BowFlex Inc. Files for Voluntary Chapter 11 Protection and Reaches Stalking Horse Agreement to Facilitate Sale
2024年3月5日 - 2:40PM
ビジネスワイヤ(英語)
Secured Commitment for $25 Million in
Debtor-in-Possession Financing to Continue to Fulfill Customer
Orders and Support Ordinary Course Operations
BowFlex Inc. (NYSE: BFX) (“BowFlex” or “the Company”) today
announced that it has entered into a purchase agreement with
Johnson Health Tech Retail, Inc. (the “Stalking Horse Bidder”) to
serve as the stalking horse bidder to acquire substantially all of
the assets of the Company for $37,500,000 in cash at the closing of
the transaction, less closing adjustment amounts for accounts
receivable, inventory and certain transfer taxes. In order to
facilitate the sale process, the Company and certain of its
subsidiaries have voluntarily initiated a Chapter 11 proceeding
(the “Chapter 11 Cases”) in the United States Bankruptcy Court for
the District of New Jersey (“Bankruptcy Court”), which will provide
interested parties the opportunity to submit competing offers.
Additionally, subject to court approval, the Company has secured
a $25 million facility for debtor-in-possession financing,
comprised of a $9 million revolving commitment and $16 million term
loan reflecting the roll-up of the Company’s pre-petition term
loans of approximately $16 million (the “DIP Facility”) from
Crystal Financial LLC d/b/a SLR Credit Solutions (“SLR”) and its
affiliates, subject to court approval, to enable the Company to
continue operating in a normal course and meet its financial
obligations to employees, vendors and its continued provision of
customer orders during Chapter 11 proceedings and while executing
the sale process. The DIP Facility is being provided by SLR
pursuant to an amendment (the “Amendment”) to the Company’s
existing Term Loan Credit Agreement with SLR dated November 30,
2022 (as amended, the “Credit Agreement”).
“For decades, BowFlex has empowered healthier living and enabled
consumers to reach their fitness goals with our innovative home
fitness products and individualized connected fitness experiences.
As a result of the post-pandemic environment and persistent
macroeconomic headwinds, we conducted a comprehensive strategic
review and determined this was the best path forward for our
Company,” said Jim Barr, BowFlex Inc. Chief Executive Officer. “We
are fortified by the potential partnership with Johnson Health Tech
and encouraged by the multiple parties that have indicated an
interest in bidding for our Company. Our goal is to maximize value
for our stakeholders through this process.”
The Company is seeking approval of the proposed transaction
pursuant to Section 363 of Chapter 11 of the U.S. Bankruptcy Code,
which will allow outside interested parties to submit higher or
otherwise better offers. The transaction is subject to approval by
the Bankruptcy Court and any other approvals that may be required
by law, and other customary conditions.
The Asset Purchase Agreement with the Stalking Horse Bidder (the
“Stalking Horse Asset Purchase Agreement”) provides for standard
bid protections. These protections include: (i) the reimbursement
by the Company of up to $600,000 of the Stalking Horse Bidder’s
expenses payable under specified circumstances upon a termination
of the Stalking Horse Asset Purchase Agreement; (ii) payment by the
Company of a breakup fee of 3.5% of the Purchase Price; and (iii)
the Company’s forfeiture of the $3.75 million Stalking Horse
Bidder’s deposit.
Additional information about the Chapter 11 Cases and proposed
asset sale is available online at https://dm.epiq11.com/Bowflex or by contacting the
Company’s Claims Agent, Epiq, at BowflexInc@epiqglobal.com or by calling toll-free
at (888) 311-7005 or +1 (971) 328-4573 for calls originating
outside of the U.S.
Advisors
Sidley Austin LLP and Holland & Hart LLP are serving as
legal advisors to BowFlex. FTI Consulting, Inc. and FTI Capital
Advisors LLC have been retained as financial advisor and investment
banker to BowFlex to manage the sale and auction process.
Forward-Looking Statements
This press release includes forward-looking statements
(statements which are not historical facts) within the meaning of
the Private Securities Litigation Reform Act of 1995. These
statements include, but are not limited to, express or implied
forward-looking statements relating to the Company’s statements
regarding the process and potential outcomes of the Company’s
Chapter 11 Cases, the Company’s expectations regarding the purchase
agreement and related bidding procedures and the Bankruptcy Court’s
approval thereof, and the Company’s ability to continue to operate
as usual during the Chapter 11 Cases. You are cautioned that such
statements are not guarantees of future performance and that our
actual results may differ materially from those set forth in the
forward-looking statements. All of these forward-looking statements
are subject to risks and uncertainties that may change at any time.
Factors that could cause the Company’s actual expectations to
differ materially from these forward-looking statements also
include: weaker than expected demand for new or existing products;
our ability to timely acquire inventory that meets our quality
control standards from sole source foreign manufacturers at
acceptable costs; risks associated with current and potential
delays, work stoppages, or supply chain disruptions, including
shipping delays due to the severe shortage of shipping containers;
an inability to pass along or otherwise mitigate the impact of raw
material price increases and other cost pressures, including
unfavorable currency exchange rates and increased shipping costs;
experiencing delays and/or greater than anticipated costs in
connection with launch of new products, entry into new markets, or
strategic initiatives; our ability to hire and retain key
management personnel; changes in consumer fitness trends; changes
in the media consumption habits of our target consumers or the
effectiveness of our media advertising; a decline in consumer
spending due to unfavorable economic conditions; risks related to
the impact on our business of the COVID-19 pandemic or similar
public health crises; softness in the retail marketplace;
availability and timing of capital for financing our strategic
initiatives, including being able to raise capital on favorable
terms or at all; changes in the financial markets, including
changes in credit markets and interest rates that affect our
ability to access those markets on favorable terms and the impact
of any future impairment. Additional assumptions, risks and
uncertainties that could cause actual results to differ materially
from those contemplated in these forward-looking statements are
described in detail in our registration statements, reports and
other filings with the Securities and Exchange Commission,
including the “Risk Factors” set forth in our Annual Report on Form
10-K, as supplemented by our quarterly reports on Form 10-Q. Such
filings are available on our website or at www.sec.gov. We
undertake no obligation to publicly update or revise
forward-looking statements to reflect subsequent developments,
events, or circumstances, except as may be required under
applicable securities laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20240304359573/en/
Investor Relations: John Mills ICR, LLC 646-277-1254
John.Mills@icrinc.com
Media: Edelman Smithfield
bowflex@edelmansmithfield.com
Hanna Herrin BowFlex Inc. hherrin@bowflex.com
BowFlex (NYSE:BFX)
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から 7 2024 まで 8 2024
BowFlex (NYSE:BFX)
過去 株価チャート
から 8 2023 まで 8 2024