Perry Ellis International announced that the company had been granted early termination, effective as of July 10, 2018, of the 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (HSR Act) in connection with the sale of the company to founder George Feldenkreis.
The conclusion of the waiting period under the HSR Act satisfies one of the conditions to the closing of the pending transaction. The transaction remains subject to other customary closing conditions, including approval by Perry Ellis shareholders (including a majority of the shares owned by shareholders other than the Feldenkreis family or any officers or directors of the company), and is expected to close in the second half of calendar year 2018.
As previously announced on June 16, 2018, Perry Ellis’ Board of Directors, acting on the unanimous recommendation of the Special Committee of independent directors and with the support of independent financial and legal advisors, unanimously approved a definitive merger agreement under which a newly formed entity controlled by George Feldenkreis, Perry Ellis’ founder and member of the company’s board of directors, will acquire all of the outstanding common shares of Perry Ellis not already beneficially owned by the Feldenkreis family for $27.50 per share in cash.He and his son, Oscar Feldenkreis, the chief executive officer, together are the company’s biggest investors.
The purchase price represents a premium of approximately 21.6 percent to Perry Ellis’ unaffected closing stock price on February 5, 2018, the last trading day prior to George Feldenkreis announcing his proposal to take the company private. The transaction is valued at approximately $437 million. The Special Committee continues to unanimously believe that the Feldenkreis merger agreement is in the best interest of all Perry Ellis shareholders.
In early July, men’s accessories company Randa Accessories submitted a $28-a-share bid for Perry Ellis in a deal valued at $444 million.