united states bankruptcy court southern district of … · 2020. 8. 17. · bn 41498876v5 united...

BN 41498876v5

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK In re:

THE NORTHWEST COMPANY, LLC, et al.1

Debtors.

Chapter 11 Case No. 20-10990 (MEW)

(Jointly Administered)

DECLARATION OF JACK BURNS

I, Jack Burns, declare as follows:

1. I am a Managing Member and Co-Founder of Ashford Textiles LLC and Ashford

Partners LLC (collectively, “Ashford”). I make this declaration in support of Ashford’s Objection

to the Sale Motion. 2

2. I am one of the Members of Ashford that was involved in the Auction. I am also one

of Ashford’s custodians of records. Thus, at all relevant times, I had, and have had, access to and

possession, custody, and control of Ashford’s files, documents, and records related to the Auction,

Debtors’ obligations to Ashford and the relationship between and among Ashford, Debtors and the

principals of each. The records and documents referred to in this declaration constitute writings

taken or made in the regular or ordinary course of Ashford’s business at or near the time of the act,

condition, or event to which they relate by persons employed by Ashford who had a business duty

to Ashford to accurately and completely take, make, and maintain such records and documents. The

1 The Debtors in these chapter 11 cases, along with the last four digits of each

Debtor’s federal tax identification number, are: The Northwest Company, LLC (8132) and The Northwest.com LLC (1339). The location of the Debtors’ service address is: 49 Bryant Avenue, Roslyn, New York 11576.

2 Terms defined in Ashford’s Objection are used here with the same meaning and sense.

20-10990-mew Doc 278 Filed 08/17/20 Entered 08/17/20 14:40:14 Main Document Pg 1 of 13

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following facts are true either of my personal knowledge or because they are a part of the business

records of Ashford. If called upon to do so, I would and could competently testify to the truth

thereof.

3. Ashford was founded over 20 years ago by Allen Guo and me. At the outset we

imported towels and other home textiles for resale in the United States. In an effort to diversify our

business we focused on value added products, which included licensed goods in a home textile

space.

4. In or around 2002, Mr. Guo and I were introduced to McArthur Towel and Sport

(“McArthur”), a long time licensee of various licenses and began a relationship that eventually led

to Ashford Partners, LLC becoming a large shareholder in McArthur. Ashford manufactured a wide

variety of McArthur’s products which included golf towels, beach towels, and other licensed

merchandise. McArthur’s licenses included professional sports such as NFL, NBA, NHL, and MLB

as well as many colleges and their respective teams.

5. Through our relationship with McArthur Mr. Guo and I were introduced to other

licensees and Ashford began producing similar home textiles products, (stadium rally towels) for a

number of other licensees as well. We found many licensees struggled to find manufacturers

capable of producing to the licensees’ standards, which was a typical requirement to protect each

licensee’s intellectual property. This includes, but is not limited to, factories that have been

inspected and approved by retail customers.

6. We were eventually introduced to Northwest, which initially had Ashford produce

fleece licensed promotional throws for handing out at football stadiums in connection with a

promotion to anyone that signed up for a credit card. Ashford not only manufactured the goods but


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distributed them into the channels which included on time delivery to each stadium that was

receiving those blankets.

7. Northwest was a much smaller company at the time, had limited placement of retail

goods in Walmart, and had been struggling like so many other licensees in this marketing space

many of which needed to find qualified manufacturers to produce licensed goods.

8. Over the years Ashford expanded its manufacturing capabilities with an emphasis on

value added licensed goods. Ashford’s facility has a wide variety of equipment that can handle

engineered flat panel print as large as a California King comforter, specialty digital print equipment

from Europe, and Rotary print equipment for large volumes. Ashford knits many of the products

within its facility and provides everything from printing, through to final assembly, packing of

ocean shipping containers, and shipping direct to the retailers, third party warehouses or to

Ashford's Los Angeles warehouse for distribution for on time delivery. Ashford processes

thousands of ocean containers annually through our import department servicing most major

retailers in North America.

