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Aquisition

couple in streetwearHilco Streambank is seeking offers to acquire (A) 100% of the equity interests in FAB IP CO LP, a Delaware limited partnership established to own the intellectual property assets associated with the Bench.® brand, including its trademarks in Canada, the United States, and other jurisdictions in North and South America excluding Mexico and Brazil (the “Territory”) and domain names including bench.ca and bench-usa.com and (B) 100% of the equity interests in FAB IP CO LP’s general partner, FAB IP CO GP LLC, a Delaware limited liability company (together with FAB IP CO LP, “IPCOs”) (such equity interests, collectively, the “Property”). 

A sale of the Property (the “Public Sale”) will be conducted pursuant to Article 9 of the New York Uniform Commercial Code by Hilco Streambank, as agent for Bench IP Holdings LLC, a secured lender (“Lender”).

 

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Highly Respected Athleisure, Streetwear and Lifestyle Brand.

2019 numbersBench. is a British born, active-inspired brand built around distinctive apparel and accessories.  The brand originated in the late 1980s as a niche t-shirt brand, and has developed into a widely and highly respected streetwear and athleisure brand. 

Since 2018, the Bench brand for the Territory has been licensed by FAB IP CO LP to its affiliate Freemark Apparel Brands Group Inc. (the “Licensee”) on a royalty-free basis.  The Licenseehas distributed Bench. branded apparel through Bench. specialty stores in Canada which are in liquidation, and on a wholesale basis to department stores and wholesale shopping clubs in Canada and the United States.  

 

assets for sale omnichannel dist network

The brand is currently distributed via a multi-channel distribution network, including wholesale, ecommerce and Bench. branded retail stores.  The Canadian wholesale distribution network includes Costco, Mark’s, Saks Off 5th and Winners.  There are multiple specialty products licensees in Canada.

liens

The Property will be sold free and clear of Lender’s lien and any subordinate security interests in the Property and, upon the closing of such sale, Lender will release the IPCOs from their obligations under their Loan, Guaranty and Security Agreement and will release its liens on the assets of the IPCOs.  The sale of the Property will not release or discharge any other obligations (if any) of the IPCOs or any other liens (if any) on the assets of the IPCOs.  The Bench. brand intellectual property owned by FAB IP CO LP is subject to certain licenses and co-existence agreements, including without limitation those set forth on Schedule 
A below.  

Sale Process

A sale of the Property will be conducted pursuant to Article 9 of the Uniform Commercial Code by Hilco Streambank, as agent for Bench IP Holdings LLC, the Lender.  A public auction will be held at the offices of Goulston & Storrs PC, 885 Third Avenue, 18th Floor, New York, NY 10022.  Contact Hilco Streambank for information regarding the sale process and access to a virtual data room.

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DAVID PERESS
617.642.1909
dperess@hilcoglobal.com

 

RYAN BRENNER
212.993.7213
rbrenner@hilcoglobal.com

RICHELLE KALNIT
212.993.7214
rkalnit@hilcoglobal.com

 

BEN KAPLAN
664.651.1978
bkaplan@hilcoglobal.com

 

Schedule A

Certain Licenses and Co-Existence Agreements

- Coexistence Agreement by and between Bench Limited (under its prior name, Americana International Ltd.) and Suyen Corporation dated August 13, 2010.

- Bench Coexistence Agreement by and among Bench IP Holdings LLC, FAB IP CO LP, Freemark Apparel Brands Group Inc. and Gordon Brothers Brands, LLC dated as of October 18, 2018.

- Merchandise and Retail License Agreement by and between FAB IP CO LP and Freemark Apparel Brands Group Inc. dated as of October 18, 2018 (the “FAB License Agreement”)

- Contingent upon certain termination events under the FAB License Agreement, the Transitional License Agreement (as defined in the FAB License Agreement) to be entered into by and between the Licensor thereunder and Freemark Apparel Brands Group Inc.

- Specialty product license with Lamour (Socks, Intimates, Packaged Ts)

- Specialty product license with Lamour (Underwear)

- Specialty product license with Holiday Luggage (Bags, Luggage, etc.)

- Specialty product license with Jovi Sports (Winter Accessories)

- Specialty product license with AC12 (Swimwear)