TCR_Public/961220.MBX




InterNet Bankruptcy Library - News for December 20, 1996






Bankruptcy News For December 20,
1996



  1. Vitro's Anchor Glass subsidiary completes definitive sale agreement with
    Consumers Packaging and Owens-Brockway

  2. The Men's Wearhouse Says Bankruptcy Court Has Approved Proposal To
    Purchase Assets of C&R Clothiers

  3. DEP Corp. and S.C. Johnson & Son Inc. settle litigation

  4. House Of Fabrics' CEO Named Vice Chairman, Will be Part of Search
    Committee To Recruit Successor

  5. Unitech Industries\Unitech Acquisition dba Solidex successfully emerge from
    Chapter 11




Vitro's Anchor Glass subsidiary completes definitive sale agreement with Consumers
Packaging and Owens-Brockway


GARZA GARCIA, N.L. Mexico---Dec. 20, 1996-- U.S. Bankruptcy Court in
Wilmington, Delaware, Approves Sale Agreement


Vitro, Sociedad Anonima (BMV:Vitro; NYSE: VTO) today announced that its
indirect, wholly-owned subsidiary, Anchor Glass Container Corporation, has signed
a definitive agreement to sell its assets to Consumers Packaging, Inc. and Owens-
Brockway Glass Container, Inc. for $392.5 million, subject to certain adjustments,
plus the assumption of certain of Anchor's liabilities. Also, the definitive agreement
was approved today by the U.S. Bankruptcy Court in Wilmington, Delaware, subject
to submission of the final order approving the sale. Owens-Brockway and Consumers
Packaging both manufacture glass bottles and jars, and are based in Toledo, Ohio and
Toronto, Ontario, Canada, respectively. In order to facilitate the transaction, Vitro,
S.A. has also entered into an agreement with Consumers Packaging, Inc. relating to
the sale of Anchor's assets.


The Consumers and Owens offer provides for $333.6 million in cash and $58.9
million in preferred and common equity securities of a new entity to be formed by
Consumers Packaging, Inc. The deal is subject to regulatory approvals, the closing of
previously executed financing commitments and other conditions, and is expected to
close by mid-January 1997.


As previously informed, Anchor announced on September 13, 1996 that it was
seeking a Section 363 sale of its assets pursuant to a letter of intent with Ball-Foster
Glass Container Co., L.L.C., and filed for protection under Chapter 11 of the United
States Bankruptcy Code. On October 4, 1996, Anchor announced that it had executed
an Asset Purchase Agreement with Ball-Foster for $365 million in cash, subject to
certain adjustments, plus the assumption of certain liabilities, and filed a motion
seeking Bankruptcy Court approval for the sale subject to higher and better bids.
Anchor received the Consumers and Owens bid on December 2, 1996, and
announced on December 12, 1996 that it would support their offer as a higher and
better bid.


Vitro, S.A. produces glass containers, flat glass, automotive glass, glassware, plastic
containers, aluminum cans and household appliances for commercial, industrial and
consumer use. Vitro supplies numerous industries, including food and beverage,
construction and automotive. Based in Monterrey, Mexico, and founded in 1909,
Vitro has strategic alliances with a dozen large corporations around the world. Vitro
operates in seven countries, including Mexico and the United States, and exports
products to more than 60 countries worldwide.


CONTACT: For more information Ulrich Sander (media) Vitro, S.A.
011-528-329-1332 or Hugo Jaime Garcia (financial community) Vitro, S.A.
011-528-29-1210 or Robert D. Ferris (U.S. contact) Ruder Finn, Stoga L.L.C.
212-715-1573




The Men's Wearhouse Says Bankruptcy Court Has Approved Proposal To Purchase
Assets of C&R Clothiers


FREMONT, Calif.--Dec. 20, 1996--The Men's Wearhouse (NASDAQ/NMS:SUIT)
said today a federal bankruptcy court in Los Angeles has approved its previously
announced asset purchase agreement to acquire certain assets and leasehold interests
of C&R Clothiers Inc., Los Angeles, which filed its Chapter 11 case under federal
bankruptcy law on Nov. 13, 1996.


The company said it expects the transaction to close in the middle to end of January.
Under the agreement, The Men's Wearhouse will assume for cash leases for
approximately 19 C&R Stores in Southern California, enter into a lease for C&R's
current distribution center in Culver City, Calif., and acquire its existing inventory
and certain other assets.


Depending upon the ultimate number of leases assumed and remaining levels of
inventory at the time the transaction closes, the total cost of the transaction will be up
to $13.5 million.


Previously, The Men's Wearhouse indicated that upon approval of the transaction, it
would launch a new division selling lower-priced men's apparel which would
operate under the name C&R Clothiers.


The company said it will also utilize its three existing The Men's Wearhouse
Warehouse outlets in Houston, Dallas and Atlanta in this new division, which will be
headed by Neil Dinerman, who is currently president of C&R Clothiers.


"We are delighted at the outcome of this transaction, which will help provide us the
opportunity to quickly begin operating this new division," noted David Edwab, chief
operating and financial officer of The Men's Wearhouse.


Edwab said that because the C&R concept will address a different and new market
segment, the company believes it will not have a significant impact on its core Men's
Wearhouse business.


"This transaction will also not impact our plans to open 45-50 Men's Wearhouse
stores in fiscal 1997. Once this transaction is completed and the existing C&R
operations are digested, we intend to roll out additional C&R units throughout the
country," he added.


Founded in 1973, The Men's Wearhouse is one of the country's largest off-price
specialty retailers of men's tailored business attire. The stores carry a full selection
of both brand name and private label suits, sport coats, slacks, furnishings and
accessories. The company's convertible subordinated notes trade on the NASDAQ
SmallCap market under the symbol "SUITG."


This press release contains forward looking information. The forward looking
statements are made pursuant to the Safe Harbor provisions of the Private Securities
Litigation Reform Act of 1995. These forward looking statements may be
significantly impacted by various factors described herein and in the company's
annual report on Form 10-K filed with the Securities and Exchange Commission for
the year ended Feb. 3, 1996.


CONTACT: The Men's Wearhouse David Edwab, 510/657-9821




DEP Corp. and S.C. Johnson & Son Inc. settle litigation


LOS ANGELES, CA--Dec. 20, 1996--DEP Corp. (NASDAQ/SmallCap:DEPC)
Friday reported that out-of-court settlements have been reached in connection with
all pending litigation between itself and S.C. Johnson & Son Inc. and its affiliates that
arose in connection with DEP's 1993 purchase of the Agree and Halsa trademarks
from Johnson.


The settlements involve DEP, its insurance carriers and Johnson. Robert Berglass,
president and chief executive officer of DEP, said: ``We believe that it is in the best
interests of the company, its stockholders and employees to settle these suits which
began nearly three years ago.


``With our successful financial restructuring under Chapter 11 now behind us,
management can devote its full attention, as well as our financial resources, to
improving the business rather than to pursuing the litigation against Johnson.''


The settlement resolves DEP's breach of contract and fraudulent transfer suits against
Johnson in connection with the Agree and Halsa acquisition and various suits
subsequently filed by Johnson against DEP, including a libel suit and a collection suit
for approximately $1.4 million for certain goods delivered following the Agree and
Halsa acquisition.


DEP will receiv