG, INC.	Case No. 17-01302

Part 1: Cash Receipts and Disbursements	Current Month	Cumulative
a. Cash balance beginning of month	$0
b. Total receipts (net of transfers between accounts)	$0	$0
c. Total disbursements (net of transfers between accounts)	$0	$0
d. Cash balance end of month (a+b-c)	$0
e. Disbursements made by third party for the benefit of the estate	$0	$0
f. Total disbursements for quarterly fee calculation (c+e)	$0	$0

Part 2: Asset and Liability Status Current Month

(Not generally applicable to Individual Debtors. See Instructions.)

a. Accounts receivable (total net of allowance)	$0
b. Accounts receivable over 90 days outstanding (net of allowance)	$0
c. Inventory (Book ☐ Market ☐ Other ☒ (attach explanation))	$0
d. Total current assets	$0
e. Total assets	$0
f. Postpetition payables (excluding taxes)	$0
g. Postpetition payables past due (excluding taxes)	$0
h. Postpetition taxes payable	$0
i. Postpetition taxes past due	$0
j. Total postpetition debt (f+h)	$0
k. Prepetition secured debt	$0
l. Prepetition priority debt	$0
m. Prepetition unsecured debt	$0
n. Total liabilities (debt) (j+k+l+m)	$0
o. Ending equity/net worth (e-n)	$0

Part 3: Assets Sold or Transferred	Current Month	Cumulative

a. Total cash sales price for assets sold/transferred outside the ordinary course of business	$0	$0
	$0	$0
b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business	$0	$0
	$0	$0
c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b)	$0	$0

Part 4: Income Statement (Statement of Operations) (Not generally applicable to Individual Debtors. See Instructions.)	Current Month	Cumulative
a. Gross income/sales (net of returns and allowances)	$0
b. Cost of goods sold (inclusive of depreciation, if applicable)	$0
c. Gross profit (a-b)	$0
d. Selling expenses	$0
e. General and administrative expenses	$0
f. Other expenses	$0
g. Depreciation and/or amortization (not included in 4b)	$0
h. Interest	$0
i. Taxes (local, state, and federal)	$0
j. Reorganization items	$0
k. Profit (loss)	$0	$0

Debtor's Name	HHGREGG, INC.	Case No. 17-01302

Part 5: Professional Fees and Expenses

a.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (bankruptcy) Aggregate Total			$0	$12,687,363	$0	$0
	Itemized Breakdown by Firm
		Firm Name	Role
	i	MORGAN, LEWIS & BOCKIU	Lead Counsel	$0	$2,778,932	$0	$0
	ii	STIFEL, NICOLAUS & COMP	Financial Professional	$0	$0	$0	$0
	iii	BERKELEY RESEARCH GRO	Financial Professional	$0	$2,423,421	$0	$0
	iv	DONLIN, RECANO & COMPA	Other	$0	$0	$0	$0
	v	ICE MILLER LLP	Local Counsel	$0	$2,007,146	$0	$0
	vi	BINGHAM GREENBAUM DO	Special Counsel	$0	$234,875	$0	$0
	vii	COOLEY LLP	Special Counsel	$0	$2,557,805	$0	$0
	viii	PROVINCE, INC.	Financial Professional	$0	$556,352	$0	$0
	ix	DLA PIPER LLP US	Other	$0	$5,452	$0	$0
	x	FAEGRE DRINKER BIDDLE	Special Counsel	$0	$0	$0	$0
	xi	CHOATE HALL & STEWART	Special Counsel	$0	$0	$0	$0
	xii	ASK LLP	Other	$0	$0	$0	$0
	xiii	GREAT AMERICAN GROUP	Other	$0	$0	$0	$0
	xiv	GAVIN SOLMENESE LLC	Other	$0	$136,472	$0	$0
	xv	CHIPMAN BROWN CICERO	Special Counsel	$0	$1,986,908	$0	$0

b. c.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total
	Itemized Breakdown by Firm
		Firm Name	Role
	i
	ii
	All professional fees and expenses (debtor & committees)

