$286M Takes Eddie Bauer

BELLEVUE, WA-The highest and best offer for clothing retailer Eddie Bauer Holdings Inc. was $286 million, $84 million above the bid with which it entered Ch. 11 bankruptcy this time last month. The high bidder was Golden Gate Capital, a private equity firm with $9 billion under management. The 202-million stalking horse offer was from an affiliate of CCMP Capital Advisors LLC, another private equity firm.

The Golden Gate offer will be presented for court approval on July 22nd. Beyond the price, the offer is to maintain the substantial majority of Eddie Bauer’s stores and employees in a newly formed company and to honor all gift cards. The transaction is expected to close in early August; it is not expected to result in any distribution to the stockholders of Eddie Bauer Holdings.

As of the bankruptcy filing, Eddie Bauer had 371 stores nationwide, with 8,600 employees. It also operates a significant catalog business as well a virtual store online. The company emerged from its first Chapter 11 bankruptcy in 2005 after being spun off from former owner Spiegel Catalog, which itself sought bankruptcy protection in 2003.

Eddie Bauer moved into its 230,000-square-foot corporate headquarters at Downtown Bellevue’s Lincoln Square development in mid-2007 on a 15-year lease. Kemper Development is the building owner. Eddie Bauer did not shed the lease during the bankruptcy process, according to a local source familiar with the asset. Eddie Bauer declined comment; Golden Gate was not immediately available for comment.

It’s retail and outlet stores also are leased, and are generally located in regional malls. Its retail stores average approximately 6,400 gross square feet, while its outlet stores average approximately 7,300 gross square feet.

In most cases, its retail store leases have 10-year terms and its outlet store leases have five-year terms, with one five-year option to renew. The majority of its store leases normally provide for base rent and the payment of a percentage of sales as additional rent when certain sales thresholds are reached. Approximately 12% of its retail store leases allow it the one-time right to terminate the lease three- to five years after the commencement of the lease if previously agreed upon sales thresholds are not achieved.

“Eddie Bauer is a good company with a great brand and a bad balance sheet,” Eddie Bauer Holdings president and chief executive Neil Fiske said last month. “This [bankruptcy] process will allow the business to emerge with far less debt, positioned for growth as the economy recovers and as our new products gain traction.”"

While the company had made good progress on its turnaround strategy for the business as of late, the “crushing debt burden placed on the Company from the Spiegel reorganization in 2005, combined with the severe, prolonged recession, have left us with no choice but to use this process to reduce the debt load on the business,” Fiske said.

In 2008, it opened 11 stores and closed 24. In March 2009, the company reported a $127.5-million ($4.13 per share) loss in the final three months of 2008 due to $144.6 million in impairment charges and the overall decline in consumer spending. It also stated that was in talks to amend a $225 million term loan it said it was at “significant risk” of violating. If it could not, Fiske said the company’s independent accountant likely would question the company’s ability to continue as a going concern.