Item 1.01. Entry into a Material Definitive Agreement.
On July 1, 2020, Pier 1 Imports, Inc., a Delaware corporation ( "Pier 1"), and
certain of its subsidiaries (together with Pier 1, the "Sellers") entered into
an Asset Purchase Agreement (the "Agreement") with Pier 1 Imports Online, Inc.,
a Delaware corporation ("Purchaser"), and Retail Ecommerce Ventures LLC, a
Delaware limited liability company, as guarantor, pursuant to which the
Purchaser agreed to purchase from the Sellers all owned intellectual property
and data and other assets related primarily to the e-commerce business,
excluding third-party software. Pursuant to the Agreement, the Purchaser agreed
to pay a total purchase price of $20,075,000, subject to adjustment only for
estimated taxes. The Sellers made customary representations and warranties
regarding the intellectual property and the e-commerce business assets and
liabilities.
Pier 1 received offers from other parties and is permitted under the Agreement
to consider higher and better offers, including as part of the upcoming auction
of its assets scheduled to occur on or about July 8, 2020, pursuant to bidding
procedures and auction terms as set forth in the U.S. Bankruptcy Court for the
Eastern District of Virginia Order (i) Establishing Bidding Procedures,
(ii) Scheduling Bid Deadlines and an Auction, (iii) Approving the Form and
Manner of Notice thereof, (iv) Approving the Form of Asset Purchase Agreement,
(v) Authorizing Assumption of the Plan Support Agreement and (vi) Granting
Related Relief, dated February 18, 2020.
The foregoing description of the Agreement is not complete and is qualified in
its entirety by reference to the full text of the Agreement, a copy of which is
filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(a)-(c) Not Applicable.
(d) Exhibits:
Exhibit No. Description
10.1 Asset Purchase Agreement, dated as of July 1, 2020, by and
among Pier 1 Imports Online, Inc., as purchaser, Retail Ecommerce
Ventures LLC, as guarantor, Pier 1 Imports, Inc., and certain
subsidiaries thereto, as sellers.
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PIER 1 IMPORTS, INC. 
