10-Q/A

UNITED STATES

 SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

(Mark One)

x        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

for the quarterly period ended August 25, 2012

OR

¨        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

for the transition period from_____________ to _____________

Commission File Number 1-8546

TRINITY PLACE HOLDINGS INC.

(Exact Name of Registrant as Specified in Its Charter)

DELAWARE	22-2465228
(State or Other Jurisdiction of	(I.R.S. Employer Identification No.)
Incorporation or Organization)
One Syms Way, Secaucus, New Jersey	07094
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code: (201) 902-9600

Former Name: Syms Corp.

Indicate by check mark whether the registrant:  (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  þ                                No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or shorter period that the registrant was required to submit and post such files).

Yes  þ                                No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.(Check One):

Large Accelerated Filer  ¨     Accelerated Filer  þ     Non-Accelerated Filer ¨     Smaller Reporting Company  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  ¨                                No  þ

At August 25, 2012, there were 14,448,188 shares outstanding of Common Stock of Syms Corp., par value $0.05 per share. At September 24, 2012, there were 16,630,554 shares outstanding of Common Stock of Trinity Place Holdings Inc., par value $0.01 per share.

Explanatory Note

The sole purpose of this Amendment No. 1 to the Quarterly Report on Form 10-Q of Trinity Place Holdings Inc. for the quarterly period ended August 25, 2012, filed with the Securities and Exchange Commission on October 9, 2012 (the “Form 10-Q”), is to furnish the Interactive Data file with detailed note tagging as Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q with detailed note tagging, formatted in XBRL (eXtensible Business Reporting Language).

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

Item 6. Exhibits.

2.1 Modified Second Amended Joint Chapter 11 Plan of Reorganization of Syms Corp. and its Subsidiaries (incorporated by reference to Exhibit 99.1 of the Form 8-K filed by the Company on September 6, 2012)*

2.2 Agreement and Plan of Merger by and between Syms Corp. and Trinity Place Holdings Inc. dated September 14, 2012 (incorporated by reference to Exhibit 2.1 of the Form 8-K12G3 filed by the Company on September 19, 2012)*

3.1 Certificate of Incorporation of Trinity Place Holdings Inc. (incorporated by reference to Exhibit 3.1 of the Form 8-K filed by the Company on September 19, 2012)*

3.2 Bylaws of Trinity Place Holdings Inc. (incorporated by reference to Exhibit 3.2 of the Form 8-K filed by the Company on September 19, 2012)*

10.1 Engagement Agreement for CEO Services, dated September 14, 2012, between Trinity Place Holdings Inc. and Esopus Creek Management LLC.*

31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange  Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*

32.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

32.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

101.INS XBRL Instance Document

101.SCH XBRL Taxonomy Extension Schema Document

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF XBRL Taxonomy Extension Definition Linkbase Document

101.LAB XBRL Taxonomy Extension Label Linkbase Document

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document

*        These exhibits were previously included or incorporated by reference in Syms Corp’s Quarterly Report on Form 10-Q for the quarterly period ended August 25, 2012, filed with the Securities and Exchange Commission on October 9, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	SYMS CORP
Date: November 5, 2012	By	/s/ Lauren Krueger
		LAUREN KRUEGER
		CHIEF EXECUTIVE OFFICER
		(Principal Executive Officer)
Date: November 5, 2012	By	/s/ Richard Pyontek
		RICHARD PYONTEK
		CHIEF FINANCIAL OFFICER
		(Principal Financial and Accounting Officer)

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Related Party Transactions (Details Textual) (USD $)	6 Months Ended
	Aug. 25, 2012
Related Party Transaction, Amounts of Transaction	$ 1,774,359
Sarbanes Oxley [Member]
Related Party Transaction, Amounts of Transaction	1,613,559
Pre Sarbanes Oxley Premiums [Member]
Related Party Transaction, Amounts of Transaction	$ 160,800

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Net loss per Share (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended	6 Months Ended
	Aug. 27, 2011	Aug. 27, 2011
Basic and diluted net loss per share:
Net loss	$ (11,546)	$ (10,072)
Average shares outstanding - basic and diluted (in shares)	14,448	14,448
Basic and diluted net loss per share (in dollars per share)	$ (0.8)	$ (0.7)

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Fair Value Measurements (Tables)

6 Months Ended

Aug. 25, 2012

Fair Value Disclosures [Abstract]

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

Assets measured at fair value on a recurring basis include the following as of August 25, 2012 and February 25, 2012 (dollars in thousands): 

Fair Value Measurement at August 25, 2012 Using:

	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Carrying Value at August 25, 2012
Cash and cash equivalents	$	7,861	$	-	$	-	$	7,861
Cash surrender value -  Officers Life Insurance	$	-	$	1,774	$	-	$	1,774

Fair Value Measurement at February 25, 2012 Using:

	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Carrying Value at February 25, 2012
Cash and cash equivalents	$	26,304	$	-	$	-	$	26,304
Cash surrender value -  Officers Life Insurance	$	-	$	1,774	$	-	$	1,774

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Income Taxes (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Aug. 25, 2012	Aug. 27, 2011	Aug. 25, 2012	Aug. 27, 2011	Feb. 25, 2012
Effective Income Tax Rate, Continuing Operations	0.00%	40.00%	0.00%	39.70%
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate			35.00%
Valuation Allowance, Amount					$ 85.1
Valuation Allowance, Deferred Tax Asset, Change in Amount			$ 4

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Financial Position

6 Months Ended

Aug. 25, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Financial Position

Note 4 – Financial Position 

The Company believes that cash provided from the monetization of its real estate and intellectual property assets should provide sufficient liquidity to fund day-to-day costs. However, if the Company is unable to monetize its assets in a reasonable period of time, as outlined in the Plan, or if the Company receives substantially less than anticipated, the Company’s ability to settle its obligations in full would be in doubt, and alternative financing could be required.

Whether there will be any excess cash proceeds generated by the monetization of the Company’s assets is subject to a number of material risks and uncertainties. If there are any excess cash proceeds, they will be used by the Company in the manner determined by the Board of Directors. There can be no assurance that there will be any excess cash proceeds, or that if there are, that they will be distributed to shareholders.

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BASIS OF PRESENTATION (Details Textual) (USD $) In Thousands, unless otherwise specified	Aug. 25, 2012	Feb. 25, 2012
Owned real estate, including air rights	$ 139,461	$ 139,631	[1]

[1] The consolidated condensed statement of net assets at February 25, 2012 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

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BASIS OF PRESENTATION (Details 1) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Aug. 25, 2012
Adjust real estate to estimated net realizable value	$ (170)
Adjust estimated lease settlement costs to net realizable value	2,825
Adjust liability to restore properties	(126)
Adjust other claims to net realizable value	(116)
Adjustments Of Assets and Liabilities To Net Realizable Value	$ 2,413

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Other Assets (Details Textual) (USD $)	Aug. 25, 2012	Feb. 25, 2012
Cash surrender value - Officers Life Insurance	$ 1,774,000	$ 1,774,000
Finite-Lived Trademarks, Net	1,500,000
Security Deposit	$ 5,600,000

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Bank Credit Facilities (Details Textual) (USD $)	3 Months Ended	6 Months Ended		3 Months Ended	6 Months Ended
	Aug. 27, 2011	Aug. 25, 2012	Aug. 27, 2011	Aug. 27, 2011 Letter Of Credit [Member]	Aug. 27, 2011 Letter Of Credit [Member]	Aug. 25, 2012 Workers Compensation [Member]	Feb. 25, 2012 Workers Compensation [Member]	Feb. 25, 2012 Merchandise [Member]
Line of Credit Facility, Initiation Date		Aug. 27, 2009
Line of Credit Facility, Maximum Borrowing Capacity		$ 75,000,000
Line of Credit Facility, Expiration Date		Aug. 27, 2012
Line Of Credit Facility Terminated Date		Nov. 18, 2011
Deferred Finance Costs, Net		1,100,000
Line of Credit Facility, Interest Rate Description		interest rate was Prime +2.50% or LIBOR +3.50%.
Line Of Credit Facility Percenatge Of Average Daily Availability Minimum		30.00%
Line Of Credit Facility Fixed Charge Coverage Ratio		1.2:1.0
Line of Credit Facility, Borrowing Capacity, Description		The "Loan Cap" for each day was an amount equal to the lesser of $75 million and the Borrowing Base for such day, plus, in each case, the outstanding principal amount of the term loan for such day.
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases		5,000,000
Line of Credit Facility, Covenant Terms		The Credit Agreement contained a financial covenant which required that the Borrowers maintain at all times unutilized borrowing capacity under the Credit Agreement in an amount of not less than 10% of the Borrowing Base described above (or $7.5 million, whichever is less).
Line Of Credit Facility Percentage Of Unutilized Borrowing Capacity Minimum		10.00%
Line Of Credit Facility Unutilized Borrowing Capacity Minimum		7,500,000
Line of Credit Facility, Amount Outstanding						1,100,000	1,100,000	200,000
Interest expense, net	$ 325,000		$ 780,000	$ 300,000	$ 800,000

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New Accounting Pronouncements

6 Months Ended

Aug. 25, 2012

New Accounting Pronouncements and Changes In Accounting Principles [Abstract]

New Accounting Pronouncements

Note 3 – New Accounting Pronouncements

There are no proposed or recently issued accounting standards that are expected to have a material impact on the Company.

