Perry Ellis International Inc. on Monday announced the successful completion of the company’s acquisition by an entity controlled by George Feldenkreis in which Perry Ellis has become a private company through a $437 million transaction.
Under the terms of the Feldenkreis merger agreement, Perry Ellis’ unaffiliated shareholders will receive $27.50 per share in cash. Shares of Perry Ellis ceased trading on the Nasdaq Global Select Market prior to the open of trading on October 22, 2018 and will no longer be listed on an exchange or quotation system.
“Today, Perry Ellis enters an exciting new chapter as a private enterprise,” said George Feldenkreis. “I want to thank all of our associates at Perry Ellis for their support and hard work to accomplish this transaction. We are also very grateful to our bankers and advisors that have helped the Feldenkreis family to complete this herculean job.”
“I am pleased that our public shareholders supported this transaction at an attractive valuation,” said Oscar Feldenkreis, who will continue to lead the company as CEO. “Moving forward as a private company, with the financial backing of funds managed by affiliates of Fortress Investment Group, Perry Ellis will have greater flexibility to execute on our long-term strategy of owning and operating brands.”
“We are thrilled to provide a financing solution that has enabled the founding family of Perry Ellis to set this storied company on a new and exciting path for future success,” said Josh Pack, managing partner of Fortress Investment Group.
The transaction was financed through equity provided by the Feldenkreis family, a Senior Secured Asset Backed Revolving Loan Facility underwritten by Wells Fargo Bank, N.A., PNC Capital Markets LLC and HSBC Bank USA, National Association and a multi-tranche term financing facility provided by funds managed by affiliates of Fortress Investment Group.
SCOPE Advisors LLC served as financial advisor to the group led by George Feldenkreis, and Olshan Frome Wolosky LLP and Proskauer Rose LLP served as legal advisor to the group led by George Feldenkreis. Stearns Weaver Miller Weissler Alhadeff & Sitterson served as legal counsel to Oscar Feldenkreis. Kirkland & Ellis LLP served as legal advisor to funds managed by affiliates of Fortress Investment Group. Otterbourg P.C. served as legal counsel to Wells Fargo Bank, N.A.; PJ Solomon served as financial advisor to the company’s special committee; Paul, Weiss, Rifkind, Wharton & Garrison LLP and Akerman LLP served as the company’s special committee’s legal counsel, and Innisfree M&A Incorporated served as the company’s proxy solicitor.
