March 5, 2019 – The Debtors notified [Docket No. 294] the Court that further to an existing bidding procedures order [Docket No. 199], the Debtors had selected SB360 Capital Partner, LLC (“SB360”) as the successful bidder in an auction of the Debtors’ inventory assets held on March 5, 2019. SB360 outbid a joint venture composed of Hilco Merchant Resources, LLC and Gordon Brothers Retail Partners (the “Hilco/Gordon Brothers JV”), agreeing to pay 37.0% of the aggregate retail value of the Debtors’ merchandise subject to that retail value being $160.0mn or greater. In the event that the retail value is less than $160.0mn, the parties have agreed to a sliding, descending scale (eg 32.8% at $140.0mn) which is attached as Exhibit 3.1(b) to the agency agreement, dated March 6, 2019, between the Debtors and SB360 (the “Agency Agreement”). The Hilco/Gordon Brothers JV, which had served as a stalking horse bidder with an opening bid of 32.0%, has agreed to serve as back-up bidder with a bid of 36.6%.
The Debtors’ notice attaches a copy of the Agency Agreement and a redline to show changes from the earlier agreement (now moot) between the Debtors and the stalking horse, Hilco/Gordon Brothers JV [Docket No. 170].
The following documents were attached to the notice:
- Exhibit A: Auction Transcript
- Exhibit B: Agency Agreement
- Exhibit C: Redline of Agency Agreement
The Court scheduled a sale hearing for March 6, 2019.
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