ABC-Mart, INC. , Japan's leading retailer of athletic, business and casual footwear, has entered into a definitive agreement to acquire LaCrosse Footwear, Inc. ABC-Mart agreed to acquire all outstanding shares of LaCrosse Footwear stock for $20 per share in cash, or approximately $138 million.
The purchase price represents a premium of 82 percent over LaCrosse Footwear's average closing stock price over the last 30 days ended July 5 and an 82 percent premium over the closing price on July 5. Under the agreement, ABC-Mart will commence a tender offer to purchase all of the outstanding shares of LaCrosse Footwear. The transaction is expected to close in the third calendar quarter of 2012.
“We are very pleased to join with LaCrosse Footwear, which further positions the company and its strong brands for long-term growth worldwide,” said Minoru Noguchi, President of ABC-Mart. “We associate significant value with the LaCrosse and Danner brands, as well as with the company's outstanding channel partners and proven commitment to operational excellence. We look forward to working with LaCrosse Footwear management and building on the company's reputation and commitment to outstanding quality, performance and innovation to foster long-term growth and success.”
“This transaction will bring together the complementary strengths of ABC-Mart's extensive knowledge in the footwear retail industry with LaCrosse Footwear's high quality footwear manufacturing craftsmanship,” said Mr. Noguchi. “In particular, the combined entity will be well-positioned to strengthen LaCrosse Footwear's lifestyle and casual footwear business, by jointly developing and producing footwear with competitive quality, pricing, and design, and drive the geographic expansion of LaCrosse and Danner branded footwear, particularly in Japan, South Korea, Taiwan, Hong Kong, and the rest of Asia, as well as in Europe.”
LaCrosse Footwear is a proven leader in innovative, quality and performance-based footwear. Leveraging the rich history and strength of the LaCrosse and Danner brands, the company is well established in multiple distribution channels. Its iconic brands are well known in the work and outdoor markets with premium products designed to keep people on the move in hunt, work, uniform, military and outdoor recreation activities. In recent seasons, the company has expanded into new casual lines inspired by the brands' heritage and authenticity in its core markets.
“ABC-Mart has been a valued customer of our iconic American-made products for many years,” said Richard Rosenthal, Chairman of the LaCrosse Footwear Board of Directors. “It recognizes the value of our authentic, premium brands and sees the opportunity for our continued growth and success in partnership with ABC-Mart. We are very pleased to recommend this transaction to LaCrosse Footwear shareholders as the next chapter in our company's rich history.”
“In addition to delivering compelling value to our shareholders, the partnership with ABC-Mart also creates clear benefits for our customers, suppliers and employees,” said Joseph P. Schneider, the President and CEO of LaCrosse Footwear. “ABC-Mart is committed to furthering our growth strategies in the global marketplace. We see exciting opportunities in our newer lifestyle and casual offerings, as well as a solid financial and strategic commitment to support our ongoing business serving the work and outdoor markets. Together, we will continue to leverage our world-class manufacturing facility in Portland, Oregon to meet growing demand for American-made products around the world. This is a great step forward for LaCrosse Footwear, and we are honored to bring our strong Danner(R) and LaCrosse(R) brands to a larger stage as a part of ABC-Mart.”
The transaction is conditioned on the tender of a majority of the outstanding shares of LaCrosse Footwear, and remains subject to the satisfaction of customary closing conditions, including receipt of applicable regulatory clearances. LaCrosse Footwear's Board of Directors and certain members of LaCrosse's senior management holding collectively approximately 8 percent of LaCrosse's outstanding shares have agreed to tender all of their shares into the tender offer. Upon the completion of the acquisition, LaCrosse Footwear will become a wholly-owned subsidiary of ABC-Mart and will continue operations in Portland, Oregon. The transaction is not subject to a financing condition.
Barclays served as the exclusive financial advisor and Paul Hastings LLP acted as legal advisor to ABC-Mart. Wells Fargo Securities served as the exclusive financial advisor and Garvey Schubert Barer acted as legal advisor to LaCrosse Footwear and its Board of Directors in connection with the transaction.
ABC-Mart, INC. is a leading shoe retailer in Japan. It operates approximately 800 stores throughout the ABC-MART Group, with its store network expanding to South Korea and Taiwan. ABC-Mart's high customer recognition and approval have been established over the years by offering its customers a wide selection of fashionable shoes, ranging from formal business shoes, women's pumps, to athletic footwear. The company owns brands such as Hawkins and Nuovo, develops in-house footwear, and sells affordable high-quality shoes. In addition, the company is a distributor in Japan to top brands such as Vans, Sperry Top-Sider, and Saucony, and supplies footwear to pro shops and boutiques.
LaCrosse Footwear, Inc. is a leading developer and marketer of branded, premium and innovative footwear for work and outdoor users. The Company's trusted Danner and LaCrosse brands are sold to a network of specialty retailers and distributors in the United States, Canada, Europe and Asia. Work consumers include people in law enforcement, transportation, mining, oil and gas exploration and extraction, construction, military services and other occupations that require high-performance and protective footwear as a critical tool for the job. Outdoor consumers include people active in hunting, hiking and other outdoor recreational activities.