9. One key ability that sets Ashford apart from most other manufacturers is Ashford’s

art department. This is critical when producing licensed goods. Ashford’s team is well versed in

color separation, color matching and correctness, and can quickly identify if art will not translate

properly on to a particular product. Ashford also recognizes and protects the integrity of the

intellectual property throughout the manufacturing process. Its capabilities allow Ashford to

produce high quality sports blankets and towels and overcome the challenges of some team colors

and logos which require the ability to produce products involving, among other things, dark color

fastness.


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10. Ashford’s factory has been approved by many major retailers including Walmart,

and Academy Sports, as well as by licensors who inspect directly (or via third party inspectors)

such as Disney. In addition to manufacturing, under the Ashford umbrella of companies Ashford

has its own export facility that processes documentation and ships internationally as well as into the

United States.

11. Ashford has a long established track record of making production, shipping, and

delivery easy for its customers, which has resulted in Ashford’s customers giving Ashford more of

their business. In fact, Northwest’s managers expressed that Ashford makes their life easy, which

resulted in Ashford producing upwards of 80% of Northwest’s products many of which Ashford

ships and delivers directly to Northwest’s customers and Northwest never touches or inspects the

merchandise.

12. Ashford is a vertical manufacturer. Vertical manufacturing refers to vertical

integration of a value chain that a manufacturer undertakes to gain a strategic advantage.

Manufacturers achieve vertical integration when they control or own elements within a value chain

beyond the central manufacturing component. Owning its own facility allows Ashford to control

costs, closely monitor quality, meet deadlines, and meet the retail customers’ expectations and

needs. For example, when Disney’s movie Frozen was released, licensed products bearing Frozen

designs and images became in very high demand. After the movie became such a huge success, the

number of units in demand jumped from 1 million to quickly reaching 3 million units, and I believe

topping out at over 6 million units. Ashford was able to timely make delivery of the greatly

increased number of products that had been ordered. I am not aware of any other facility that could

have reacted to the market need in such a short period of time.


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13. In addition to the home textiles side of its business, Ashford also has a very robust

fabric and apparel division which manufactures fabrics and produces apparel for many of North

America's top apparel labels, which are just as demanding as the sports and entertainment licensors,

if not more so.

14. Ashford also sells directly, or through wholesalers, a variety of other goods to major

retailers such as Walmart, Amazon, Bed Bath & Beyond, grocery stores, drug stores, and other

major retailers. After working directly with these retailers for nearly 20 years Ashford is well

versed in their requirements as well as the logistics of shipping and delivery, the routing guides, and

the processes. Working with many of these major retailers, Ashford has a number of current

“vendor numbers” which are issued by retail stores and are generally not assignable by

manufactures or distributors, and are a prerequisite to selling directly to such retailers as Walmart,

Bed Bath & Beyond, major grocery and drugstore chains, and others. Without vendor numbers,

which are not typically issued by retailers without a lot of time and effort needed to establish the

quality of the products to be sold and the ability to timely deliver products, a manufacturer or

wholesaler cannot sell anything to major retailers. To the best of my knowledge I do not believe the

Cathay sells product directly to Walmart (in fact, I do not believe that Cathay has a Walmart vendor

number) and Cathay is not well known in the licensed manufacturing space. I do not believe that

Cathay has the working knowledge or the abilities to produce at the levels necessary to meet the

licensors’ expectations. I also do not believe Cathay has been inspected or certified by Walmart,

Disney, Academy, or others to the degree that Ashford has, and without such inspections or

certifications, Cathay will be unable to produce products for sale to major retailers.

15. The Ashford team and I know this market space intimately -- we know the licensors

and their expectations. We have retail relationships in categories with respect to which Northwest


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has not been successful in marketing, such as Home Depot and arts and craft chains, such as Hobby

Lobby. In fact, Ashford was asked if it could assist Northwest in getting product placement into

these channels, where they had previously been unsuccessful.

16. It is my understanding that Cathay has limited to no experience producing home

textiles in the sports or entertainment space. I know first-hand that there is a steep learning curve to

not only accommodate the retailer’s needs and expectations, but also those of the Licensors. It does

not appear Cathay has the same level of knowledge in this area that Ashford, Mr. Guo or I have.

