FRAMINGHAM, Mass. & NEW YORK--(BUSINESS WIRE)-- Staples, Inc. (NASDAQ: SPLS or the “Company”) and Sycamore Partners, a leading private equity firm, today announced that they have entered into a merger agreement in which investment funds managed by Sycamore Partners will acquire the Company in a transaction that values Staples at an equity value of approximately $6.9 billion. Under the terms of the merger agreement, all Staples’ stockholders will receive $10.25 per share in cash for each share of common stock they own, which represents a premium of approximately 20 percent to the 10-day volume weighted average stock price for Staples shares for the period ended April 3, 2017, the last trading day prior to widespread media speculation about a potential transaction.
Staples’ Board of Directors has unanimously approved the merger agreement and recommends that all Staples stockholders vote in favor of the transaction.
Robert Sulentic, Chairman of the Board, said, “Today’s announcement is the result of a comprehensive process in which our Board, with the assistance of a transaction committee comprised of independent directors, and outside financial advisors, explored and considered various alternatives to enhance value for our stockholders. Staples’ Board believes that this process has led to a transaction which is in the best interests of our stockholders, as well as Staples and its employees.”
The transaction is subject to customary closing conditions, including the receipt of regulatory and stockholder approval, and is expected to close no later than December, 2017. The closing is not subject to a financing condition.
“With an iconic brand, a winning strategy, and dedicated and passionate associates who are deeply focused on the customer, Staples is truly an outstanding enterprise,” said Stefan Kaluzny, Managing Director of Sycamore Partners. “We have tremendous confidence in CEO Shira Goodman and great
respect for the Staples management team and are excited about this opportunity to partner with them to accelerate long-term profitability.”
“The Sycamore Partners’ team shares Staples’ entrepreneurial spirit and long-term vision,” said Shira Goodman, Chief Executive Officer and President, Staples, Inc. “This transaction will enable us to drive greater value for our customers and immense opportunity for our business.”
Barclays and Morgan Stanley & Co. LLC are acting as financial advisors and Wilmer Hale LLP is acting as legal advisor to Staples.
UBS Investment Bank, BofA Merrill Lynch, Deutsche Bank, Credit Suisse, Royal Bank of Canada, Jefferies, Wells Fargo Bank, National Association and Fifth Third Bank are providing debt financing for the transaction. BofA Merrill Lynch and Deutsche Bank Securities Inc. are acting as financial advisors and Kirkland & Ellis LLP is acting as legal advisor to Sycamore Partners.
About Staples, Inc.
Staples brings technology and people together in innovative ways to consistently deliver products, services and expertise that elevate and delight customers. Staples is in business with businesses and is passionate about empowering people to become true professionals at work. Headquartered outside of Boston, Mass., Staples, Inc. operates primarily in North America. More information about Staples (NASDAQ: SPLS) is available at www.staples.com.
About Sycamore Partners
Sycamore Partners is a private equity firm based in New York specializing in consumer and retail investments. The firm has more than $3.5 billion in capital under management. The firm's strategy is to partner with management teams to improve the operating profitability and strategic value of their businesses. The firm's investment portfolio currently includes Belk, Coldwater Creek, EMP Merchandising, Hot Topic, MGF Sourcing, NBG Home, Nine West Holdings, Talbots, The Limited and Torrid.
IMPORTANT ADDITIONAL INFORMATION WILL BE FILED WITH THE SEC
This filing may be deemed solicitation material in respect of the proposed acquisition of the Company by Sycamore Partners. The Company plans to file with the SEC and mail to its stockholders a Proxy Statement in connection with the transaction. This filing does not constitute a solicitation of any vote or approval. The Proxy Statement will contain important information about Sycamore Partners, the Company, the merger and related matters. Investors and security holders are urged to read the Proxy Statement carefully when it is available. Investors and security holders will be able to obtain free copies of the Proxy Statement and other documents filed with the SEC by Sycamore Partners and the Company through the web site maintained by the SEC at www.sec.gov. In addition, investors and security holders will be able to obtain free copies of the Proxy Statement from the Company by contacting Staples Investor Relations department at email@example.com. In addition, the proxy statement and our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to section 13(a) or 15(d) of the Securities Exchange Act of 1934 are available free of charge through our website at investor.staples.com as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC.
