Pre-Packaged Plan of Reorganization
Facilitated via Voluntary Chapter 11 Proceeding; Parlux and Five
Star Fragrance Not Included in Proceedings
Perfumania Holdings, Inc. (NASDAQ:PERF) (“Perfumania” or the
“Company”) a U.S. specialty retailer and distributor of designer
fragrances and related beauty products, today announced that
it has initiated a recapitalization to be facilitated through a
pre-packaged Plan of Reorganization (“the Plan”) to reduce its
retail store count to better align with current consumer shopping
patterns, increase investments in its e-commerce business, and
become a privately-held Company.
To effectuate the Plan, the Company, and certain
of its subsidiaries, filed voluntary petitions for Chapter 11
relief in the United States Bankruptcy Court for the District of
Delaware. Perfumania will continue to operate in the normal course
of business during this time and beyond. The Company’s Parlux and
Five Star Fragrance subsidiaries are not included in the Chapter 11
filings.
“Our employees can be assured that during this
time and beyond they will continue to receive their salaries and
benefits. Our retail customers can continue to purchase the brands
they love at our stores and online, and our wholesale and retail
customers will not see any interruption in the flow of merchandise.
There will be no changes to our license agreements and we will
continue to uphold our obligations, and our valued vendors and
suppliers will be paid in full,” said Michael Katz, Perfumania
President and Chief Executive Officer.
“This process will allow us to more quickly
adapt to the shift in consumer shopping habits by focusing more of
our resources on implementing our e-commerce strategy, making
Perfumania a stronger and more competitive company,” added
Katz.
Key components of the Plan include:
- The Company expects to pay vendors and suppliers in full in the
ordinary course of business.
- A reduction of the Company’s retail store portfolio.
- It is anticipated that current equity of Perfumania will be
cancelled, however, current shareholders will be given the
opportunity to receive consideration of $2.00 per share in exchange
for completing a shareholder release form.
- An equity infusion that will be used to make (1) distributions
under the Plan; (2) to fund the consideration being paid to
shareholders who submit a shareholder release form; and (3) to fund
ongoing operations.
- Upon emergence, Perfumania will be a privately-held
company.
The Company has ample liquidity to fund
operations and has received a commitment for up to approximately
$84 million in debtor-in-possession financing from its existing
lender, Wells Fargo, which is expected to be replaced by a $100
million exit facility upon emergence. The exit facility will,
in combination with the equity infusion noted above, provide
Perfumania with additional liquidity support.
Looking forward, Perfumania will further
emphasize and invest in its e-commerce business so as to improve
customers’ online shopping experience. Moreover, the Company will
continue to look for ways to leverage digital technologies and
believes that a greater focus on omni-channel initiatives will
enhance and create a more seamless shopping experience for
consumers.
“The Company has been working diligently to
amend its business model, reduce its cost structure, improve supply
chain efficiency, optimize marketing, reduce expenses and improve
operating results long-term,” added Katz. “Today’s actions allow
the Company to expedite all of these initiatives to create a
stronger company with the financial resources to invest in areas
that will foster our long-term growth. The support of our lenders
and the new DIP and exit financing commitments underscore their
confidence in the future of the Company.”
As previously disclosed, Perfumania has been
reducing its retail store portfolio by accelerating the closure of
under-performing stores and those stores in locations affected by
declining mall traffic, as part of its strategy to maximize sales
and improve store productivity and profitability. To that end, the
Company has identified stores that are core to the Company’s
ongoing operations and will remain with the Company post-emergence,
stores that have begun clearance sales, and those that are part of
the Company’s lease-negotiation process.
Court filings as well as other information
related to the restructuring are available at
http://dm.epiq11.com/perfumania or by calling the
restructuring information line at 888-457-6672 (North America toll
free number) or +1-503-597-7716 (international callers).
Skadden, Arps, Slate, Meagher & Flom LLP is
serving as legal counsel, Ankura Consulting Group, LLC is serving
as financial advisor and Imperial Capital is serving as investment
banker to the Company.
About Perfumania Holdings,
Inc.Perfumania Holdings, Inc. (NASDAQ:PERF) is the largest
specialty retailer and distributor of fragrances and related beauty
products across the United States. Perfumania has a 30 year history
of innovative marketing and sales management, brand development,
license sourcing and wholesale distribution making it the premier
destination for fragrances and other beauty supplies. As of July
2017, the Company operated 230 corporate-owned retail stores as
well as e-commerce, specializing in the sale of fragrances and
related products across the United States, Puerto Rico, and the
U.S. Virgin Islands. The Company also operates a wholesale
distribution network, selling to mass retail, department stores as
well as domestic and international distributors. For additional
information please visit www.perfumaniaholdings.com.
Forward-Looking Statements This
press release may contain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are typically identified by words or
phrases such as “may,” “will,” “anticipate,” “estimate,” “expect,”
“project,” “intend,” “plan,” “believe,” “target,” “forecast,”
“objective,” “assume,” “strategies” and other words and terms of
similar meaning. Forward-looking statements involve estimates,
expectations, projections, goals, forecasts, assumptions, risks and
uncertainties. We caution readers that any forward-looking
statement is not a guarantee of future performance and that actual
results could differ materially from those contained in the
forward-looking statement. Among the factors that could cause
actual results, performance or achievement to differ materially
from those described or implied in the forward-looking statements,
include, without limitation, the ability to confirm and consummate
a plan of reorganization in accordance with the terms of the
prepackaged plan; risks attendant to the bankruptcy process,
including the effects thereof on the Company’s business and on the
interests of various constituents and the length of time that the
Company might be required to operate in bankruptcy; risks
associated with third party motions in the bankruptcy cases, which
may interfere with the ability to confirm and consummate a plan of
reorganization in accordance with the terms of the prepackaged
plan; potential adverse effects on the Company’s liquidity or
results of operations; increased costs to execute the
reorganization in accordance with the terms of the prepackaged
plan; effects on the market price of the Company’s common stock and
on the Company’s ability to access the capital markets; our ability
to service our obligations, our ability to comply with the
covenants in our debtor-in-possession financing, any deterioration
of general economic conditions, including weaker than anticipated
discretionary spending by consumers, competition, the ability to
close the exit facility and other factors included in our filings
with the SEC. Copies of our SEC filings are available from the SEC
or may be obtained upon request from us. You should also consider
carefully the statements under “Risk Factors” in our Form 10-K
which address additional factors that could cause our actual
results to differ from those set forth in the forward-looking
statements and could materially and adversely affect our business,
operating results and financial condition. We cannot assess the
impact of each factor on our business or the extent to which any
factor, or combination of factors, may cause actual results to
differ materially from those contained in any forward-looking
statements. The forward-looking statements speak only as of the
date on which they are made, and, except to the extent required by
federal securities laws, we undertake no obligation to update any
forward-looking statement to reflect events or circumstances after
the date on which the statement is made or to reflect the
occurrence of unanticipated events.
Contact:
Jennifer E. Mercer
Epiq Strategic Communications for Perfumania Holdings
310-712-6215
jmercer@epiqsystems.com
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