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Pension Plan (Details Textual) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Aug. 25, 2012	Feb. 25, 2012
Defined Benefit Pension Plan Liabilities, Current	$ 7.9	$ 7.9
Defined Benefit Plan, Cost of Providing Special or Contractual Termination Benefits Recognized During Period	15
Multiemployer Plan Liabilities	6.4	6.4
Defined Benefit Pension Plan Minimum Funding Requirements	$ 0.7

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Disposition of Assets and Other Expense (Details Textual) (USD $) In Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Aug. 27, 2011	Aug. 27, 2011
Loss (gain) on disposition of assets	$ 364	$ (6,077)

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CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN NET ASSETS (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Aug. 25, 2012	May 26, 2012
Net Assets (liquidation basis available to common shareholders)	$ 16,786	$ 21,183	[1]
Adjustment to fair value of assets and liabilities	1,792	621
Adjustment to accrued costs of liquidation	(5,016)	(5,018)
Subtotal	(3,224)	(4,397)
Net Assets (liquidation basis available to common shareholders)	$ 13,562	$ 16,786

[1] The consolidated condensed statement of net assets at February 25, 2012 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

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The Company

6 Months Ended

Aug. 25, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

The Company

Note 1 – The Company

As further described below, the predecessor to Trinity Place Holdings Inc. (“Trinity” or the “Company”), Syms Corp. (“Syms”), together with its subsidiaries, filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code (“Bankruptcy Code” or “Chapter 11”) in the United States Bankruptcy Court for the District of Delaware (the “Court”) and as of August 25, 2012 were operating as “debtors-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. On August 30, 2012, the Court entered an order confirming the Modified Second Amended Joint Chapter 11 Plan of Reorganization of Syms Corp. and Its Subsidiaries (the “Plan”). On September 14, 2012, the Plan became effective and Syms and its subsidiaries consummated their reorganization under Chapter 11 through a series of transactions contemplated by the Plan and emerged from bankruptcy. As part of those transactions, reorganized Syms merged with and into Trinity, with Trinity as the surviving corporation and successor issuer pursuant to Rule 12g-3 under the Securities Exchange Act of 1934 (the “Exchange Act”).

Overview. Prior to filing for bankruptcy, Syms and its wholly-owned subsidiary, Filene’s Basement, LLC (“Filene’s,” “Filene’s, LLC” or “Filene’s Basement”), collectively owned and operated a chain of 46 “off-price” retail stores under the “Syms” name (which were owned and operated by Syms) and “Filene’s Basement” name (which were owned and operated by Filene’s, LLC). The stores were located in the United States throughout the Northeastern and Middle Atlantic regions and in the Midwest, Southeast and Southwest. Each Syms and Filene’s Basement store offered a broad range of first quality, in-season merchandise, bearing nationally recognized designer or brand-name labels for men, women and children at prices substantially lower than those generally found in department and specialty stores. On June 18, 2009, the Company’s wholly-owned subsidiary, SYL, LLC, which became known as Filene’s Basement, LLC, acquired certain real property leases, inventory, equipment and other assets of Filene’s Basement Inc. (“Filene’s Inc.” or “Filene’s Basement Inc.”), then a Chapter 11 debtor-in-possession operating a retail clothing chain, pursuant to an auction conducted in accordance with section 363 of the Bankruptcy Code. As a result, Filene’s, LLC thereafter operated 21 Filene’s Basement stores then located in the Northeastern, Middle Atlantic, Midwest and Southeast regions until Filene’s, LLC itself became a Chapter 11 debtor, along with Syms, and discontinued its retail operations on or about December 31, 2011. In addition, Syms owned and operated five co-branded Syms/Filene’s Basement stores. Syms and Filene’s, LLC operated in a single operating segment – the “off-price” retail stores segment.

The discussion below is herein presented on a consolidated basis and includes information regarding the Company and Filene’s, LLC, which was a wholly-owned subsidiary of Syms at August 25, 2012, and is currently a wholly-owned subsidiary of Trinity.

Chapter 11 Cases. Syms and its subsidiaries filed voluntary petitions for reorganization relief under Chapter 11 in the Court on November 2, 2011 and were operating as “debtors-in-possession” through September 14, 2012, at which time the Plan became effective and reorganized Syms merged with and into Trinity. The following discussion provides general background information regarding the Chapter 11 cases as relevant to the consolidated condensed financial statements of the Company and its subsidiaries and is not intended to be an exhaustive summary. Additional information, including access to Court documents and other general information about the Chapter 11 cases, is available online at www.kccllc.net/filenes. Financial information available on that website generally is prepared according to requirements of federal bankruptcy law. While such financial information accurately reflects information required under federal bankruptcy law, such information may be unconsolidated, unaudited, and prepared in a format different from that used in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and filed under the U.S. securities laws. Moreover, the materials filed with the Court were not prepared for the purpose of providing a basis for an investment decision or for comparison with other financial information filed with the U.S. Securities and Exchange Commission (the “SEC”).

Commencement of Cases

On November 2, 2011 (the “Petition Date”), Syms and its subsidiaries (collectively, the “Debtors”) filed voluntary petitions for reorganization under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the “Chapter 11 Filings”). The Court jointly administered these cases as “In re: Filene’s Basement, L.L.C., et al, Case No. 11-13511 (KJC).”

Certain Court Orders

On the Petition Date, the Debtors filed various motions with the Court requesting permission to continue operating various aspects of their business as the Debtors wound down their retail operations. The Debtors were granted authority to continue honoring their obligations to their employees and customers; to continue paying their tax obligations in the ordinary course; and to continue operating their existing cash management system in the ordinary course.

The Office of the United States Trustee thereafter appointed two statutory committees in these Chapter 11 cases (together, the “Committees”): an Official Committee of Unsecured Creditors (the “Creditors Committee”), charged with a fiduciary duty to represent the interests of the Debtors’ unsecured creditors, and an Official Committee of Syms’ Equity Security Holders (the “Equity Committee”), charged with a fiduciary duty to represent the interests of Syms’ shareholders.

Activity During the Chapter 11 Cases

Store Closing Sales. Immediately upon filing their Chapter 11 petitions, the Debtors sought Court approval to conduct going-out-of-business sales with the assistance of a liquidation agent. On November 16, 2011, the Court entered an order that authorized the Debtors to enter into an agency agreement with a joint venture between Gordon Brothers Retail Partners, LLC and Hilco Merchant Resources, LLC as liquidation agent to commence the store closing sales at the Debtors’ then remaining 41 store locations. The Court further authorized the Debtors to assume an agency agreement that they had entered into prior to filing the Chapter 11 cases with respect to five Filene’s Basement retail locations and to continue store closing sales that had been commenced at those locations.

The commencement of the Chapter 11 cases and the store closing sales were timed to coincide with the holiday shopping season so that the Debtors could have the benefit of, among other things, the “Black Friday” shopping weekend after the Thanksgiving holiday. The Debtors sold virtually all their inventory and much of their furniture, fixtures and equipment during the store closing process. The sales concluded across their various locations in the last days of December 2011. On or about December 31, 2011, the Debtors had ceased retail operations at all of their stores and vacated all their leased retail store and distribution center locations.

Leased Real Estate Matters. As of the Petition Date, the Debtors were lessees under thirty-five commercial real estate leases. The Debtors, with the assistance of the Committees, developed a process for marketing those leases in an effort to sell them or to terminate one or more of them with the agreement of their landlords in order to minimize costs and claims under such leases. On December 16, 2011, the Court entered an order that approved the Debtors’ proposed procedures for the disposition of their leases. Hilco Real Estate, LLC was retained to assist the Debtors, and conducted an extensive lease marketing process.

