Toys “R” Us – Court Approves Procedures for Auction of Shared Services Business

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October 18, 2018 – The Court hearing the Toys “R” Us case approved bidding procedures in respect of the sale of its shared services business (the “Shared Services Business”) [Docket No. 5310]. Central to the bidding procedures motion is the agreement of the Debtors’ Term B Lenders to serve as a stalking horse bidder with a credit bid of $57.5 million. As previously reported [Docket No. 5199], “Toys Delaware—through its Disinterested Directors—has determined that a potential sale of the Shared Services Business should be pursued prior to the effective date of the Plan. The Debtor believes that the proposed sale process will afford the most likely purchasers of the Shared Services Business—the now or soon-to-be independent regional enterprises and the Taj Noteholders—the opportunity to competitively bid for the Assets and assume responsibility for the operations of the Shared Service Business following the consummation of the sale. As part of this decision to market and sell the Shared Services Business, the Debtor and the Disinterested Directors negotiated an agreement of various significant terms and conditions, including, without limitation, an agreement by the Ad Hoc Group of B-4 Lenders (a) to withdraw their objections to entering into a Transition Services Agreement with the purchaser of the France business; (b) to cap their credit bid for the Shared Services Business at $57.5 million, subject to a minimum overbid of $500,000; and (c) that the applicable acquisition vehicle or Toys Delaware successor entity assume all obligations under the various Transition Services Agreements in connection with the Plan.” 

The order also approved the following general timeline: (i) a November 8, 2018 deadline to submit qualified competing bids, (ii) an auction date, if necessary, of November 9, 2018 and (iii) a November 13, 2018 sale hearing.

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