The Company, and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the Company’s stockholders with respect to the transactions contemplated by the merger agreement. Information regarding the Company’s directors and executive officers, including their ownership of the Company’s securities, is contained in the Company’s Annual Report on Form 10-K for the year ended January 28, 2017 and its proxy statement dated April 20, 2017, which are filed with the SEC. Investors and security holders may obtain additional information regarding the direct and indirect
interests of the Company and its directors and executive officers in the proposed transaction by reading the proxy statement and other public filings referred to above.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
Statements in this press release regarding the proposed transaction between Sycamore Partners and the Company, the expected timetable for completing the transaction, future financial and operating results, future opportunities for the combined company and any other statements about Sycamore Partners and the Company managements’ future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words “believes,” “plans,” “anticipates,” “expects,” estimates and similar expressions) should also be considered to be forward looking statements, although not all forward-looking statements contain these identifying words. Readers should not place undue reliance on these forward-looking statements. The Company’s actual results may differ materially from such forward-looking statements as a result of numerous factors, some of which the Company may not be able to predict and may not be within the Company’s control. Factors that could cause such differences include, but are not limited to, (i) the risk that the proposed merger may not be completed in a timely manner, or at all, which may adversely affect the Company’s business and the price of its common stock, (ii) the failure to satisfy all of the closing conditions of the proposed merger, including the adoption of the merger agreement by the Company’s stockholders and the receipt of certain governmental and regulatory approvals in the U.S. and in foreign jurisdictions, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, (iv) the effect of the announcement or pendency of the proposed merger on the Company’s business, operating results, and relationships with customers, suppliers, competitors and others, (v) risks that the proposed merger may disrupt the Company’s current plans and business operations, (vi) potential difficulties retaining employees as a result of the proposed merger, (vii) risks related to the diverting of management’s attention from the Company’s ongoing business operations, and (viii) the outcome of any legal proceedings that may be instituted against the Company related to the merger agreement or the proposed merger. There are a number of important, additional factors that could cause actual results or events to differ materially from those indicated by such forward looking statements, including the factors described in the Company’s Annual Report on Form 10-K for the year ended January 28, 2017 and its most recent quarterly report filed with the SEC. The Company disclaims any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this press release.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170628006475/en/
Mark Cautela, 508-253-3832
Chris Powers, 508-253-4632
Joele Frank for Sycamore Partners
Michael Freitag or Arielle Rothstein, 212-355-4449
NEW YORK, April 27, 2017 /PRNewswire/ -- Sycamore Partners today announced that it has acquired NBG Home ("NBG"), a leading global designer, manufacturer and marketer of affordable home décor products from Kohlberg & Company, L.L.C.
NBG offers an extensive array of home décor products, including ready-made and custom framing, lighting, accent furniture, wall décor, and soft goods under a portfolio of leading brands. The company serves a wide variety of retail clients, including mass merchants, specialty stores, discount stores, home centers, warehouse clubs, and internet retailers.
"The NBG management team has built the market leader in affordable home décor through a relentless focus on serving their retail partners and end consumers," said Peter Morrow, Managing Director at Sycamore Partners. "We are excited about the opportunity to invest in an attractive niche of the consumer products industry and look forward to building NBG alongside its best-in-class management team."
"Across our numerous product categories and retail channels, NBG has maintained a distinct approach to business, relying on principles such as industry insight, innovation, and close partnerships with our customers," said Scott Slater, Chief Executive Officer of NBG Home. "We are confident that Sycamore will be the ideal partner to further develop NBG's strong culture and drive the company's future growth, both organically and through strategic acquisitions."
Seth H. Hollander, Partner of Kohlberg & Company, added, "We would like to thank Scott and all of the employees of NBG for their efforts and successes under our ownership. They transformed the business and created a truly unique company in the home décor industry."
Sawaya Segalas & Co., LLC served as financial advisor to NBG Home and Harris Williams & Co. served as financial advisor to Sycamore Partners.
