T R O U B L E D C O M P A N Y R E P O R T E R
Saturday, January 28, 2017, Vol. 21, No. 27
PERFORMANCE SPORTS: Monthly Operating & Monitor Reports Filed
PERFORMANCE SPORTS: Monthly Operating & Monitor Reports Filed
Performance Sports Group Ltd. (OTC: PSGLQ) has filed a monthly
operating report for the period beginning October 31, 2016 and
ending November 30, 2016, with the Bankruptcy Court for the
District of Delaware. A copy of the MOR is available at:
Ernst & Young Inc., in its capacity as monitor to the Company, as
appointed by order of the Ontario Superior Court of Justice
(Commercial List), has filed a report with the Ontario Court. The
report provides the Canadian Court with information regarding the
Debtors' motion seeking approval of a sale of its soccer uniform
business operating under the "INARIA" brand name and the Debtors'
actual and projected cash flow results covering the period from
October 31, 2016 to January 6, 2017. A copy of the Monitor's
report is available at:
The Company is also providing a bi-weekly status update in
accordance with its obligations under the alternative information
guidelines set out in National Policy 12-203 - Cease Trade Orders
for Continuous Disclosure Defaults. The Company is subject to a
management cease trade order issued by the Ontario Securities
Commission, the Company's principal regulator in Canada, in
connection with the delayed filing of its Annual Report on Form
10-K, including its annual audited financial statements for the
fiscal year ended May 31, 2016 and the related management's
discussion and analysis, and the Company advises that (i) there
have been no material changes to the information relating to the
delayed filing of its Annual Filings, (ii) it intends to continue
to comply with the alternative information guidelines of NP 12-203;
(iii) except as previously disclosed, there are no subsequent
specified defaults (actual or anticipated) within the meaning of NP
12-203; and (iv) there is no other material information concerning
the Company and its affairs that has not been generally disclosed.
About Performance Sports
Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER,
MISSION, MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names
and are distributed by sales representatives and independent
distributors throughout the world. In addition, the Company
distributes its hockey products through its Burlington,
Massachusetts and Bloomington, Minnesota Own The Moment Hockey
Experience retail stores.
On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its
affiliates have filed voluntary petitions under Chapter 11 of the
Bankruptcy Code in the District of Delaware and commenced
proceedings under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice.
The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.;
Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer
Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.;
BPS Diamond Sports Inc.; and PSG Innovation Inc.
The Canadian Debtors are: Performance Sports Group Ltd.; KBAU
Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball
/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS
Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer
Performance Sports Uniforms Corp.; and Performance Lacrosse Group
The Debtors have hired Paul, Weiss, Rifkind, Wharton & Garrison
as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as
investment banker to the special committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher as communications & relations advisor; KPMG LLP
auditors; Ernst & Young LLP as CCAA monitor; and Prime Clerk LLC
as notice, claims, solicitation and balloting agent.
Ernst & Young Inc., serves as monitor to the Company in the
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
three creditors of BPS US Holdings, Inc., parent of Performance
Sports, to serve on the official committee of unsecured creditors.
The Creditors' Committee retained by Blank Rome LLP as counsel,
Cassels Brock & Blackwell LLP as Canadian co-counsel, and Province
Inc. as financial advisor.
The U.S. Trustee also has appointed a official committee of equity
security holders. The equity committee is represented by Natalie
D. Ramsey, Esq., and Mark A. Fink, Esq., at Montgomery, McCracken,
Walker & Rhoads, LLP; and Robert J. Stark, Esq., Steven B. Levine,
Esq., James W. Stoll, Esq., and Andrew M. Carty, Esq., at Brown
* * *
The Bankruptcy Court for the District of Delaware and the Ontario
Superior Court of Justice have granted the Company approval of,
among other things, the bidding procedures and "stalking horse"
protections in connection with a "stalking horse" asset purchase
agreement, under which an acquisition vehicle to be co-owned by an
affiliate of Sagard Capital Partners, L.P. and Fairfax Financial
Holdings Limited, intends to acquire substantially all of the
assets of the Company and its North American subsidiaries for U.S.
$575 million in aggregate and assume related operating
Interested parties must submit qualified bids to acquire
substantially all of the assets of the Company no later than
January 25, 2017. The auction is set for January 30, 2017. A final
sale approval hearing is expected to take place shortly after
completion of the auction with the anticipated closing of the
successful bid to occur by the end of February 2017, subject to
receipt of applicable regulatory approvals and the satisfaction or
waiver of other customary closing conditions.
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