This is taken from the Financial Times:

BBC arm agrees Woolworths deal
By Tom Braithwaite, Ben Fenton and Anousha Sakoui
Published: November 26 2008 00:03

BBC Worldwide has agreed in principle to pay more than £100m to Woolworths in a deal that emerged as the troubled retailer was struggling to stave off administration.

2entertain, which publishes DVDs including Doctor Who and the Blue Planet, is a 60/40 joint venture between the broadcaster’s commercial arm and Woolworths, which is in fraught talks with creditors.

Woolworths confirmed on Wednesday it was in talks with the BBC and asked for its shares to be suspended pending the outcome of the discussions. It cautioned that terms had yet to be agreed and there was no certainty that a deal would be finalised.

The sale of the stake to BBC Worldwide is being put forward by the Woolworths’ directors as part of a broader transaction that would see the 800-store retail chain sold to Hilco UK, the restructuring specialist, and a profitable wholesale distribution rump stay in public ownership.

Burdale and GMAC, lead creditors to Woolworths, which has about £385m of debt, have to decide whether to approve the plan. If they choose not to, Woolworths will face a cashflow crisis and directors will place the entire group – which employs 30,000 people – into administration for fear of breaking the law on trading while insolvent.

While the BBC has agreed in principle to take over the stake at about half the valuation being touted less than 12 months ago, it still has to do due diligence and secure approval from the BBC Trust. A person familiar with the transaction said there was “no certainty” that the BBC would close the deal.

With several possible routes to collapse, people involved said the retail arm could be placed into administration as soon as Wednesday even with the prospect of a £100m cash injection.

The pension fund, which has a deficit of about £100m, is entitled to the first £50m of any deal to sell 2entertain under a deal between trustees and the Woolworths’ board this year.

Shareholders led by Ardeshir Naghshineh, the property developer who has 10.2 per cent of Woolworths, are likely to see the provisional deal as giving hope for the group’s survival.

However, without creditors approving new borrowing facilities for next year, the company is unlikely to be able to pay its rent bill due after Christmas.
Deloitte, adviser to the banks, is likely to take control and liquidate assets if there is no approved borrowing deal this week.

The proposal from Hilco would see the group’s wholesale arm escape administration, while the restructuring company took on the retail division and about £300m of the group’s £385m debt. The remainder would stay with the rump wholesale arm.

Woolworths and BBC Worldwide declined to comment.