NEW YORK, Feb. 24, 2017 /PRNewswire/ -- Sycamore Partners today announced that it has acquired The Limited's brand and other related intellectual property assets. The intellectual property was purchased through a competitive auction run by The Limited as part of its ongoing Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware.
Sycamore plans to reintroduce the brand to the marketplace at a later date and will communicate with The Limited's loyal customers about how to obtain the merchandise they know and love.
The Talbots, Inc. ("Talbots") today announced that Michael Weiss, the longtime CEO of Express and a highly respected figure in the retail industry for many years, has joined the Talbots Board of Directors, effective September 1, 2016.
"Michael has long been viewed as one of the retail industry's most visionary, charismatic and inspiring leaders, and we are thrilled that he has agreed to join the Talbots' Board," said Lizanne Kindler, Chief Executive Officer of Talbots. "I am confident that my colleagues and I will benefit greatly from Michael's unique insights as we work to achieve our long-term goals."
"I am honored to join the Talbots Board," said Mr. Weiss. "The retail industry is very much about brands and Talbots is one of America's most iconic retail fashion brands with a long history of delivering on its stated mission to provide women with modern classic apparel. I look forward to working closely with the Board, the management team and Talbots' talented associates as the company continues to execute its business strategy and serve its loyal customers for years to come."
Stefan Kaluzny, Managing Director of Sycamore Partners, said, "I have known Michael as a friend and colleague for many years. He deservedly has earned an outstanding reputation in the retail industry and I have no doubt that by sharing his wisdom, expertise and warmth with his new colleagues and fellow board members, Michael will make a meaningful contribution to Talbots' ongoing growth and success."
Sycamore Partners today announced that it has completed its acquisition of Belk, Inc. (“Belk” or the “Company”).
Stefan Kaluzny, Managing Director of Sycamore Partners, said, “We are excited to have completed this acquisition and to begin our partnership with Belk. The Company has developed a loyal base of customers over its 127-year history, and we believe Belk is positioned for continued growth and success. We look forward to working with Belk’s management team and associates as they build on the Company’s legacy and continue to serve its customers and deliver Modern. Southern. Style.”
Tim Belk, chief executive officer of Belk, Inc., said, “We are very pleased to complete this transaction with Sycamore Partners, which delivers meaningful value to all our stakeholders. Our partnership with Sycamore will contribute to Belk’s continued success, and we look forward to leveraging Sycamore’s deep knowledge of the retail market to best serve our dedicated customers and provide even greater opportunities for our valued team members.”
As previously announced, under the terms of the transaction, Tim Belk is continuing to serve as CEO of Belk, and the Company continues to be headquartered in Charlotte, North Carolina.
Goldman, Sachs & Co. acted as financial advisor and King & Spalding LLP acted as legal advisor to Belk. BofA Merrill Lynch acted as financial advisor and Kirkland & Ellis LLP acted as legal advisor to Sycamore Partners.
Dollar Tree, Inc. (NASDAQ: DLTR), the nation's leading operator of discount variety stores selling everything for $1 or less, and Sycamore Partners, a private equity firm specializing in consumer and retail investments, today announced that they have completed the transaction pursuant to which Dollar Tree divested 330 Family Dollar stores to Dollar Express LLC, a portfolio company of Sycamore Partners. The divestiture satisfied a condition as required by the Federal Trade Commission in connection with Dollar Tree's recently-completed acquisition of Family Dollar Stores, Inc. The stores will operate under the Dollar Express banner.
"We are pleased to have completed this acquisition, which adds to our growing portfolio of leading retailers and consumer brands," said Peter Morrow, a Managing Director at Sycamore Partners. "We look forward to operating these 330 stores as Dollar Express, a brand new, nationwide discount retailer that is well-positioned as an innovator in the market. We believe our significant experience with carve-out transactions will be beneficial in supporting the Dollar Express team to serve our loyal customers and create value."
“We are delighted to enter into this partnership with Sycamore Partners,” said Ernst Trapp, the Company’s Chief Executive Officer. “Sycamore has extensive multi-channel retailing experience and knowledge of the music- and entertainment-inspired apparel and accessories world. We believe this makes them an ideal partner as we look to grow our business, while continuing to operate as we always have – with a deep appreciation for our employees, customers and business partners.”
