Retail giant Neiman Marcus emerges from Chapter 11

BY Fraser Tennant

Emerging from one of the highest-profile retail collapses during the coronavirus (COVID-19) pandemic, omnichannel fashion retailer Neiman Marcus Holding Company has completed its Chapter 11 protection process, having successfully implemented a plan of reorganisation.

Now operating with a strengthened capital structure that eliminated more than $4bn of existing debt and more than $200m of cash interest expense annually, Neiman Marcus emerges with the full support of its creditors and new equity shareholders.

“With the successful implementation of our restructuring, Neiman Marcus will continue to be the preeminent luxury shopping destinations for years to come,” said Geoffroy van Raemdonck, chief executive of Neiman Marcus Group. “While the unprecedented business disruption caused by coronavirus (COVID-19) has presented many challenges, it has also given us the opportunity to reimagine our platform and improve our business.”

The company’s new owners are funding a $750m exit financing package that fully refinances the debtor-in-possession (DIP) loan and provides significant additional liquidity for the business. Neiman Marcus has also secured a $125m ‘first-in, last-out’ (FILO) facility, the proceeds of which will refinance existing debt and provide liquidity to support the company's ongoing operations and strategic initiatives.

Furthermore, the exit term loan financing and FILO facility are in addition to liquidity provided by a $900m asset-based lending (ABL) loan. With the support of its new shareholders and funds available from the exit financing and FILO and ABL facilities, Neiman Marcus expects to be able to execute on the strategic initiatives to ensure a long and successful future.

“Our new owners understand the value of our brands and the opportunity for growth,” continued Mr van Raemdonck. “They are also strongly committed to supporting our company on sustainability issues – where we intend to be a leader within the industry. At the conclusion of this process, I remain profoundly impressed by the strength of Neiman Marcus, the commitment of our associates, the unwavering support of our brand partners, and the loyalty of our customers.”

Confident that Neiman Marcus is positioned to continue to transform the future of retail, Mr van Raemdonck concluded: “We emerge from Chapter 11 as a stronger, more innovative retailer, brand partner and employer.”

News: Department store chain Neiman Marcus emerges from bankruptcy

Century 21 files for Chapter 11 blaming insurers

BY Fraser Tennant    

Pointing the blame at its insurers, US department store chain Century 21 has filed for Chapter 11 bankruptcy in order to commence a wind down of its retail operations and maximise its assets for the benefit of shareholders.

The company has 13 stores across New York, New Jersey, Pennsylvania and Florida, having served its customers for nearly 60 years.

Reportedly, the decision to file for bankruptcy follows nonpayment by the company's insurance providers of approximately $175m due under policies put in place to protect against losses stemming from business interruption, such as that experienced as a direct result of the coronavirus (COVID-19) pandemic.

Concurrently, Century 21 has filed a lawsuit against several of its insurance providers based on their decision not to compensate the company for losses under the policies.

"We have no viable alternative but to begin the closure of our beloved family business because our insurers, to whom we have paid significant premiums every year for protection against unforeseen circumstances, have turned their backs on us at this most critical time," said Raymond Gindi, co-chief executive of Century 21. "We are confident that had we received any meaningful portion of the insurance proceeds, we would have been able to save thousands of jobs and weather the storm, in hopes of another incredible recovery."

A pioneer and leader in high-end, off-price fashion retail since 1961, Century 21 offers men's, women's, and children's apparel, footwear, outerwear, lingerie and accessories, along with beauty and home goods,

"While we wish that Century 21 could continue to be a must-see shopping destination for so many, we are proud of the pioneering role it has played in off-price retail and the iconic brand it has become,” said IG Gindi, co-chief executive of Century 21. “It has been a true honour for us to be part of the vibrant New York City fashion scene and to serve millions of locals, tourists and celebrities, side by side."

Century 21 stores are currently open to serve customers, with going out of business sales commencing at all of its locations and at c21stores.com.

Mr Raymond Gindi concluded, "We will be forever grateful for the vital role our customers played in building the Century 21 legacy hand in hand with our family. Together, we hope we can help our loyal customers create some final memorable Century 21 stories."

News: Century 21 to close up shop, says insurers won't cover COVID losses

Whiting Petroleum emerges from Chapter 11

BY Fraser Tennant

Although owing billions and having filed for Chapter 11, US oil & gas company Whiting Petroleum Corporation has completed a financial restructuring and emerged from bankruptcy protection.

The company concluded its reorganisation after completing all required actions and satisfying the remaining conditions to its plan of reorganisation. Furthermore, Whiting says its new capital structure will reduce debt by $3bn and includes a new $750m reserve-based revolving credit facility, set to mature in April 2024.

In connection with emergence from Chapter 11, all of Whiting’s existing equity interests will be cancelled and cease to exist. Shares of the company’s new common stock commenced trading on the New York Stock Exchange from 2 September.

Whiting was one of the first large oil companies to fall victim to the onset of the coronavirus (COVID-19) pandemic, filing for Chapter 11 bankruptcy protection in April.

