April 24, 2024
Express Inc., DIP filed a voluntary Chapter 11 petition in the U.S. Bankruptcy Court for the District of Delaware. The proceedings have been designated as case number 24-10831.
The Debtors announced that they have received a non-binding letter of intent from a consortium led by WHP Global, and participants including a wholly owned indirect subsidiary of Simon Property Group, L. P. and Brookfield Properties for the potential sale of a substantial majority of the Company’s retail stores and operations. The bankruptcy filing is intended to facilitate the sale process.
As part of the process, the Debtors said they intend to close approximately 95 Express retail stores and all UpWest stores. The closing sales at affected stores are scheduled to begin on April 23, 2024. The Debtors will continue to assess the store footprint in connection with this process. A&G Realty Partners is assisting with this effort.
In the Number Holdings, DIP dba 99 Cents Only Stores case, the Debtors filed a motion seeking approval to sell their remaining assets as part of an auction process. The assets include owned real property, intellectual property, and leases that have not been assumed and assigned or rejected. The Debtors previously noted that 36 of their 371 stores are owned; the other 335 units are leased. Additionally, any inventory, fixtures, furniture, and equipment that has not been disposed of as part of the store closing sales process may be included in a qualified bid.
The Kroger Co. and Albertsons Companies Inc. announced that they have amended their definitive agreement with C&S Wholesale Grocers, LLC for the sale of assets in connection with their proposed merger previously announced on October 14, 2022. This amended package modifies and builds on the initial divestiture package that was announced on September 8, 2023.
The updated deal increases the total store count by 166 to include 579 stores (original agreement provided for a 650-store ceiling) that will be sold to and continue to be operated by C&S. Subject to fulfillment of customary closing conditions, including Federal Trade Commission and/or other governmental clearance, and the completion of the Kroger-Albertsons merger, C&S will pay Kroger an all-cash consideration of approximately $2.90 billion, including customary adjustments. This consideration implies a valuation of about $1 billion for the additional assets in the enhanced package.
The deal maintains the sale to C&S of the QFC, Mariano's and Carrs banner names. Under the amended agreement, Kroger will also sell the Haggen banner to C&S. Stores currently operating under these banners that are retained by Kroger will be re-bannered into one of the retained Kroger or Albertsons Cos. banners following the close of the transaction with C&S.
Under the amended agreement, C&S will license the Albertsons banner in California and Wyoming and the Safeway banner in Arizona and Colorado. In these states, Kroger will re-banner the retained Albertsons and Safeway bannered stores following the closing of the merger. Kroger will maintain the Albertsons and Safeway banners in the remaining states.
Hy-Vee agreed to acquire the Strack & Van Til Food Market chain (also known as Indiana Grocery Group, LLC), which has store locations throughout Northwest Indiana. The deal, terms of which were not disclosed, will add 22 stores (averaging about 57,000 square-feet) to Hy-Vee’s portfolio of 550 retail business units, which include grocery stores, drugstores, pharmacies, restaurants and convenience stores. Hy-Vee expects the acquisition to be completed in early May.
Strack & Van Til will maintain its name and operate as a subsidiary of Hy-Vee. Upon completion of the deal, Hy-Vee will be a member of Associated Wholesale Grocers (AWG), which supplies Strack & Van Til’s stores. Hy-Vee’s grocery stores will continue to be served through its own supply chain facilities, located in Ankeny, Chariton, Cherokee and Cumming, IA.
Our sources indicate that SaveMart is under contract to be acquired by a foreign strategic buyer, which would represent SaveMart's second acquisition in three years. Seemingly in preparation for the acquisition, RetailStat has confirmed changes in distribution for Save Mart, Raleys, and ultimately its distribution partnership, SuperStore Industries (SSI). Specifically, Raleys’ will shift supply of its dry and frozen goods to United Natural Foods in the summer of 2024 while C&S will assume operations of SSI's primary Lathrop warehouse, which will continue to supply SaveMart.Lastly, the SSI Partnership for now will continue to operate through its other facility; the Turlock co-packing/dairy facility, which will continue to service both Raleys’ and SaveMart.
Nordstrom announced that its Board of Directors recently authorized the exploration of possible avenues to enhance shareholder value. During this process, Erik and Pete Nordstrom, the Company's CEO and president, respectively, notified the Board of their interest in pursuing a potential transaction pursuant to which Nordstrom would become a private company.
The Board has formed a special committee of independent and disinterested directors to evaluate any proposal from Erik and Pete Nordstrom and any proposals from other parties and consider whether they are in the best interests of Nordstrom and all shareholders. The special committee retained Morgan Stanley & Co. LLC and Centerview Partners LLC as financial advisors and Sidley Austin LLP and Perkins Coie LLP as legal counsel.
The Nordstrom family collectively owns about a 30% stake in the Company.
