Legacy IMBDS, Inc.: debt financing — iMedia Brands to sell substantially all assets to RNN for ~$50M via Chapter 11 process

Legacy IMBDS, Inc.

Sale includes ShopHQ, 1-2-3.tv, iMDS, J.W. Hulme, and Christopher & Banks brands.
Approximately $50M transaction value plus assumption of certain liabilities.
Transaction subject to higher or better offers; expected to close in August 2023 pending court approval.
Debtor-in-possession financing of $15M approved to support operations during sale process.
Company suspends earnings calls; warns trading in common stock is highly speculative.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Legacy IMBDS, Inc. incurred credit facility of maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305.40 on consummation with Siena Lending Group LLC and the other parties thereto as lenders.

Instrument: credit facility
Principal: maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305.40 on consummation
Counterparty: Siena Lending Group LLC and the other parties thereto as lenders
Event: incurrence

Exact text from the filing

On July 6, 2023, the Company and Siena Lending Group LLC and the other parties thereto as lenders (collectively, the "DIP Lenders") entered into a senior secured super-priority debtor-in-possession credit facility in a maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305.40 on consummation of the Sale Transaction, in each case subject to the terms and conditions set forth therein (the "DIP Financing Agreement").

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Legacy IMBDS, Inc. entered into Purchase Agreement with RNN-TV Licensing Co. LLC (effective 2023-07-03).

Action: entry
Agreement: asset purchase
Counterparty: RNN-TV Licensing Co. LLC
Effective: 2023-07-03

Exact text from the filing

On July 3, 2023, iMedia Brands, Inc. (the “Company”) and certain of its subsidiaries (together with the Company, collectively, the “Sellers”) entered into an Asset and Equity Purchase Agreement (the “Purchase Agreement”) with RNN-TV Licensing Co. LLC (“Buyer”)

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Legacy IMBDS, Inc. entered into DIP Financing Agreement with Siena Lending Group LLC and the other parties thereto as lenders valued at maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305 (effective 2023-07-06).

Action: entry
Agreement: credit facility
Counterparty: Siena Lending Group LLC and the other parties thereto as lenders
Value: maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305
Effective: 2023-07-06

Exact text from the filing

On July 6, 2023, the Company and Siena Lending Group LLC and the other parties thereto as lenders (collectively, the “DIP Lenders”) entered into a senior secured super-priority debtor-in-possession credit facility in a maximum loan amount of (a) $31,947,305.40 prior to closing the Sale Transaction, and (b) $34,947,305.40 on consummation of the Sale Transaction

View on SEC.gov

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Source: SEC EDGAR

accession 0001104659-23-079701

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