NEW YORK — Warnaco Group’s bankers are hoping to force Linda Wachner to file one of the most complex expense reports in U.S. corporate history.
This story first appeared in the August 29, 2002 issue of WWD. Subscribe Today.
The bankrupt apparel maker on Wednesday received Manhattan bankruptcy court approval of its request for a 30-day extension to file its plan of reorganization, but it was Wachner’s still-unsettled $25 million severance claim — and the extensive list of documents about her expenses sought by the banks — that stole the show at the courthouse.
Meanwhile, Warnaco has been putting the final touches on its reorganization plan, which, barring a further extension, is to be filed by Sept. 30. A source close to the company said Warnaco’s plan is to exit bankruptcy proceedings as a stand-alone firm, even though VF Corp. has expressed interest in parts of the Warnaco business and discussions are said to be ongoing.
As reported, Wachner, the firm’s former chairman and chief executive officer, is seeking millions in severance she said is owed to her in connection with the company’s termination of her employment on Nov. 16, 2001. In the latest legal wrinkle, lawyers are arguing over the extent of discovery — the evidence-gathering procedure in preparation for trial — available over her claim.
Wachner remains a director and shareholder of Warnaco, which filed for Chapter 11 bankruptcy court protection on June 11, 2001.
Kenneth Eckstein of Kramer Levin Naftalis & Frankel, who represents Wachner, suggested that a mediator might be useful in helping the parties resolve the issue of what was discoverable because “personal things were coming up in discovery.”
He added: “This is like a divorce. There’s a lot of emotion here.”
William Roll of Shearman & Sterling, who represents Warnaco’s banks, refuted that conclusion, telling the court: “There’s nothing personal about this. This is not like a divorce. We are not in any way, shape or form pressuring Mrs. Wachner. This is just about discovery. I would say to Mr. Eckstein and Mrs. Wachner, ‘Lighten up.’”
According to bankruptcy court documents filed late Tuesday, Wachner is seeking a protective order barring certain discovery requests. The legal papers said that the banks were seeking information on “virtually every aspect of Mrs. Wachner’s daily personal financial affairs after her termination without cause.” Those requests for personal expenses include grooming services AND personal shoppers, as well as applications for “public assistance” and “unemployment benefits.”
Even Wachner’s female Yorkshire terrier EBIT — the acronym for earnings before interest and taxes — failed to escape the banks’ notice: They want to know how much Wachner spends on “animal care.”
The banks’ request for documentation on Aug. 21 sought specifics, such as the type and amount of Wachner’s regular expenses (including travel and entertainment, security personnel, drivers, public relations and other advisers) and their frequency. The financial institutions also sought the type and amount of any debts in excess of $50,000 owed by Wachner, including credit card balances, mortgages and other individual loans.
Moreover, Wachner was asked to supply accounts of real property owned, rented or otherwise that she paid for since Nov. 16, 2001, along with records of any sale or attempted sale of real estate for the same period. Further, the banks sought information on any cleaning, culinary and gardening services she paid for and any work performed by building contractors or subcontractors.
The requests weren’t limited to her expenditures since Nov. 16 either. Other items the banks are seeking, without a specific time frame, include documents relating to any “use by Wachner of cars, aircraft, security, personnel, household staff, culinary services, housekeeping services, administrative personnel, computer technicians or other support services or staff employed or provided by Warnaco.”
In addition, the banks are looking for documents relating to actual or requested reimbursement from Warnaco of expenses incurred by Wachner since Jan. 1, 1999, as well as all “documents identifying any clothing, jewelry or other tangible property for which Wachner received reimbursement from Warnaco since Jan. 1, 1999, and which property remains in the possession, custody or control of Wachner.”
Last year, as reported, Warnaco told the court that it was working on a consignment basis with Massachusetts-based Skinner Inc. to auction various items of art, furniture and decorative objects. Although much of the merchandise was valued at between $300 and $700, some paintings carried valuations in the thousands.
Eckstein said in court papers that Wachner’s personal financial condition is irrelevant to her administrative claim because severance is a legal and contractual obligation and does not require a disclosure of economic circumstances or a showing of hardship. In short, her attorney wrote, the banks were “conducting an intrusive fishing expedition through Mrs. Wachner’s past compensation arrangements, not legitimate discovery.”
Roll suggested to the court that what Wachner really was seeking, based on detailed information in her legal papers on her contribution to the company, is a “referendum to her entire 10-year career.”
The judge didn’t rule on Wachner’s claim, preferring first that the banks submit their response to the former ceo’s protective-order request.
Meanwhile, a source involved in Warnaco’s reorganization efforts said the company is planning to exit Chapter 11 proceedings in January 2003. While sources close to the VF/Warnaco negotiations have said that VF was interested in possibly acquiring all of Warnaco, the source was of the opinion that the interest was centered on just two parts of the business, intimate apparel and Calvin Klein Jeanswear. VF has steadfastly declined to comment on reports concerning its interest in Warnaco’s assets.
As reported, some “numbers” have been put on the table by VF, but the parties don’t appear to be any closer to Warnaco’s valuation for its businesses. The source said: “We feel that this is not the time to sell the business, especially with the business turning around. We have some very good brands. Of course, if the offer included some huge numbers, we would have to consider it” because of Warnaco’s obligations to its creditors.