17. Given our direct and exhaustive knowledge of this market space over many years, I

am confident that Ashford will be very qualified and attractive to most of Northwest licensors and

that we will be able to arrange licensing agreements with some or all of Northwest’s licensors. I am

so confident in Ashford’s ability to arrange licensing agreements that Ashford has agreed to

purchase the existing inventory of Northwest because it expects to be given the right to produce

product and sell off the inventory. The vast majority of this inventory was produced by Ashford, so

Mr. Guo and I are very knowledgeable in the specifications, the parameters, and the components of

these goods.

18. I have reviewed the declarations supporting the Sale Motion, and I am aware that

Ashford has been criticized for not being able to arrange licenses with some of Northwest’s

licensors. For the reasons I will explain below, I find that criticism very frustrating and unfair.

19. Even though Ashford and I have our own direct relationships with several of

Northwest’s licensors, the bidding procedures prevented me from reaching out to them directly.

Both my counsel and I were told that Ashford could not reach out directly to any licensee. It

always had to be in conjunction with Debtors’ investment bankers. This burden was apparently not

equally placed on Cathay. Nonetheless, I honored the bidding procedures and provided the


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investment bankers with Ashford's “presentation deck” (“Presentation”) (a Power Point presentation

outlining Ashford’s many years’ of experience, its abilities and the many licensors and retailers

with whom Ashford works). A complete and accurate copy of the Presentation is attached hereto as

Exhibit 1. I was led to believe by Debtors’ investment banker Andy Postal that the Presentation

would be sent out to all of Northwest’s licensors. I even provided the investment bankers with a list

of the licensors I thought needed immediate attention. During the Auction I learned for the first

time, notwithstanding my conversation with Andy Postal, that the investment bankers did not

forward Ashford's Presentation to many of the licensors on my list, including all of Northwest’s

entertainment and lifestyle licensors (which licensors account for approximately 40% of the

debtors’ business). In reading the Sale Motion and the supporting declarations I learned for the first

time that while the investment bankers refused to send out Ashford’s Presentation, they now claim

that Cathay has secured agreements with those licensors (agreements that I have never seen). As a

result, neither Ashford nor I were given the opportunity to speak to or meet with many of the

licensors and were prevented from making any contact. I believe that had I been able to arrange my

own meetings or discussions with the licensors I would have been able to arrange for commitments

with many of the licensors. It is apparent that Ashford was not playing on a level playing field; I

was not given the same access to the licensors as was Cathay, and a couple of the licensors with

which I was able to speak told me that they would only negotiate a new agreement with the

successful bidder. To call the process unfair and biased would not be an overstatement.

20. In the case of the NFL it is my understanding, based on conversations with NFL

representatives, that the NFL had a tentative licensing agreement with the stalking horse bidder. If

another bidder, such as Ashford, was the successful bidder, that bidder could request some small


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revisions to the agreement but the NFL was not prepared to renegotiate an entirely new agreement,

nor would it negotiate with all the bidders in advance of the auction.

21. I have reviewed the declarations of Ryan O'Sullivan and Andrew Postal both of

whom claimed that Ashford was the least active of the bidders. There are at least two reasons why

Ashford appears to Messrs. Sullivan and Postal to be less active; perhaps they were unaware of the

relationships between Ashford and Northwest.

22. First, as the Court is well aware Ashford has been the largest supplier to Northwest

for more than 15 years and has acquired an intimate knowledge of Northwest's business during that

time. Ashford, Mr. Guo and I, had a very close working relationship with the Northwest senior

managers that were involved in every aspect of Northwest’s business. In particular, Mr. Guo was

friends with and had a close relationship with Mr. Auerbach. They not only worked closely with

programs and key accounts they traveled, vacationed, and socialized with one another. We could

not have been any more “actively” involved in learning Northwest’s business and I doubt that

Cathay or any of the other potential bidders has anything close to the depth of knowledge regarding

Northwest that Ashford, Mr. Guo or I have.

