Sydney, 15 May 2019: Clayton Utz is proud to have been part of the team that advised on the successful restructure of the Napoleon Perdis Cosmetics group (the Group), following the Group's high-profile collapse into voluntary administration earlier this year.
Restructuring & Insolvency (R&I) partner Orla McCoy led the Clayton Utz team that worked alongside the Administrators, Simon Cathro, Christopher Cook and Ivan Glavas of Worrells, on a complex restructure which culminated in the successful sale of the business within three months of the Administrators being appointed on 31 January.
Having implemented an immediate operational restructure on appointment to prepare the Group for sale, Worrells appointed Clayton Utz to conduct an expedited global sale process, which attracted 41 interested parties and culminated in KUBA Investments being the successful bidder. KUBA Investments is led by former Witchery and Marcs executive, Henry Lee, and Livia Wang, best known for her daigou consultancy providing Australian-based personal shoppers for Chinese consumers.
KUBA Investment's acquisition of the Group was structured and implemented by way of Deed of Company Arrangement (DOCA) and a subsequent Creditors' Trust, involving a transfer of 100% of the shares in the company to KUBA. Although complex, the transaction structure meant the business was able to be continued seamlessly as a going concern – with employees retained, existing leases continued, and the ongoing engagement of Napoleon Perdis himself, as the Group's eponymous founder and creative genius.
Orla said the Clayton Utz team – which included senior associate Mikhail Glavac (R&I), partner Geoff Hoffman and special counsel Sidney Tang (Corporate/M&A), and partner Tim Webb (IT/IP) – embraced the opportunity to help save an iconic Australian retailer. "Rehabilitating ailing retail businesses can be a herculean challenge. With the international reach and experience of the new owners in KUBA Investments, there is now an opportunity to reshape the Napoleon Perdis Cosmetics business for future challenges and opportunities in global markets. The rescue of a business as complex as this is an achievement of which the Administrators, and all of the contributors to that success, can be justifiably proud," said Orla.
Worrells partner Simon Cathro said the successful outcome achieved demonstrated how the use of the voluntary administration regime can ensure the survival of a distressed business in dire need of right-sizing. “Without the expertise of Orla and her team, the difficulties and challenges we encountered during the negotiation, sale and DOCA process may not have been resolved. Her team’s professionalism, integrity and commitment to the process was exceptional and [the Administrators] are extremely grateful for Clayton Utz’s contribution."
Napoleon Perdis Cosmetics is a former top 500 private company in Australia, which generated sales of more than $100 million annually through 85 concept stores, 100 department store counters, 750 independent stockists, an online sales platform and "make up academy" beauty training schools.