Exhibit 99.1
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE
In re Seal123, Inc. et al Case No. 15-10081 (CSS) Reporting Period: 6/1/2015 to 6/30/2015
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee before the end of the following month.
Submit copy of report to any official committee appointed in the case.
REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Affidavit/Supplement Attached
Schedule of Cash Receipts and Disbursements MOR-1 X
Schedule of Bank Accounts with Book Balances MOR-1a X
Bank Reconciliation (or copies of debtor’s bank reconciliations) MOR-1b X
Schedule of Professional Fees Paid MOR-1c X
Copies of bank statements
Cash disbursements journals
Statement of Operations MOR-2 X
Balance Sheet MOR-3 X
Status of Postpetition Taxes MOR-4 X
Copies of IRS Form 6123 or payment receipt
Copies of tax returns filed during reporting period
Summary of Unpaid Postpetition Debts MOR-4 X
Listing of aged accounts payable MOR-4 X
Debtor Questionnaire MOR-5 X
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.
Signature of Debtor Date
Signature of Joint Debtor Date
July 25, 2015
Signature of Authorized Individual* Date
Bill Langsdorf Chief Executive Officer
Printed Name of Authorized Individual Title of Authorized Individual
*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
FOR THE PERIOD JUNE 1 to JUNE 30, 2015
MOR-1
Seall23, Inc. Seall23 Retail Seall23 Catalog Seal123 GC Total Company
Cash Receipts
Cash and checks ** see note below 105 - - - 105
Credit card - - - - -
Other - - - - -
Total receipts 105 - - - 105
Cash Disbursements
Advertising - - - - -
Benefits/Medical - - - - -
Freight out - - - - -
Merchandise - - - - -
Other ** See note below 723 - - - 723
Payroll - - - - -
Rent - - - - -
Sales tax - - - - -
Temp help - - - - -
Total disbursements 723 - - - 723
Gen & Admin Expense
Net Operating Cash Flow (618) - - - (618)
Non-operating Professional Fees - - - - -
Capital Expenditure - - - - -
Letter of credit - - - - -
Total Non-operating disbursements - - - - -
Net Cash Flow (618) - - - (618)
Disbursements for calculating US Trustee Quarterly Fees:
Total disbursements 723 - - - 723
US Trustee Fees* 5 0 0 0 6
*US Trustee fees reflected in the table above are subject to change as disbursements by debtor reflect only one month of the quarter.
** Cash receipts reflect check received in connection with rejection of contracts pursuant to Docket No. 478. “Other” cash disbursements reflect $676,785.71 paid to Houlihan Lokey, financial advisor and investment banker to the debtors, for 50% of their earned ‘deal fee’, plus consulting pay for the CEO/CRO and miscellaneous other admin costs.
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
Schedule of Bank Accounts with Book Balances
Bank Account CONSOLIDATED Seal123, Inc. Seal123 Retail Seal123 Catalog Seal123 GC
Cash - Seal123, Inc. 6,778 6,778 - - -
Cash - BofA Inv (Cash collateralized LCs) (Note A) 1,669 1,669 - - -
8,447 8,447 - - -
Note A: reflects standby letters of credit of $1.621 million, cash collateralized at 103%
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
Declaration Regarding the Status of Bank Reconciliations of the Debtors In re Seal123, Inc. et al
1 I am the Chief Executive Officer for Seal123, Inc. et al, the above-captioned debtors and debtors in possession (collectively, the “Debtors”). I am familiar with the Debtors’ day-to-day operations, business affairs and books and records.
2 All statements in the Declaration are based on my personal knowledge, my review of the relevant documents, my discussions with former employees of the Debtors, or my opinion based upon my experience and knowledge of the Debtors’ operations and financial condition. If I were called upon to testify, I could and would testify to each of these facts set forth herein based on such personal knowledge, review of documents or opinion. I am authorized to submit this Declaration on behalf of the Debtors.
3 To the best of my knowledge, all of the Debtors’ bank balances as of June 30, 2015 have been reconciled in an accurate and timely manner.
Dated July 25, 2015 Respectfully submitted,
Bill Langsdorf
Title: Chief Executive Officer
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID
This schedule is to include all retained professional payments from case inception to current month.
Payee Period Covered Amount Approved Payor Check Number Date Amount Paid Fees Expenses Year-To-Date Fees Expenses
Donlin, Recano & Company, Inc. 1/15/15 - 1/31/15 225 The Wet Seal, Inc. 563729 2/19/2015 176 49 176 49
Klee, Tuchin, Bogdanoff& Stem, LLP 1/15/15 - 1/31/15 234 The Wet Seal, Inc. 15026 3/27/2015 220 14 220 14
Paul Hastings, LLP 1/15/15 - 1/31/15 64 The Wet Seal, Inc. 15027 3/27/2015 64 0 64 0
Young, Conaway, Stargatt & Taylor, LLP 1/15/15 - 1/31/15 60 The Wet Seal, Inc. 15029 3/27/2015 55 5 55 5
Womble, Carlyle, Sandridge & Rice, LLP 1/15/15 - 2/28/15 14 The Wet Seal, Inc. 15085 3/31/2015 14 0 14 0
FreedMaxick 1/28/15 - 2/5/15 39 The Wet Seal, Inc. 14973 3/17/2015 29 10 29 10
Klee, Tuchin, Bogdanoff & Stern, LLP 2/1/15 - 2/28/15 297 The Wet Seal, Inc. 15187 4/10/2015 287 10 507 24
Young, Conaway, Stargatt & Taylor, LLP 2/1/15 - 2/28/15 71 The Wet Seal, Inc. 15186 4/10/2015 64 7 119 12
Note: Reflects payments to professionals through 4/14/2015. As of 4/15/2015, the date of the closing of the asset sale, and through 6/30/2015, all professional fees have been paid by buyer.