(a) Over the last 10 to 15 years Mr. Guo was regularly asked by Mr. Auerbach

to meet with some key licensors in order to explain the manufacturing capabilities behind

Northwest and to highlight the “abilities of Northwest” (that is, Ashford’s abilities) to print,

produce, ship and timely deliver the large quantities of quality products that Northwest’s

customers demanded. Mr. Auerbach and Northwest told Mr. Guo and me that this support

allowed Northwest to pursue and secure exclusive licenses with at least the University of

Southern California and Ohio State. Mr. Guo was very involved with Northwest’s business and

met directly with Northwest personnel and Northwest’s customers on many, many occasions.


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These meetings included flying to Walmart’s headquarters to discuss products that Northwest

could provide, or had already been asked to provide, to Walmart. For years Mr. Guo would

attend New York Market Week, a biannual gathering of retailers, wholesalers, manufacturers and

others, at which Mr. Guo would provide professional and expert experience in Ashford’s

manufacturing capabilities, discuss product specifications, confirm delivery dates, and calculate

current pricing. In January of 2020, Mr. Guo and I attended the Las Vegas Tailgate and

Licensing Show which included the Northwest Company "Sales Meeting" which included in-

house sales team and the key outside sales representatives from around the US, many of whom

we have worked with for years. Mr. Guo was a regular at this trade show and these meetings

over the years to work with the sales teams on programs and to offer his advice and expertise.

(b) Many of the licensors and retailers know Ashford was the manufacturer

behind Northwest's products, which provided those licensors and retailers with comfort that their

orders (or “programs”) would be delivered on time and within specifications. In fact, some of the

licensors specifically call out the Ashford family of companies in their licensing agreements as

an approved manufacturer of their licensed goods.

(c) The Ashford staff communicated almost daily with the Northwest team in

all departments, throughout Ashford’s offices in both the U.S. and China office. The art

departments of Ashford and Northwest worked very closely on new programs, reorders, product

development, and limitations. I do not believe that there is any part of Northwest's business with

which Ashford was not regularly and intimately involved with for a number of years.

23. Second, as the court is aware Ashford, its attorneys and I spent the better part of

2019 into 2020 attempting to reach an agreement to purchase Northwest before Northwest felt

compelled to file a bankruptcy petition. It is possible the Messrs. O’ Sullivan and Postal were not


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aware of Ashford’s access to, and review of, all of the data Northwest provided to Ashford as part

of the due diligence Ashford and its attorneys were conducting as part of the negotiations between

the two companies. Some, but not all, of the data Ashford had already reviewed and vetted later

made its way into the data room set up as part of the auction process for the sale of Northwest.

(a) As part of its due diligence over approximately a six month period

Ashford had access to Northwest’s business records and data. Ashford and its professionals

conducted a thorough financial analysis and a deep review of Northwest’s books and records.

The time and opportunity afforded to the other bidders over the prior weeks or months cannot

compare to the time taken by Ashford during the negotiations and due diligence over that nearly

six month period. This was no preliminary review or negotiations; Ashford got so far as to meet

with Northwest's employees to tell them that shortly Ashford intended to acquire Northwest. We

were able to meet with senior managers with Mr. Auerbach’s authorization to discuss the needs

of the company moving forward and changes that need to be incorporated to make the company

more profitable. Northwest’s various department managers were asked to submit to me their

“SWOT” analyses (Strengths, Weaknesses, Opportunities, and Threats) for their respective

departments. Mr. Guo and I used those analyses to determine what each departments’ needs

would be, what were the short, intermediate and long-term priorities, and how best to allocate

investment into personnel or automation.

(b) In reviewing the SWOT analyses I determined there were some areas that

needed immediate attention. At that time it was determined the Enterprise Resource Planning

system (the “ERP System” – a type of software that companies use to monitor and manage their

business affairs) was set to expire and support was limited. Recently, I asked the investment


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bankers for an update of Northwest’s ERP system and they updated the data room to include an

IT company patch to resolve the issues.

(c) During the negotiations between Ashford and Northwest, I had the

opportunity to discuss licensing relationships and even met in person with the NFL.

