Payless ShoeSource files for Chapter 11 bankruptcy

The growing list of retailers filing bankruptcy

Payless ShoeSource is the latest retailer to file for Chapter 11 bankruptcy protection, adding its name to a growing list of chains that have struggled to compete against online and off-price retailers.

As part of the filing, Payless will close nearly 400 stores as it attempts to boost its balance sheet and restructure its debt load. The company currently has more than 4,400 stores in more than 30 countries, according to its website.

"This is a difficult, but necessary, decision driven by the continued challenges of the retail environment, which will only intensify," W. Paul Jones, Payless chief executive officer, said in a statement.

Speculation had been building that Payless would soon file Chapter 11 due to its crushing debt load and weak sales. In February, Moody's Investors Services downgraded its outlook on the company to "negative," citing a $520 million term loan that would come due in 2021. The ratings agency also listed Payless' $145 million loan due a year later.

It's the 10th retailer to file this year, continuing the industry on its pace for the highest number of such filings since 2009, according to a recent study by AlixPartners. That year, 18 retailers resorted to the action.

Like several of the other retail chains that have succumbed to Chapter 11 filings this year, Payless' parent company was purchased by private equity firms in 2012 for $2 billion. That left the company saddled with debt.

The retailer listed liabilities between $1 billion and $10 billion, according to the filing. It had roughly $500 million to $1 billion in assets.

As part of its restructuring, Payless has entered into an agreement with certain parties to reduce its debt load by almost 50 percent. That agreement is also designed to "materially lower" its annual interest costs and provide access to "significant additional capital."

Additionally, the retailer has negotiated agreements with some existing lenders to obtain up to $385 million of debtor-in-possession financing. That includes $305 million of asset-based financing and an $80 million new term loan.

In total, the debtor-in-possession financing will give Payless up to $120 million in incremental liquidity during the Chapter 11 process, the company said. It will be used to pay suppliers and other vendors, and to make sure the retailer can exit Chapter 11 "well positioned for future growth and profitability post-restructuring."

"We are confident that this process will also enable us to leverage Payless's existing strengths to succeed," Jones said. "These strengths include our ability to produce significant free cash flow and, even last year, flat [earnings before interest, taxes, depreciation and amortization] despite unprecedented challenges and in contrast to many retailers."

Kirkland & Ellis will serve as Payless' legal advisor. Guggenheim Securities will act as its investment banker and financial advisor. Alvarez & Marsal will be its restructuring adviser.