On May 9, Sam Ash Music Corporation, DIP filed a voluntary Chapter 11 petition in the U.S. Bankruptcy Court for the District of New Jersey. The proceedings have been designated as case number 24-14727.

The Debtors entered into a stalking horse asset purchase agreement under which an affiliate or designee of Tiger Finance, LLC proposes to acquire existing inventory, intellectual property and other assets, and assume certain liabilities. Tiger Finance agreed to provide a $20 million DIP Facility. Tiger was the lender under a $20 million Prepetition ABL Facility, on which $18.1 million was outstanding as of the petition date.

In the Rite Aid, DIP case, a group of pharmacies (CVS, Walgreen and Walmart) filed an objection to the Plan of Reorganization. The pharmacies contend that the Debtors are responsible for paying remaining cure obligations under contracts which permitted them to dispense drugs to individuals covered under insurance plans serviced by Elixir. The Pharmacies asserted cure amounts ($25 million) which are far in excess of amounts listed on a cure notice, and they allege that the Debtors or MedImpact Healthcare Systems, Inc. attempted to “sidestep responsibility for all obligations under the pharmacy contracts.” The Pharmacies stated that they “suspect that the Debtors have not provided for the payment of these cure obligations as part of their emergence strategy. What is discernable from the Disclosure Statement is that the Debtors will have almost no cash at emergence and nowhere is there a provision for payment of the Pharmacies’ cure claims.” The Pharmacies stated that they intend to seek discovery from the Debtors regarding their funding sources.

The Debtors identified four stores for closure, bringing the total of announced closures to 545. 

Weis Markets plans to begin construction on six new stores this year that will open in 2025. This marks a significant uptick in openings for the Company compared to the past few years. The Company also plans to open five new fuel centers this year and complete 11 major store remodels as well as 15 minor store remodels. 

Weis reported a 3.3% increase in comp sales and saw net sales rise $14 million in 1Q24, due in part to Easter shifting into 1Q from 2Q. 

In the 99 Cents Only, DIP case, the Debtors filed a motion seeking authorization to enter into a stalking horse asset purchase agreement with Ollie’s Bargain Outlet, Inc. and OBO Ventures, Inc. (the stalking horse bidders) for the sale of 11 Texas locations (eight leased and three owned properties), for a total price of $14.6 million.

Separately, the Court approved motions related to the following two issues:

• the rejection of four unexpired leases.
• the private sale to Dollar Tree Stores of designation rights with respect to 64 leases. 

Outfox Hospitality, the group that owned upscale convenience-store chain Foxtrot and small-format grocer Dom's Kitchen & Market, abruptly closed all stores on April 23. Foxtrot had 33 locations in Chicago, Washington D.C., Dallas, and Austin, TX, while Dom's had two stores in Chicago. Foxtrot's assets were sold via auction for more than $2.2 million to holding company Further Point Enterprises. Assets for Dom's Kitchen & Market were also up for auction, but were not sold. Further Point's current portfolio also includes Athletic Brewing Co., Odd Bird, and Bandits NYC. 

The closures of Foxtrot and Dom's came less than six months after the companies announced a merger and formed Outfox Hospitality, after which several employees filed lawsuits alleging they were not provided with the required 60-day notice before their jobs were terminated. Foxtrot was founded in 2014 as a delivery company selling snacks, beer and wine, and grew into a corner store-restaurant hybrid that featured high-end package goods, prepared foods, coffee bars, and wine bars. 

Schnuck Markets announced that it will discontinue its Eatwell Market by Schnucks banner, which operates stores in Columbia and Chesterfield, MO. The 41,700-square-foot Columbia, MO location will be converted to a traditional Schnucks store with completion scheduled for this summer. Schnucks acquired the store from Lucky’s in bankruptcy and opened it in 2020. The 30,200-square-foot Chesterfield, MO location will permanently close on June 2; the store opened in 2023.

The Fresh Market opened a new 24,000 square-foot store in Lakewood Ranch, FL, marking the first store for the retailer in the city and its 48th in Florida. The new store will feature an in-house smoked pit BBQ, hot and fresh pizza, a salad and soup station, full service and self-service coffee stations, and fresh pastries. 

The U.S. Justice Department backed Colorado's bid to block the merger between Kroger and Albertsons, saying federal laws don't preclude parallel state antitrust lawsuits. Colorado sued to block the $24.6 billion proposed deal in state court separately from the FTC and a group of eight other states plus Washington, D.C., that are challenging the merger in Oregon federal court. Kroger and Albertsons have sought to dismiss Colorado’s case, arguing that the state doesn’t have authority to seek what they say would be a nationwide injunction. Judge Andrew J. Luxen didn’t indicate when he might rule on the Company’s motion to dismiss Colorado’s suit. The judge has scheduled a hearing in August on the state’s request for a preliminary injunction against the deal over alleged harm to residents.

Kohl's will begin rolling out Babies "R" Us in-store shops in August. The openings will continue through the fall, with all 200 shops open in time for the holidays. Kohl's first announced the partnership with Babies "R" Us owner WHP Global in March. The in-store shops will feature a curated assortment of the latest baby gear, furniture, activity, and accessories. They will be located adjacent to Kohl's existing baby and kids sections. Of the 200 locations on track to open, 30 are in New York, 25 in New York, 25 in Massachusetts, 13 are in New Jersey, 11 are in Illinois, 11 are in Wisconsin, and 10 are in Texas. 

Ace Hardware will acquire Bishop Ace Hardware, a 13-store chain in central Illinois. The acquisition is expected to be completed on July 28. 

In the Bed Bath & Beyond, DIP case, to further its purpose of increasing asset values to maximize recoveries for creditors, the bankruptcy estate has initiated a lawsuit seeking to recover $300 million from hedge fund Hudson Bay Capital Management for “illegally profiting from a scheme.” The complaint alleges that the hedge fund, which is unrelated to Hudson's Bay Company, violated securities laws while orchestrating an equity offering in February 2023 which was designed to offset operational underperformance at Bed Bath & Beyond and avoid a bankruptcy filing. We note that the Plan of Liquidation states that general unsecured creditors are expected to recover between 0% and 2.5% of their allowed claims. It is unclear whether, or by how much, a successful recovery in the lawsuit may impact this estimate.

General Interest

Not So Fast... A move by the Consumer Financial Protection Bureau (CFPB) to cap fees on late credit card payments at $8 per month was temporarily blocked by a federal judge in Fort Worth, TX. Judge Mark Pittman of the U.S. District Court for the Northern District of Texas granted an injunction sought by the banking industry and other business interests to freeze the restrictions, which were scheduled to take effect on May 14. In his ruling, Pittman cited a 2022 decision by the U.S. Court of Appeals for the Fifth Circuit that found that funding for the CFPB is unconstitutional. The regulations adopted by the CFPB would have lowered fees from the current monthly average of $32, which generates about $9 billion per year for card issuers.