On April 17, The Children’s Place entered into a new financing agreement with its majority shareholder, Mithaq Capital SPC for an unsecured and subordinated $90 million term loan. The new financing replaces the previously announced non-binding $130 million term loan that was expected to be entered into with Gordon Brothers, with management indicating that the new Mithaq term loan has “better terms in the aggregate.”
As a result of the above financing, the Company filed a Form NT-10K (Non-Timely 10K filing) stating that it will delay the filing of its annual report, as it needs additional time to complete the necessary accounting for the financial statements and disclosures. It expects to file its Form 10-K within the grace period of 15 calendar days following April 18, 2024.
The Company also stated that it expects to report a significant decline in its net sales and results of operations for FY23.
Bass Pro eliminated jobs at its Tracker boat plants across the Ozarks. The Company reduced staff by 85 positions at its Lebanon, MO plant, 70 positions at its Flippin, AR plant, and 21 positions at its Bolivar, MO plant. The Company noted that it must adjust its operations due to the decline in demand for boating products. It employs 900 at the Lebanon plant, 500 in Flippin, and 400 in Bolivar.
In the Joann, DIP case, following tabulation of ballots cast to accept or reject the Plan of Reorganization, 100% of the parties entitled to vote (including holders of ABL Claims, FILO Claims, and Term Loan Claims) voted for acceptance. The hearing to consider confirmation of the Plan remains scheduled for April 25, 2024.
Beyond announced that it closed on the sale of its Wamsutta brand and certain related IP assets to Indo Count Global Inc. for $10.3 million in cash plus the assumption of certain liabilities. The Company acquired Wamsutta in June 2023 as part of its purchase of the Bed Bath & Beyond brand and intellectual property for $21.5 million. Management indicated that with the sale of Wamsutta, the Company has "successfully" recovered approximately 48% of its $21.5 million purchase.
Conn's notified the SEC that it will be late in filing its Form 10-K annual report for the year ended January 31, 2024.
Conn’s cited financial complexities associated with the acquisition of W.S. Badcock LLC on December 18, 2023, noting that it needs additional time to complete procedures relating to its year-end reporting process. The Company said it expects to file its annual report within the fifteen-calendar day extension period following the filing due date of April 15, 2024 (by April 30, 2024).
In the Rite Aid, DIP case, the Debtors expressed a need to delay the confirmation hearing, originally scheduled for Monday April 22. A new confirmation hearing date hasn’t yet been scheduled. As we have reported, a number of parties filed objections or limited objections to the Plan of Reorganization, while the Debtors also need more time to finalize a number of agreements, including its exit financing and McKesson supply agreements.
In addition, the Debtors identified 17 stores for closure, bringing the total of announced closures to 518.
According to reports, Red Lobster Management LLC is considering filing Chapter 11 to restructure its debt, relieve itself of long-term contracts and renegotiate certain real estate leases which have consumed cash flow.The Company has been getting advice from law firm King & Spalding, which replaced Weil. Red Lobster also hired investment bankers at Hilco to replace previous advisors from Guggenheim Partners. Restructuring discussions are ongoing, and a final decision hasn’t been made.
A new ownership group called Flatheads, LLC has acquired Tijuana Flats with a plan to revamp and reinvest into the business. Prior to the acquisition, the brand was owned by TJF USA, LLC. In conjunction with the announcement of new ownership, Tijuana Flats filed for Chapter 11 bankruptcy protection and closed 11 restaurants last week. Management indicated that the sale and subsequent filing are the culmination of a strategic review that started in November 2023.
Dine Brands' Applebee's chain recently signed an agreement with restaurant franchise operator, Flynn Group, with the goal to open 25 new Applebee's restaurants in the U.S. over the next seven years. This expansion is part of the Company's goal to return the brand to net new unit openings. Flynn Group has also successfully completed an acquisition of 26 Applebee's restaurants in Florida and Georgia from long-standing franchisee Doherty Enterprises.
7-Eleven completed the acquisition of 204 stores from Sunoco, which includes Stripes convenience stores and Laredo Taco Company restaurants. The acquired stores are located across West Texas, New Mexico, and Oklahoma, and join more than 13,000 7-Eleven, Speedway, and Stripes locations that 7-Eleven operates, franchises, and/or licenses across the U.S. and Canada. With the closing, 7-Eleven now owns and operates all Stripes and Laredo Taco Company locations in the U.S.
In other news, 7-Eleven is rolling out a new store refresh program which includes improvements to store exteriors as well as employee training and merchandise resets. The program was successfully piloted in Louisville, KY last year, and now the Company aims to apply these changes to 4,000 stores by year end.
The information contained in this newsletter is compiled from sources which RetailStat, LLC (“RetailStat”), does not control and unless indicated is not verified. Its contents are not to be divulged. RetailStat, its principals, and writers do not guarantee the accuracy, completeness or timeliness of the information provided nor do they assume responsibility for failure to report any matter omitted or withheld because of their negligence.
