Toys "R" Us, Inc., et al.

Toys "R" Us, Inc., et al.

Case Number: 17-34665

United States Bankruptcy Court, Eastern District of Virginia (Richmond Division)
Case Info

On September 18, 2017, Toys “R” Us, Inc. and certain of its affiliates (together, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The Debtors’ bankruptcy cases are jointly administered under case no. 17-34665 and pending before the Honorable Keith L. Phillips in the Richmond Division of the United States Bankruptcy Court for the Eastern District of Virginia (the “Bankruptcy Court”). In addition, the Company’s Canadian subsidiary voluntarily commenced parallel proceedings under the Companies’ Creditors Arrangement Act (“CCAA”) in Canada in the Ontario Superior Court of Justice. The Company’s operations outside  of the U.S. and Canada, including its approximately 255 licensed stores and joint venture partnership in Asia, which are separate entities, are not part of the Chapter 11 filing and CCAA proceedings.

On March 20, 2018 Toys "R" Us Property Company I, LLC and five of its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code with such cases being separately administered from the Debtors' Chapter 11 cases, and having a separately-appointed official committee of unsecured creditors.

Please click HERE for a Creditor Reporting Package as of April 27, 2018, based on information provided by the Debtors.

Please click HERE for a Creditor Reporting Package as of May 29, 2018, based on information provided by the Debtors.

Please click HERE for a Creditor Reporting Package as of June 29, 2018, based on information provided by the Debtors.

Please click HERE for a Creditor Reporting Package as of July 28, 2018, based on information provided by the Debtors.

Please click HERE for a Creditor Reporting Package as of September 27, 2018, based on information provided by the Debtors. 

Wind Down of Domestic Businesses and entry into Settlement Agreement. On March 15, 2018, the Debtors filed a motion (the “Wind Down Motion”) seeking Bankruptcy Court approval to, among other things, begin the process of conducting an orderly wind-down of its U.S. business and liquidation of inventory in all of the Debtors’ U.S. stores. At a hearing on March 20, 2018, the Bankruptcy Court, with certain exceptions, approved the Wind Down Motion. A copy of the approval order (the “Wind-Down Order”) was filed on March 22, 2018 at Docket No.2344

At a hearing on April 24, 2018, the Bankruptcy Court approved the "wind down budget". The order, entered at Docket No. 2853, provided for, among other things, the creation of the so-called " Merchandise Reserve" representing amounts carved out from the North American term DIP lenders' collateral. The amount of Merchandise Reserve was to be calculated based upon an amount equal to the unpaid costs of merchandise received by the Debtors on and after March 5, 2018, with the actual allocation and use of the Merchandise Reserve funds among administrative creditors to be determined at a later date, with parties reserving all rights as to who participates in the funds and the basis of participation (pro rata or otherwise).

On June 15, 2018, the Debtors filed a term sheet (Docket No.3431) reflecting a settlement among interested parties including certain North American Debtors, an ad hoc group of B-4 lenders (representing certain prepetition debt of Toys Delaware), the Committee, and an ad hoc group of postpetition vendor administrative claimants that settled a number of remaining issues relating to the liquidation of the Debtors' domestic businesses. This Term Sheet was memorialized in a Settlement Agreement filed on July 17, 2018, along with a motion by the Debtors seeking Bankruptcy Court approval of the settlement (Docket No.3814)

The Settlement Agreement and motion seeking approval of the Settlement Agreement included numerous provisions affecting creditors. 

The motion seeking approval of the Settlement Agreement was approved by the Bankruptcy Court during the August 7, 2018 hearing (Docket No.4083). 

Frequently asked questions relating to the Settlement Agreement, including an overview of the contemplated distributions to holders of administrative claims, releases, opt-out procedures, and benefits to unsecured creditors are available HERE

Toys Delaware and Geoffrey Plan & Disclosure Statement. On August 6, 2018, the Toys Delaware Debtors and Geoffrey Debtors filed their Joint Chapter 11 Plans and related Disclosure Statement. They later filed amended versions of the Plans and the Disclosure Statement that had been modified to incorporate comments from various interested parties including those from the Committee. The Disclosure Statement was approved by the Bankruptcy Court during the September 6, 2018 hearing (Docket No. 4571). During the November 13, 2018 hearing, the Bankruptcy Court confirmed the Fourth Amended Joint Chapter 11 Plans of the Toys Delaware Debtors and Geoffrey Debtors (Docket No. 5746). 

TRU Taj and TRU Inc. Plan & Disclosure Statement.  On August 4, 2018, the Taj Debtors and TRU Inc. Debtors filed their Joint Chapter 11 Plan and related Disclosure Statement. They later filed amended versions of the Plan and the Disclosure Statement that had been modified to incorporate comments from various interested parties including those from the Committee.The Disclosure Statement was approved by the Bankruptcy Court during the September 6, 2018 hearing (Docket No. 4572). During the December 13, 2018 hearing, the Bankruptcy Court confirmed the Third Amended Joint Chapter 11 Plan of the Taj Debtors and the TRU Inc. Debtors (Docket No. 5979). During the same hearing, the Bankruptcy court approved the Settlement Agreement (Docket No. 5978) among the Committee, the Debtors, an ad hoc group of Taj noteholders, and an ad hoc group of B-4 lenders that resolved inter-estate issues and certain issues the Committee had with the Plan. 

Propco II Plan & Disclosure Statement.  On June 11, 2018, Toys "R" Us Property Company II, LLC, and Giraffe Junior Holdings, LLC, filed their Joint Chapter 11 Plan and Disclosure Statement. They later filed an amended Joint Chapter 11 Plan  and Disclosure Statement  that had been modified to incorporate comments from various interested parties including those from the Committee. At the July 2, 2018 hearing, the Court approved the Disclosure Statement on a conditional basis. On August 22, 2018, the Bankruptcy Court approved the Disclosure Statement on a final basis and confirmed the PropCo II Plan (Docket No. 4298). On September 7, 2018, the Plan became effective (Docket No. 4582). 

Debtors’ Website & FAQs. The Debtors have provided answers to frequently asked questions and other information relating to the liquidation on the Toys “R” Us restructuring website. Please click the following links below for the Debtors’ information on:

Bar Dates. The bar date for general claims was April 6, 2018 at 5:00 p.m. (prevailing Eastern Time). The bar date for governmental claims was June 18, 2018 at 5:00 p.m. (prevailing Eastern Time). For additional information on filing proofs of claim, please click HERE.

Administrative Claims Procedures & Bar Date For administrative claims against Toys-Delaware entities and Toys "R" US, Inc., arising before June 30, 2018, the bar date for filing proofs of claim was July 16, 2018. For administrative claims arising after June 30, 2018, the bar date is the earlier of: “(a) the 15th day of the month following the month in which the claim arose (i.e. a claim arising in the month of July 2018 must be filed by August 15, 2018) and (b) 14 days following any hearing on a plan of liquidation, structured settlement, or other proposed resolution to the Debtors chapter 11 cases.” The order  approving these procedures provides that until a claims reconciliation process is approved by the Bankruptcy Court, the Debtors are authorized (but not required) to reconcile and allow administrative claims without further court order in amount agreed between the Debtors and claimant after the Committee is provided seven business days' notice of such proposed reconciled and allowed amount and does not object.

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