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The Rockport Company Auction Cancelled, Successful Bidder Designated

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The Rockport Company filed with the U.S. Bankruptcy Court a notice (i) cancelling a scheduled asset sale of auction and (ii) designating the stalking horse bidder as the successful bidder. The notice states, “The Debtors did not receive any Qualified Bids for the Assets by the Bid Deadline (other than the Qualified Bid of the Stalking Horse Bidder). Therefore, in accordance with the Bidding Procedures and the Bidding Procedures Order, the Debtors have designated the Stalking Horse Bidder (CB Marathon Opco, an affiliate of Charlesbank Equity Fund IX) as the Successful Bidder and the Stalking Horse Bid as the Successful Bid ($150 million in cash (the ‘Base Cash Amount’)). Accordingly, the Debtors have cancelled the auction and will not conduct an auction for the assets.” As previously reported, “After reviewing and carefully considering the Bids received from the 4 Interested Parties, the Debtors determined, in consultation with their advisors, that CB Marathon Opco, LLC (the ‘Stalking Horse Bidder’), an affiliate of Charlesbank Equity Fund IX, Limited Partnership, had submitted the highest or otherwise best offer (the ‘Charlesbank Bid’), pursuant to which the Stalking Horse Bidder agreed to acquire substantially all of the Debtors’ Assets (other than the North American Retail Assets) for a purchase price of (i) $150 million in cash (the ‘Base Cash Amount’) subject to certain working capital adjustments plus the NAM Store Inventory Amount (the ‘Initial Cash Consideration’); (ii) a warrant to purchase up to 5% of common equity of the indirect parent of the Stalking Horse Bidder once the Stalking Horse Bidder receives a return equal to 2.5 times its initial equity investment as of the Closing Date (the ‘Warrant’); and (iii) the assumption of certain liabilities (collectively, the ‘Stalking Horse Purchase Price’).” The sale hearing is rescheduled for July 16, 2018.

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