EMP will join Sycamore’s portfolio of retail investments as an independent business managed by Ernst Trapp as CEO and Dr. Jan Fischer as Chief Financial Officer. Sycamore’s portfolio also includes Hot Topic, a leading mall- and web-based specialty retailer that is a key retail partner to the music and entertainment industries. Hot Topic operates more than 650 stores in the U.S. and Canada.
“We are pleased to partner with EMP, Europe’s leading multi-channel retailer of music- and entertainment-inspired apparel and accessories, and look forward to forging closer relationships with our music and entertainment industry partners on a global basis,” said Peter Morrow, a Managing Director of Sycamore Partners. “EMP has developed a loyal base of customers over many years. We are excited to build on this legacy and work with the EMP team to continue to grow the business.”
Sycamore Partners today announced that Lew Frankfort, the former Chairman and Chief Executive Officer of Coach, Inc., has joined the firm as an Executive in Residence. In this role, Mr. Frankfort will serve as a valued resource to Sycamore Partners and the management teams of its portfolio companies, enabling them to tap into his incomparable retail knowledge, managerial expertise and network of industry relationships.
“Lew Frankfort is a legend in the retail industry, with decades of experience building brand awareness, developing customer loyalty and driving global growth at Coach,” said Stefan Kaluzny, a Managing Director of Sycamore Partners. “We are thrilled to have Lew join Sycamore Partners as an Executive in Residence and look forward to working closely with him as we continue to focus on building a portfolio of best-in-class consumer and retail brands.”
Mr. Frankfort said, “I am excited to join Sycamore Partners as an Executive in Residence. The firm has an excellent reputation in the industry for building lasting value. It continues to assemble an outstanding roster of leading retail and apparel brands with tremendous potential for growth and profitability.”
Mr. Frankfort joined Coach in 1979 and served as Chairman and Chief Executive Officer from November 1995 through December 2013. He then served as Executive Chairman until his retirement in November 2014. In his 35 years with the company, he transformed a cottage-industry manufacturer of leather goods into a leading global, modern luxury accessories brand. Prior to joining Coach, Mr. Frankfort held various management roles in New York City government, culminating in the position of Commissioner of New York City’s Head Start and Day Care Programs. He holds a BA degree from Hunter College and an MBA from Columbia University. Currently, Mr. Frankfort is the Chairman of Flywheel Sports, Inc. In addition, Mr. Frankfort serves on the Board of Directors of WeWork. He is also affiliated with a number of not-for-profit organizations.
Sycamore Partners today announced that it has closed its second fund, Sycamore Partners II, L.P., with limited partner commitments of $2.5 billion. Sycamore Partners’ first fund, Sycamore Partners, L.P., closed in 2012 with limited partner commitments of $1 billion. With the closing of its second fund, Sycamore Partners now has in excess of $3.5 billion in assets under management.
“We are grateful for the positive and enthusiastic response we have received from our existing and new limited partners. With this new fund we continue to focus on our historically successful investment strategy of partnering with the very best consumer and retail executives to acquire and improve the very best consumer and retail brands,” said Stefan Kaluzny, a Managing Director of Sycamore Partners.
Simpson Thacher & Bartlett LLP served as fund counsel.
Sycamore Partners today announced that it has acquired the Coldwater Creek brand and other intellectual property. Sycamore intends to re-launch Coldwater Creek as an independent portfolio company.
“Coldwater Creek is an outstanding brand with a 30-year heritage and strong support from its loyal base of longtime customers,” said Peter Morrow, a Managing Director of Sycamore Partners. “We are excited about adding Coldwater Creek to our growing portfolio of leading retail brands and look forward to reintroducing the brand to the marketplace.”
The intellectual property was purchased through Sycamore affiliate CWC Direct LLC in conjunction with Coldwater Creek’s ongoing Chapter 11 proceedings in the U.S. Bankruptcy Court in Wilmington, Delaware. Additional information about the re-launch of Coldwater Creek will be provided at a later date.
