Celebrity Beauty: RTW Retailwinds, Inc. Announces Execution of Asset Purchase Agreement with Sunrise Brands, LLC for the Sale of its e-Commerce Business, including the New York & Company and Fashion to Figure E-commerce Intellectual Property


Celebrity Beauty:

NEW YORK–()–RTW Retailwinds, Inc. (“RTW” or the “Firm”) [OTC PINK:RTWIQ], an omni-channel arena of skills apparel retail platform for highly fantastic neatly-known particular person and client brands, recently announced that it has entered into an asset have interaction agreement with Morning time Brands, LLC for the sale of its e-commerce industry and all linked psychological property, at the side of its websites, www.nyandcompany.com, www.fashiontofigure.com and its condominium subscription companies at www.nyandcompanycloset.com and www.fashiontofigurecloset.com for a cash have interaction tag of $20 million plus assumption of certain liabilities, at the side of honoring present cards, arena to closing changes. The agreement is arena to final approval by the Financial catastrophe Court.

Sheamus Toal, Chief Govt Officer of RTW, commented: “We are cheerful to occupy reached an agreement with Morning time Brands that can allow our essential e-commerce industry to continue to operate and assist our genuine customers. We thank our pals, customers, and industry companions for his or her persisted dedication and dedication all the intention via this course of. We are interested by ending this transaction as snappy as probably.”

The Firm filed voluntary petitions for reduction below Chapter 11 of the Financial catastrophe Code in the United States Financial catastrophe Court for the District of Unusual Jersey (the “Court”) on July thirteen, 2020. The Firm anticipates a Court hearing to approve the sale in early September.

The Court filings and varied recordsdata linked to the complaints come in on a separate web site administered by the Firm’s claims agent, High Clerk at https://conditions.primeclerk.com/RTWRetailwinds/.

B. Riley FBR, an affiliate of B. Riley Financial, Inc. (NASDAQ: RILY), is serving because the investment banker to the Firm; Cole Schotz P.C. is serving as its factual manual; and Berkeley Study Neighborhood, LLC is serving as its restructuring manual.

About RTW Retailwinds

RTW Retailwinds, Inc. (along with its subsidiaries, the “Firm”) is a arena of skills ladies’s omni- channel retailer with a highly fantastic multi-tag life-style platform providing curated model solutions which will probably be versatile, on-pattern, and gorgeous at a tall fee. The arena of skills retailer, first integrated in 1918, has grown to now operate roughly 328 retail and outlet areas in 32 states whereas also increasing a immense eCommerce industry. The Firm’s portfolio entails branded merchandise from Unusual York & Firm, Vogue to Figure, and Chuffed x Nature. The Firm’s branded merchandise is equipped solely at its retail areas and online at www.nyandcompany.com, and www.fashiontofigure.com and via its condominium subscription companies at www.nyandcompanycloset.com and www.fashiontofigurecloset.com.Additionally, certain product, press releases and SEC filing recordsdata pertaining to the Firm come in at the Firm’s web site: www.nyandcompany.com.

Ahead-having a gaze Statements

This press open contains certain forward-having a gaze statements, at the side of statements made interior the meaning of the stable harbor provisions of the United States Private Securities Litigation Reform Act of 1995. A majority of these statements would possibly well also be identified by phrases and phrases equivalent to “request,” “anticipate,” “deem,” “intend,” “estimate,” “continue,” “would possibly well,” “would possibly well,” “figuring out,” “project,” “predict,” and the same expressions and references to assumptions that the Firm believes are cheap and present to its future prospects, traits and industry solutions. Such statements are arena to masses of risks and uncertainties that will arena off accurate outcomes to fluctuate materially. Factors that will arena off the Firm’s accurate outcomes to fluctuate materially from those expressed or implied in such forward-having a gaze statements consist of, nonetheless are no longer restricted to, (i) the hazards associated with the unfold of COVID-19 and its affect on the Firm’s gross sales and present chain at the side of the Firm’s retailer closures as a result therefrom and essential declines in revenues introduced on thereby; (ii) the Firm’s dependence on mall traffic for its gross sales and the persisted good purchase in the amount of mall traffic; (iii) the Firm’s skill to anticipate and reply to model traits; (iv) the affect of widespread financial stipulations and their enact on client self belief and spending patterns; (v) changes in the rate of raw materials, distribution companies and products or labor; (vi) the opportunity of business stipulations to negatively affect the Firm’s merchandise distributors and their skill to lift merchandise; (vii) the Firm’s skill to begin and operate retail outlets successfully; (viii) seasonal fluctuations in the Firm’s industry; (ix) competition in the Firm’s market, at the side of promotional and pricing competition; (x) the Firm’s skill to retain, recruit and put collectively key personnel; (xi) the Firm’s reliance on 1/three events to protect up an eye fixed on some aspects of its industry; (xii) the Firm’s reliance on international sources of production; (xiii) the Firm’s skill to protect its trademarks and varied psychological property rights; (xiv) the Firm’s skill to protect up, and its reliance on, its recordsdata technology infrastructure; (xv) the outcomes of authorities law; (xvi) the control of the Firm by its ultimate shareholder and any capability change of possession of the Firm at the side of the shares held by its ultimate shareholder; (xvii) the affect of tariff increases or unusual tariffs; (xviii) risks bobbing up from the delisting of buying and selling of the Firm’s widespread stock on the NYSE; (xix) risks and uncertainties touching on to the Chapter 11 conditions, at the side of nonetheless no longer restricted to, the Firm’s skill to variety Financial catastrophe Court approval with respect to motions filed in the Chapter 11 conditions; (xx) the outcomes of the Chapter 11 conditions on the Firm and on the interests of assorted constituents; (xxi) Financial catastrophe Court rulings in the Chapter 11 conditions and the tip result of the Chapter 11 conditions in widespread; (xxii) the length of time the Firm will operate below the Chapter 11 conditions; (xxiii) risks associated with 1/three occasion motions in the Chapter 11 conditions; (xxiv) the capability detrimental effects of the Chapter 11 conditions on the Firm’s liquidity or outcomes of operations and increased factual and varied legit costs essential in the Chapter 11 conditions; (xxv) the affect of the Firm’s skill to successfully put in force deliberate retailer closures; (xxvi) uncertainty associated with evaluating and ending any strategic or financial different, to boot to the Firm’s skill to place in force and realize any anticipated advantages associated with any different that is also pursued; (xxvii) the Firm’s liquidity and skill to continue as a going narrate; (xviii) risks associated with any default below the Firm’s debt agreement; (xxix) risks associated with the Firm’s skill to create payments on and to repay or refinance the Firm’s debt or generate ample cash; and (xxx) those talked about below the heading “Item 1A. Chance Factors” in the Firm’s Annual Describe on Compose 10-Okay for fiscal one year 2019. The Firm undertakes no responsibility to revise the forward-having a gaze statements integrated in this press open to duplicate any future events or conditions.

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