The marketing process resulted in the sale of the Debtors’ interest in, or consensual termination of, certain of the Debtors’ leases. The Debtors rejected several other leases effective as of December 31, 2011. Under the Bankruptcy Code, when a debtor rejects a real estate lease, the rejection is considered a breach that gives rise to a claim for breach by the landlord against the debtor. However, the Bankruptcy Code imposes certain caps on the maximum amount of breach claims that a landlord may assert.

Treatment of Prepetition Claims. Under section 362 of the Bankruptcy Code, actions to collect most of a debtor’s prepetition liabilities, including payments owing to vendors in respect of goods furnished and services provided prior to the petition date, are automatically stayed, and other prepetition contractual obligations of the debtor generally may not be enforced. 

The stay of proceedings provisions of section 362 of the Bankruptcy Code also apply to actions to collect prepetition indebtedness or to exercise control over the property of the debtor’s estate. Claims against the Debtors’ were subject to compromise and will be treated in accordance with the Plan, as described below.

Contract Rejection and Assumption Process. Section 365 of the Bankruptcy Code permits a debtor to assume, assume and assign, or reject certain prepetition executory contracts subject to the approval of the bankruptcy court and certain other conditions. Rejection constitutes a court-authorized breach of the contract in question and, subject to certain exceptions, relieves the debtor of its future obligations under such contract but creates a deemed prepetition claim for damages caused by such breach or rejection. Parties whose contracts are rejected may file claims against the rejecting debtor for damages. Generally, the assumption, or assumption and assignment, of an executory contract requires the debtor to cure all prior defaults under such executory contract and to provide adequate assurance of future performance. In this regard, the Company expects that additional liabilities subject to compromise and resolution in the Chapter 11 cases may arise as a result of damage claims created by the Debtors’ rejection of executory contracts. Conversely, the Company would expect that the assumption of certain executory contracts may convert existing liabilities shown as subject to compromise to liabilities not subject to compromise in future financial statements. Due to the uncertain nature of many of the potential claims, the Company is unable to project the magnitude of such claims with any degree of certainty at this time.

Costs. The Debtors incurred significant costs associated with the reorganization for professional fees for advisors to the Debtors, and to other stakeholders in the Chapter 11 cases.

Case Resolution

Chapter 11 Plan. The Plan, which was co-proposed by the Debtors and the Equity Committee (together, the “Plan Proponents”), was filed with the Court on May 24, 2011. The Plan was subsequently amended, including on July 27, 2012 with the support of the Creditors Committee. The Plan sets forth the manner in which claims against and equity interests in the Debtors are to be treated following the conclusion of the Chapter 11 cases. As of August 25, 2012, the Plan Proponents and the Creditors’ Committee were awaiting an order from the Court confirming the Plan.On August 30, 2012, the Court entered an order confirming the Plan, and the Plan became effective on September 14, 2012.

Upon the effective date of the Plan and pursuant to its terms, Syms and its subsidiaries were reorganized and, subject to the obligations under the Plan, were discharged of all claims. To effect the reorganization, Syms was reincorporated in Delaware by way of a merger with and into Trinity. As a result of the merger, each share of Syms was converted into one share of Trinity. Under the Plan, Trinity will attempt to monetize its real estate assets over time in a manner intended to maximize their value for the benefit of creditors and shareholders, as further described below. Under the Plan, Syms creditors holding allowed claims are entitled to payment of those claims in full. The Plan also provides for Filene’s, LLC creditors to receive recoveries from the monetization of certain of Trinity’s assets. Filene’s, LLC short-term creditors are entitled to payment in full on their allowed claims and Filene’s, LLC long-term creditors with allowed claims are entitled to a recovery of 75% on their claims.

The Company continues to make progress in the reconciliation and settlement of various classes of claims associated with the discharge of liabilities subject to compromise pursuant to the Plan. Following emergence from Chapter 11, the Company paid approximately $9.7 million in allowed administrative claims and, as of October 1, 2012, has reserved approximately $21.7 million for other administrative claims, including professional fees. Due to the significant number of claims filed, it is premature to estimate with any degree of accuracy the ultimate allowed amount of claims under the Plan. The claims reconciliation process may result in material adjustments to current estimates of allowable claims.

Trinity’s current business plan includes the monetization of 16 commercial real estate properties and the development of 28-42 Trinity Place in Lower Manhattan. Trinity also plans to explore the licensing of its intellectual property, including its rights to the Filene’s Basement trademark, the Stanley Blacker and Maine Bay brands, and the intellectual property associated with the well-known Running of the Brides event and An Educated Consumer is Our Best Customer slogan.

Rights Offering and Redemption. In connection with proposal of the Plan, Syms entered into an Equity Commitment Agreement (the “ECA”) among (i) Syms, (ii) Marcy Syms, (iii) the Laura Merns Living Trust, (iv) the Marcy Syms Revocable Living Trust, as amended (the “Marcy Syms Trust” and, together with Marcy Syms and the Laura Merns Living Trust, the “Majority Shareholder”) and (v) the certain specified members of the Equity Committee and their affiliates (the “Backstop Parties”). The ECA provided that, pursuant to and upon the effective date of the Plan, the Majority Shareholder would sell all of its shares of Syms common stock to Syms at a price of $2.49 per share. Accordingly, on September 14, 2012, immediately following the effectiveness of the Plan, the Majority Shareholder sold all of its 7,857,794 shares of common stock to Syms. Payment for the shares will be made to the Majority Shareholder in accordance with the Plan as Trinity’s real estate assets are monetized. Because the sale occurred after August 25, 2012, the shares of the Majority Shareholder were counted as outstanding shares as of August 25, 2012.

In connection with the ECA and pursuant to the Plan, Syms offered to sell to existing shareholders other than the Majority Shareholder, who qualified as “accredited investors” within the meaning of Regulation D under the Exchange Act, the right to purchase 10,040,160 new shares of Syms at a price equal to $2.49 per share, or approximately $25 million in the aggregate (the “Rights Offering”). Pursuant to the ECA, the Backstop Parties agreed to purchase each of their pro rata share of the new shares made available in the Rights Offering, as well as new shares that were not subscribed for by other shareholders in the Rights Offering. Accordingly, on September 14, 2012, immediately following the effectiveness of the Plan, Syms sold the 10,040,160 shares of common stock pursuant to the Rights Offering. As of August 25, 2012, the Rights Offering had not yet closed, and the shares sold in the Rights Offering were therefore not reflected as outstanding shares as of August 25, 2012.

The foregoing descriptions of certain transactions contemplated by the ECA and the Plan are summaries only and do not purport to be complete and are qualified, in all respects, by the actual provisions of the ECA, the Plan and related documents.

General Information about Syms and Trinity. Syms was incorporated in New Jersey in 1983. Trinity was incorporated in Delaware immediately prior to the effective date of the Plan. Syms maintained its headquarters at One Syms Way, Secaucus, New Jersey 07094, and the telephone number was (201) 902-9600. Trinity is now using the same headquarters and telephone number.

Unless otherwise noted, and notwithstanding that Syms merged into Trinity on September 14, 2012, references to the “Company”, “we” or “our” relate to Syms prior to the merger and to Trinity following the merger. In each case, such references also include Filene’s, LLC, a wholly-owned subsidiary of each of Syms and Trinity. The Company’s fiscal year ends on the Saturday closest to the last day of February each year.

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Share Based Compensation (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	6 Months Ended	12 Months Ended
	Aug. 25, 2012	Feb. 25, 2012
Number of Options, Outstanding February 25, 2012 (in shares)	98
Number of Options, Options outstanding at August 25, 2012 (in shares)	98	98
Number of Options, Options exercisable at August 25, 2012 (in shares)	98
Weighted Average Exercise Price, Outstanding February 25, 2012 (in dollars per share)	$ 15.01
Weighted Average Exercise Price, Options outstanding at August 25, 2012 (in dollars per share)	$ 15.01	$ 15.01
Weighted Average Exercise Price Options exercisable at August 25, 2012 (in dollars per share)	$ 15.01
Weighted Average Remaining Contracted Term, Outstanding (in years)	2 years 10 months 24 days	3 years 3 months 18 days
Weighted Average Remaining Contracted Term, Options exercisable at August 25, 2012 (in years)	2 years 10 months 24 days
Aggregate Intricate Value, Outstanding February 25, 2012	$ 0
Aggregate Intricate Value, Options outstanding at August 25, 2012	0	0
Aggregate Intricate Value, Options exercisable at August 25, 2012	$ 0

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BASIS OF PRESENTATION (Tables)

6 Months Ended

Aug. 25, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Schedule of Accrued Liabilities [Table Text Block]

