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Bankrupt Ann Taylor Owner Gets Green Light for Sale Despite DOJ Objection

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Ascena Retail Group Inc. has won court approval to sell its Ann Taylor, Lane Bryant, Loft and Lou & Grey retail brands out of bankruptcy to private-equity firm Sycamore Partners in a deal valued at about $1 billion, WSJ Pro Bankruptcy reported. Bankruptcy Judge Kevin Huennekens of the U.S. Bankruptcy Court in Richmond, Va., said yesterday that he would approve the sale of the majority of Ascena’s remaining assets to Sycamore Partners. The private-equity firm, which specializes in retail and consumer investments, had agreed last month to a purchase price of $540 million, subject to certain adjustments, the assumption of some liabilities and other terms. The deal, which could close by next week, will preserve the business as a going concern with at least 900 stores. As of late August, Ascena operated 1,500 retail locations throughout the U.S., down from its previous roughly 2,800 stores.

Clothing Chain Francesca’s Seeks Speedy Bankruptcy-Sale Process, Store Closures

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Francesca’s Holdings Corp. plans to seek court approval in January for a bidding process to sell its specialty retail business out of bankruptcy and close nearly 100 stores, on top of the nearly 140 stores it closed earlier this year, WSJ Pro Bankruptcy reported. Houston-based Francesca’s, which filed for chapter 11 bankruptcy last week, has tapped investment firm TerraMar Capital LLC to serve as the potential lead bidder for substantially all of its assets. The $23.1 million offer is dependent on the completion of an asset purchase agreement and subject to better and higher offers. The boutique chain, which sells apparel, jewelry, accessories and gifts, found that a restructuring wasn’t possible without selling a majority of the business. Francesca’s expects the purchase price to cover the secured debt, some other liabilities, as well as administrative and wind-down expenses. In court papers, Francesca’s valued its assets at $264.7 million and listed total liabilities of $290.5 million. Its largest shareholder is investment firm Cross River Capital Management LLC.

J.C. Penney's Retail and Operating Assets to Exit Chapter 11

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J.C. Penney Co. Inc. said yesterday that its retail and operating assets would exit chapter 11 as two of its biggest landlords, Simon Property Group and Brookfield Asset Management Inc., have acquired nearly all such assets, Reuters reported. The iconic 118-year-old department store had filed for bankruptcy in May after the COVID-19 pandemic forced it to temporarily close its then nearly 850 stores. J.C. Penney will continue to operate the properties and distribution centers moved into the property holding companies. Chief Executive Officer Jill Soltau said the J.C. Penney banner would continue to serve its customers. With the completion of the sale, the company will have access to about $1.5 billion in new financing, it said. The property holding companies that comprise 160 of the retailer’s real estate assets and all of its distribution centers are expected to complete the restructuring process and emerge from bankruptcy protection in the first half of 2021.

Guitar Center Creditors Push Back on Music Retailer’s Bankruptcy

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Some creditors of Guitar Center Inc. have organized with the intent to vote against the retailer’s bankruptcy plan ahead of a critical deadline next week, Bloomberg News reported. Certain first-lien noteholders have signed a cooperation agreement and are raising questions about the legitimacy of a previous Guitar Center refinancing. Their concerns center on new super-senior notes previously offered by Guitar Center to pay off existing obligations and avert a default by the largest U.S. retailer of music instruments and equipment. The deal gave the new notes priority on certain collateral that was already pledged to existing first-lien notes. The dissident holders are evaluating whether the new pledge was allowed under existing debt documents, arguing that Guitar Center needed consent from each first-lien noteholder, rather than the simple majority that approved the transaction. They also object to being left out of participating in the new notes and the retailer’s bankruptcy loan. The creditor group represents about 20 percent of Guitar Center’s first-lien notes outstanding. They’re pushing back on a restructuring plan that was already supported by holders of more than 70 percent of the notes, according to Guitar Center’s disclosures.

Francesca’s Files for Bankruptcy With Pandemic Toll Growing

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Boutique women’s clothing chain Francesca’s Holdings Corp. filed for bankruptcy after the coronavirus pandemic accelerated its sales drop, Bloomberg News reported. The Houston-based company sought chapter 11 protection in U.S. Bankruptcy Court in Delaware with plans to sell the business, according to a statement. TerraMar Capital LLC or an affiliate has agreed to become the stalking-horse bidder in a bankruptcy auction, and Francesca’s existing lender, Tiger Finance LLC, has committed to provide $25 million of debtor-in-possession financing, the retailer said. “Implementing this process allows Francesca’s to address our lease obligations and seek a new investor that can see Francesca’s into the future,” Andrew Clarke, chief executive officer, said in the statement. Other potential bidders are studying the company, the chain added, with a target of Jan. 20 for completing a sale. The chain temporarily closed all of its stores in March and began reopening them in April, the company said in its first-quarter earnings call. But net sales fell 50% in the first quarter, raising doubt about its ability to survive. The company recently said in a filing that it plans to shutter about 140 of its 700 stores and added yesterday that more closings might be necessary. Some 558 stores remain open, the company said. The first store opened in Houston in 1999, touting its frequently changing inventory. Its stores in malls and on main streets cater to 18- to 35-year-old shoppers, featuring apparel, accessories and gifts.

