Everlast Worldwide Inc. signed a definitive agreement to be acquired by The Hidary Group, for $26.50 per share in cash, a 14.5% premium to its closing price on May 31, 2007, and a 30% premium to the average closing price over the last month. The total value of the all-cash transaction is over $146 million. The Hidary Group has worked with Everlast in the past as a partner with Jacques Moret, Inc., Everlasts licensee for activewear, sportswear, outerwear, and swimwear in the U.S. The Board of Directors of Everlast Worldwide approved the agreement in a special meeting June 1, 2007. The transaction is subject to stockholder approval and other customary conditions and is expected to be completed during the third quarter of 2007.
The Hidary Group is the lead sponsor of the deal. Other investors include multi-billion dollar investment funds Gracie Capital, Ore Hill Partners and Seneca Capital. Piper Jaffray & Co. is serving as financial advisor to Everlast Worldwide. Clarence Schwab, managing partner of C. Schwab LLC, is serving as financial advisor to the Hidary Group. Mr. Schwab also works closely with certain Hidary Group portfolio companies. Olshan Grundman Frome Rosenzweig & Wolosky LLP and Proskauer Rose LLP acted as legal advisors to Everlast Worldwide and Hidary Group, respectively.