Significant estimates and judgment are required to determine the accrued costs of liquidation. Syms and Filene’s accrued costs expected to be incurred in liquidation and recorded payments made related to the accrued liquidation costs are as follows (in thousands):

	Balance								Balance
	February 25,		Adjustments						August 25,
Estimated Costs of Liquidation	2012		to Reserves			Payments			2012
Real estate related carrying costs	$	7,650	$	(91	)	$	(2,155	)	$	5,404
Professional fees		22,920		8,498			(11,736	)		19,682
Payroll related costs		1,577		956			(1,899	)		634
Other		169		671			(740	)		100
	$	32,316	$	10,034		$	(16,530	)	$	25,820

Schedule Of Adjustments Of Assets and Liabilities To Net Realizable Value Disclosure [Table Text Block]

The following table summarizes adjustments to Net Realizable Value and Net Settlement Amount under the liquidation basis of accounting during the twenty-six week period ended August 25, 2012 (in thousands):

Adjustments of Assets and Liabilities to Net Realizable Value	February 26, 2012 through August 25, 2012
Adjust real estate to estimated net realizable value	$	(170	)
Adjust estimated lease settlement costs to net realizable value		2,825
Adjust liability to restore properties		(126	)
Adjust other claims to net realizable value		(116	)
	$	2,413

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Share Based Compensation (Details Textual)	6 Months Ended
	Aug. 25, 2012
Stock Option Plan [Member]
Share-Based Compensation Arrangement By Share-Based Payment Award, Number Of Shares Authorized (in shares)	1,500,000
Share-Based Compensation Arrangement By Share-Based Payment Award, Award Vesting Period (in years)	10 years
Stock Option Plan [Member] | Optionee Holds More Than 10 % [Member]
Share-Based Compensation Arrangement By Share-Based Payment Award, Purchase Price Of Common Stock, Percent	110.00%
Share-Based Compensation Arrangement By Share-Based Payment Award, Award Vesting Period (in years)	5 years
Stock Option Plan 2005 [Member]
Share-Based Compensation Arrangement By Share-Based Payment Award, Number Of Shares Authorized (in shares)	850,000
Share-Based Compensation Arrangement By Share-Based Payment Award, Award Vesting Period (in years)	10 years
Stock Option Plan 2005 [Member] | Optionee Holds More Than 10 % [Member]
Share-Based Compensation Arrangement By Share-Based Payment Award, Purchase Price Of Common Stock, Percent	110.00%
Share-Based Compensation Arrangement By Share-Based Payment Award, Award Vesting Period (in years)	5 years

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Share Based Compensation (Tables)

6 Months Ended

Aug. 25, 2012

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

Stock option activity during the period ended August 25, 2012 is as follows:

(In thousands, except per share amounts)
 

					Weighted
			Weighted		Average
			Average		Remaining		Aggregate
	Number		Exercise		Contracted		Intricate
	of Options		Price		Term (years)		Value
Outstanding  February 25, 2012		98	$	15.01		3.3		-
Options outstanding at August 25, 2012		98	$	15.01		2.9		-
Options exercisable at August 25, 2012		98	$	15.01		2.9		-

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BASIS OF PRESENTATION

6 Months Ended

Aug. 25, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

BASIS OF PRESENTATION

NOTE 2 – BASIS OF PRESENTATION

Going Concern Basis of Accounting

The consolidated condensed financial statements for the thirteen and twenty-six week periods ended August 27, 2011 were prepared on the going concern basis of accounting, which contemplated realization of assets and satisfaction of liabilities in the normal course of business. In the opinion of management, the accompanying Statements of Operations for the thirteen and twenty-six week periods ended August 27, 2011 and Statement of Cash Flows for the twenty-six week period ended August 27, 2011 contain all adjustments, including normal recurring adjustments, necessary to present a fair statement of interim results.

Liquidation Basis of Accounting

The liquidation basis of accounting is appropriate when the liquidation of a company appears imminent and the net realizable value of its assets is reasonably determinable. Under this basis of accounting, assets and liabilities are stated at their net realizable value and estimated costs over the anticipated period of liquidation are accrued to the extent reasonably determinable.

Significant estimates and judgment are required to determine the accrued costs of liquidation. Syms and Filene’s accrued costs expected to be incurred in liquidation and recorded payments made related to the accrued liquidation costs are as follows (in thousands):

	Balance								Balance
	February 25,		Adjustments						August 25,
Estimated Costs of Liquidation	2012		to Reserves			Payments			2012
Real estate related carrying costs	$	7,650	$	(91	)	$	(2,155	)	$	5,404
Professional fees		22,920		8,498			(11,736	)		19,682
Payroll related costs		1,577		956			(1,899	)		634
Other		169		671			(740	)		100
	$	32,316	$	10,034		$	(16,530	)	$	25,820

The assumptions underlying the estimated accrued costs of liquidation of $25.8 million as of August 25, 2012 do not contemplate any changes resulting from the Plan, which was confirmed by the Court on August 30, 2012, as described in Note 1. Such changes related to the Plan could have a material effect on the amount of estimated accrued costs recorded starting in the quarter ended November 24, 2012.

Syms reviewed all operating expenses and contractual commitments such as payroll and related expenses, lease terminations cost, owned property carrying costs and professional fees to determine the estimated costs to be incurred during the liquidation period. The liquidation period, as recorded at February 25, 2012, which was anticipated to conclude in August 2012, was amended to conclude in September 2012. The following discussion explains the adjustments to the costs of liquidation reserves as recorded during the twenty-six weeks ended August 25, 2012.

Adjustments to reduce the reserve for real estate carrying costs by approximately $0.1 million were recorded during the twenty-six week period ended August 25, 2012. The adjustments were the result of estimated expenses being greater than actual costs incurred, partially offset by the impact of the additional month included in the anticipated liquidation period.

Adjustments to increase the reserve for professional fees by approximately $8.5 million were recorded during the twenty-six week period ended August 25, 2012. This reflects the costs of Debtors’, the Creditors Committee’s and the Equity Committee’s advisors and the hiring of a fee examiner. The budget increased due to the complexities of litigating the estate and the impact of the additional month included in the anticipated liquidation period.

Adjustments to increase the reserve for payroll and related liquidation expenses by approximately $1.0 million were recorded during the twenty-six week period ended August 25, 2012 primarily as a result of the additional month included in the anticipated liquidation period.

Adjustments To Fair Value of Assets and Liabilities

The following table summarizes adjustments to Net Realizable Value and Net Settlement Amount under the liquidation basis of accounting during the twenty-six week period ended August 25, 2012 (in thousands):

Adjustments of Assets and Liabilities to Net Realizable Value	February 26, 2012 through August 25, 2012
Adjust real estate to estimated net realizable value	$	(170	)
Adjust estimated lease settlement costs to net realizable value		2,825
Adjust liability to restore properties		(126	)
Adjust other claims to net realizable value		(116	)
	$	2,413

The assumptions underlying the estimated net realizable value of assets and the estimated net settlement amount of liabilities as of August 25, 2012 do not contemplate any changes that may result from the Plan, which was confirmed by the Court on August 30, 2012, as described in Note 1. Such changes related to the Plan could have a material effect on the net realizable value of assets and the net settlement amount of liabilities recorded starting in the quarter ended November 24, 2012.

Real Estate - The net realizable value of real estate assets was adjusted downward in the aggregate by approximately $0.2 million to reflect the revised estimates of management and third party real estate experts as of August 25, 2012. The basis for determining the estimated net realizable values took into consideration many factors which are difficult to predict, including but not limited to local market conditions, vacancy rates, redevelopment opportunities, investor types/profiles, and anticipated timing of sale transactions. Based on management’s weighting of the likelihood of each alternative being achieved, an estimated net realizable value of $139.5 million was recorded. While this amount represents management’s best estimate at the time of finalizing the accompanying statement of net assets, the amount ultimately realized in the sale of the real estate could materially differ from this estimate.

Lease settlement costs - Lease settlement costs have decreased by $2.8million due to reductions from 12 locations.

Liability to restore properties - It has been estimated that an additional $0.1 million will be needed for the roof repair at the Houston, Texaslocation.