Sycamore Partners today announced that it has reorganized the remaining businesses of The Jones Group into four independent operating companies: the Nine West Group, a Jeanswear company (which will be named later), Jones New York, and the Kasper Group. Each will operate as an independent company led by its own management team. Sycamore Partners previously announced that Stuart Weitzman and Kurt Geiger would each become independent companies.
"We believe that this structure will allow each of these businesses to better serve their customers and achieve long-term success," said Stefan Kaluzny, a Managing Director of Sycamore Partners. "As independent companies, decision-making will be more closely aligned with the needs of the individual brands and our more than 10,000 associates around the world. We are excited to partner with the leadership of each of these companies to invest in their growth and help them achieve their full potential."
Kathy Nedorostek will be Chief Executive Officer of the Nine West Group, which will include footwear, handbags and jewelry. Jack Gross, who has led the Jeanswear business for the last 20 years, will be Chief Executive Officer of the Jeanswear company. Aru Kulkarni and George Sharp will continue to lead Jones New York. And Gregg Marks will be Chief Executive Officer of the Kasper Group, which he has led for the last 30 years.
The Nine West Group and the Jeanswear company will continue to issue financial reports on a consolidated basis as Nine West Holdings (per their financial reporting requirements under their previously disclosed indentures). Nine West Holdings, as the successor to The Jones Group, will continue to provide the shared service functions historically provided by The Jones Group.
With the establishment of Nine West Holdings and this decentralized structure, Wesley R. Card will step down as Chief Executive Officer and John T. McClain will step down as Chief Financial Officer of The Jones Group. Mr. McClain will become a member of the Board of Directors of Nine West Holdings and assist Sycamore Partners with other aspects of its portfolio.
Mr. Kaluzny added: “We are very grateful to the executive leadership of The Jones Group for their many contributions, especially Wes Card, who has dedicated almost 25 years to guiding the company to tremendous growth and success. We look forward to benefitting from John’s experience and insights as we continue to grow Sycamore Partners’ portfolio of retail and consumer companies.”
Sycamore Partners today announced that, in conjunction with its recent acquisition of The Jones Group Inc., Stuart Weitzman will operate as an independent company in the investment firm’s growing portfolio of leading retail and consumer businesses. Sycamore Partners’ acquisition of Stuart Weitzman is being made in partnership with the company’s long-time management team, including Executive Chairman Stuart Weitzman and Chief Executive Officer Wayne Kulkin.
Mr. Weitzman said, “We are excited to work with Sycamore Partners and are confident that this transaction will help fuel the continued momentum of the Stuart Weitzman brand as we enter our next phase of growth. Sycamore Partners has a history of supporting the visions of its portfolio companies, and we anticipate a long and successful partnership.”
“We are thrilled to have Sycamore Partners’ support as we continue to execute on our strategic priorities and grow the brand across its many channels and geographies,” said Mr. Kulkin. “We look forward to partnering with Sycamore Partners to identify areas for further expansion and development of the Stuart Weitzman brand.”
“Stuart Weitzman has a world-renowned business with excellent brand recognition, a loyal customer base and promising growth initiatives underway,” said Stefan Kaluzny, a Managing Director of Sycamore Partners. “We are delighted to have the opportunity to work with Stuart, Wayne and the rest of the Stuart Weitzman team as they position the brand for continued growth and development.” Stuart Weitzman previously operated as a division of The Jones Group, which was acquired by Sycamore Partners on April 8, 2014.
Sycamore Partners today announced that it has completed its acquisition of The Jones Group Inc. (“The Jones Group” or the “Company”). The transaction is valued at approximately $2.2 billion.
“We are excited to have finalized the acquisition of The Jones Group and are confident this will be a long and successful partnership,” said Stefan Kaluzny, a Managing Director of Sycamore Partners. “We look forward to working with The Jones Group team to continue to grow this outstanding portfolio of businesses and brands and create exceptional products for our customers.”
