Now it’s just a waiting game in the Aéropostale Inc. bankruptcy case.
The seven-day trial between the teen retailer and private equity firm Sycamore Partners, whose affiliate was a pre-petition lender to the chain, ended on Tuesday. Manhattan bankruptcy court judge Sean Lane is expected to rule on the case by the weekend. And that decision is expected to impact whether any jobs — over 10,000 — at the retail operation can be saved.
Central to the case — and Aéropostale’s future — is whether Sycamore can credit bid on the assets. An auction for Aéropostale’s assets was pushed back to Monday. The bankrupt retailer also asked that Sycamore’s secured claims be subordinated, or lowered in priority on the creditor totem pole.
But it’s the possibility of a credit bid from Sycamore that could be key to the retailer’s future. A credit bid from Sycamore, if it were to provide an offer under those terms, would in effect allow Sycamore to use the dollar value of its claims as a component of a bid. If it were to be successful, Sycamore’s claims in effect would be exchanged for an equity stake in the new post-bankruptcy entity. The financial firm’s affiliate, Aero Investors, provided a prepetition loan of $150 million.
Aéropostale has argued that a credit bid would chill an auction process since Sycamore can use its “credit” as currency for the bid, putting it in a better position than potential buyers who would have to pony up the cash equivalent if they were to bid. Sycamore has said as recently as Monday, when it filed paperwork in objection to a Chapter 11 plan of reorganization, that a liquidation of the retailer is the better option for creditors.
Aéropostale was in talks with Versa Capital, a private equity firm, to become the stalking horse bidder. The negotiations earlier this month contemplated Versa providing a “cash payment for debtors’ inventory, assumption of over 500 existing and modified unexpired store leases and continued employment for thousands of store-level and corporate employees.” The court document that was filed also emphasized that a “going concern operation is critical to maximizing the value of the debtors’ international business, which requires support from the U.S. operations in areas such as buying, G&A and sourcing to realize the business’s full value.”
A stalking agreement typically sets the baseline price and subsequent bidding amounts for the assets up for sale. In the case of Aéropostale, that agreement was supposed to have been finalized by Aug. 11. Versa even sought to have $500,000 in expense reimbursement, in part due to the compressed timeline for the bid and the uncertainty of whether the Sycamore affiliates would be able to credit bid. But even with court approval of the request, the parties have been unable to finalize an agreement.
The Aéropostale bankruptcy fueled what has turned into bad blood between the teen chain and its former investor and one-time lender.
Sycamore at one point was the retailer’s largest shareholder. The private equity firm has another affiliate, sourcing firm MGF Sourcing, whose relationship also deteriorated.
When Aéropostale filed its petition for bankruptcy court protection on May 4, it claimed that deterioration of its relationship with Sycamore, particularly in connection with a dispute with MGF, played a role in pushing it into bankruptcy. The issue initially centered on the chain’s inability to get fresh inventory for its back-to-school selling season. That soon evolved to include allegations that Sycamore was keen on a “loan-to-own” plan.