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CONSOLIDATED CONDENSED STATEMENTS OF NET ASSETS (USD $) In Thousands, unless otherwise specified	Aug. 25, 2012	Feb. 25, 2012
ASSETS
Cash and cash equivalents	$ 7,861	$ 26,304	[1]
Receivables	1,184	2,716	[1]
Prepaid expenses and other assets	8,890	9,533	[1]
Owned real estate, including air rights	139,461	139,631	[1]
TOTAL ASSETS	157,396	178,184	[1]
LIABILITIES
Accounts payable	27,563	30,556	[1]
Accrued expenses	32,122	32,975	[1]
Accrued liquidation costs	25,820	32,316
Other liabilities, primarily lease settlement costs	53,722	56,547	[1]
Obligations to customers	4,607	4,607	[1]
TOTAL LIABILITIES	143,834	157,001	[1]
Net assets (liquidation basis - available to common shareholders)	$ 13,562	$ 21,183	[1]

[1] The consolidated condensed statement of net assets at February 25, 2012 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

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Fair Value Measurements

6 Months Ended

Aug. 25, 2012

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 12 – Fair Value Measurements

ASC Subtopic 820-10 defines fair value, establishes a framework for measuring fair value and expands the related disclosure requirements. ASC 820-10 indicates, among other things, that a fair value measurement assumes a transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. Prior to adopting liquidation basis accounting on October 30, 2011, Syms did not have any non-financial assets or liabilities that are required to be measured at fair value on a recurring basis.

In order to increase consistency and comparability in fair value measurements, ASC 820-10 establishes a hierarchy for observable and unobservable inputs used to measure fair value into three broad levels, which are described below.

· Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.

· Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

· Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. Assets measured at fair value on a recurring basis include the following as of August 25, 2012 and February 25, 2012 (dollars in thousands): 

Fair Value Measurement at August 25, 2012 Using:

	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Carrying Value at August 25, 2012
Cash and cash equivalents	$	7,861	$	-	$	-	$	7,861
Cash surrender value -  Officers Life Insurance	$	-	$	1,774	$	-	$	1,774

Fair Value Measurement at February 25, 2012 Using:

	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Carrying Value at February 25, 2012
Cash and cash equivalents	$	26,304	$	-	$	-	$	26,304
Cash surrender value -  Officers Life Insurance	$	-	$	1,774	$	-	$	1,774

Additionally, on a nonrecurring basis, prior to adopting liquidation basis accounting, the Company used fair value measures when analyzing asset impairment. Long-lived assets were reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If it is determined that such indicators are present and the review indicates that the assets will not be fully recoverable, based on undiscounted estimated cash flows over the remaining amortization periods, their carrying values are reduced to estimated fair value. During the thirteen and twenty-six week periods of fiscal 2011, the Company recorded no asset impairment charges. Measurements based on undiscounted cash flows are considered to be Level 3 inputs.

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DOCUMENT AND ENTITY INFORMATION	6 Months Ended
	Aug. 25, 2012	Sep. 24, 2012
Entity Registrant Name	Trinity Place Holdings Inc.
Entity Central Index Key	0000724742
Current Fiscal Year End Date	--03-02
Entity Filer Category	Accelerated Filer
Trading Symbol	tphs
Entity Common Stock Shares Outstanding		16,630,554
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Aug. 25, 2012
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2013

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Related Party Transaction

6 Months Ended

Aug. 25, 2012

Related Party Transactions [Abstract]

Related Party Transaction

Note 13 – Related Party Transactions

As discussed in Note 1, all shares of Company common stock owned by the Majority Shareholder were redeemed by the Company on September 14, 2012 immediately following the effectiveness of the Plan.

In addition, as part of the Plan, Marcy Syms agreed to repay the Company $1,613,559 for all premiums paid by the Company on her behalf after the adoption of the Sarbanes-Oxley Act of 2002, as well as $160,800 for the net present value of pre-Sarbanes-Oxley premiums, for a total of $1,774,359. At August 25, 2012, the value of these premiums was recorded as an asset and included in prepaid expenses and other assets on the statement of net assets. This amount will be an offset against the payment due under the Plan to the Majority Shareholder (i.e., Marcy Syms and her related trusts) on account of the redemption of the Majority Shareholder’s shares of Company common stock referred to above.

Ms. Syms, the Company and Filene’s, LLC also entered into an agreement in connection with the Plan whereby all rights to the commercial use of the “Syms” name and to any images of Ms. Syms and her family members were assigned to Ms. Syms.

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CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended	6 Months Ended
	Aug. 27, 2011	Aug. 27, 2011
Net sales	$ 86,319	$ 191,674
Cost of goods sold	54,519	115,232
Gross profit	31,800	76,442
Expenses:
Selling, general and administrative	27,232	54,291
Advertising	746	2,014
Occupancy, net	17,133	33,332
Depreciation and amortization	3,744	7,292
Other expense	1,500	1,500
Loss (gain) on disposition of assets	364	(6,077)
Total operating expenses	50,719	92,352
Loss from operations	(18,919)	(15,910)
Interest expense, net	325	780
Loss before income taxes	(19,244)	(16,690)
Income tax benefit	(7,698)	(6,618)
Net loss	$ (11,546)	$ (10,072)
Net loss per share - basic and diluted (in dollars per share)	$ (0.8)	$ (0.7)
Weighted average shares outstanding - basic and diluted (in shares)	14,448	14,448

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Pension Plan

6 Months Ended

Aug. 25, 2012

Compensation and Retirement Disclosure [Abstract]

Pension Plan

Note 7 – Pension Plan 

Syms sponsored a defined benefit pension plan for certain eligible employees not covered under a collective bargaining agreement. Participation in, and accrual of benefits under, the pension plan was frozen effective December 31, 2006. As of August 25, 2012 and February 25, 2012, the Company had recorded a liability of $7.9 million within accrued expenses which represents the estimated cost to the Company of terminating the plan in a standard termination, which would require the Company to make additional contributions to the plan so that the assets of the plan are sufficient to satisfy all benefit liabilities. The Company had contemplated other courses of action, including a distress termination, whereby the Pension Benefit Guarantee Corporation (“PBGC”) takes over the plan. On February 27, 2012, the Company notified PBGC and other affected parties of its consideration to terminate the plan in a distress termination. However, the estimated total cost associated with a distress termination was approximately $15 million. As a result of the cost savings associated with the standard termination approach, the Company has elected not to terminate the plan in a distress termination and has formally notified the PBGC of this decision. Although the Company has accrued the liability associated with a standard termination, it has not taken any steps to commence such a termination and has made no commitment to do so by a certain date.

Certain employees covered by collective bargaining agreements participate in multiemployer pension plans. Syms ceased to have an obligation to contribute to these plans in 2012, thereby triggering a complete withdrawal from the plans within the meaning of section 4203 of the Employee Retirement Income Security Act of 1974, as amended. Consequently, the Company is subject to the payment of a withdrawal liability to these pension funds. The additional costs have been estimated at approximately $6.4 million for the multiemployer pension plans, which is reflected in accrued expenses as of August 25, 2012 and February 25, 2012. The withdrawal liability is only an estimate at this time and may or may not result in higher costs when the actuarial valuation for the most recent plan year (2012) is completed.

In accordance with minimum funding requirements, the Company paid approximately $0.7 million to the plans subsequent to August 25, 2012.

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Bank Credit Facilities

6 Months Ended

Aug. 25, 2012

Debt Disclosure [Abstract]

Bank Credit Facilities

Note 6 – Bank Credit Facilities 

On August 27, 2009, the Company entered into a secured $75 million revolving credit agreement, which was set to expire on August 27, 2012. That credit agreement, which was amended as of January 7, 2011, March 8, 2011 and June 16, 2011, was among Syms as Lead Borrower, Filene’s, LLC (together with the Lead Borrower, collectively the “Borrowers”), the guarantors named therein, the lenders party thereto and Bank of America, N.A., as Administrative Agent and Collateral Agent (the “Credit Agreement”). Subsequent to the Chapter 11 Filings, the Credit Agreement was paid off and terminated on November 18, 2011.

Availability under the Credit Agreement was based on a borrowing base consisting generally of certain inventory, credit card receivables, mortgaged real estate and cash collateral (the “Borrowing Base”). In connection with the Credit Agreement, the Company recognized approximately $1.1 million of deferred financing costs, which were being amortized over the term of the agreement. The Credit Agreement bore interest at various rates depending on availability under a formula set forth in the Credit Agreement. As of November 18, 2011, the date on which the Credit Agreement was paid off, the interest rate was Prime +2.50% or LIBOR +3.50%. In addition, the Borrowers were subject to certain negative covenants customary for credit facilities of this size, type and purpose. These covenants restricted or limited, among other things, their ability to incur additional indebtedness, grant liens on their assets, dispose of assets, make acquisitions and investments, merge, dissolve or consolidate and pay dividends, redeem equity and make other restricted payments.