(d) Ultimately, Ashford’s pre-petition attempt to purchase Debtors could not

be completed because Ross Auerbach would not accept his proposed reduced role in the post-

acquisition operations of the business.

24. Given the lengthy and special relationship between Ashford and Northwest, together

with all of the time and effort Ashford put into conducting due diligence as part of its negotiations

over the possible acquisition of Ashford before it filed its bankruptcy case, calling Ashford the

“least active” of the potential bidders is completely misleading. Ashford knows more about

Northwest than anyone outside of that organization. Ashford’s vast experience in the industry, its

comprehensive knowledge of Northwest’s business and affairs, and our desire to retain most of the

key Northwest managers make it abundantly clear that Ashford is in the best positioned to not only

succeed but to provide enhanced value to both the retailers and licensors, and ultimately the

consumer. With our in depth working knowledge of the industry overall, and in particular the

market space to which Northwest sold goods, our strong relationship and working experience with

management, our direct name recognition and relationship with many of the licensors and

Northwest’s customers, as well as the fact that we control all aspects of the business from the

fabrics, through design, sales, production, shipping and delivery from our own factories, Ashford is

best positioned to turn Northwest around, service Northwest’s existing business and work out new

relationships with its licensors.


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25. In Mr. Postal’s declaration he inaccurately characterizes Ashford's abilities and lack

of experience. Mr. Postal did not attempt to interview me or Mr. Guo, or to my knowledge, anyone

at Ashford for clarification. I can only speculate how and why Mr. Postal came to his plainly

erroneous conclusions, which appear to have been relied upon by all of the investment bankers and

Consultation Parties. For all the reasons noted above, and as set forth in Ashford’s Presentation,

Ashford has a deep working knowledge of manufacturing licensed goods, sourcing new products,

managing “just in time” inventory, and servicing the complex requirements of the various retail and

wholesale accounts. Our company, from top to bottom, is well versed and skilled with nearly two

decades experience in the licensed products space, providing product to some of the largest

licensors and retailers in the country and beyond. Had Mr. Postal invested any time in getting to

know Ashford he would have learned Ashford is a longtime licensee for REALTREE camo in

home textiles. Ashford has had programs in a variety of retail channels including Academy Sports,

WalMart.com, Amazon, HomeDepot.com, and other locations.

26. Finally, Ashford's financial position is and has always been very strong. In fact,

since its inception, Ashford has often operated its business without the need of a bank loan or any

other outside financial assistance. I believe this is particularly noteworthy given that Ashford is still

owed approximately $47 million by Debtors. In connection with its bid to purchase Debtors,

Ashford has put in escrow over $40 million in cash to cover any potential obligations in connection

with its Irrevocable Bid. If for some reason, that amount is not sufficient, Ashford has various

forms of credit availability. For example, as part of its initial bid, Ashford offered a commitment for

a factoring arrangement from Rosenthal & Rosenthal, if needed, to cover the purchase cost of

Debtors' inventory.


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I declare under penalty of perjury that the foregoing is true and correct according to my

own personal knowledge, and if called as a witness, I could and would testify competently

thereto.

Executed on August 17, 2020 at Los Angeles, California

______________________________ JACK BURNS


Integrated textile manufacturing.

20-10990-mew Doc 278-1 Filed 08/17/20 Entered 08/17/20 14:40:14 Exhibit A Pg 1 of 28


ASHFORD TEXTILESKEY PERSONNEL

Jack BurnsCEO & Co-Founder

Allen GuoPresident & Co-Founder

Stan MieszkowskiChief Marketing OfficerEntertainment Licensing

Brian HorchlerVP Sales-BentonvilleWalMart, SAMS, Key Accounts

Phil DooleyVP Sports Brand Management & Licensing

Dan LarnerVP-Sales & Distributors

Michael HowleyEVP Operations

Sandy KarollEVP Production

David FinkelsteinDirector of Planning

Jack co-founded Ashford in 1999, after years of experience as an entrepreneur and sales executive. Jack received an MBA in International Business from California State University-Fullerton, and a BA in Business Management.

