Z Gallerie, LLC, a CA-based home furnishing and décor retailer with 76 stores nationwide, has filed for Chapter “22” protection in Delaware.
Committee Formation Meeting
The Committee formation meeting is set for Wednesday, March 20, 2019 at 10:00 a.m. at the Doubletree Hotel in Wilmington, DE. Be prepared for a high of 50, a low of 34, and scattered showers. (Not that the weather in LA will be much better…. a high of 66 and more showers).
How Did It Get Here?
Founded in 1979, Z Gallerie filed its first Chapter 11 case in 2009 in the aftermath of the Great Recession. At that time the original founders, the Zieden siblings, reacquired the company. In 2014, the Ziedens sold majority control of the company to its current owner, Brentwood Associates, in a $110 million leveraged buyout. Subsequently, the company’s performance declined significantly, bringing it to where we are today.
Z Gallerie is one of several recent furniture retailers to seek bankruptcy protection, including retailer The Robert Allen Group and Heritage Home Group. But unlike other retailers, Z Gallerie did not fall victim to the “retailpocolypse” but to self-inflicted wounds. The good news? Management is confident that it has addressed its operational missteps and is well on the way to turning the company around. Among the issues?
- A steep decline in revenues after the Brentwood acquisition.
- Leverage and liquidity issues.
- A failed expansion strategy.
- Delay in launching an e-commerce platform.
- The failed launch of a new distribution facility.
- The loss of a major supplier.
In 2018, the company generated more than $200 million in sales. But at the time of the filing, it had less than $2 million in cash on hand. Running out of adequate cash to fund operations, Z Gallerie approached its prepetition lenders for additional liquidity but could not secure operating funds outside of a Chapter 11 process.
Where Is It Headed?
The Plan and Sale Process
Z Gallerie has secured $28 million in DIP financing commitments, conditioned on the company moving rapidly through the bankruptcy process. To that end, Z Gallerie has already filed a “toggle plan” providing for either the marketing and sale of the company or a debt for equity swap “on terms to be determined.” The proposed timeframe is roughly as follows:
- March 25: File disclosure statement.
- April 12: Enter final DIP financing order, bid procedures order
- April 19: Term sheets due from potential buyers.
- May 7: If indications of interest are insufficient to pay off lenders, provide evidence of exit financing or execute a business plan that significantly reduces debt by aggressively shuttering stores.
- May 7: Order approving disclosure statement.
- May 16: Bid deadline.
- May 20: Auction for substantially all assets.
- May 29: Finalize asset purchase agreement.
- June 17: Enter order confirming plan or approving sale.
The plan, however, is essentially a placeholder with significant gaps to be filled in. For example, treatment of critical trade claims and general unsecured claims is “to come.”
Meanwhile, the company is seeking to close up to 17 stores and requesting approval of streamlined procedures to conduct store closing sales. It anticipates 59 go-forward locations (55 stores, two outlets, and two distribution centers).
The First Day Hearing
Z Gallerie’s financing, and other first-day relief, was approved at the first day hearing held today, Tuesday, March 12, at 3:30 p.m.