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In re Sports Authority Holdings, Inc., et al., Case No. 16-10527 (MFW) Jointly Administered
United States Bankruptcy Court, District of Delaware
Procedures for Landlords to Submit Bids at Main Auction:
Pursuant to the Bankruptcy Court’s Order dated April 14, 2016 [D.I. 1186] (the “Bid Procedures Order,” a copy of which is available here) approving, among other things, certain bid procedures (the “Main Auction Bid Procedures,” a copy of which is available here) for the Debtors’ sale of substantially all of their assets at an auction currently scheduled for May 16, 2016 at 10:00 a.m. (ET) (the “Main Auction”), landlords (“Landlords”) for the Debtors’ non-residential real property leases (the “Leases”) shall be entitled to submit bids on their own respective Leases in connection with the Main Auction (“Landlord Bids”). All Landlord Bids must (a) be accompanied by a written offer on Landlord’s corporate letterhead, or, if on behalf of landlord by Landlord’s legal counsel, then on Landlord’s legal counsel’s letterhead, for the purchase of one or more of the applicable Landlord’s own Leases, (b) identify the gross amount offered for each individual Lease (if the offer includes more than one Lease), (c) include a breakdown identifying that portion of the offer which is payable in cash to the Debtors (the “Landlord Bid Cash Portion”) and that portion, if any, which is “credit bid” (representing total outstanding documented and verifiable rental arrears), (d) expressly state that the Landlord’s offer is irrevocable until the earlier to occur of (i) the Closing Date (as defined herein), or (ii) ten (10) days after the Sale Hearing (unless selected as the Next-Highest Bidder in which case such offer will remain open until the Closing Date), which is currently scheduled for May 24, 2016 at 9:30 a.m. (ET), (e) state that if it is the successful bidder at the Main Auction, Landlord is ready, willing and able to execute a reasonable short form of Lease Termination Agreement(s), (f) state the extent to which, if any, landlord agrees to waive and release any and all claims it may have against the Debtors, including claims pursuant to section 502(b)(6) of the Bankruptcy Code, (g) include a redline of the form of lease termination agreement attached here (the “Form Lease Termination Agreement”), marked to reflect any proposed amendments and modifications to the Form Lease Termination Agreement, and (h) be delivered to (i) counsel to the Debtors, (A) Young Conaway Stargatt & Taylor, LLP, Rodney Square, 1000 North King Street, Wilmington, Delaware 19801, Attn: Michael R. Nestor (email@example.com) and Andrew L. Magaziner (firstname.lastname@example.org), and (B) Gibson, Dunn & Crutcher LLP, 333 South Grand Avenue, Los Angeles, California 90071, Attn: Robert A. Klyman (email@example.com) and Matthew J. Williams (firstname.lastname@example.org); and (ii) investment banker for the Debtors, Rothschild Inc., Attn: Bernard Douton (email@example.com) and Mahir Quraishi (Mahir.Quraishi@Rothschild.com) by no later than May 11, 2016 at 5:00 p.m. (ET). For the avoidance of doubt, there is no “minimum” bid for Landlord bids.
Landlord Bids which contain a Landlord Bid Cash Portion must be accompanied by a deposit in the form of a certified check or wire transfer, payable to the order of the Debtors, in the amount of ten percent (10%) of the Landlord Bid Cash Portion (the “Landlord Good Faith Deposit,” and together with the Potential Bidder Good Faith Deposit, the “Good Faith Deposit”).
Except as set forth above, all Landlord Bids and the conduct of the Main Auction shall be governed by the Main Auction Bid Procedures and the Bid Procedures Order.
On March 2, 2016, each of the seven debtors below filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code"). The cases (collectively, the “Bankruptcy Cases”) are jointly administered under Case No. 16-10527 before the Honorable Mary F. Walrath in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").
Debtor Case Number
Sports Authority Holdings, Inc.
Slap Shot Holdings, Corp.
The Sports Authority, Inc.
TSA Stores, Inc.
TSA Gift Card, Inc.
TSA Ponce, Inc.
TSA Caribe, Inc.
Pursuant to the Bankruptcy Code (specifically including, but not limited to, 11 U.S.C. § 362), a debtor is afforded certain protection against its creditors; the Bankruptcy Code prohibits creditors from taking certain actions related to debts that may have been owing prior to the commencement of the Bankruptcy Cases. If you believe that you might be a creditor of the Debtor(s) based upon debts arising prior to March 2, 2016 and you are considering taking action based upon your status as a creditor, you may wish to seek legal advice. The staff of the Clerk of the Bankruptcy Court and the staff of Kurtzman Carson Consultants LLC are not permitted to give legal advice.
For additional information, please contact the Sports Authority toll-free information line at (866) 967-0490. International callers may dial (310) 751-2690. You may also submit an inquiry via email using the Submit an Inquiry link.
United States Bankruptcy Court
844 King Street
2nd Floor, Room 2112
Wilmington, DE 19801
Rule 9001(5) of the Federal Rules of Bankruptcy Procedure requires that a representative of the Debtors appear at the Meeting of Creditors for the purpose of being examined under oath by a representative of the Office of the United States Trustee and by any interested parties that attend the meeting. Creditors are welcome, but not required, to attend the meeting. The Meeting of Creditors may be continued or adjourned by notice at the meeting, without further written notice to creditors.
United States Bankruptcy Court
District of Delaware
824 Market Street 3rd Floor
Wilmington, DE 19801
T: (302) 252-2900 http://www.deb.uscourts.gov
Sports Authority Claims Processing Center
2335 Alaska Avenue
El Segundo, CA 90245
T: (866) 967-0490
Please file proof(s) of claim, if any, via US Mail or other hand delivery system. Facsimile and other electronic delivery methods are not acceptable. You must file an originally executed proof of claim. If you would like a copy of your claim returned to you as proof of receipt, please enclose an additional copy and a self-addressed postage-paid envelope.
Robert A. Klyman
Matthew J. Williams
Jeremy L. Graves
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue
Los Angeles, CA 90071-1512
T: (213) 229-7000
F: (213) 229-7520 http://www.gibsondunn.com
Michael R. Nestor
Kenneth J. Enos
Andrew L. Magaziner
Young Conaway Stargatt & Taylor, LLP
1000 North King Street
Wilmington, DE 19801
T: (302) 571-6600
F: (302) 571-1253 http://www.youngconaway.com
Robert J. Feinstein, Esq.
Jeffrey N. Pomerantz, Esq.
Bradford J. Sandler, Esq.
Pachulski Stang Ziehl & Jones LLP
919 North Market Street, 17th Floor
Wilmington, DE 19801
F: 302-652-4400 http://www.pszjlaw.com/
Kurtzman Carson Consultants LLC ("KCC”) maintains this website at the direction of Gibson, Dunn & Crutcher LLP and Young Conaway Stargatt & Taylor, LLP, proposed counsel to the Debtors. KCC maintains this website for the public's convenience and, while KCC makes every attempt to ensure the accuracy of the information contained herein, this website is not the website of the United States Bankruptcy Court and does not contain the complete, official record of the Bankruptcy Court. All documents filed with the Court, including lists of the Debtors' assets and liabilities, are available for inspection at the Clerk of the Bankruptcy Court, District of Delaware.