Wesley R. Card, The Jones Group Chief Executive Officer, said, “We are very pleased to have completed this transaction, which delivers meaningful value to all of our shareholders. Sycamore Partners’ extensive knowledge and expertise in the consumer and retail space will allow The Jones Group’s brands to reach their full potential and continue to resonate with our loyal customers.”
As a result of the completion of the merger, the common stock of The Jones Group is no longer listed for trading on the New York Stock Exchange.
Citigroup Global Markets, Inc. acted as financial advisor to The Jones Group and Peter J. Solomon Company acted as financial advisor to the Company’s Board of Directors. Cravath, Swaine & Moore LLP acted as legal advisor to The Jones Group and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to the independent directors of the Company’s Board of Directors. Morgan Stanley, Jefferies, KKR Asset Management, MCS Capital Markets, Wells Fargo Capital Finance and Bank of America Merrill Lynch provided financing for the transaction. BofA Merrill Lynch and Guggenheim Securities acted as financial advisors to Sycamore Partners. Winston & Strawn LLP, Simpson Thacher & Bartlett LLP and the Law Offices of Gary M. Holihan, P.C. acted as legal advisors to Sycamore Partners.
The Jones Group transaction is the fifth investment by Sycamore Partners, which currently has more than $1 billion in capital under management. Previous transactions include the acquisition of a controlling interest in MGF Sourcing from L Brands; the formation of Pathlight Capital, LLC; the acquisition of The Talbots, Inc.; and the acquisition of Hot Topic, Inc.
Sycamore Partners today announced that Kurt Geiger, a leading European luxury branded shoe retailer, has completed a management-led buyout and is now operating as an independent company. Sycamore Partners supported Kurt Geiger’s management team in its acquisition of the business, which previously was a division of The Jones Group Inc.
Kurt Geiger has been a leader and innovator in European footwear since 1963, when it opened its first boutique on Bond Street in London. Today the company operates in more than 180 multi-branded luxury and premium shoe concessions in leading British and international department stores, including Harrods, Selfridges, House of Fraser, John Lewis, Debenhams, David Jones and Myer. The company also sells its own iconic footwear brands, including Kurt Geiger London and Carvela, in more than 70 global retail locations, as well as premium department stores in the UK and around the world.
Neil Clifford, Kurt Geiger Chief Executive Officer, said, “We are thrilled to be supported by Sycamore Partners, which has extensive retail experience and a proven history of partnering with management teams. We believe our company has tremendous potential for growth in the UK and internationally, and we will continue to invest in new opportunities alongside our department store and brand partners. Our company is passionate about product, and we will carry on our legacy of offering the most exciting and innovative footwear, bringing the creativity of British design talent to a global audience.”
“We have great respect for Kurt Geiger’s strong and dedicated management team, deep history of partnership with exceptional department stores, and its own distinctive portfolio of footwear brands,” said Stefan Kaluzny, a Managing Director of Sycamore Partners. “The company has great potential for growth, and we look forward to working with Neil and the Kurt Geiger team to help position the business for long-term success.”
Mr. Clifford and the other members of the Kurt Geiger management team are all reinvesting in the company and will hold a significant stake going forward. They remain fully committed to the growth of the brand and the business.
As noted, Kurt Geiger was previously a division of The Jones Group, which was acquired by Sycamore Partners on April 8, 2014.
Sycamore Partners today announced that it has completed its acquisition of Hot Topic, Inc. (“Hot Topic” or the “Company”). The transaction is valued at approximately $600 million.
“Hot Topic and Torrid are both leaders in their categories, and we are excited to have both brands as part of our portfolio,” said Stefan Kaluzny, Managing Director of Sycamore Partners. “Sycamore Partners is very pleased to have the opportunity to partner with Lisa Harper and her team to invest in the continued development of both the Hot Topic and Torrid retail brands.”
Lisa Harper, Chief Executive Officer and Chairman of the Board of Hot Topic, said, “We are very happy to partner with Sycamore Partners. Their knowledge and expertise in the consumer and retail markets is precisely what we need to optimize both the Hot Topic and Torrid brands.”
As a result of the completion of the merger, the common stock of the Company is no longer listed for trading on the NASDAQ Global Select Market.
