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SUBSEQUENT EVENTS
9 Months Ended
Sep. 28, 2013
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

21.    SUBSEQUENT EVENTS

 

On October 7, 2013, the Company entered into a definitive agreement (the “Agreement”) to sell its JUICY COUTURE brandname and related intellectual property assets of Juicy Couture, Inc., a wholly-owned subsidiary of the Company (“Juicy Couture”) and certain of the Company’s other subsidiaries (the “Juicy Couture IP”), to ABG-Juicy LLC (“ABG”) for a total purchase price of $195.0 million (the “Transaction”). The Transaction closed on November 6, 2013. An additional payment may be payable to the Company in an amount of up to $10.0 million if certain conditions regarding future performance are achieved. The Juicy Couture IP is licensed back to Juicy Couture until December 31, 2014 to accommodate the wind-down of operations. Juicy Couture will pay guaranteed minimum royalties to ABG of $10.0 million during the term of the wind-down license. The Company expects to use the net cash proceeds from the sale to make an offer to holders of the Senior Notes to purchase their Senior Notes at par plus accrued and unpaid interest, in accordance with the indenture governing the Senior Notes. To the extent holders of Senior Notes do not accept the offer, the Company expects to use any remaining net cash proceeds to reduce its outstanding debt and for general corporate purposes.

 

As a result of the Transaction, the Company expects to incur estimated cash restructuring and other cash transition charges (including estimated contract termination, employee related and other costs) of $50.0 - 60.0 million. The Company also expects transaction costs, including professional fees, to approximate $10.0 million. The resulting net proceeds of this transaction are estimated at $125.0 - $135.0 million. The Company also expects to incur non-cash asset impairment charges of $30.0 - $40.0 million.

 

Effective November 6, 2013, the Company entered into an amendment to its Amended Facility to permit the Transaction and permit the Company to add back to Adjusted EBITDA such cash restructuring and transition charges associated with the Transaction in the calculation of certain covenants included in the Company’s debt and credit facilities.