Hilco Global announced the completion of a successful engagement with Express as it is sold to Phoenix Retail. Phoenix Retail, a new retail business, is a joint venture between WHP Global and mall owners Simon Property Group and Brookfield Properties. ReStore Capital, an operating company of Hilco Global and a credit focused investment manager, agented a $65 million Second Lien Term Loan to Express in September 2023, and later agented a $25 million new money DIP Term Loan in support of the Express’ efforts to effectuate a going concern sale of the business after filing for Chapter 11 bankruptcy protection. These loans were repaid in full from the proceeds of the sale to Phoenix Retail.
"I am incredibly proud of the collaborative efforts and the strong partnership we've built with Express over the past seven years,” says Ian Fredericks, President and COO of Hilco Consumer - Retail. “Our relationship goes beyond just providing financial solutions; it demonstrates our commitment to supporting our clients through every phase of their journey. The successful sale of Express is a testament to the resilience and dedication of all parties involved. We congratulate WHP Global, Simon Property Group, and Brookfield Properties on this strategic acquisition and look forward to seeing Express continue to thrive under their new ownership."
Throughout the process, both Hilco Consumer - Retail and its parent, Hilco Global - a privately held diversified financial services company and the world’s preeminent authority on maximizing the value of assets for both healthy and distressed companies - played an integral role in partnering with both Express and its stakeholders to manage through a challenging operating period, and ultimately, accomplishing a successful sale of the business. Beyond the financing support provided by ReStore Capital, Express engaged Hilco Merchant Resources (HMR) to provide various services given their operational and asset monetization expertise. These included running store closing sales for approximately 115 underperforming stores that were non-core to Phoenix Retail’s go forward business plan.
The Hilco Global/Express partnership is a perfect example of how Hilco Global can serve as a one-stop-shop for clients given its breadth of experience and expertise across various industries and asset classes. Over the past seven years, Hilco Global cultivated an ongoing partnership with Express; indeed, Mr. Fredericks recalls that one former Express senior executive would remark, “Call Hilco. I’m sure they can help,” whenever Express was confronted with a challenge without an obvious solution.
The Hilco Global and Express relationship began in 2017 when Express solicited proposals from HMR and competitors to close its Canadian business. HMR ultimately won the mandate and achieved a result that far exceeded expectations. Thereafter, from Q4 of 2018 through 2022, HMR was engaged by the Company to conduct strategic store closings and clearance sales in the US and Puerto Rico. Additionally, in Q4 2020, Hilco Valuation Services was able to leverage HMR's experience closing stores to conduct an inventory appraisal after a competitor improperly dropped the appraised values due to COVID, failing to take into account the true intrinsic value of Express’ inventory. Had Hilco not stepped in to provide an accurate appraisal, it’s possible Express would have met the COVID fate of other retailers in 2020 and been forced to liquidate. Around the same time, Hilco Enterprise Valuation Services was also engaged to conduct an intellectual property appraisal for the Company. These Hilco appraisals were used to support Express’ financing efforts at the tail end of 2020 and early 2021. Later, in the Fall and Winter of 2021, Express had significant staffing challenges not unlike other retailers at the time and approached Hilco to “help”. Leveraging Hilco’s CareerFlex solution, Hilco provided Retail SWAT Teams and its Restore for Retail Virtual Store Management Platform to assist Express with preparing for and executing during the all-important holiday season.
In November 2022, ReStore Capital was approached to provide new financing for Express and closed a $90 million FILO Term Loan, which was paid off shortly thereafter in January 2023 from proceeds of WHP's acquisition of Express’ intellectual property. Hilco Valuation Services continued to perform Express’ inventory appraisals per the cadence required by the lender group in connection with their ongoing financing support of the business, which scope later grew to include Bonobos following Express’ acquisition of the business in April 2023. It was this successful partnership between Hilco Global and Express over the years that laid the groundwork and led to ReStore Capital's mandate to agent another loan in September 2023 and various Hilco Global service engagements that followed, resulting in the ultimate sale of the Express to Phoenix Retail in June 2024.
"The successful transition of Express is a prime example of how we leverage our extensive expertise to support businesses through challenging times and position them for future growth,” Mr. Fredericks explains. “Hilco Global is a comprehensive financial services provider, offering tailored solutions that drive value and success for our clients.”
“Our enduring partnership with Express showcases Hilco Global's extensive range of services beyond asset monetization,” Mr. Fredericks further adds. “By providing strategic financial solutions and operational expertise, we have supported Express through various phases, culminating in a successful transition. This collaboration exemplifies our commitment to being more than just a financial partner – we are a catalyst for sustainable growth and success. We are excited to see Express continue to flourish under WHP’s stewardship."
Hilco Global looks forward to continuing to foster such partnership-based relationships with clients of the past, present and future. In this regard, Mr. Fredericks continues, “Hilco Global has often experienced the mischaracterization in the marketplace of merely serving as a ‘liquidator’ of businesses. This stigma has further contributed to the ‘lend-to-liquidate’ moniker following the launch of Hilco Global's ReStore Capital platform in 2020. While ReStore Capital does leverage Hilco Global's asset valuation and monetization expertise, allowing us to lend deeper into asset values at a higher rate of conviction than others in the market, Hilco Global's ability to monetize such assets securing ReStore Capital's loan portfolio merely serves as a hedge to ensure repayment in full of their loan exposure.”
The Express story exemplifies how ReStore Capital can deploy creative financing solutions that serve the best interests of all stakeholders, regardless of what side of the table they may sit on. ReStore Capital’s solutions combined with Hilco Global's breadth of services and expertise allow businesses not only a fighting chance survive, but also pave the way for them to write their next chapter as a success story in today's transformative and often challenging consumer and retail market landscape.
Other Stakeholders:
- ABL Agent: Wells Fargo
- ABL Participants: Bank of America, Fifth Third Bank. U.S. Bank
- ABL Counsel: Goldberg Kohn Ltd.
- Term Loan Participants: First Eagle Alternative Credit and Gordon Brothers
- Term Loan Counsel: Ropes & Gray LLP
- ABL & Term Loan Advisor: AlixPartners
- Store Closing JV Partner: Gordon Brothers
- Company Counsel: Kirkland & Ellis LLP
- Company Financial Advisor: M3 Advisory Partners LP
- Company Investment Banker: Moelis & Company LLC