While prospects for insolvency have captured the attention of those following the W. J. Deutsch's lawsuit against Ascentia Wine Estates (AWE), the process has unleashed a series of  corporate mismanagement allegations against  CEO Jim DeBonis.

"Eight Estates [a former name for AWE] may or may not be insolvent in a purely technical sense," said one source associated with the process. "But there is no denying that it has serious sales and financial problems, most of which result from executive mismanagement. That said, the company's only way out of its financial jam may be to file Chapter 11 in order to force debtors to restructure its debt."

That source, along with 17 others interviewed by Wine Industry Insight, spoke only upon a guarantee of confidentiality, some because they were not authorized to speak with the media and others fearful of  "blowback."

"This is messy and going to get a lot messier before it's over," explained one source. "There will be collateral damage. People are going to get shot in the crossfire."

ALL SOURCES GIVEN OPPORTUNITY TO CORRECT & COMMENT

On Sunday evening, Wine Industry Insight emailed a draft of this article to DeBonis, Peter Deutsch and to all sources requesting corrections and additions by noon Monday. While not a standard WII practice, the shortcomings inherent in articles that rely heavily on unnamed sources demand an extra effort to insure a fair, accurate, complete and contextually accurate article.

Information from anonymous sources is never used by Wine Industry Insider unless it is corroborated by legitimate documents or by two or more independent sources.

Neither Deutsch nor anyone from his organization had any comment.

An email from DeBonis read, "Thanks for the opportunity, you definitely have your facts all wrong. I cannot get back to you by noon, but I will later on."

WIN had not received anything from DeBonis by 4:30 p.m. when this article was sent to subscribers,

In addition to its sources, Wine Industry Insight also relied upon W. J. Deutsch's legal complaint filed in Delaware Chancery Court.

DEUTSCH RAN OUT OF PATIENCE, FILED SUIT

"Bill Deutsch got tired of being ignored," said a source familiar with the controversy. "He felt stonewalled, lied to and believed that his legitimate concerns had been ignored. But you have to remember that he's also in litigation with another investment, Renwood Winery. I think he pulled the legal trigger so quickly on this one because he felt his patience with Renwood had been taken advantage of and he was not going to let that happen again."

"Even though WJD has a 27-percent interest, the rest is in the hands of Jim's allies, with GESD holding a whopping majority," said the source.

Ascentia acquired eight orphan Constellation Brands in June of 2008 as part of the $208,770,900 million deal that created AWE.

In that deal, all of AWE's land and wineries were acquired for $115 million by SBV VinREIT, an LLC operated by Kansas-City-based, Entertainment Properties Trust (NYSE:EPR). All the wineries and vineyards were then leased back to Ascentia.

VIP Subscribers click here to read the complete, un-redacted, 2,617-word original article.

Also In This Article:

The full text of the following sections is available to VIP Premium Subscribers).
  • GESD PROVIDED BULK OF FUNDING, GOT HEFTY FEES
  • GIRAUDO ONLY INVESTOR NOT SUED
  • AGREEMENT KEPT DEUTSCH FROM PROPER DUE DILIGENCE
  • IMPOSSIBLE FOR ASCENTIA TO MAINTAIN PREVIOUS SALES LEVELS
  • DEBONIS SHOULD HAVE KNOWN ABOUT "INFLATED FINANCIAL PROJECTIONS"
  • GESD THREATENED TO SUE IF DEUTSCH INVESTIGATED
  • MEDIA GIVEN WILDLY CONFLICTING ASCENTIA SALES FIGURES
  • ASCENTIA: NO STRATEGIC PLAN + INABILITY TO MOVE QUICKLY
  • DEBONIS NO "FREDDIE FRANZIA"
  • FINANCIAL WOES PROMPTED ATTEMPT TO SELL BUENA VISTA WINERY
  • VINREIT NIXED BUENA VISTA SALE
  • BUENA VISTA "LAME" BRAND HURT POTENTIAL SALE
  • BUENA VISTA NOW MOTHBALLED, HOPING FOR CUSTOM CRUSH
  • BARGAIN BASEMENT SALES OF WINE TO INVESTORS & INSIDERS PROVIDED STOPGAP CASH, DEPLETIONS
  • ASCENTIA TOO "BIG CORPORATE" FOR OWN GOOD
  • TOP EXECS FAILED TO HALT "TOXIC ENVIRONMENT"

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UNDEAD! Suitors Sparring Over New Vine’s Bones

People with a lot of money rarely scurry as fast as the 20+ companies and other parties now clutching for a piece of New Vine’s body.

But unaccustomed as they might be, the tire-kicking and deal-floating have been described by several participants as “a frantic rush to own the body before the last breath has been drawn.”

One person involved in the financial melee told Wine Industry Insight that, “the situation is fluid; reality changes minute by minute, but the fact is that the investors are desperate to salvage the real value from this meltdown.”

Another source in a knowledgeable position took a dimmer view of the process: “There are several deals floating around, mostly bottom feeders looking for a fire-sale asset deal.  Some have passed on the deal already based on the potential liabilities involved.”

NEW VINE IS DEAD! LONG LIVE NEW VINE?

