ASNA Ascena Retail Group Inc

Item 2.01 Completion of Acquisition or Disposition of Assets.

As previously disclosed, on July 23, 2020, Ascena Retail Group, Inc. (the “Company”) and certain of its subsidiaries filed voluntary petitions under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Virginia.

On November 23, 2020, the Company completed the sale of certain assets of the Company and certain of its directly and indirectly owned subsidiaries, mainly consisting of the intellectual property and certain other assets and liabilities of the Company’s Justice brand (the “Justice Sale”). The Justice Sale was completed pursuant to an Asset Purchase Agreement, dated October 20, 2020, between the Company, certain subsidiaries of the Company (together, the “Sellers”) and Justice Brand Holdings LLC, an entity created by Bluestar Alliance (the “Purchaser”), as amended by Amendment No. 1 thereto, dated November 10, 2020 (the “Asset Purchase Agreement”), and was subject to sections 105, 363 and 365 of the Bankruptcy Code, including a marketing process. Pursuant to the Asset Purchase Agreement, the Purchaser paid $71 million and assumed certain liabilities of the Sellers.

The foregoing description of the Justice Sale and the Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Asset Purchase Agreement, copies of which are attached to this Current Report on Form 8-K as Exhibits 2.1 and 2.2 and are hereby incorporated by reference in this Item 1.01.