Allen graduated at the top of his class at the prestigious engineering school Shanghai University. Allen also received an MBA in International Business from California State University-Fullerton. He co-founded Ashford in 1999.

Proposed Team (from existing Northwest management)



LICENSING CONTRACT MANUFACTURING

For nearly 15 years Ashford has produced top-selling, licensed SKU’s found in most major retailers for a variety of Licensors including:

1. Ashford owned a portion of McArthur Towel & Sports.

2. Ashford manufactured up to 80% of Northwest home textile products.

2

1



Ashford has a strong history of providing direct to consumer on-demand printed goods, with shipping available from

China and three US-based locations.

ON-DEMAND &PERSONALIZED PRODUCTS



LICENSE-SPECIFICART DEPARTMENT

Our art department is highly regarded for its deep knowledge of Licensed art, art preparation and color separation, and intellectual property protection.

The art team has years of experience adapting art to a variety of home textiles and providing solutions during complex product development.

Customer Product Concept

AshfordArt Department

Art productionSample preparation

Dye matching

AshfordSample Production

AshfordManufacturing &

Distribution

AshfordArt Department

Color separationColor matching

Proofing & approval



PATENTS & TRADEMARKSDigital print process related patents are applicable to on-demand

printers, personalized blankets, and custom printed beach towels via online retailers like Shutterfly, Personalization Mall and other platforms.



MATERIALS & TECHNOLOGYAshford designs and engineers sustainable, leading-edge eco-friendly

performance fabrics using reclaimed and recycled materials

Sempra: fabric made of engineered fibers produced from recycled oyster shells.

Ecotíve: performance fabric made of fibers derived from recycled bottles.

CrossFlow: irregular fiber cross-sectionality quickly abates moisture for fast drying.

ColdFuze: engineered cooling fabric significantly lowers body temperature during activity.



RECYCLING CERTIFICATIONSAshford is committed to increasing use of recycled

fibers, resources, and raw materials in the manufacturing process and final goods production.



PRODUCT MANUFACTURINGEXPERIENCE

HOME TEXTILESMANUFACTURING DIVISION

FABRIC & APPARELMANUFACTURING DIVISION



MANUFACTURING CAPABILITIESHOME TEXTILES

PrintingROTARY, SCREEN, DIGITAL

Weaving & KnittingFLAT, CIRCULAR, POWER LOOM

DyeingSUSTAINABLE, WATERLESS

Finish / Cut & SewHIGH SKILL, HIGH VOLUME

Ashford has extensive experience in the manufacture of home textiles like fleece blankets, sheets, pillows and beach towels



RETAIL RELATIONSHIP EXPERIENCE

3 MILLION FT2

ISO-9001 FACTORY100% COMPLIANCE

15+ YEARS MANUFACTURING

FOR TOP RETAILERS



VERTICAL INTEGRATION

Full Chinese Export License via Ashford Xiamen

Manufacturing in China, Vietnam, Cambodia,

Mexico and Los Angeles

Warehouse & Fulfillment in Florida, Los Angeles, China



INSPECTED & APPROVED

Ashford’s factory has a significant history of approval from major licensors in sports and entertainment.

HOME TEXTILES



PRODUCTS MANUFACTURED

• Fleece products• Blankets & throws of all types

Mink / Sherpa, Silk Touch, raschel, micro raschel, Cloud

• Sheets, pillowcases, comfortersMicro Peach finish

• Body pillows, outdoor pillows• Beach towels

HOME TEXTILES



PRODUCTS MANUFACTUREDHOME TEXTILES



DESIGN & MANUFACTURINGAPPAREL & FASHION

Premium AthleisureAPPAREL DESIGN & MANUFACTURING

Ashford designs and manufactures women's athleisure garments in the US, China, andMexico using our own exclusive andproprietary fabrics.



Ashford Textiles delivers full-stack conceptual design, manufacture, and distribution of

athleisure and performance clothing.

SPECIALTY FABRICS

Sustainable FabricsThe Ashford Textiles line of exclusive sustainable fabrics offers technology and renewable alternatives that match performance requirements.