Part 6: Postpetition Taxes	Current Month	Cumulative
a. Postpetition income taxes accrued (local, state, and federal)	$0	$0
b. Postpetition income taxes paid (local, state, and federal)	$0	$0
c. Postpetition employer payroll taxes accrued	$0	$0
d. Postpetition employer payroll taxes paid	$0	$0
e. Postpetition property taxes paid	$0	$0
f. Postpetition other taxes accrued (local, state, and federal)	$0	$0
g. Postpetition other taxes paid (local, state, and federal)	$0	$0

Part 7: Questionnaire - During this reporting period:

a. Were any payments made on prepetition debt? (if yes, see Instructions)	Yes ☐ No ☒
b. Were any payments made outside the ordinary course of business	Yes ☐ No ☒
without court approval? (if yes, see Instructions)
c. Were any payments made to or on behalf of insiders?	Yes ☐ No ☒

Debtor's Name	HHGREGG, INC.	Case No. 17-01302

d. Are you current on postpetition tax return filings?	Yes ☒ No ☐
e. Are you current on postpetition estimated tax payments?	Yes ☒ No ☐
f. Were all trust fund taxes remitted on a current basis?	Yes ☒ No ☐
g. Was there any postpetition borrowing, other than trade credit?	Yes ☐ No ☒
(if yes, see Instructions)
h. Were all payments made to or on behalf of professionals approved by	Yes ☒ No ☐ N/A ☐
the court?
i. Do you have: Worker's compensation insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
Casualty/property insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
General liability insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
j. Has a plan of reorganization been filed with the court?	Yes ☐ No ☒
k. Has a disclosure statement been filed with the court?	Yes ☒ No ☐
l. Are you current with quarterly U.S. Trustee fees as	Yes ☒ No ☐
set forth under 28 U.S.C. § 1930?

Part 8: Individual Chapter 11 Debtors (Only)

a. Gross income (receipts) from salary and wages	$0
b. Gross income (receipts) from self-employment	$0
c. Gross income from all other sources	$0
d. Total income in the reporting period (a+b+c)	$0
e. Payroll deductions	$0
f. Self-employment related expenses	$0
g. Living expenses	$0
h. All other expenses	$0
i. Total expenses in the reporting period (e+f+g+h)	$0
j. Difference between total income and total expenses (d-i)	$0
k. List the total amount of all postpetition debts that are past due	$0
l. Are you required to pay any Domestic Support Obligations as defined by 11	Yes ☐ No ☒
U.S.C § 101(14A)?
m. If yes, have you made all Domestic Support Obligation payments?	Yes ☐ No ☐ N/A ☒

Debtor's Name	HHGREGG, INC.	Case No. 17-01302

Privacy Act Statement

/s/ KEVIN KOVACS		KEVIN KOVACS
Signature of Responsible Party		Printed Name of Responsible Party

CHIEF FINANCIAL OFFICER		09/17/2021
Title		Date

UNITED STATES BANKRUPTCY COURT

Southern DISTRICT OF Indiana

Indianapolis Division

In Re. HHG DISTRIBUTING LLC		§ § § §	Case No. 17-01304
			Lead Case No. 17-01302

	Debtor(s)
			☒ Jointly Administered

Monthly Operating Report

Chapter 11

Reporting Period Ended: 08/31/2021

Petition Date: 03/06/2017

Months Pending: 55

Industry Classification:

Supporting Documentation (check all that are attached):

(For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor)

☐ Statement of cash receipts and disbursements

☐ Balance sheet containing the summary and detail of the assets, liabilities and equity (net worth) or deficit

☐ Statement of operations (profit or loss statement)

☐ Accounts receivable aging

☐ Postpetition liabilities aging

☐ Statement of capital assets

☐ Schedule of payments to professionals

☐ Schedule of payments to insiders

☐ All bank statements and bank reconciliations for the reporting period

☐ Description of the assets sold or transferred and the terms of the sale or transfer

/s/ Jeffrey A. Hokanson		Jeffrey A. Hokanson
Signature of Responsible Party		Printed Name of Responsible Party

09/22/2021
Date		Ice Miller LLP One American Square, Suite 2900 Indianapolis, IN 46282
		Address

STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies.

