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Nine West Holdings filed with the U.S. Bankruptcy Court a notice of designation of successful bid and back-up bid. The notice states, “in accordance with the Bidding Procedures, at the conclusion of the Auction on June 10, 2018, the Debtors determined that the Stalking Horse Bidder [ABG-Nine West LLC] is the Successful Bidder and that DSW Inc. is the Back-Up Bidder….The Debtors will present further detail regarding the results of the Auction at the Sale Hearing, presently scheduled to take place on June 18, 2018, at 11:00 a.m., prevailing Eastern Time.” As previously reported, “The Debtors and their advisors discussed the potential sale of the Nine West and Bandolino brands with more than 50 potential buyers. Over the course of approximately nine months, the Debtors engaged interested parties on a potential sale before reaching agreement on a letter of intent with Authentic Brands Group LLC (‘ABG’) on January 17, 2018, which provided ABG with the exclusive right to negotiate an asset purchase agreement that would allow ABG to act as a stalking horse bidder in the sale of the Nine West, Bandolino, and associated brands. Since that time, the Debtors engaged in hard-fought negotiations with ABG on the terms of an asset purchase agreement. These negotiations resulted in an asset purchase agreement (the ‘Stalking Horse APA’), dated April 5, 2018, among Debtors Nine West Holdings, Inc. and Nine West Development LLC and an entity affiliated with ABG, ABG-Nine West, LLC (the ‘Stalking Horse Bidder’) ….The Stalking Horse Bidder will (i) pay to the Debtors an amount in cash equal to the sum of (A) $200,000,000, plus (B) the amount, if any, by which the Estimated NWC Assets exceeds the Target NWC Assets, minus (C) the amount, if any, by which the Target NWC Assets exceeds the Estimated NWC Assets, minus (D) $325,000, minus (E) the Estimated To-Be-Authorized Deductions and Allowances Amount, minus (F) the Estimated Buyer Prepaid Royalty Amount.”
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