The Credit Agreement set forth financial conditions which were required in order for a Borrower (i) to (a) acquire a controlling interest in another entity, all or substantially all of the assets of another entity or a business unit of another entity; (b) enter into a merger or consolidation having the same effect; or (c) acquire additional store locations from another entity; (ii) to purchase, redeem or otherwise acquire equity interests issued by it or (iii) to make a voluntary prepayment, repurchase, redemption or defeasance of indebtedness permitted by the Credit Agreement (other than indebtedness subordinated to the indebtedness under the Credit Agreement). These conditions required that:

(i) No default exist under the Credit Agreement;

(ii) After giving effect to the contemplated transaction, Average Daily Availability for each month during the 12 months following such transaction be at least equal to 30% of the Loan Cap; and

(iii) The consolidated fixed charge coverage ratio, after giving pro forma effect to such transaction for the 12 months prior to such transaction be at least 1.2:1.0.

“Average Daily Availability” was computed for each month as follows: (a) for each day during such month the excess of the Loan Cap at the close of business over the outstanding principal amount of the loans and letter of credit obligations at the close of business is determined, (b) the sum of the figures resulting from the computations in clause (a) was determined and (c) such sum was divided by the number of days in such month.

The “Loan Cap” for each day was an amount equal to the lesser of $75 million and the Borrowing Base for such day, plus, in each case, the outstanding principal amount of the term loan for such day.

Determination of whether the second or third condition described above was satisfied required the Borrowers to give effect to the contemplated transaction. Thus, unless and until a specific transaction was proposed, no calculation was required or could be made with respect to these conditions.

In addition, the restriction on indebtedness provided for an availability of up to $5.0 million at any time outstanding for indebtedness incurred to acquire fixed or capital assets, as well as customary carve-outs for existing debt, intercompany debt, guaranties in favor of suppliers and the like.

The Credit Agreement contained a financial covenant which required that the Borrowers maintain at all times unutilized borrowing capacity under the Credit Agreement in an amount of not less than 10% of the Borrowing Base described above (or $7.5 million, whichever is less).

The Credit Agreement had sub-limits for letters of credit (“LCs”), which, when utilized, reduced availability under the Credit Agreement. As of August 25, 2012, Syms had no outstanding debt under this facility as it had repaid all its obligations and terminated its Credit Agreement with Bank of America as of November 18, 2011.

At August 25, 2012 and February 25, 2012 the Company had an outstanding LC of $1.1 million for a worker’s compensation and general liability insurance standby LC, which was cash collateralized. Also at February 25, 2012 the Company had an outstanding standby LC of $0.2 million for merchandise, which was cash collateralized.
 

The Company had no interest charges for the thirteen and twenty-six week periods ended August 25, 2012. Total interest charges incurred for the thirteen and twenty six week period ended August 27, 2011 were $0.3 million and $0.8 million, respectively. There was no capitalized interest for thirteen or twenty-six week periods ended August 25, 2012 or August 27, 2011.

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Net loss per Share (Tables)

6 Months Ended

Aug. 25, 2012

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The following table sets forth basic and diluted average shares and the related net loss per share:

	For the Thirteen			For the Twenty-Six
	Weeks Ended			Weeks Ended
	August 27, 2011			August 27, 2011
	(in thousands, except per share amounts)
	(Unaudited)
Basic and diluted net loss per share:
Net loss	$	(11,546	)	$	(10,072	)
Average shares outstanding –  basic and diluted		14,448			14,448
Basic and diluted net loss per share	$	(0.80	)	$	(0.70	)

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Disposition of Assets and Other Expense

6 Months Ended

Aug. 25, 2012

Other Income and Expenses [Abstract]

Disposition of Assets and Other Expense

Note 14–Disposition of Assets and Other Expense

There was no gain or loss on disposition of assets for the thirteen and twenty-six week periods ended August 25, 2012. Gain on disposition of assets for the thirteen weeks ended August 27, 2011 was $0.4 million and was primarily from the sale of the North Randall, OH location. The gain for the twenty-six week period ended August 27, 2011 was primarily from the sale of the Syms store located in Rockville, MD and to a lesser degree the proceeds from a partial condemnation of property adjacent to the Marietta, GA store and the aforementioned sale of the North Randall location. As described in Note 15 below, the Company’s Miami, FL property was sold on September 7, 2012.

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Share Based Compensation

6 Months Ended

Aug. 25, 2012

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

Share Based Compensation

Note 10 – Share Based Compensation 

The Company’s Amended and Restated Incentive Stock Option and Appreciation Plan (the “Stock Option Plan”) allows for the granting of incentive stock options, as defined in section 422A of the Internal Revenue Code of 1986 (as amended), non-qualified stock options and stock appreciation rights. The plan requires that incentive stock options be granted at an exercise price not less than the fair market value of the Common Stock on the date the option is granted. The exercise price of the option for holders of more than 10% of the voting rights of the Company must be not less than 110% of the fair market value of the Common Stock on the date of grant. Non-qualified options and stock appreciation rights may be granted at any exercise price, subject to applicable laws. The Company has reserved 1,500,000 shares of common stock for such issuances. The maximum exercise period for any option or stock appreciation right under the plan is ten years from the date the option is granted (five years for any optionee who holds more than 10% of the voting rights of the Company). Pursuant to the Plan, all outstanding awards issued under the Stock Option Plan were cancelled on the effective date of the Plan.

No option or stock appreciation rights may be granted under the Stock Option Plan after July 28, 2013. Furthermore, the Company froze the Stock Option Plan as of December 31, 2006 and is no longer granting options under the Stock Option Plan.

On July 14, 2005, at the annual meeting of shareholders of the Company, the shareholders of the Company approved the 2005 Stock Option Plan (the “2005 Plan”), which was adopted by the Board of Directors of the Company on April 7, 2005 subject to shareholder approval. The 2005 Plan permits the grant of options, share appreciation rights, restricted shares, restricted share units, performance units, performance shares, cash-based awards and other share-based awards. Key employees, non-employee directors, and third party service providers of the Company who are selected by a committee designated by the Board of Directors of the Company are eligible to participate in the 2005 Plan. The maximum number of shares of Common Stock issuable under the Plan is 850,000, subject to certain adjustments in the event of changes to the Company’s capital structure. Pursuant to the Plan, all outstanding awards issued under the 2005 Plan were cancelled on the effective date of the Plan.

The 2005 Plan requires that incentive stock options be granted at an exercise price not less than the fair market value of the Common Stock on the date the option is granted. The exercise price of such options for holders of more than 10% of the voting stock of the Company must be not less than 110% of the fair market value of the Common Stock on the date of grant. The exercise price of non-qualified options and stock appreciation rights must not be less than fair market value on the date such benefits are granted.

The maximum exercise period for any option or stock appreciation right under the 2005 Plan is ten years from the date the option is granted (five years for any incentive stock options issued to a person who holds more than 10% of the voting stock of the Company).

The 2005 Plan permits the Company to issue restricted shares, restricted share units, performance units, cash-based awards and other share-based awards with such terms and conditions (including applicable vesting conditions) as the Company shall determine, subject to certain terms and conditions set forth in the 2005 Plan.

The fair value of each option award is estimated on the date of grant using a Black-Scholes option valuation model. Expected volatility is based on the historical volatility of the price of the Company’s stock. The risk-free interest rate is based on U.S. Treasury issues with a term equal to the expected life of the option. The Company used historical data to estimate expected dividend yield, expected life and forfeiture rates. The outstanding and exercisable options during both the first quarter of fiscal 2012 and fiscal 2011 had no intrinsic value. No stock options were exercised during the thirteen and twenty-six week periods of fiscal 2012 or 2011.

Stock option activity during the period ended August 25, 2012 is as follows:

(In thousands, except per share amounts)

					Weighted
			Weighted		Average
			Average		Remaining		Aggregate
	Number		Exercise		Contracted		Intricate
	of Options		Price		Term (years)		Value
Outstanding  February 25, 2012		98	$	15.01		3.3		-
Options outstanding at August 25, 2012		98	$	15.01		2.9		-
Options exercisable at August 25, 2012		98	$	15.01		2.9		-

As of August 25, 2012, there was no unrecognized stock-based compensation cost related to options granted under the Company’s plans that will be recognized in future periods. During the thirteen and twenty-six week periods ended August 25, 2012, no stock options were exercised or cancelled by the Company.

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Contingencies

6 Months Ended

Aug. 25, 2012

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Note 8 – Contingencies

General Litigation

The Company is a party to routine legal proceedings incidental to its former business. Some of the actions to which the Company is a party are covered by insurance and are being defended or reimbursed by the Company’s insurance carriers.