Debtor's Name	HHG DISTRIBUTING LLC	Case No. 17-01304

Part 1: Cash Receipts and Disbursements	Current Month	Cumulative
a. Cash balance beginning of month	$0
b. Total receipts (net of transfers between accounts)	$0	$0
c. Total disbursements (net of transfers between accounts)	$0	$0
d. Cash balance end of month (a+b-c)	$0
e. Disbursements made by third party for the benefit of the estate	$0	$0
f. Total disbursements for quarterly fee calculation (c+e)	$0	$0

Part 2: Asset and Liability Status Current Month

(Not generally applicable to Individual Debtors. See Instructions.)

a. Accounts receivable (total net of allowance)	$0
b. Accounts receivable over 90 days outstanding (net of allowance)	$0
c. Inventory (Book ☐ Market ☐ Other ☒ (attach explanation))	$0
d. Total current assets	$0
e. Total assets	$0
f. Postpetition payables (excluding taxes)	$0
g. Postpetition payables past due (excluding taxes)	$0
h. Postpetition taxes payable	$0
i. Postpetition taxes past due	$0
j. Total postpetition debt (f+h)	$0
k. Prepetition secured debt	$0
l. Prepetition priority debt	$0
m. Prepetition unsecured debt	$0
n. Total liabilities (debt) (j+k+l+m)	$0
o. Ending equity/net worth (e-n)	$0

Part 3: Assets Sold or Transferred	Current Month	Cumulative

a. Total cash sales price for assets sold/transferred outside the ordinary course of business	$0	$0
	$0	$0
b. Total payments to third parties incident to assets being sold/transferred outside the ordinary course of business	$0	$0
	$0	$0
c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b)	$0	$0

Part 4: Income Statement (Statement of Operations) (Not generally applicable to Individual Debtors. See Instructions.)	Current Month	Cumulative
a. Gross income/sales (net of returns and allowances)	$0
b. Cost of goods sold (inclusive of depreciation, if applicable)	$0
c. Gross profit (a-b)	$0
d. Selling expenses	$0
e. General and administrative expenses	$0
f. Other expenses	$0
g. Depreciation and/or amortization (not included in 4b)	$0
h. Interest	$0
i. Taxes (local, state, and federal)	$0
j. Reorganization items	$0
k. Profit (loss)	$0	$0

Debtor's Name	HHG DISTRIBUTING LLC	Case No. 17-01304

Part 5: Professional Fees and Expenses

a.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (bankruptcy) Aggregate Total			$0	$12,687,363	$0	$0
	Itemized Breakdown by Firm
		Firm Name	Role
	i	MORGAN, LEWIS & BOCKIU	Lead Counsel	$0	$2,778,932	$0	$0
	ii	STIFEL, NICOLAUS & COMP	Financial Professional	$0	$0	$0	$0
	iii	BERKELEY RESEARCH GRO	Financial Professional	$0	$2,423,421	$0	$0
	iv	DONLIN, RECANO & COMPA	Other	$0	$0	$0	$0
	v	ICE MILLER LLP	Local Counsel	$0	$2,007,146	$0	$0
	vi	BINGHAM GREENBAUM DO	Special Counsel	$0	$234,875	$0	$0
	vii	COOLEY LLP	Special Counsel	$0	$2,557,805	$0	$0
	viii	PROVINCE, INC.	Financial Professional	$0	$556,352	$0	$0
	ix	DLA PIPER LLP US	Other	$0	$5,452	$0	$0
	x	FAEGRE DRINKER BIDDLE	Special Counsel	$0	$0	$0	$0
	xi	CHOATE HALL & STEWART	Special Counsel	$0	$0	$0	$0
	xii	ASK LLP	Other	$0	$0	$0	$0
	xiii	GREAT AMERICAN GROUP	Other	$0	$0	$0	$0
	xiv	GAVIN SOLMENESE LLC	Other	$0	$136,472	$0	$0
	xv	CHIPMAN BROWN CICERO	Special Counsel	$0	$1,986,908	$0	$0

