23-10367-mg Doc 468-1 Filed 07/31/23 Entered 07/31/23 21:25:19 Supplement
Notes and Supporting Documentation Pg 4 of 7
The carrying value of the ROU asset and lease liability associated with any lease(s) that are rejected are written off and recognized as Reorganization Items, net. The Debtor also estimates the damages associated with rejected leases. Any lease rejection damages are recorded in the financial statements as a prepetition claim in the month the Debtor receives a signed order approving any lease rejections, along with the write-off of the related ROU asset and lease liability.
As a result of the rejection of the leases with effective rejection dates of June 30, 2023, and the assumption/ assignment of the leases effective July 1, 2023, the Debtor accrued estimates for associated lease rejection claims and wrote off lease liabilities, ROU assets and all fixed assets associated with the various leases effective June 30, 2023. The charges recorded for these items, totaling $1.1 million and $10.8 million, for the leases rejected and assumed/assigned, respectively, are reflected in Reorganization Items, net, in the Supplemental Statement of Operations attached to the MOR. Fixed Assets, Lease ROU Asset and Lease Liabilities reflected in the Supplemental Balance Sheet attached to the MOR were also reduced as a result of these write-offs.
Note 7: Investment in Subsidiaries
The primary subsidiary business operations of the Debtor during the reporting period are:
SVB Capital
SVB Capital is the venture capital and credit investment arm of the Debtor, which focuses primarily on funds management. SVB Capital manages over $9.5 billion of funds on behalf of third party limited partner investors and, on a more limited basis, the Debtor. The SVB Capital family of funds is comprised of pooled investment vehicles such as direct venture funds that invest in companies and funds of funds that invest in other venture capital funds, as well as debt funds that provide lending and other financing solutions. SVB Capital generates income for the Debtor primarily through investment returns (including carried interest) and management fees.
SVB Securities
SVB Securities is an investment bank focused on the innovation economy and operates as a wholly owned subsidiary of the Debtor. SVB Securities provides investment banking services across all major sub-sectors of healthcare and technology. On June 17, 2023, the Debtor and its non-debtor, wholly owned subsidiary, SVB Securities Holdings LLC (“Securities Holdings”), entered into an Interest and Asset Purchase Agreement (the “Purchase Agreement”) for the sale (the “Sale”) of 100% of the issued and outstanding membership interests of SVB Securities LLC (“Securities) and SVB MEDACorp LLC (“MEDACorp”), two wholly owned subsidiaries of Securities Holdings, and certain related assets of the Debtor and Securities Holdings. On July 5, 2023, the Bankruptcy Court approved the Purchase Agreement and the Sale [D.I. 393]. The closing of the Sale is subject to the receipt of necessary regulatory approvals.
In connection with the acquisition of Securities by Securities Holdings in 2019, Securities Holdings recorded goodwill and intangible assets of $150.3 million and $60.9 million, respectively. Accounting standard ASC 350 Intangibles – Goodwill and Other (“ASC 350”) requires companies to assess indefinite-lived intangible assets for impairment annually, and more frequently, if indicators of impairment exist. Part of the assessment is a qualitative assessment to assess whether it is more likely than not (i.e., a likelihood of greater than 50%) that an indefinite-lived intangible asset is impaired. ASC 350 includes a list of events and circumstances to consider when performing this qualitative assessment, one of which is “a more likely-than-not expectation of selling or disposing all, or a portion, of a reporting unit”.
As a result of the signing of the Purchase Agreement, the Debtor performed an assessment of the carrying value of the goodwill and intangible assets at Securities Holdings related to Securities and determined that they have been impaired. Pursuant to ASC 350, the Debtor then performed a quantitative assessment of the carrying value of the net assets of Securities, combined with the carrying value of the goodwill and intangibles associated with Securities
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