Bankruptcy Case

As discussed in Note 1, Syms and its subsidiaries filed voluntary petitions for relief under Chapter 11 in the Court on November 2, 2011. As of August 25, 2012, Syms and its subsidiaries were operating as “debtors-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. On September 14, 2012, a plan of reorganization became effective and Syms and its subsidiaries emerged from bankruptcy, with reorganized Syms merging with and into Trinity.

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Net loss per Share

6 Months Ended

Aug. 25, 2012

Earnings Per Share [Abstract]

Net Income per Share

Note 9 – Net loss per Share

Basic net loss per share has been computed based upon the weighted average common shares outstanding. Diluted net loss per share gives effect to the potential dilution that would have occurred if options were exercised. The following table sets forth basic and diluted average shares and the related net loss per share:

	For the Thirteen			For the Twenty-Six
	Weeks Ended			Weeks Ended
	August 27, 2011			August 27, 2011
	(in thousands, except per share amounts)
	(Unaudited)
Basic and diluted net loss per share:
Net loss	$	(11,546	)	$	(10,072	)
Average shares outstanding –  basic and diluted		14,448			14,448
Basic and diluted net loss per share	$	(0.80	)	$	(0.70	)

Options to purchase 97,500 shares of common stock were excluded from the computation of diluted weighted average shares for the thirteen and twenty-six week periods ended August 27, 2011 because the options’ exercise prices were greater than the average market price of the common shares.

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Income Taxes

6 Months Ended

Aug. 25, 2012

Income Tax Disclosure [Abstract]

Income Taxes

Note 11 – Income Taxes

For the thirteen and twenty-six week periods ended August 25, 2012, the effective income tax rate was 0% as compared to 40.0% and 39.7% for the thirteen and twenty-six week period ended August 27, 2011, respectively. The change in the rate is primarily the result of the change in the assessment of the realization of the deferred tax assets. The difference between the effective income tax rate (0%) and the Federal statutory rate (35%) for the twenty-six week period ended August 25, 2012 is largely attributable to state taxes and valuation allowance.

A full valuation allowance of approximately $85.1 million was recorded as of the year ended February 25, 2012 to reverse the deferred tax asset balance. An additional valuation allowance of $4.0 million was recorded in the twenty-six week period ended August 25, 2012.

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Net loss per Share (Details Textual)	3 Months Ended	6 Months Ended
	Aug. 27, 2011	Aug. 27, 2011
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	97,500	97,500

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BASIS OF PRESENTATION (Policies)

6 Months Ended

Aug. 25, 2012

Organization, Consolidation and Presentation Of Financial Statements [Abstract]

Going Concern [Policy Text Block]

Going Concern Basis of Accounting

The consolidated condensed financial statements for the thirteen and twenty-six week periods ended August 27, 2011 were prepared on the going concern basis of accounting, which contemplated realization of assets and satisfaction of liabilities in the normal course of business. In the opinion of management, the accompanying Statements of Operations for the thirteen and twenty-six week periods ended August 27, 2011 and Statement of Cash Flows for the twenty-six week period ended August 27, 2011 contain all adjustments, including normal recurring adjustments, necessary to present a fair statement of interim results.

Liquidation [Policy Text Block]

Liquidation Basis of Accounting

The liquidation basis of accounting is appropriate when the liquidation of a company appears imminent and the net realizable value of its assets is reasonably determinable. Under this basis of accounting, assets and liabilities are stated at their net realizable value and estimated costs over the anticipated period of liquidation are accrued to the extent reasonably determinable.

Significant estimates and judgment are required to determine the accrued costs of liquidation. Syms and Filene’s accrued costs expected to be incurred in liquidation and recorded payments made related to the accrued liquidation costs are as follows (in thousands):

	Balance								Balance
	February 25,		Adjustments						August 25,
Estimated Costs of Liquidation	2012		to Reserves			Payments			2012
Real estate related carrying costs	$	7,650	$	(91	)	$	(2,155	)	$	5,404
Professional fees		22,920		8,498			(11,736	)		19,682
Payroll related costs		1,577		956			(1,899	)		634
Other		169		671			(740	)		100
	$	32,316	$	10,034		$	(16,530	)	$	25,820

The assumptions underlying the estimated accrued costs of liquidation of $25.8 million as of August 25, 2012 do not contemplate any changes resulting from the Plan, which was confirmed by the Court on August 30, 2012, as described in Note 1. Such changes related to the Plan could have a material effect on the amount of estimated accrued costs recorded starting in the quarter ended November 24, 2012.

Syms reviewed all operating expenses and contractual commitments such as payroll and related expenses, lease terminations cost, owned property carrying costs and professional fees to determine the estimated costs to be incurred during the liquidation period. The liquidation period, as recorded at February 25, 2012, which was anticipated to conclude in August 2012, was amended to conclude in September 2012. The following discussion explains the adjustments to the costs of liquidation reserves as recorded during the twenty-six weeks ended August 25, 2012.

Adjustments to reduce the reserve for real estate carrying costs by approximately $0.1 million were recorded during the twenty-six week period ended August 25, 2012. The adjustments were the result of estimated expenses being greater than actual costs incurred, partially offset by the impact of the additional month included in the anticipated liquidation period.

Adjustments to increase the reserve for professional fees by approximately $8.5 million were recorded during the twenty-six week period ended August 25, 2012. This reflects the costs of Debtors’, the Creditors Committee’s and the Equity Committee’s advisors and the hiring of a fee examiner. The budget increased due to the complexities of litigating the estate and the impact of the additional month included in the anticipated liquidation period.

Adjustments to increase the reserve for payroll and related liquidation expenses by approximately $1.0 million were recorded during the twenty-six week period ended August 25, 2012 primarily as a result of the additional month included in the anticipated liquidation period.

Fair Value Measurement, Policy [Policy Text Block]

Adjustments To Fair Value of Assets and Liabilities

The following table summarizes adjustments to Net Realizable Value and Net Settlement Amount under the liquidation basis of accounting during the twenty-six week period ended August 25, 2012 (in thousands):

Adjustments of Assets and Liabilities to Net Realizable Value	February 26, 2012 through August 25, 2012
Adjust real estate to estimated net realizable value	$	(170	)
Adjust estimated lease settlement costs to net realizable value		2,825
Adjust liability to restore properties		(126	)
Adjust other claims to net realizable value		(116	)
	$	2,413

The assumptions underlying the estimated net realizable value of assets and the estimated net settlement amount of liabilities as of August 25, 2012 do not contemplate any changes that may result from the Plan, which was confirmed by the Court on August 30, 2012, as described in Note 1. Such changes related to the Plan could have a material effect on the net realizable value of assets and the net settlement amount of liabilities recorded starting in the quarter ended November 24, 2012.

Real Estate - The net realizable value of real estate assets was adjusted downward in the aggregate by approximately $0.2 million to reflect the revised estimates of management and third party real estate experts as of August 25, 2012. The basis for determining the estimated net realizable values took into consideration many factors which are difficult to predict, including but not limited to local market conditions, vacancy rates, redevelopment opportunities, investor types/profiles, and anticipated timing of sale transactions. Based on management’s weighting of the likelihood of each alternative being achieved, an estimated net realizable value of $139.5 million was recorded. While this amount represents management’s best estimate at the time of finalizing the accompanying statement of net assets, the amount ultimately realized in the sale of the real estate could materially differ from this estimate.

Lease settlement costs - Lease settlement costs have decreased by $2.8million due to reductions from 12 locations.

Liability to restore properties - It has been estimated that an additional $0.1 million will be needed for the roof repair at the Houston, Texaslocation.

