4Kids Entertainment Adjourns 363 Auction, to Negotiate Other Deal
4Kids Entertainment, Inc., the global children’s entertainment and merchandise licensing company, announced that the company received a competing bid (the Konami Bid) from 4K Acquisition Corp. (the Konami Bidder), an indirect subsidiary of Konami Corporation, a Japanese corporation. In the competing bid, the Konami Bidder offered to purchase substantially all of the assets of the company in a transaction under Section 363 of the Bankruptcy Code. The Konami Bid, in the judgment of the company, represented a qualified bid under the terms of the Bidding Procedures approved by the U.S. Bankruptcy Court for the Southern District of New York in the company’s bankruptcy case pending before the court.
On June 5, 2012, the company commenced an auction between the stalking-horse bidder, Kidsco Media Ventures LLC (the Saban Bidder), an affiliate of Saban Capital, and the Konami Bidder. During the auction, each of the bidders made several improved bids. After several rounds of competitive bidding, the auction was adjourned to allow the bidders to consider an alternative transaction among the company, the Konami Bidder and the Saban Bidder pursuant to which each of the bidders would acquire certain assets of the company. The proposed alternative transaction, if consummated, would result in a substantial improvement in the proceeds payable to the company over the last bid made prior to such adjournment. The possible alternative transaction is conditioned upon the negotiation of definitive documentation among the company, the Konami Bidder and the Saban Bidder and the approval of such alternative transaction by the bankruptcy court. There can be no assurance that such alternative transaction will be completed.
The Konami Bidder and the Saban Bidder have each agreed that their last bids made prior to the adjournment of the auction will remain binding until July 31, 2012. The last bids made by the respective bidders prior to the adjournment of the auction will result in the company realizing additional proceeds from the sale of assets when compared to each of the stalking-horse bid set forth in the Asset Purchase Agreement entered into between the company and the Saban Bidder as of April 25, 2012 and the Qualified Bid submitted by the Konami Bidder prior to the auction. If the proposed alternative transaction is not consummated by the company, the Konami Bidder and the Saban Bidder, the company will resume the auction.
Previously on abfjournal.com: