DOWNERS GROVE, Ill.,
June 24, 2019 /PRNewswire/
-- FTD Companies, Inc. (Nasdaq: FTD) (the "Company"), a
premier floral and gifting company, today provided an update on its
court-supervised restructuring process. The Company has:
- Entered into a definitive asset purchase agreement with
PlanetArt to acquire Personal Creations for $18.1 million in cash, subject to customary
adjustments;
- Entered into a definitive asset purchase agreement with Farids
& Co., LLC, which is owned by Tariq
Farid, founder of Edible Arrangements, LLC, to acquire
Shari's Berries for $5.0 million in
cash, subject to customary adjustments; and
- Entered into an amended and restated definitive asset purchase
agreement with an affiliate of Nexus Capital Management LP to
acquire FTD's North America and
Latin America Consumer and Florist businesses, including
ProFlowers, for $95.0 million in
cash, subject to customary adjustments. The amended and restated
agreement eliminates certain closing conditions and termination
rights included in the previously announced agreement.
The Company is operating in the ordinary course and remains
focused on supporting its extensive network of member florists and
business partners connected by its iconic FTD brand in North America and Latin America. The Company's other businesses,
including ProFlowers, Shari's Berries and Personal Creations, are
also continuing to provide floral, specialty food, gift and related
products to consumers.
Scott Levin, FTD's President and
Chief Executive Officer, said, "We are making progress implementing
our strategic initiatives. Nexus Capital, PlanetArt and Farids
would each bring stability and expertise to continue growing our
businesses and providing customers the outstanding service they
expect. As we move through this process, we continue to serve
customers and support our member florists and business partners in
the ordinary course."
The asset purchase agreements are subject to certain customary
closing conditions. The asset purchase agreements also remain
subject to higher or better offers, as well as to approval of the
Bankruptcy Court. The Company will seek to close the transactions
as soon as possible and in accordance with milestones agreed to
with its DIP lenders.
Additional Information
Additional information about the court-supervised restructuring
process is available on the Company's restructuring website,
www.FTDrestructuring.com. In addition, Bankruptcy Court filings and
other information related to the court proceedings are available on
a separate website administered by the Company's claims agent, Omni
Management Group, at www.omnimgt.com/FTD, or by calling Omni
representatives toll-free at 1-866-205-3144 or 1-818-906-8300 for
calls originating outside of the U.S.
Jones Day is serving as legal
advisor to the Company, Moelis & Company LLC and Piper Jaffray & Co. are serving as its
investment bankers and financial advisors, and AP Services, LLC, an
affiliate of AlixPartners, is providing Chief Restructuring Officer
services.
About FTD Companies, Inc.
FTD Companies, Inc. is a premier floral and gifting company.
Through our diversified family of brands, we provide floral,
specialty foods, gifts, and related products to consumers primarily
in North America. We also provide
floral products and services to retail florists and other retail
locations throughout these same geographies. FTD has been
delivering flowers since 1910, and the highly-recognized FTD® brand
is supported by the iconic Mercury Man® logo, which is displayed in
over 30,000 floral shops in more than 125 countries. In addition to
FTD, our diversified portfolio of brands includes the following
trademarks: ProFlowers®, Shari's Berries®, Personal Creations®,
Gifts.com™, and ProPlants®. FTD Companies, Inc. is headquartered in
Downers Grove, Ill. For more
information, please visit www.ftdcompanies.com.
Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995, as amended, based on our
current expectations, estimates and projections about our
operations, industry, financial condition, performance, results of
operations, and liquidity. Statements containing words such as
"may," "believe," "anticipate," "expect," "intend," "plan,"
"project," "projections," "business outlook," "estimate," or
similar expressions constitute forward-looking statements. These
forward-looking statements include, but are not limited to,
statements regarding expectations about the timing and execution of
the Company's strategic transactions (including the contemplated
sales of substantially all of the Debtors' assets), the Company's
future financial condition and future business plans and
expectations, including statements related to the effect of, and
our expectations with respect to, the operation of our business,
adequacy of financial resources and commitments, and the operating
expectations during the pendency of the Chapter 11 cases and
impacts to its business related thereto. Potential factors that
could affect such forward-looking statements include, among others,
risks and uncertainties relating to the Chapter 11 cases,
including, but not limited to, the Company's ability to obtain
Bankruptcy Court approval of motions filed in the Chapter 11 cases
(including, but not limited to, the DIP motion and the bidding
procedures motion), the effects of the Chapter 11 cases on the
Company and on the interests of various constituents, Bankruptcy
Court rulings in the Chapter 11 cases and the outcome of the
Chapter 11 cases in general, the length of time the Company will
operate under the Chapter 11 cases, risks associated with
third-party motions in the Chapter 11 cases, the potential adverse
effects of the Chapter 11 cases on the Company's liquidity or
results of operations and increased legal and other professional
costs necessary to execute the Company's restructuring strategy;
the conditions to which the Company's DIP financing is subject and
the risk that these conditions may not be satisfied for various
reasons, including for reasons outside of the Company's control;
the Company's and the Debtors' ability to consummate sales of
substantially all of the Debtors' assets consistent with the
milestones set forth in the interim DIP order of the Bankruptcy
Court and the terms and conditions of any such sales; the Company's
ability to implement operational improvement efficiencies;
uncertainty associated with evaluating and completing any further
strategic or financial alternative as well as the Company's ability
to implement and realize any anticipated benefits associated with
any alternative that may be pursued; the consequences of the
acceleration of our debt obligations; trading price and volatility
of the Company's common stock and the risks related to the
Company's delisting from Nasdaq and trading on the OTC Pink Market
and the other factors disclosed in the section entitled "Risk
Factors" in our most recent Annual Report on Form 10-K filed with
the U.S. Securities and Exchange Commission ("SEC"), as updated
from time to time in our subsequent filings with the SEC. Readers
are cautioned not to place undue reliance on these forward-looking
statements, which reflect management's analysis only as of the date
hereof. Such forward-looking statements are not guarantees of
future performance or results and involve risks and uncertainties
that may cause actual performance and results to differ materially
from those predicted. Reported results should not be considered an
indication of future performance. Except as required by law, we
undertake no obligation to publicly release the results of any
revision to these forward-looking statements that may be made to
reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.
Contacts
Michael Freitag / Aaron Palash / Aura
Reinhard
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
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SOURCE FTD Companies, Inc.
