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Nine West Holdings – Filed Amended Plan and Disclosure Statement, Highlights Mediation Order

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November 9, 2018 – Nine West Holdings filed a First Amended Joint Plan of Reorganization [Docket No. 836] and a related revised Disclosure Statement [Docket No. 837]. The revised Disclosure Statement notes, “As part of the continued efforts to develop consensus around a viable chapter 11 plan, the Debtors have entered into Bankruptcy Court ordered mediation with all parties in interest, including, among others, the UCC and certain Noteholders, Secured Term Loan Lenders, and Unsecured Term Loan Lenders. The strong fiduciary out in the Debtors’ agreement supporting this proposed Plan allows the Debtors to consider all options. should an improved deal construct emerge as a result of mediation or otherwise, and the mediation order [Docket No. 831] (the ‘Mediation Order’) allows parties to participate in mediation without violating or breaching the terms of the A&R RSA (as defined herein). The Plan is supported by more than 85 percent of the Secured Term Loan Lenders and more than 80 percent of the Unsecured Term Loan Lenders. The parties supporting the proposed Plan include the Debtors’ DIP Lenders, the Secured and Unsecured Term Loan Agents, the Secured Lender Group, the Crossover Group, and Brigade (each as defined herein). The proposed Plan maximizes creditor recoveries, meaningfully reduces the Debtors’ aggregate funded debt (by more than $900 million over their funded debt obligations as of the commencement of these chapter 11 cases), and best positions the Debtors for future success.”

The Court scheduled a November 13, 2018 hearing on the Disclosure Statement.

The following is an updated summary of classes, claims, voting rights and projected recoveries (with the exception of Class 5C, unchanged from disclosure filed on October 30, 2018):
 

  • Class 1 (“Other Priority Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan. The projected amount of claims is $189,698 and projected recovery is 100%. The estimated range of recovery under Chapter 7 is 64.2%.
  • Class 2 (“Other Secured Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan. The projected amount of claims is $812,852 and projected recovery is 100%. The estimated range of  recovery under Chapter 7 is 99.2%.
  • Class 3 (“Secured Tax Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan.  
  • Class 4 (“Secured Term Loan Claims”) is impaired and entitled to vote on the Plan. The projected amount of claims is $432,798741 and projected recovery is 100%. The estimated range of recovery under Chapter 7 is 100%.
  • Class 5A (“Unsecured Term Loan Claims”) is impaired and entitled to vote on the Plan. The projected amount of claims is $305,099,461 and projected recovery is 84.2%. The estimated range of recovery under Chapter 7 is 17.6%-29.0%.
  • Class 5B (“2034 Notes Claims”) is impaired and entitled to vote on the Plan. The projected amount of claims is $255,997,396 and projected recovery is 10.8%-12.0%. The estimated range of recovery under Chapter 7 is 2.1%-5.6%.
  • Class 5C (“2019 Notes Claims”) is impaired and entitled to vote on the Plan. The projected amount of claims is $476,002,016 and projected recovery is 10.8%-12.0%. The estimated range of recovery under Chapter 7 is 2.1%-5.6%.
  • Class 5D (“General Unsecured Claims against NWHI”) is impaired and entitled to vote on the Plan. The projected amount of claims is $ 157,897,543 and projected recovery is 10.8%-12.0 The estimated range of recovery under Chapter 7 is 2.1%-5.6%.
  • Class 5E (“General Unsecured Claims against Nine West Development LLC”) is impaired and entitled to vote. The projected amount of claims is $ $92,843 and projected recovery is 100%.  The estimated range of recovery under Chapter 7 is 14.8%-28.2%.
  • Class 5F (“General Unsecured Claims against Nine West Management Service LLC”) is impaired and entitled to vote. The projected amount of claims is $ $92,843 and projected recovery is 100%.  The estimated range of recovery under Chapter 7 is 14.8%-28.2%.
  • Class 5G (“General Unsecured Claims against Nine West Distribution LLC”) is impaired and entitled to vote. The projected amount of claims is $76,133 and projected recovery is 6.7%. The estimated recovery under Chapter 7 is 0.4%.
  • Class 5H (“General Unsecured Claims against One Jeanswear Group Inc.”) is impaired and entitled to vote. The projected amount of claims is $2,386,675 and projected recovery is 22.2%. The estimated recovery under Chapter 7 is 0%.
  • Class 5I (“General Unsecured Claims against Kasper Group LLC”) is impaired and entitled to vote. The projected amount of claims is $1,994,648and projected recovery is 13.2%. The estimated recovery under Chapter 7 is 0%.
  • Class 5J (“General Unsecured Claims against Non-Operating Debtors”) is impaired and entitled to vote on the Plan. The projected amount of claims is $76,352 and projected recovery is 0%. The estimated recovery under Chapter 7 is 0%.
  • Class 6 (“Intercompany Claims”) and Class 8 (“Intercompany Interests “) are either impaired or unimpaired and will be presumed to accept or deemed to reject the Plan. The estimated recovery under Chapter 7 is 0%.
  • Class 7 (“Interests in Holdings”) and Class 9 (“Section 510(b) Claims”) are impaired, deemed to reject and not entitled to vote on the Plan. Estimated recovery is 0%.

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