In re Seall23, Inc. et al Case No. 15-10081 (CSS)
MOR - 2 Reporting Period: 6/1/2015 to 6/30/2015
Debtor Income Statement-By Entity
For the Month Ended June 30, 2015
Unaudited CONSOLIDATED Actual 01 Seal123, Inc. Actual 02 Seal123 Retail Actual 03 Seal123 Catalog Actual 04 Seal123 GC Actual
Sales - - - - -
Cost of Sales - - - - -
Buying - - - - -
Planning/Allocation - - - - -
Warehouse - - - - -
Occupancy - - - - -
Total Cost of Sales - - - - -
Gross Profit (Loss) - - - - -
Gross Profit (Retail) - - - - -
S,G & A
Selling-Store Expense - - - - -
Selling-Field Support - - - - -
Gen & Admin Expense * See note below 723 723 - - -
Total S,G&A Expenses 723 723 - - -
Operating (Loss) Income (723) (723) - - -
Interest Exp, Net - - - - -
Other Income ** see note below 105 105 - - -
(Loss) Inc Cont Ops Before Tax (618) (618) - - -
Inc Tax Provision - - - - -
(Loss) Inc from Cont Ops (618) (618) - - -
Net Inc(Loss) Disc Ops - - - - -
Net (Loss) Inc (618) (618) - - -
* Includes $676,785.71 paid to Houlihan Lokey, financial advisor and investment banker to the debtors, for 50% of their earned ‘deal fee’, plus consulting pay for CEO/CRO and miscellaneous other admin costs.
** Other Income reflects check received in connection with rejection of contracts pursuant to Docket No. 478.
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
MOR - 3 Reporting Period: 6/1/2015 to 6/30/2015
Balance Sheet-By Entity-Condensed
June, 2015
Consolidated Actual Seal123, Inc. Actual Seal123 Retail Actual Seal123 Catalog Actual Seal123 GC Actual
Assets
Current Assets:
Cash And Cash Equivalents 8,447 8,447 - - -
Liabilities And Stockholders’ (Deficit) Equity
Stand-by letters of credit 1,621 1,621
Total Liabilities 1,621 1,621 - - -
Stockholders’ (Deficit) Equity: Paid-In Capital 6,827 6,827
Total Stockholders’ (Deficit) Equity 6,827 6,827 - - -
Total Liabilities And Stockholders’ Equity 8,447 8,447 - - -
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
STATUS OF POSTPETITION TAXES (See * Note below)
(In thousands)
Seal123, Inc. et al
Federal Beginning Tax Liability Amount Withheld or Accrued Amount Paid Ending Tax Liability
Withholding - - - -
FICA-Employee - - - -
FICA-Employer - - - -
Total Federal Taxes - - - -
State and Local
Withholding - - - -
Sales - - - -
Unemployment - - - -
Income - - - -
Personal Property - - - -
Total State and Local - - - -
Total Taxes - - -
SUMMARY OF UNPAID POSTPETITION DEBTS (See * Note below)
Gen & Admin Expense
Number of Days Past Due
Current 0-30 31-60 61-90 Over 90 Total
Accounts Payable - - - - - -
Wages Payable - - - - - -
Taxes Payable - - - - - -
Rent/Leases-Building - - - - - -
Professional Fees - - - - - -
Total Postpetition Debts - - - - - -
*Note: Summary schedule of post-petition taxes and summary schedule of post-petition debts reflect that buyer assumed operating tax liabilities for activity after the closing of the asset sale on 4/15/2015. Therefore, tax liabilities incurred by buyer post-closing of the asset sale are excluded. No remaining liability shown; taxes paid or to be paid by the buyer.
In re Seal123, Inc. et al Case No. 15-10081 (CSS)
Reporting Period: 6/1/2015 to 6/30/2015
DEBTOR QUESTIONNAIRE
Must be completed each month Yes No
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below. X See note below
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below. X
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below. X
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below. X
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3. X
*Note for answer #5 above: a new DIP checking account (last 4 digits 9632) at Bank of America was opened in June to replace the existing DIP checking account (last 4 digits 9922), also at Bank of America, which was closed in June. The change in accounts was necessary to move the debtor from a “large corporate account” to an account without the fees and services associated with large corp accounts.