Item 7.01 Regulation FD Disclosure.
As previously reported, on December 3, 2020, FHC Holdings Corporation (the
"Company") (f/k/a Francesca's Holding Corporation) and each of its subsidiaries
(together with the Company, the "Debtors") commenced voluntary cases (the
"Chapter 11 Cases") for relief under chapter 11 of title 11 of the United States
Code, §§ 101-1532, et seq. in the United States Bankruptcy Court for the
District of Delaware (the "Bankruptcy Court"). The Chapter 11 Cases are being
jointly administered under the caption In re: Francesca's Holdings
Corporation, et al., Case No. 20-13076 (BLS). On July 20, 2021, the Bankruptcy
Court entered the Findings of Fact, Conclusions of Law, and Order Confirming
Debtors' First Amended Combined Disclosure Statement and Chapter 11 Plan of
Liquidation, which confirmed the Company's plan of liquidation filed in the
Chapter 11 Cases (as may be amended, modified, or supplemented, the "Plan").
On July 21, 2021, the Debtors filed with the Bankruptcy Court their monthly
operating report for the period beginning May 30, 2021 and ending July 3,
2021 (the "Monthly Operating Report"). This Current Report on Form 8-K,
including the exhibit hereto (the "Form 8-K"), will not be deemed an admission
as to the materiality of any information disclosed herein. The Monthly Operating
Report and other documents filed with the Bankruptcy Court are available for
review and free of charge online at https://cases.stretto.com/francescas.
Documents and other information available on such website are not part of this
Form 8-K and are not deemed to be incorporated by reference in this Form 8-K.
A copy of the Monthly Operating Report is furnished as Exhibit 99.1 to this
report and is incorporated herein by reference. This information shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, and is not incorporated by reference into any filing of the
Company, whether made before or after the date hereof, regardless of any general
incorporation language in such filing.
Cautionary Statement Regarding the Monthly Operating Report
The Company cautions investors and potential investors not to place undue
reliance upon the information contained in the Monthly Operating Report, which
was not prepared for the purpose of providing the basis for an investment
decision relating to any of the securities of the Company. The Monthly Operating
Report is limited in scope, covers a limited time period, and has been prepared
solely for the purpose of complying with the reporting requirements of the
Bankruptcy Court. The Monthly Operating Report was not audited or reviewed by
independent accountants, was not prepared in accordance with generally accepted
accounting principles, is in a format prescribed by applicable bankruptcy laws
or rules, and is subject to future adjustment and reconciliation. There can be
no assurance that, from the perspective of an investor or potential investor in
the Company's securities, the Monthly Operating Report is complete. Results and
projections set forth in the Monthly Operating Report should not be viewed as
indicative of future results.
Cautionary Statement Regarding Forward-Looking Information
Certain statements in the Monthly Operating Report are "forward-looking
statements" made pursuant to the safe-harbor provisions of the Private
Securities Litigation Reform Act of 1995, as amended. Such forward-looking
statements reflect the Company's current expectations or beliefs concerning
future events and are subject to various risks and uncertainties that may cause
actual results to differ materially from those that are expected. These risks
and uncertainties include, but are not limited to, the following: risks
attendant to the bankruptcy process, including the Company's ability to realize
proceeds from remaining assets and distribute such proceeds in accordance with
the confirmed Plan; the Company's ability to obtain court approval of motions or
requests made to the Bankruptcy Court throughout the course of the Chapter 11
Cases; the effects of the Chapter 11 Cases, including increased legal and other
professional costs incurred in connection with the administration of the Chapter
11 Cases and the Company's confirmed Plan on the Company's liquidity; the length
of time that the Company will operate under chapter 11 protection; risks
associated with third-party motions in the Chapter 11 Cases; Bankruptcy Court
rulings in the Chapter 11 Cases and the outcome of the Chapter 11 Cases in
general; and risks related to the trading of the Company's common stock on the
OTC Pink Market and impacts from the delisting of the Company's common stock
from the Nasdaq Stock Market LLC. For additional information regarding these and
other risks and uncertainties that could cause actual results to differ
materially from those contained in the Company's forward-looking statements,
please refer to "Risk Factors" in the Company's Annual Report on Form 10-K for
the year ended February 2, 2020 filed with the SEC on May 1, 2020. The Company
undertakes no obligation to publicly update or revise any forward-looking
statement.
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