Agent Provocateur’s U.S. branch is pushing to close a $1.1 million sale of its assets to the new owner of its parent in the U.K.
In a declaration filed Monday in New York bankruptcy court, Agent Provocateur Inc.’s financial adviser Dean Vomero pushed for approval of a sale of the subsidiary’s assets to an affiliate of Four Holdings, the fashion showroom and marketing company controlled by billionaire Mike Ashley that recently bought the lingerie brand’s U.K.-based parent out of administration.
While the proposed purchase price of $1.1 million seems substantially lower than the at least $10 million of liabilities Agent Provocateur listed when it initially filed in April for bankruptcy protection, Vomero said the deal should cover post-petition debts, including unpaid rent.
Vomero also highlighted the fact that Four Holdings now owns all the rights to Agent Provocateur’s intellectual property and merchandise, leaving the prospect of an outside buyer being willing to pay more than $1.1 million for about 10 remaining leases “so remote as to be inconceivable.”
Before entering bankruptcy, Agent Provocateur operated 21 leased stores and eight licensed departments in certain Bloomingdale’s and Saks Fifth Avenue locations, but Four Holdings intends to keep 10 stores operational, along with a licensed department at Bloomingdale’s on 59th street in New York.
“Many of the employees of the debtors will continue to be employed,” Vomero noted. “Additionally, as a result of the assumption and assignment of the assumed contracts, obligations to the landlords of the continuing stores will continue to be performed, which will benefit them and the shopping centers or shopping districts in which the continuing stores are located. None of these benefits would occur if the debtors had pursued a Chapter 7 liquidation.”
The subsidiary was planning to file Chapter 7 before Four Holdings expressed interest in certain of its assets.
As part of the proposed sale, Agent Provocateur will also be able to retail residual cash from operations until the sale closes, leaving Vomero to project the total value of the deal will come in around $1.84 million.
Most of that total will go toward payment of post-petition costs and administrative expenses, but unsecured creditors could see as much as $547,000 from the deal, according to a “recovery forecast” given to the court.
A representative of four holdings could not be reached for comment.
Chapter 11 asset sales are generally subject to a court-monitored auction in an effort to lure higher and better offers, but Agent Provocateur has been pushing for an expedited sale to Four Holdings since entering bankruptcy.
The financial condition of the brand seems to have rapidly deteriorated over the last year, and London-based global retail director Amanda Brooks said in a court declaration that the company last August discovered “certain accounting irregularities,” which showed the Agent Provocateur parent was in dire need of “significant additional capital.”
Private equity firm 3i, which acquired a controlling stake in the brand in 2007, subsequently began searching for a buyer and wrote down the value of its investment by 39 million pounds, or $53 million.
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