An entity controlled by George Feldenkreis acquired Perry Ellis International through a $437 million transaction. Perry Ellis was subsequently converted into a private company.
According to a related 8-K filing, Fortress Financial served as administrative agent for a first lien credit agreement in the amount of $140 million aggregate principal and a second lien credit agreement in the amount of $95 million.
Wells Fargo Bank served as administrative agent and collateral agent for the a revolving ABL credit facility in the maximum aggregate principal amount of $275 million, subject to borrowing base capacity. On October 22, 2018, the ABL borrowers borrowed approximately $134 million under the said facility. The facility includes borrowing capacity available for letters of credit and for borrowings on same-day notice under swingline loans. PNC Capital Markets HSBC Bank USA are also in the ABL lender group.
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.
SCOPE Advisors served as financial advisor to the group led by George Feldenkreis, and Olshan Frome Wolosky and Proskauer Rose 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 served as legal advisor to funds managed by affiliates of Fortress Investment Group. Otterbourg served as legal counsel to Wells Fargo Bank. PJ SOLOMON served as financial advisor to the company’s Special Committee. Paul, Weiss, Rifkind, Wharton & Garrison and Akerman served as the Special Committee’s legal counsel and Innisfree M&A as the company’s proxy solicitor.
Perry Ellis International is a designer, distributor and licensor of a broad line of high-quality men’s and women’s apparel, accessories and fragrances.