AMC Says It Might Go Bankrupt if You Don’t Buy Its Stock

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AMC Entertainment Holdings Inc., the world’s largest movie theater chain, has launched efforts to sell more than $700 million worth of stock while warning that failing to raise enough liquidity might force the company into bankruptcy, WSJ Pro Bankruptcy reported. The equity sale could help AMC avoid a debt default, if the company can generate enough dollars to last it until widespread vaccination against COVID-19 helps bring moviegoers back into theaters, AMC Chief Executive Adam Aron said yesterday. If AMC can’t obtain the liquidity needed to stay afloat until movie attendance gets back to normal, the company would likely need to restructure its balance sheet, potentially causing a “total loss” of stockholders’ investment, according to a securities filing Thursday. Equity ranks below debt in priority and often gets wiped out in a bankruptcy restructuring. AMC is aiming to sell up to 200 million shares, or more than $700 million, based on the $3.58 stock price yesterday. The company previously proposed stock sales in September and November, filing two separate shelf registrations to sell 30 million and 20 million shares, respectively. Despite reopening the bulk of the company’s more than 1,000 cinemas world-wide, AMC is burning cash as capacity restrictions limit movie attendance and major Hollywood theaters delay big-ticket flicks or, increasingly, send them straight to streaming. AT&T Inc.’s Warner Bros. studio pushed back the release of “Wonder Woman 1984” until Christmas, while MGM Holdings Inc. has delayed the release of “No Time to Die,” a James Bond film, to April 2021.

Barneys New York to Return in 2021 After Pandemic Delays Revival

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Barneys New York will return early next year under its new owner, after plans to revive the storied luxury retailer were delayed due to the coronavirus pandemic, Bloomberg News reported. The first two stores are set to open in the first quarter, more than a year after Barneys declared bankruptcy and began shuttering its locations. One will be inside Saks Fifth Avenue’s flagship in Manhattan, and the other will be a small standalone shop in Greenwich, Conn. “We would’ve liked to have it open by now,” said Jamie Salter, chief executive officer of Barneys owner Authentic Brands Group LLC, at a conference yesterday. The store was supposed to come back in September as a boutique on the fifth floor of the Saks flagship, but the health crisis derailed those hopes. Fred’s, the restaurant within Barneys, will also be making its comeback in 2021, though Salter didn’t share additional details. Barneys filed for bankruptcy for the second time last year and liquidated its remaining merchandise through the holidays before closing its Madison Avenue flagship in February. The department store had become a cultural icon over its near-century-long history. Authentic Brands bought the assets and licensed the brand to Saks in North America, an alternative to reopening a network of large department stores in the U.S. Authentic Brands has six Barneys stores in Japan, plus outlets, and plans to expand it into China and Korea in the next two years.

Century 21 Sells $175 Million Covid Claim Insurers Won’t Pay

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There’s an unusual asset up for grabs in Century 21 Stores’ going-out-of-business sale: a stake in its long-shot legal fight against insurers, Bloomberg News reported. The New York department store company, which filed for bankruptcy in September, claims it’s owed more than $175 million from business interruption policies because COVID-19 devastated its operations, according to court papers. The claim is the most valuable possession that the doomed chain has left, and proceeds from selling it would help repay creditors after Century 21 closes for good. Thousands of businesses across the U.S. — including more than a dozen professional baseball teams and an iconic Hollywood restaurant — began similar legal battles against insurers after the virus crushed the global economy this year. But insurance companies have mostly prevailed, arguing that diseases can’t cause the physical damage needed to trigger a payout, or pointing to clauses that exclude viruses. Still, Century 21’s legal claim has found a buyer. Precisely who isn’t clear — lawyers for the chain have asked the bankruptcy judge to keep the identity a secret. The exact sale price wasn’t disclosed either, but the proceeds would be at least enough to pay off Century 21’s secured debt, which totaled more than $50 million at the time of the bankruptcy filing. A hearing is scheduled for today in New York.