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The Company (Details Textual) (Subsequent Event [Member], USD $) In Millions, except Share data, unless otherwise specified	6 Months Ended
	Aug. 25, 2012
Long Term Creditors Claims Recovery Percentage	75.00%
Administrative Claims Paid	$ 9.7
Reserves For Administrative Claims Including Professional Fees	21.7
Majority Shareholder [Member]
Stock Redeemed Or Called During Period Price Per Share (in dollars per share)	$ 2.49
Stock Redeemed or Called During Period, Shares (in shares)	7,857,794
Accredited Investors [Member]
Stock Redeemed Or Called During Period Price Per Share (in dollars per share)	$ 2.49
Stock Redeemed or Called During Period, Shares (in shares)	10,040,160
Stock Redeemed or Called During Period, Value	$ 25

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Subsequent Event (Details Textual) (Subsequent Event [Member], USD $)	6 Months Ended
	Aug. 25, 2012
Long Term Creditors Claims Recovery Percentage	75.00%
Majority Shareholder [Member]
Subsequent Event, Date	Sep. 14, 2012
Stock Redeemed Or Called During Period Price Per Share (in dollars per share)	2.49
Stock Redeemed or Called During Period, Shares (in shares)	7,857,794
Accredited Investors [Member]
Subsequent Event, Date	Sep. 14, 2012
Stock Redeemed Or Called During Period Price Per Share (in dollars per share)	2.49
Stock Redeemed or Called During Period, Shares (in shares)	10,040,160
Stock Redeemed or Called During Period, Value	25,000,000
Sale Of Miami Fl Property [Member]
Subsequent Event, Date	Sep. 07, 2012
Proceeds from Sale of Buildings	4,140,024
Area of Land	53,000
Sale Of Houston T X Property [Member]
Subsequent Event, Date	Oct. 08, 2012
Proceeds from Sale of Buildings	3,800,000
Area of Land	42,000
Rights Offering and Redemption [Member]
Subsequent Event, Date	Sep. 14, 2012

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CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Aug. 27, 2011
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (10,072)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	7,292
Deferred income taxes	(6,618)
Gain on disposition of assets	(6,077)
(Increase) decrease in operating assets:
Receivables	167
Merchandise inventories	11,153
Prepaid expenses and other current assets	3,560
Other assets	(405)
Increase (decrease) in operating liabilities:
Accounts payable	(9,398)
Accrued expenses	1,560
Other long term liabilities	1,731
Obligations to customers	(61)
Net cash used in operating activities	(7,168)
CASH FLOWS FROM INVESTING ACTIVITIES:
Expenditures for property and equipment	(1,062)
Proceeds from sale of land, building and other assets	18,209
Net cash provided by investing activities	17,147
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings/repayment on revolving credit facility (net)	(9,865)
Net cash used in financing activities	(9,865)
NET INCREASE IN CASH AND CASH EQUIVALENTS	114
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	2,298
CASH AND CASH EQUIVALENTS, END OF PERIOD	2,412
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest	817
Income taxes (net of refunds)	$ (111)

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Other Assets

6 Months Ended

Aug. 25, 2012

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Assets

Note 5 – Other Assets

The Company has recorded the cash surrender value of officers’ life insurance policies on the balance sheet as part of prepaid expenses and other assets. Such amounts were $1.8 million at August 25, 2012 and February 25, 2012 (see Note 13). Other items include trademark license intangibles of $1.5 million and security deposits of $5.6 million at August 25, 2012.

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BASIS OF PRESENTATION (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Aug. 25, 2012
Estimated Costs of Liquidation, Balance February 25, 2012	$ 32,316
Estimated Costs of Liquidation, Adjustments to Reserves	10,034
Estimated Costs of Liquidation, Payments	(16,530)
Estimated Costs of Liquidation, Balance August 25, 2012	25,820
Real Estate Related Carrying Costs [Member]
Estimated Costs of Liquidation, Balance February 25, 2012	7,650
Estimated Costs of Liquidation, Adjustments to Reserves	(91)
Estimated Costs of Liquidation, Payments	(2,155)
Estimated Costs of Liquidation, Balance August 25, 2012	5,404
Professional Fees [Member]
Estimated Costs of Liquidation, Balance February 25, 2012	22,920
Estimated Costs of Liquidation, Adjustments to Reserves	8,498
Estimated Costs of Liquidation, Payments	(11,736)
Estimated Costs of Liquidation, Balance August 25, 2012	19,682
Payroll Related Costs [Member]
Estimated Costs of Liquidation, Balance February 25, 2012	1,577
Estimated Costs of Liquidation, Adjustments to Reserves	956
Estimated Costs of Liquidation, Payments	(1,899)
Estimated Costs of Liquidation, Balance August 25, 2012	634
Other Credit Derivatives [Member]
Estimated Costs of Liquidation, Balance February 25, 2012	169
Estimated Costs of Liquidation, Adjustments to Reserves	671
Estimated Costs of Liquidation, Payments	(740)
Estimated Costs of Liquidation, Balance August 25, 2012	$ 100

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Fair Value Measurements (Details) (USD $) In Thousands, unless otherwise specified	Aug. 25, 2012	Feb. 25, 2012		Aug. 27, 2011	Feb. 27, 2011
Cash and cash equivalents	$ 7,861	$ 26,304	[1]	$ 2,412	$ 2,298
Cash surrender value - Officers Life Insurance	1,774	1,774
Fair Value, Inputs, Level 1 [Member]
Cash and cash equivalents	7,861	26,304
Cash surrender value - Officers Life Insurance	0	0
Fair Value, Inputs, Level 2 [Member]
Cash and cash equivalents	0	0
Cash surrender value - Officers Life Insurance	1,774	1,774
Fair Value, Inputs, Level 3 [Member]
Cash and cash equivalents	0	0
Cash surrender value - Officers Life Insurance	$ 0	$ 0

[1] The consolidated condensed statement of net assets at February 25, 2012 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

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Subsequent Event

6 Months Ended

Aug. 25, 2012

Subsequent Events [Abstract]

Subsequent Events [Text Block]

Note 15–Subsequent Event

As discussed in Note 1, on August 30, 2012, the Court entered an order confirming the Plan. On September 14, 2012, the Plan became effective and Syms and its subsidiaries consummated their reorganization under Chapter 11 through a series of transactions contemplated by the Plan and emerged from bankruptcy. As part of those transactions, reorganized Syms merged with and into Trinity, with Trinity as the surviving corporation and successor issuer pursuant to Rule 12g-3 under the Exchange Act.

Confirmation and Effectiveness of the Plan. On August 30, 2012, the Court entered an order confirming the Plan. The Plan became effective on September 14, 2012.

Upon the effective date of the Plan and pursuant to its terms, Syms and its subsidiaries were reorganized and, subject to the obligations under the Plan, were discharged of all claims. To effect the reorganization, Syms was reincorporated in Delaware by way of a merger with and into Trinity. As a result of the merger, each share of Syms was converted into one share of Trinity. Under the Plan, Trinity will attempt to monetize its real estate assets over time in a manner intended to maximize their value for the benefit of creditors and shareholders, as further described below. Under the Plan, Syms creditors holding allowed claims are entitled to payment in full. The Plan also provides for Filene’s, LLC creditors to receive recoveries from the monetization of Trinity’s assets. Filene’s, LLC short-term creditors are entitled to payment in full on their allowed claims and Filene’s, LLC long-term creditors with allowed claims are entitled to a recovery of 75% on their claims.

Trinity’s current business plan includes the monetization of 16 commercial real estate parcels and the development of 28-42 Trinity Place in Lower Manhattan. Trinity also plans to explore the licensing of its intellectual property, including its rights to the Filene’s Basement trademark, the Stanley Blacker and Maine Bay brands, and the intellectual property associated with the well-known Running of the Brides event and An Educated Consumer is Our Best Customer slogan.

Rights Offering and Redemption.In connection with proposal of the Plan, Syms entered into the ECA among (i) Syms, (ii) the Majority Shareholder and (iii) the Backstop Parties. The ECA provided that, pursuant to and upon the effective date of the Plan, the Majority Shareholder would sell all of its shares of Syms common stock to Syms at a price of $2.49 per share. Accordingly, on September 14, 2012, immediately following the effectiveness of the Plan, the Majority Shareholder sold all of its 7,857,794 shares of common stock to Syms. Payment for the shares will be made to the Majority Shareholder in accordance with Plan as Trinity’s real estate assets are monetized.

In connection with the ECA and pursuant to the Plan, Syms offered to sell to existing shareholders other than the Majority Shareholder, who qualified as “accredited investors” within the meaning of Regulation D under the Exchange Act, the right to purchase 10,040,160 new shares of Syms at a price equal to $2.49 per share, or approximately $25 million in the aggregate. Pursuant to the ECA, the Backstop Parties agreed to purchase each of their pro rata share of these new shares, as well as new shares that were not subscribed for by other shareholders. Accordingly, on September 14, 2012, immediately following the effectiveness of the Plan, Syms sold 10,040,160 shares of common stock.

The foregoing descriptions of certain transactions contemplated by the ECA and the Plan are summaries only and do not purport to be complete and are qualified, in all respects, by the actual provisions of the ECA, the Plan and related documents.

On September 7, 2012, Syms sold its Miami, FL property, the building of which is 53,000 square feet, in a Court-approved transaction. The net proceeds from the sale were $4,140,024.

On October 8, 2012, the Company entered into an agreement to sell its Houston, TX property, the building of which is 42,000 square feet, on an “as-is, where-is” basis for a purchase price of $3,800,000. Closing is expected to occur within 40 days.