Performance FabricsOur specifically engineered performance fabric line brings luxury and functional benefits together in an exclusive and proprietary collection.



WAREHOUSING & FULFILLMENT

• FOB shipments• Real-time inventory system• Ocean container consolidation

Integrated shipping provides timely exportation directly to retail distribution centers or LCL’s to our Los Angeles warehouse.

90-acre production campus includes a world-class warehouse and fulfillment center capable of providing:



Ashford prints over 500,000 yards of fabric every day

PRINTING

Rotary PrintingSTANDARD AND FLAT PANEL ROTARY

Swiss-made BUSER flat panel machines and Austrian-made rotary ZIMMER machines offer 16 color output and widths up to 10 feet, large enough to accommodate California King comforters, blankets, and sheets.



Screen PrintingASHFORD CREATES 150+ SCREENS EVERY DAY

Our mill runs the longest, widest, and fastest print line in all of China, capable of printing up to 16 colors on a screen large enough to accommodate a California king comforter.

Ashford can screen or rotary print widths up to California King sizes

PRINTING20-10990-mew Doc 278-1 Filed 08/17/20 Entered 08/17/20 14:40:14 Exhibit A

Pg 20 of 28


Ashford operates the longest, widest, and highest-volume print line in China

Digital PrintingDIRECT-TO-FABRIC AND HEAT SUBLIMATION

Capabilities include extra-wide formats at high print rates for high volume throughput. Processes including direct-to-fabric inkjet printing and heat sublimation transfer.

PRINTING20-10990-mew Doc 278-1 Filed 08/17/20 Entered 08/17/20 14:40:14 Exhibit A

Pg 21 of 28


Ashford manufactures in-house over 25 tonsof knitted and woven products per day in our

3 million square foot production facility.

WEAVING & KNITTING

High Volume ProductionFLAT • CIRCULAR • POWER LOOM

Complex knit and weave production capabilities with all types of organic and blended yarns.

Our vertically integrated manufacturing process helps us to better monitor quality and exceed customer quality expectations. This allows us to control lead times and quality, and better react to market demands and quick turns.



Every day Ashford produces 50+ tonsof dyed fabric in our 250,000 ft2 dye facility.

DYE OPERATIONS

Large Capacity DyeingSUSTAINABLE AND WATERLESS OPTIONS

Our facility processes a wide variety of materials for the apparel, specialty performance fabric, and home textiles markets.

High- and low-temperature spillway dye jiggers and air cylinder dye machines create products to be tested by our in-house test laboratory, ensuring compliance with quality requirements.



Large capacity overseas production, North American mid-scale and domestic niche capabilities

offer multiple scale operations.

FINISHING / CUT & SEW

Final Goods ProcessingHIGH-SKILL • HIGH-VOLUME • LOW COST

With over 100,000 square feet devoted to cutand sew, and hundreds of modern machines,our skilled workforce can produce large volumes of sewn goods each day.

This clean and secure location is also home tothe the final inspection and packaging center used for all outbound shipments.



Continue to invest in product development to bringnew and innovative products to market.

Build on Ashford’s personalized patented portfolio and expand our already working knowledge of recycled and eco-friendly products from our apparel division to home textiles.

POST ACQUISITIONMINIMAL DISRUPTION TO SALES & OPERATIONS



We anticipate very few changes to the NW team• Staff will remain in New York• Sales, Operations, Art, Customer Service

We plan to expand some areas to Ashford Los Angeles facility • Entertainment art, product develop, sampling to LA• Improves sample turn around time for approvals• Attractive entertainment talent pool readily available in the LA market• Los Angeles studio/showroom to showcase new developments• Ability to collaborate closer with Entertainment partners

LIMITED CHANGES, EXPANSIONPOST ACQUISITION



• Invest in additional automation to better manage sales process, inventory management, and distribution

• Build on existing QR Code currently being utilized at Ashford’s manufacturing facility

• Expand Ashford’s existing Container and sku tracking system with Retailer integration for real-time, cloud based, sku and PO status and delivery updates

INVESTMENT IN THE FUTUREPOST ACQUISITION


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