Guggenheim Securities acted as financial advisor to Hot Topic and Cooley LLP acted as its legal counsel. Winston & Strawn LLP and the Law Offices of Gary M. Holihan, P.C. acted as legal counsel to Sycamore Partners.
The Hot Topic transaction is the fourth investment by Sycamore Partners, which has more than $1 billion in capital under management. Previous transactions include the acquisition of a controlling interest in Mast Global Fashions from Limited Brands, Inc., the formation of Pathlight Capital, LLC and the acquisition of The Talbots, Inc.
Wells Fargo Capital Finance, part of Wells Fargo & Company (NYSE: WFC), recently agented a $100 million term loan for the financing of RadioShack Corporation, a Ft. Worth, Texas-based consumer electronics retailer. Pathlight Capital, LLC, a portfolio company of Sycamore Partners, acted as Syndication Agent on the transaction.
RadioShack is one of North America's largest companies in its segment, operating both stores and kiosks located throughout big-box retailers in the United States and Mexico. The company is traded on the NYSE under the ticker RSH. As of June 30, 2012, RSH operated 4,423 company-operated retail stores under the RadioShack brand name in the United States, 1,503 Target store mobile kiosks, 227 companyoperated stores under the RadioShack brand in Mexico, and 1,085 dealer and other outlets.
"We are pleased to provide this financing to RadioShack," said D. Michael Murray, division manager and managing director with the Junior Capital Division of Wells Fargo Capital Finance. "This transaction is another example of our flexibility to tailor financing solutions to meet the needs of our clients."
"We are pleased to have closed on this new term loan with Wells Fargo Capital Finance and Pathlight Capital. This new financing along with the $50 million term loan announced in August largely completes the capital structure strategy we discussed on the second-quarter earnings call, in which we outlined our goal to refinance approximately one-half of the debt maturity coming due in August 2013," said Dorvin Lively, interim chief executive officer of RadioShack.
Michael Archbold Appointed CEO and CFO, Lizanne Kindler Named President and Michele Mandell Named Chief Operating Officer
Sycamore Partners today announced that TLB Merger Sub Inc. (an affiliate of Sycamore Partners) has completed its acquisition of The Talbots, Inc., following the previously announced completion of its tender offer on August 3, 2012. The transaction is valued at approximately $391 million, including net debt.
“We are pleased to have completed this acquisition and are ready to deliver on the promise of executing on the significant potential inherent in Talbots, which remains a premier, storied brand,” said Stefan Kaluzny, a Managing Director of Sycamore Partners. “Building on its 65 years of history, we will restore the Talbots brand and the Company’s heritage as a leading retailer of traditional women’s apparel, shoes and accessories. We are looking forward to what we know will be a long and successful partnership.”
Sycamore Partners also announced that it has appointed a senior executive team at Talbots with considerable experience in merchandising, marketing, finance and operations. Michael Archbold, previously President and Chief Operating Officer of the Vitamin Shoppe, has been named Chief Executive Officer and Chief Financial Officer. Lizanne Kindler, previously Executive Vice President of Product Development at Kohl's Department Stores, has been named President. A former Executive Vice President of Merchandising at Talbots, she will be responsible for product development, merchandising and marketing. Michele Mandell, a 26-year veteran of Talbots and formerly the Executive Vice President of Stores at the Company, has been appointed Chief Operating Officer.
“Talbots is a classic, American fashion retail brand with a strong foundation and an iconic reputation in women’s retail,” said Michael Archbold, CEO and CFO of Talbots. “By restoring the Company’s focus on Talbots’ classic styling, we will be able to reconnect with the Company’s historical customer base. Lizanne, Michele and I look forward to working closely with the other members of the Talbots’ leadership team and the Company’s more than 8,000 committed and hard-working associates to reestablish the brand as the category leader.”
He continued, “We could not have a better partner than the team at Sycamore. Their knowledge of the retail sector is unparalleled.”
Mr. Kaluzny said, “We are excited that Mike, Lizanne and Michele are joining Talbots. They are all veteran retailers and together have extensive financial, merchandising, product development, marketing and operational skills that will be invaluable as we move to better position Talbots for long-term, positive growth. I appreciate the contributions made by Trudy Sullivan and her colleagues, and look forward to working with the entire Talbots team to continue serving Talbots’ loyal customers.”
