SEQUENTIAL BRANDS GROUP, INC. : Bankruptcy or Receivership, Material Modification to Rights of Security Holders, Financial Statements and Exhibits (form 8-K)

Item 1.03. Bankruptcy or Receivership.

Confirmation of Plan of Reorganization

As previously disclosed, on August 31, 2021, Sequential Brands Group, Inc. ("SQBG" or the "Company") and certain of its subsidiaries (collectively with the Company, the "Debtors") filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). The Debtors' Chapter 11 cases (collectively, the "Chapter 11 Case") are being jointly administered under the caption, "In re Sequential Brands Group Inc., et al."

On February 22, 2022, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Debtors' Plan of Liquidation (the "Plan"). A copy of the Plan and the Confirmation Order (as entered by the Bankruptcy Court) is attached hereto as Exhibit 2.1 and Exhibit 2.2, respectively, and each is incorporated herein by reference.

The Plan is not yet effective. It will become effective upon the satisfaction or waiver of certain conditions precedent set forth in the Plan. The Debtors anticipate that the effective date of the plan will occur on or around March 1, 2022.

Summary of the Plan

The following is a summary of the material features of the Plan. This summary is qualified in its entirety by reference to the Plan and the Confirmation Order. To the extent there is a conflict between this summary and the Plan or Confirmation Order, the Plan or the Confirmation Order, as applicable, shall govern. Capitalized terms used but not defined herein shall have the meanings set forth in the Plan.

The Plan treats all creditors and equity interest holders in accordance with their relative priorities under the Bankruptcy Code. The Plan provides for the following treatment with respect to each Class:

Class       Type of Claim  Treatment of Claim/Interest                 Projected
            or                                                         Recovery
            Interest                                                   Under the
                                                                       Plan
Class 1     Other Secured  These claims are unimpaired. Except to the  100%
            Claims         extent that a holder of an allowed other
                           secured claim agrees to a less favorable
                           treatment or has been paid prior to the
                           Effective Date, each allowed other secured
                           claim in Class 1 shall be paid in full in
                           cash, satisfied by delivery of collateral,
                           reinstated or otherwise rendered
                           unimpaired.
Class 2     Other Priority These claims are unimpaired. Except to the  100%
            Claims         extent that a holder of an allowed other
                           secured claim agrees to a less favorable
                           treatment or has been paid prior to the
                           Effective Date, each allowed other secured
                           claim in Class 2 shall be paid in full in
                           cash or otherwise rendered unimpaired.
Class 3     Term B Secured These claims are impaired. Each holder of   Pro Rata
            Claims         an allowed Class 3 claims shall receive its
                           pro rata share of a liquidating trust
                           interest.
Class 4     General        These claims are impaired. Class 4 claims   0%
            Unsecured      will be cancelled and extinguished. Holders
            Claims         of Class 4 claims will not receive any
                           distribution or retain any property.










Class       Type of Claim  Treatment of Claim/Interest                 Projected
            or                                                         Recovery
            Interest                                                   Under the
                                                                       Plan
Class 5     Section 510    These claims are impaired. Class 5 claims   0%
            Claims         will be cancelled and extinguished. Holders
                           of Class 5 claims will not receive any
                           distribution or retain any property.
Class 6     Intercompany   These claims are impaired. Class 6 claims   0%
            Claims         will either by reinstated and treated as in
                           the ordinary course of business, or
                           cancelled and discharged.
Class 7     Intercompany   These claims are impaired. Class 7 claims   0%
            Interests      will either by reinstated and treated as in
                           the ordinary course of business, or
                           cancelled and discharged.
Class 8     Existing       These claims are impaired. Equity interests 0%
            Parent Equity  in SQBG, including its common stock, will
            Interests      be cancelled and extinguished. Holders of
                           Class 8 claims will not receive any
                           distribution or retain any property.

As reported to the Bankruptcy Court, as of February 22, 2022, SQBG had assets with a book value of $85.3 million and liabilities with a book value of $32.8 million.

Item 3.03 Material Modification to Rights of Security Holders

Pursuant to the Plan, after the Effective Date, SQBG will liquidate pursuant to Delaware law. Holders of existing equity interests in SQBG are not expected to receive or retain any distribution or property on account of such equity interests. In connection with the liquidation, SQBG expects to file a Form 15 with the Securities and Exchange Commission as soon as practicable to terminate the registration of its Class A ordinary shares. Thereafter, the Company's reporting obligations under the Securities Exchange Act of 1934, as amended shall be terminated.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit
Number  Description

2.1 Joint Plan of Liquidation.

2.2 Order Confirming the Plan of Liquidation.

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