The restructuring will also see a new board of directors take the helm. The new board includes chairman Kevin McCarthy and chief executive Lynn Peterson. In addition, James Henderson has been appointed as chief financial officer.

“We are excited to begin our new chapter at Whiting, with a focus on capital discipline and free cash flow generation to create long-term value for our shareholders,” said Ms Peterson. “On behalf of the Company and newly appointed board of directors, I would like to thank our employees for their patience and dedication during this process.”

Founded in 1980, Whiting Petroleum is an independent oil and gas company that develops, produces, acquires and explores for crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain region of the US. The company’s largest projects are in the Bakken and Three Forks plays in North Dakota and Niobrara play in northeast Colorado.

News: Whiting Petroleum Emerges From Chapter 11 Protection

Second time around: Chaparral Energy files for Chapter 11

BY Fraser Tennant

In what is its second filing in four years, independent oil and natural gas exploration and production company Chaparral Energy, Inc. has filed for Chapter 11 bankruptcy protection.

Chaparral’s filing is the latest in a string of bankruptcies in the energy sector this year, a list which includes Gavilan Resources, Whiting Petroleum, Echo Energy Partners, Ultra Petroleum, Skylar Exploration, Diamond Offshore, Freedom Oil and Gas, and Templar Energy. Virtually all cited the devastating impact of the coronavirus (COVID-19) pandemic.

Through the Chapter 11 process – part of a restructuring support agreement (RSA) with certain of its funded debtholders to pursue a prepackaged plan of reorganisation – Chaparral expects to significantly restructure its balance sheet and strategically position itself for long-term growth.

Chaparral previously filed for bankruptcy protection during the oil price slump in 2014-16, emerging from Chapter 11 in March 2017.

“While we have taken carefully measured and decisive action to address the challenges of 2020, the overall impact to the energy industry, including Chaparral, has been severe,” said Chuck Duginski, chief executive of Chaparral. “Therefore, after thorough analysis of our strategic options, we determined that a voluntary Chapter 11 filing with broad creditor support provides the best course for Chaparral and its stakeholders.”

Chaparral intends to restructure its balance sheet by equitising all $300m of its existing unsecured bond obligations and substantially bolster its liquidity position through $175m in lending obligations under a reserves-based exit facility and a fully backstopped $35m new money convertible note rights offering.

“A swift restructuring will right-size our balance sheet, improve our cost structure and best position Chaparral for the future,” added Mr Duginski. “Importantly, we intend to maintain normal operations and meet all of our trade commitments timely and under their existing terms.”

Founded in 1988 and headquartered in Oklahoma City, Chaparral Energy is an independent oil and natural gas exploration and production company focused in the oil window of the Anadarko Basin in the heart of Oklahoma.

Mr Duginski concluded: “This restructuring will allow us to continue to efficiently operate without interruption and focus on delivering strong results. I would like to thank our employees, contractors, suppliers and customers for their unwavering commitment to Chaparral.”

News: Shale driller Chaparral Energy files for bankruptcy due to pandemic woes

Virgin Atlantic receives go-ahead for restructuring plan from US court

BY Fraser Tennant

Following its Chapter 15 filing last week to protect itself from creditors in the US while undertaking a solvent recapitalisation in the UK, Virgin Atlantic has received support for its restructuring plan from a US court.

The restructuring is based on a five-year business plan and, with the support of shareholders Virgin Group and Delta, new private investors and existing creditors, paves the way for the airline to rebuild its balance sheet and return to profitability from 2022.

At the same time, the recapitalisation will deliver a refinancing package worth £1.2bn over the next 18 months, in addition to the self-help measures already taken, including cost savings of approximately £280m per year and £880m rephasing and financing of aircraft deliveries over the next five years. 

The airline is one of many in the aviation industry to have been severely impacted by the coronavirus (COVID-19) pandemic, having closed its Gatwick base with the loss of 3500 jobs.  

“Virgin Atlantic has reached another important milestone towards securing its future, undertaking a hearing in the US courts to support its plan for a private-only solvent recapitalisation of the airline, following the severe impact of the COVID-19 pandemic on the global economy, the nation and the travel and aviation industry,” said a Virgin Atlantic spokesperson. “The US proceedings were commenced under provisions that allow US courts to recognise foreign restructuring processes. In the case of Virgin Atlantic, the process we have asked to be recognised is a solvent restructuring of an English company under Part 26A of the UK Companies Act 2006.”

“The US court has supported the company’s restructuring plan,” continued Virgin Atlantic. “The US proceeding is a standard procedural step to protect the airline’s assets while Virgin Atlantic’s recapitalisation is completed in the UK. The US court has scheduled a hearing for 3 September 2020 to immediately follow the final hearing before the English court.

“With support already secured from the majority of our creditors and stakeholders, it is expected that the restructuring plan and solvent recapitalisation will come into effect in September. We remain confident in the plan.”

News: US Courts Support Virgin Atlantic’s UK Recapitalization Plan