Editors note: Wine Industry Insight, the source VinePair cited for the information in this article, has since issued a correction after erroneously identifying the stalking horse as WX Brands. Wine Industry Insight now believes that Project Crush Acquisition Corp LLC (Delaware), a newly created LLC corporation run by a Winc co-founder, is the actual stalking horse. More details can be found here.
Bankrupt wine club Winc’s stalking horse bidder has officially been announced. WX Brands is the suitor, according to Wine Industry Insight. As outlined by the asset purchase agreement, Winc’s acquisition price is set at $10 million. Project Crush Acquisition Corp LLC will fund the process:
As previously announced, at a hearing on Dec. 6, 2022, the Debtors received interim approval to enter into a debtor-in-possession facility (the “DIP Facility”) provided by Project Crush Acquisition Corp LLC, a Delaware limited liability company (“PCAC”), comprising a $5.0 million term loan, of which $2.0 million will be available pending final approval by the Bankruptcy Court, which will be pari passu with the Debtors’ prepetition secured loan with Banc of California, N.A. On December 7, 2022, the Debtors entered into an asset purchase agreement (the “Agreement”) with PCAC, pursuant to which PCAC agreed, subject to the terms and conditions contained in the Agreement, to purchase certain specified assets of the Debtors related to the Debtors’ business and assume certain specified liabilities of the Debtors (collectively, the transactions contemplated by the Agreement, the “Transaction”). Under the Agreement, PCAC has agreed to serve as a “stalking horse bidder,” whereby the Agreement will serve as a baseline by which other offers may be measured in a potential open auction process conducted in accordance with the Code. The Agreement provides a cash purchase price for the Transaction in an amount equal to $10.0 million to be paid at the closing of the Transaction, which amount will be reduced by the aggregate amount of any unpaid and outstanding obligations under the DIP Facility, as well as certain fees, costs, and expenses. The Transaction, including the designation of PCAC as the stalking horse bidder, is subject to the approval of the Bankruptcy Court.
The privately-held WX Brands, founded in 1999, helps clients such as Trader Joe’s, Whole Foods, and Total Wine & More develop their own exclusive wines. Brands like Jelly Jar, Bread & Butter, Chronic Cellars, and others fall under its global portfolio.
Terold, owned by the Bemberg Family Group, holds a majority stake in WX Brands, according to an Oct. 2022 press release.
“This company started as an idea on a PowerPoint deck in my home,” WX Brands founder Peter Byck stated in the October release. “And today, driven forward by [incoming CEO and current COO] Oliver, our executive committee, and talented team members, we’ve transformed WX Brands into a top 13 U.S. wine company.”
