Neiman Marcus secures up to $400m in DIP financing

Dallas-based luxury retailer Neiman Marcus has received court approval to access a debtor-in-possession financing facility.

Dallas-based luxury retailer Neiman Marcus has received court approval to access a debtor-in-possession financing facility. The company will have immediate access to US$250 million and a further US$150 million as needed after September 4. Neiman Marcus was acquired in 2013 by Ares Management Corp and Canada Pension Plan Investment Board.

PRESS RELEASE

DALLAS, June 16, 2020 /PRNewswire/ — Neiman Marcus Group LTD LLC (the “Company”) today announced that it has received approval from the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division to access debtor-in-possession (“DIP”) financing, including the immediate availability of $250 million and an additional $150 million as needed after September 4, 2020. The Company had previously received interim approval for $275 million as part of the first day motions related to voluntary Chapter 11 proceedings commencing on May 7, 2020.

“With the approval from the Court to fully access the significant DIP financing we have secured from our creditors, we are well positioned to continue to serve our customers and global luxury brand partners,” said Geoffroy van Raemdonck, Chairman and Chief Executive Officer of Neiman Marcus Group. “This financing provides us with ample liquidity to ensure business continuity as we gradually reopen our stores, invest in Fall inventory, and fund the expansion of our digital offerings as we continue our journey to become the preeminent luxury customer platform. Importantly, we remain on track to emerge from this process in Fall 2020.”

Mr. van Raemdonck continued, “I have been inspired by the love, commitment, and deep relationships our associates have with our customers as we continue to delight them with the services that Neiman Marcus Group shoppers have come to expect, while ensuring the health and wellbeing of our employees and customers alike. Our business performance in recent weeks has been strong thanks to the success of our omnichannel experience. With our digital stylists and remote selling capabilities, our associates have continued to engage with and support customers anytime, anywhere, driving significant sales even while remote. Ninety percent of the store fleet is open to some degree – either for curbside pickup, private appointment, full shopping, or some combination of those. This would not be possible without the support of our lenders, brand partners, and our dedicated associates.”

As previously announced, on May 7, 2020, the Company entered into a binding Restructuring Support Agreement (“RSA”) with holders representing over two-thirds of the Company’s outstanding debt. The RSA includes commitments from holders of 99% of the Debtors’ Extended Term Loans, 100% of the Debtors’ Second Lien Notes, 70% of the Debtors’ Third Lien Notes, and 78% of the Debtors’ Debentures to equitize their debt and certain of such holders have committed to backstop the full amount of the $675 million DIP facility and a $750 million committed exit financing facility. The Company’s post-emergence capital structure is expected to eliminate approximately $4 billion in existing debt, with no near-term maturities.

Additional Information
Kirkland & Ellis LLP is serving as legal counsel to the Company, Lazard Ltd. is serving as the Company’s investment banker, and Berkeley Research Group is serving as the Company’s financial advisor.

The Extended Term Loan Lenders are represented by Wachtell, Lipton, Rosen & Katz as legal counsel and Ducera Partners LLC as investment banker.

The Noteholders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel and Houlihan Lokey as investment banker.

Court filings and other documents related to the Chapter 11 proceedings are available on a separate website administered by the Company’s claims agent, Stretto. For inquiries regarding the restructuring, please visit https://cases.stretto.com/NMG.

About Neiman Marcus Group
Neiman Marcus Group is a luxury, multi-branded, omni-channel fashion retailer conducting integrated store and online operations under the Neiman Marcus, Bergdorf Goodman, Neiman Marcus Last Call, and Horchow brand names. For more information, visit http://www.neimanmarcusgroup.com.