Toys “R” Us – Court Confirms Second Amended Chapter 11 Plan of Wayne Real Estate Parent LLC as “Toys” Cases Near Conclusion

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January 29, 2019 –The Court hearing the Toys “R” Us case issued an order [Docket No. 6328] confirming the Second Amended Chapter 11 Plan of Wayne Real Estate Parent LLC (the “Wayne Debtor”) [Docket No. 6285].
 
This is the third Toys “R” Us Plan to be confirmed and/or declared effective in recent weeks with (i) the Plans of the Toys Delaware Debtors and the Geoffrey Debtors declared effective on January 20, 2019 [Docket No. 6247] and (ii) the Plans of the Taj Debtors and the TRU Inc. Debtors declared effective on January 23, 2019 [Docket No. 6292]. Previously, the Plan of Toys “R” Us Property Company II, LLC and Giraffe Junior Holdings, LLC  (the “Propco II Plan Debtors”) was declared effective on September 7, 2018.

The Wayne Debtors’ Disclosure Statement provides the following Plan overview, “The Debtor, in consultation with its stakeholders, determined that the best path forward would be a separate plan for the Debtor. The result of that determination and subsequent negotiations is the Chapter 11 Plan of Wayne Real Estate Parent Company, LLC…The Plan contemplates a reorganization of the Debtor, allowing it to emerge from chapter 11 as a holding company for the Propco I Debtors, allowing the General Unsecured Creditors of the Debtor to receive the Debtor’s recovery under the Propco I Plan.”

 
The following is a summary of classes, claims, and voting rights (defined terms are as defined in the Plan):

  • Class 1 (‘Other Secured Claims’) is unimpaired, deemed to accept and not entitled to vote on the Plan. Each Holder shall receive, either: (a) payment in full in cash; or (b) delivery of the collateral securing their claim and payment of any related interest.
  • Class 2 (‘Other Priority Claims’) is unimpaired, deemed to accept and not entitled to vote the Plan. 
  • Class 3 (‘General Unsecured Claims’) is impaired and entitled to vote on the Plan. Holders of will receive their pro rata share of the consideration to be specified in the Restructuring Transactions Memorandum, which in any case will consist of either direct or indirect ownership of the New Contingent Equity Rights, which direct or indirect ownership may be accomplished through the receipt of New Common Stock, the direct receipt of the New Contingent Equity Rights, or another mechanism to be determined.
  • Class 4 (‘Intercompany Claims’) is unimpaired/impaired, deemed to accept/reject and not entitled to vote the Plan. Each claim will be reinstated or cancelled without any distribution on account of such claim as determined by the Wayne Debtor in its sole discretion.
  • Class 5 (‘Interests in the Debtor’) is impaired, deemed to reject and not entitled to vote on the Plan. Claims will be cancelled without any distribution in respect of the claim.

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