UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 2.01 Completion of Acquisition or Disposition of Assets.
On March 2, 2021, Christopher & Banks Corporation (together with its subsidiaries, the “Company”) closed on the sale of all or substantially all of the assets used in the conduct of its business, including its retail store business and its e-Commerce business, to ALCC, LLC (“ALCC”). Pursuant to the terms of the previously disclosed Asset Purchase Agreement, which was filed on a Current Report on Form 8-K on February 1, 2021, ALCC has designated iMedia Brands, Inc. (“iMedia”) as a Buyer Designee, to assume certain of the assets and liabilities related to the operation of the business, while ALCC will retain the intellectual property assets and liabilities.
The Company values the consideration provided under the Asset Purchase Agreement at approximately $24.6 million, which includes the assumption of certain liabilities and, to the extent cash on hand is not sufficient to satisfy certain budgeted wind down expenses, a closing cash payment subject to adjustments. ALCC, an affiliate of Hilco Merchant Resources, is the lender under the Company’s term loan facility and the program agent under the Company’s secured vendor program.
On January 28, 2021, the Company entered into the Asset Purchase Agreement with ALCC, subject to higher and better offers. No other parties submitted a bid for the assets, and as a result, ALCC held the winning bid for the sale of the assets described above. The auction was canceled. The Asset Purchase Agreement was approved by the Bankruptcy Court on February 23, 2021.
On January 28, 2021, the Company, after a bankruptcy auction, entered into the Asset Purchase Agreement with ALCC as the winning bidder at such auction, for the sale of the assets described above. The Asset Purchase Agreement was approved by the Bankruptcy Court on February 23, 2021.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits: |
| 2.1 | Notice of Designation of Buyer Designee dated March 2, 2021 |
SIGNATURE
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 hereunto duly authorized.
| CHRISTOPHER & BANKS CORPORATION | ||||
| Date: March 2, 2021 | By: | /s/ Keri L. Jones | ||
| Keri L. Jones | ||||
| President and Chief Executive Officer | ||||