Payless to try fending off creditor probe of owners with own review

Discount retailer Payless ShoeSource is investigating whether its leveraged buyout by private equity firms and the dividend payments they received led to its bankruptcy, according to court papers.

The company disclosed its investigation late on Wednesday in a filing aimed at persuading U.S. Bankruptcy Judge Kathy Surratt-States of St. Louis to reject a request by an official committee of creditors to hire an expert to review pre-bankruptcy transactions.

Creditors have said in court filings that San Francisco private equity funds Golden Gate Capital and Blum Capital, which together hold 98.5 percent of the company and control its board, received more than $350 million in dividends in recent years.

"These dividends were funded by the same secured debt that drove the debtor's bankruptcy filing," the creditors said.

Payless, which has 4,000 stores around the world, said in court papers that a separate investigation could hinder its goal to recapitalize and emerge from bankruptcy in August.

"The hiring of a trial expert by a committee seems antithetical to that goal," the court filing said.

Golden Gate and Blum acquired Payless in 2012. The company filed for bankruptcy in April with $838 million of debt, joining a long list of retailers struggling in a sharp downturn in the sector.

In a filing with the U.S. Bankruptcy Court in St. Louis, Payless said independent board member Charles Cremens had been investigating potential claims the company may have against Golden Gate and Blum.

The two private equity firms did not respond to requests for comment, and Payless declined to comment.

The investigation includes a review of hundreds of documents, including board minutes and presentations, involving financial transactions, the company said in court papers.

Payless said it was reviewing dividends it paid to the private equity firms on Feb. 28, 2013, and March 10, 2014.

More than 100 U.S. retailers have filed for Chapter 11 protection over the past decade. Roughly half of those have ended up liquidating, unable to combat changing consumer tastes and rising online competition, according to a study by consulting and restructuring firm Alix Partners.

As part of its reorganization plan, Payless has said it must renegotiate 3,600 U.S. store leases as well as joint venture partnerships in Latin America, a region it has described as a cornerstone for future growth.