Talbots’ headquarters will remain in Hingham, Massachusetts, and the Company expects to maintain all of its other offices. As a result of the completion of the merger, the common stock of the Company is no longer listed for trading on the New York Stock Exchange.
Perella Weinberg Partners LP acted as financial advisor to Talbots and White & Case LLP acted as its legal counsel. Bank of America Merrill Lynch acted as financial advisor to Sycamore Partners and Winston & Strawn LLP and the Law Offices of Gary M. Holihan, P.C. acted as its legal counsel.
The Talbots transaction is the second investment by Sycamore, which has more than $1 billion in capital under management. In November 2011, Sycamore acquired a controlling interest in Mast Global Fashions from Limited Brands, Inc.
Michael G. Archbold
Mike Archbold has more than 25 years of strategic, financial, and operating experience in the retail industry. He most recently served as President and Chief Operating Officer of the Vitamin Shoppe. Previously he served as Executive Vice President and Chief Financial and Administrative officer of Saks Fifth Avenue, as well as Chief Financial Officer for AutoZone. He currently serves on the board of directors of Express, Inc.
Lizanne Kindler is an accomplished merchant with experience in both store-based and online retailing. Most recently she served as the Executive Vice President of Product Development at Kohl’s Department Stores. Ms. Kindler was Executive Vice President at The Talbots, Inc. from 2008 to 2010. She previously held a variety of merchandising roles at Ann Taylor.
Over a 26-year period, Michele Mandell held a variety of positions at Talbots, including Regional Manager, Senior Vice President and Executive Vice President. She retired from the Company in 2008. Earlier in her career she held a buying and manager position at Price’s of Oakland and was a women’s sportswear buyer at A.E. Troutman Co.
Sycamore Partners Joins with Limited Brands to Establish Apparel Sourcing Unit as Standalone Company
Sycamore Partners (“Sycamore”), a private equity firm based in New York, and Limited Brands, Inc. (NYSE: LTD) today announced that Sycamore has acquired a controlling 51% interest in Mast Global Fashions, the third-party apparel sourcing division of Limited Brands. Limited Brands will retain a 49% stake in this standalone apparel production and sourcing company. Terms of the transaction were not disclosed. Limited Brands will retain 100 percent ownership of its separate sourcing operation for their intimate apparel and personal care/beauty businesses.
“Sycamore shares our values and our approach to business, and we know that they are the right partner to work with us to provide the resources necessary to expand this third-party apparel sourcing business,” said Leslie H. Wexner, chairman and chief executive officer of Limited Brands. “That expansion will benefit all of the new company’s customers, including Limited Brands. The change also enables our Limited Brands team to continue our focus on our strategic priorities – growing our intimate apparel, beauty and personal care retail brands.”
“We are honored that Limited Brands has chosen Sycamore Partners to join them in leading the development of Mast Global Fashions as a premier third-party apparel supply chain management company and one of the three largest apparel sourcing companies in the world,” said Stefan Kaluzny, a managing director at Sycamore. “We expect to draw upon the company’s proven experience in sourcing and significant global reach to solidify and grow its leadership position in the apparel industry.”
James Schwartz, who has been with Mast for more than 28 years, will lead the new company as its president and chief executive officer.
“This is exactly the kind of business that Sycamore is looking to invest in – experienced leadership, a proven track record of success, and strong growth potential,” adds Peter Morrow, also a managing director at Sycamore. “Jim Schwartz and the very talented team at Mast Global Fashions have been valued business partners to some of the leading apparel retailers for more than 40 years, and we look forward to continuing to build on that history of success.”
About Sycamore Partners
Sycamore Partners is a private equity firm based in New York specializing in consumer and retail investments. The firm was formed in 2011. The founders of Sycamore have a long history of partnering with management teams to improve the operating profitability and strategic value of their businesses. They work with companies they believe have significant growth potential, particularly when given the capital and outside expertise they need to succeed. For more information, please visit www.SycamorePartners.com.