Sycamore Partners has agreed to recapitalize and retain majority control of Belk, a Charlotte, North Carolina-based retailer. Belk has secured financing commitments of $225 million from Sycamore Partners, KKR and Blackstone Credit, as well as certain existing first lien term lenders. According to terms of a restructuring support agreement, the ad hoc crossover lender group led by KKR Credit and Blackstone Credit will acquire a minority ownership in Belk.
CHARLOTTE, N.C., Jan. 26, 2021 /PRNewswire/ — Belk today announced that it has entered into a Restructuring Support Agreement (the “RSA”) with its majority owner, Sycamore Partners, a private equity firm specializing in consumer, retail and distribution investments, and holders of over 75% of its first lien term loan debt and holders of 100% of its second lien term loan debt on a plan to recapitalize the business, significantly reduce debt by approximately $450 million, and extend maturities on all term loans to July 2025. Under the terms of the RSA, Sycamore Partners will retain majority control of Belk. The retailer has received financing commitments for $225 million in new capital from Sycamore Partners, leading global investment firms KKR and Blackstone Credit, and certain existing first lien term lenders (the
“Ad Hoc First Lien Lender Group”). Pursuant to the RSA, members of an ad hoc crossover lender group led by KKR Credit and Blackstone Credit (the “Ad Hoc Crossover Lender Group”) and other participating lenders will acquire a minority ownership in Belk.
Under the RSA, suppliers will be unimpaired and will continue to be paid in the ordinary course for all goods and services provided to the company. Belk plans to continue normal operations throughout its financial restructuring process. Customers will continue to receive the quality merchandise and service they expect when shopping at Belk’s stores across the Southeast and online. The infusion of new capital is expected to support Belk’s continued investment in strategic initiatives, including delivering a seamless omnichannel shopping experience and expanding Belk’s product offerings in Home Goods, Outdoor and Wellness.
“Belk has a 130-year legacy of providing quality products at great prices,” said Lisa Harper, Belk CEO. “Like all retailers navigating COVID-19, our priority has been the safety of our associates, customers and communities. As the ongoing effects of the pandemic have continued, we’ve been assessing potential options to protect our future. We’re confident that this agreement puts us on the right long-term path toward significantly reducing our debt and providing us with greater financial flexibility to meet our obligations and to continue investing in our business, including further enhancements and additions to Belk’s omnichannel capabilities.”
Belk expects to complete the financial restructuring transaction through an expedited “pre-packaged” reorganization under Chapter 11 of the U.S. Bankruptcy Code. The company expects the transaction to be completed by the end of February.
Kirkland & Ellis LLP is serving as legal adviser, Lazard is serving as financial adviser, and Alvarez & Marsal North America, LLC is serving as restructuring adviser to Belk. Latham & Watkins LLP is serving as legal advisor to Sycamore Partners. Willkie Farr & Gallagher LLP is serving as legal advisor and PJT Partners LP is serving as financial advisor to the Ad Hoc Crossover Lender Group and O’Melveny & Myers LLP is serving as legal advisor and Evercore is serving as financial advisor to the Ad Hoc First Lien Lender Group.
Charlotte-based Belk, Inc., a privately-owned department store, opened its first store in 1888, beginning a legacy of selling great products at great prices, treating customers like family and giving back to the community. Today, Belk serves customers at nearly 300 Belk stores in 16 Southeastern states, at belk.com and through the mobile app. For over 130 years, Belk has proudly put customers and community at the center of what they do, supporting local charities, organizations and families when they need it most.
For more information visit https://newsroom.belk.com/.
To shop, find your local store at https://www.belk.com/stores/, visit belk.com or download the Belk app in Google Play or Apple Store.
About Sycamore Partners
Sycamore Partners is a private equity firm based in New York. The firm specializes in consumer, distribution and retail-related investments and partners with management teams to improve the operating profitability and strategic value of their business. With approximately $10 billion in aggregate committed capital raised since its inception in 2011, Sycamore Partners’ investors include leading endowments, financial institutions, family offices, pension plans and sovereign wealth funds. For more information on Sycamore Partners, visit www.sycamorepartners.com.
KKR is a leading global investment firm that manages multiple alternative asset classes, including private equity, credit and real assets, with strategic partners that manage hedge funds. KKR aims to generate attractive investment returns for its fund investors by following a patient and disciplined investment approach, employing world-class people, and driving growth and value creation with KKR portfolio companies. KKR invests its own capital alongside the capital it manages for fund investors and provides financing solutions and investment opportunities through its capital markets business. References to KKR’s investments may include the activities of its sponsored funds. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.