J.Crew Group announced on Wednesday that it has filed a lawsuit in the New York State Supreme Court, Commercial Division against Wilmington Savings Fund Society, FSB, as successor agent under the Term Loan Agreement, based on actions taken by an ad hoc group of term loan lenders to disrupt the Company’s evaluation of opportunities to enhance its capital structure. The Company is seeking a declaration from the Court that its actions are in full compliance under the Company’s Term Loan Agreement.
J.Crew has been proactively exploring opportunities to enhance its capital structure. On December 5, 2016, the Company exercised its rights under the Term Loan Agreement to invest certain intellectual property in the Company’s wholly owned unrestricted subsidiary, J.Crew Domestic Brand, LLC. The purpose of this action was to provide the Company flexibility in connection with its capital structure evaluation to strengthen the position of the entire corporate enterprise. The recent investment fully complied with the Company’s Term Loan Agreement.
The Company believes that any attempt to challenge the Company’s actions is invalid and that the litigation will be resolved promptly in its favor.
“The legal actions we are taking today are aligned with our ongoing efforts to evaluate and pursue opportunities to strengthen our balance sheet as we position J.Crew for long-term growth,” said Mike Nicholson, President, COO and CFO, J.Crew Group, Inc.
Neither the transactions at issue nor the lawsuit filed today impact the Company’s ongoing use of its intellectual property or its business operations. With more than $400MM of cash and ABL availability and no near term debt maturities, the Company is financially stable and focused on all opportunities to best position the business for long-term growth and success.