On July 8, 2020, Brooks Brothers Group, Inc. and various of its subsidiaries and affiliates (the “US Debtors”) commenced voluntary reorganization proceedings pursuant to Chapter 11 of the United States Bankruptcy Code (“Chapter 11”) and were granted orders by the United States Bankruptcy Court for the District of Delaware (the “US Court”).  At the time, Brooks Brothers Canada Ltd. (“BB Canada”) did not file a petition for relief under Chapter 11 with the US Court.

On August 14, 2020, the US Court entered an order approving a sale transaction (the “Sale Transaction”) for substantially all of the assets of the US Debtors as well as those of BB Canada (listed below and collectively, the “Chapter 11 Debtors”).  The Sale Transaction closed on August 31, 2020, subject to the subsequent conveyance of the assets of BB Canada.  Prior to the closing of the Sale Transaction, the parties determined that it would be beneficial for BB Canada to obtain a Canadian court order approving the sale of the inventory and other assets of BB Canada free and clear of all claims and encumbrances.  

Accordingly, on September 10, 2020, BB Canada filed a voluntary petition for relief pursuant to Chapter 11 with the US Court and on September 11, 2020, the US Court entered an order directing the administration of the Chapter 11 proceedings of BB Canada jointly with the proceedings of the other Chapter 11 Debtors (collectively, the “Chapter 11 Proceedings”). 

In connection with the Chapter 11 Proceedings, also on September 11, 2020, the US Court appointed Brooks Brothers Group, Inc. as the foreign representative of the estates of the Chapter 11 Debtors (the “Foreign Representative”). There are 14 Chapter 11 Debtors as follows:

Brooks Brothers Group, Inc

Brooks Brothers Canada Ltd.

Brooks Brothers Far East Limited

BBD Holding 1, LLC

BBD Holding 2 LLC

BBDL, LLC

Brooks Brothers International, LLC

Brooks Brothers Restaurant, LLC

Deconic Group LLC

Golden Fleece Manufacturing Group, LLC

RBA Wholesale, LLC

Retail Brand Alliance Gift Card Services, LLC

Retail Brand Alliance of Puerto Rico, Inc., and 

696 White Plains Road, LLC

On application made by the Foreign Representative, on September 14, 2020, the Ontario Superior Court of Justice (Commercial List) granted orders, among other things, recognizing the Chapter 11 Proceedings as a foreign main proceeding under Part IV of the Companies’ Creditors Arrangement Act (“CCAA”), staying all proceedings against the Chapter 11 Debtors, and appointing Alvarez & Marsal Canada Inc. as the Information Officer in the Canadian recognition proceedings under the CCAA.