b. c.				Approved Current Month	Approved Cumulative	Paid Current Month	Paid Cumulative
	Debtor's professional fees & expenses (nonbankruptcy) Aggregate Total
	Itemized Breakdown by Firm
		Firm Name	Role
	i
	ii
	All professional fees and expenses (debtor & committees)

Part 6: Postpetition Taxes	Current Month	Cumulative
a. Postpetition income taxes accrued (local, state, and federal)	$0	$0
b. Postpetition income taxes paid (local, state, and federal)	$0	$0
c. Postpetition employer payroll taxes accrued	$0	$0
d. Postpetition employer payroll taxes paid	$0	$0
e. Postpetition property taxes paid	$0	$0
f. Postpetition other taxes accrued (local, state, and federal)	$0	$0
g. Postpetition other taxes paid (local, state, and federal)	$0	$0

Part 7: Questionnaire - During this reporting period:

a. Were any payments made on prepetition debt? (if yes, see Instructions)	Yes ☐ No ☒
b. Were any payments made outside the ordinary course of business	Yes ☐ No ☒
without court approval? (if yes, see Instructions)
c. Were any payments made to or on behalf of insiders?	Yes ☐ No ☒

Debtor's Name	HHG DISTRIBUTING LLC	Case No. 17-01304

d. Are you current on postpetition tax return filings?	Yes ☒ No ☐
e. Are you current on postpetition estimated tax payments?	Yes ☒ No ☐
f. Were all trust fund taxes remitted on a current basis?	Yes ☒ No ☐
g. Was there any postpetition borrowing, other than trade credit?	Yes ☐ No ☒
(if yes, see Instructions)
h. Were all payments made to or on behalf of professionals approved by	Yes ☒ No ☐ N/A ☐
the court?
i. Do you have: Worker's compensation insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
Casualty/property insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
General liability insurance?	Yes ☒ No ☐
If yes, are your premiums current?	Yes ☒ No ☐ N/A ☐ (if no, see Instructions)
j. Has a plan of reorganization been filed with the court?	Yes ☐ No ☒
k. Has a disclosure statement been filed with the court?	Yes ☒ No ☐
l. Are you current with quarterly U.S. Trustee fees as	Yes ☒ No ☐
set forth under 28 U.S.C. § 1930?

Part 8: Individual Chapter 11 Debtors (Only)

a. Gross income (receipts) from salary and wages	$0
b. Gross income (receipts) from self-employment	$0
c. Gross income from all other sources	$0
d. Total income in the reporting period (a+b+c)	$0
e. Payroll deductions	$0
f. Self-employment related expenses	$0
g. Living expenses	$0
h. All other expenses	$0
i. Total expenses in the reporting period (e+f+g+h)	$0
j. Difference between total income and total expenses (d-i)	$0
k. List the total amount of all postpetition debts that are past due	$0
l. Are you required to pay any Domestic Support Obligations as defined by 11	Yes ☐ No ☒
U.S.C § 101(14A)?
m. If yes, have you made all Domestic Support Obligation payments?	Yes ☐ No ☐ N/A ☒

Debtor's Name	HHG DISTRIBUTING LLC	Case No. 17-01304

Privacy Act Statement

/s/ KEVIN KOVACS		KEVIN KOVACS
Signature of Responsible Party		Printed Name of Responsible Party

CHIEF FINANCIAL OFFICER		09/17/2021
Title		Date

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Reporting Method:

Accrual Basis ☒

Cash Basis ☐

Debtor's Full-Time Employees (current):

Debtor's Full-Time Employees (as of date of order for relief):