NEW YORK--(BUSINESS WIRE)--
Vince Holding Corp. (NYSE:VNCE), a leading global luxury apparel and
accessories brand (“Vince” or the “Company”), today announced the
results of its previously announced non-transferable rights offering
(the “Rights Offering”). The subscription period expired at 5:00 p.m. ET
on August 30, 2017.
The Company received subscriptions and oversubscriptions from its
existing stockholders for a total of approximately 48.8 million shares
of its common stock, raising gross proceeds of approximately $22.0
million. The Company expects to close the Rights Offering on or about
September 8, 2017.
Simultaneously with the closing of the Rights Offering, the Company
expects to receive approximately $8.0 million of gross proceeds from the
related backstop investment by Sun Cardinal, LLC and SCSF Cardinal, LLC
(collectively, the “Sun Investors”) and the Company expects to issue to
them approximately 17.8 million shares of its common stock pursuant
thereto.
The Company expects to use portions of the proceeds from the Rights
Offering to repay $9.0 million in principal amount of outstanding
indebtedness under the Company’s Term Loan Facility and at least $15.0
million in principal amount of outstanding indebtedness (without
permanent reduction in commitment) under the Company’s Revolving Credit
Facility.
Following the completion of the Rights Offering and the related backstop
investment, the Company expects to have a total of approximately 116.1
million shares of its common stock outstanding and the Sun Investors and
their affiliates are expected to hold approximately 73% of such
outstanding common stock.
ABOUT VINCE
Established in 2002, Vince is a global luxury brand best known for
utilizing luxe fabrications and innovative techniques to create a
product assortment that combines urban utility and modern effortless
style. From its edited core collection of ultra-soft cashmere knits and
cotton tees, Vince has evolved into a global lifestyle brand and
destination for both women’s and men’s apparel and accessories. As of
July 29, 2017, Vince products were sold in prestige distribution
worldwide, including approximately 2,300 distribution locations across
more than 40 countries. With corporate headquarters in New York and its
design studio in Los Angeles, the Company operated 41 full-price retail
stores, 14 outlet stores and its e-commerce site, vince.com. Please
visit www.vince.com for
more information.
Forward-Looking Statements: This document, and any statements
incorporated by reference herein, contains forward-looking statements
under the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include the statements regarding, among other
things, our current expectations about the Company's future results and
financial condition, revenues, store openings and closings, margins,
expenses and earnings and are indicated by words or phrases such as "may,"
"will," "should," "believe," "expect," "seek," "anticipate," "intend,"
"estimate," "plan," "target," "project," "forecast," "envision" and
other similar phrases. Although we believe the assumptions and
expectations reflected in these forward-looking statements are
reasonable, these assumptions and expectations may not prove to be
correct and we may not achieve the results or benefits anticipated.
These forward-looking statements are not guarantees of actual results,
and our actual results may differ materially from those suggested in the
forward-looking statements. These forward-looking statements involve a
number of risks and uncertainties, some of which are beyond our control,
including, without limitation: our ability to continue having the
liquidity necessary to service our debt, meet contractual payment
obligations (including under the tax receivable agreement) and fund our
operations; our ability to comply with the covenants under our term loan
facility; our ability to continue as a going concern; our ability to
successfully complete the previously announced rights offering; our
ability to successfully operate the newly implemented systems,
processes, and functions recently transitioned from Kellwood Company;
our ability to remediate the identified material weaknesses in our
internal control over financial reporting; our ability to regain
compliance with the continued listing standards of the New York Stock
Exchange; our ability to ensure the proper operation of the distribution
facility by a third party logistics provider recently transitioned from
Kellwood; our ability to remain competitive in the areas of merchandise
quality, price, breadth of selection, and customer service; our ability
to anticipate and/or react to changes in customer demand and attract new
customers, including in connection with making inventory commitments;
our ability to control the level of sales in the off-price channels; our
ability to manage excess inventory in a way that will promote the
long-term health of the brand; changes in consumer confidence and
spending; our ability to maintain projected profit margins; unusual,
unpredictable and/or severe weather conditions; the execution and
management of our retail store growth plans, including the availability
and cost of acceptable real estate locations for new store openings; the
execution and management of our international expansion, including our
ability to promote our brand and merchandise outside the U.S. and find
suitable partners in certain geographies; our ability to expand our
product offerings into new product categories, including the ability to
find suitable licensing partners; our ability to successfully implement
our marketing initiatives; our ability to protect our trademarks in the
U.S. and internationally; our ability to maintain the security of
electronic and other confidential information; serious disruptions and
catastrophic events; changes in global economies and credit and
financial markets; competition; our ability to attract and retain key
personnel; commodity, raw material and other cost increases; compliance
with domestic and international laws, regulations and orders; changes in
laws and regulations; outcomes of litigation and proceedings and the
availability of insurance, indemnification and other third-party
coverage of any losses suffered in connection therewith; tax matters;
and other factors as set forth from time to time in our Securities and
Exchange Commission filings, including under the heading "Item 1A—Risk
Factors" in our Annual Report on Form 10-K and our Quarterly Reports on
Form 10-Q. We intend these forward-looking statements to speak only as
of the time of this release and do not undertake to update or revise
them as more information becomes available, except as required by law.
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Source: Vince Holding Corp.