Legacy IMBDS, Inc.: Nasdaq/NYSE listing notice — iMedia Brands files Chapter 11 bankruptcy; Nasdaq to delist stock July 10, 2023

The filing of the Chapter 11 Cases constitutes an event of default, and resulted in an immediate acceleration of the obligations arising therefrom, under the Loan and Security Agreement, dated as of July 30, 2021 by and among the Company, as the lead borrower, certain of its subsidiaries party thereto as borrowers, Siena Lending Group LLC and the other financial institutions party thereto from time to time as lenders, Siena Lending Group LLC, as agent, and certain additional subsidiaries of the Company, as guarantors thereunder (as amended, the “Existing Credit Agreement”). As of the Petition Date, the Company had an aggregate of approximately $19.4 million in outstanding principal and accrued interest under the Existing Credit Agreement.

The filing of the Chapter 11 Cases constitutes an event of default, and resulted in an immediate acceleration of the obligations arising therefrom, under the indenture governing the Company’s 8.50% Senior Notes due 2026, dated September 28, 2021, by and between the Company and U.S. Bank National Association (the “Senior Notes”). As of the Petition Date, the Company had an aggregate of approximately $81.7 million in outstanding principal and accrued interest under the Senior Notes.

The filing of the Chapter 11 Cases constitutes an event of default, and resulted in an immediate acceleration of the obligations arising therefrom, under each of the Company’s promissory notes, each dated April 10, 2023, by and between the Company and the purchaser party thereto (the “Promissory Notes”). As of the Petition Date, the Company had an aggregate of approximately $3.5 million in outstanding principal under the Promissory Notes.

On June 28, 2023 (the “Petition Date”), the Company and its U.S. subsidiaries filed a voluntary petition (Case No. 23-10852) (the “Chapter 11 Cases”) for relief under Chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”).

June 29, 2023, the Company received written notice (the “Delisting Notice”) from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, as a result of the Chapter 11 Cases and in accordance with Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, Nasdaq had determined that the Company's common stock and Senior Notes will be delisted from Nasdaq. The Company does not intend to appeal this determination. Trading of the Company’s common stock and Senior Notes will be suspended at the opening of business on July 10, 2023, and Nasdaq will file a Fo

On June 25, 2023, the Company received a Notice of Revolving Loan Commitment Termination (the “Termination Notice”) from Siena with respect to the Loan and Security Agreement. The Termination Notice informed the Company that Siena and the other financial institutions party to the Loan and Security Agreement have terminated all revolving loan commitments under the Loan and Security Agreement as a result of certain existing events of default and the termination of the forbearance period under the Amendment.