The equity partners are looking for a single, large, well-financed party to take New Vine off its hands. And while Amazon is their ultimate fantasy, the “after” photo of New Vine is unlikely to bear any resemblance to the “before.”

The process has been described as a “survival of the choice parts, not a resurrection.”

The multitude of deals include some floated by New Vine’s top competitors such as Ship Compliant, WTN Services and Inertia Beverage Group.

However, other companies involved primarily in compliance or shipping have also entered the fray.

Even Amazon is said by many to be taking a closer look.

AMAZON: THE RELUCTANT GIANT

As mentioned in Wine Industry Insight’s article on Monday, taxation and other liability issues have made Amazon leery of the process. However, a knowledgeable party close to the process and an in-depth understanding of the people involved told Wine Industry Insight: “Amazon was totally taken by surprise at the events of last Friday. Next Friday was the national launch of the program to “Friends and Family”
shipments, and their public relations machine was about to start promoting the wine
program.

“Amazon does have some rights under the deal with NVL to take over the operation,” the source said, “but there are serious nexus problems for them to do so in California. Anything is possible however.

“But they are looking at other options with other fulfillment partners,” the source said.  “Compliance management is still the key, and this was the strong suit for Amazon with NVL.”

SOFTWARE, CUSTOMER BASE AT ISSUE

New Vine’s most valuable assets, most agree are its software followed by its customer base. The software system, which was originally designed by Virtual Vineyards, further developed by wine.com and expanded at New Vine has been described as “one of the most elegant software systems on the planet.”

New Vine’s technical team is often described in much the same glowing terms.

CUSTOMER EXODUS COMPELS 48-HOUR  DEAL

While most view the software as New Vine’s most valuable asset, few involved want to acquire a system with no customers to run through it.

“It’s like the Israelite exodus from Egypt,” one person close to the process said of the customer defections. “Another 48 hours max. After that, THE Red Sea’s not going to be parted anymore.”

CORRECTIONS AND ADDITIONS

  • Constantin Partners was not included as one of New Vine’s venture capital investors in Wine Industry Insight’s previous article.
  • Hanzell was not a customer of New Vine.
  • And an experienced industry executive took issue with our description of how New Vine actually began.

In that executive’s own words:

“KPCB put in $1 million in seed money in 2002 to help launch NVL as a favor to the go-forward group.  They were soon diluted out in subsequent equity rounds and had no stake or role in the company.

“Ted Schlein was on the initial advisory board and has had no involvement with the company for the past several years. His father, Phil Schlein, who owns Emilio’s Terraces, a winery in Napa, was an investor through Angels Forum/Halo as well, but played no role in the company.  This was always very small potatoes for KPMG since they lost large sums at wine.com.

“They never recruited Katie Hoertkorn, she convinced them to contribute some seed money to her plan.”

WINE INDUSTRY INSIGHT REGRETS ITS ERRORS AND OMISSIONS

We regret these errors and incompleteness.

Reporting is an error-fraught process made unusually difficult by deadlines and people who would rather not volunteer information. But as I learned as a much younger reporter covering Washington D.C. and Richard Nixon’s legacy, stonewalling is never an excuse for failing to dig.

The best a reporter can do in this environment is dig, press sources and corroborate and confirm. We’re always aware that sources can be misinformed, can deliberately mislead, or have just a part of a story, even those who corroborate what others say.

And we are always grateful to those in the know who come forth with information, or can tell us where we’re wrong or going astray.

Good reporting is a partnership between the reporter and those with information.

We say “thank you” to all our partners and accept all mistakes as our own.

Posted by lperdue on Jun 2nd, 2009 and filed under Featured Articles. You can follow any responses to this entry through the RSS 2.0. You can skip to the end and leave a response. Pinging is currently not allowed.

4 Responses for “UNDEAD! Suitors Sparring Over New Vine’s Bones”

  1. lperdue says:

    CORRECTION TO A CORRECTION:

    The original article and the email edition sent last night contained a typo. It read, ““KPMG put in $1 million in seed money ….” That should have been KPCB as corrected in the article above.

  2. john says:

    John says:
    June 3, 2009 at 7:45 am

    Speaking for myself and the many employees of New Vine who found ourselves unemployed as of last Friday, with no notice, no paycheck, nothing…we have one statement. We are outraged.

    This closure came as an immense shock to us all. We were told not to come to work on Monday, and that payroll was “to be determined”. Is that even legal?

    SInce then, we have had no response from the company. Calls and e-mails are not answered or returned. It is like all of our hard work and dedication never really happened.

    We agree with the comment above that the company was literally run into the ground by the hiring of a COO with no industry competancy two years ago.

    While we do not expect to ever recoup our personal losses financially, on the principal of demanding at the very least some level of satisfaction by bringing the management team’s total lack of ethics to light, expect lawsuits. Plenty of them.

  3. Josh says:

    More great reporting. You are the go-to source for information on this, and have been ahead of the rest of the media by at least a day. Very good stuff.

  4. drinker says:

    I hear Silicon Valley Bank is the bank involved in this… As we approach hot summer days, I hope they keep the air conditioning on for all that wine still in storage, until they arrange for the wineries to pick up their wine…

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