Perry Ellis International entered into 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 the company not already beneficially owned by the Feldenkreis family for $27.50 per share in cash.
The transaction will be financed through a senior secured asset-backed revolving loan facility underwritten by Wells Fargo Bank, $282 million multi-tranche term financing facility provided by Fortress Credit Advisors and equity provided by the Feldenkreis family.
The transaction is valued at approximately $437 million. It was unanimously approved by the Perry Ellis board of directors, acting on the unanimous recommendation of a special committee of independent directors that was granted full authority to conduct a comprehensive strategic review and evaluate and, if warranted, negotiate the Feldenkreis acquisition proposal.
“The special committee and its advisors conducted a disciplined and independent process to ensure the best outcome to maximize value for shareholders. We believe, upon the closing, that this transaction delivers an immediate cash premium and is in the best interest of all Perry Ellis shareholders,” said J. David Scheiner, non-executive chairman of the Perry Ellis board of directors and chair of the special committee.
“Fortress is delighted to support the founding family of Perry Ellis in a transaction that positions the business for growth and success in the years to come,” said Josh Pack, managing partner of Fortress Investment Group, which was recently acquired by SoftBank.
Following completion of the transaction, Oscar Feldenkreis will continue to lead the company as CEO. George Feldenkreis will return to an active role in the management of the company. Perry Ellis will continue to be headquartered in Miami. Upon close, Perry Ellis will become a privately held company and Perry Ellis common shares will no longer be listed or traded on any public market.
Perry Ellis International is designer, distributor and licensor of a broad line of men’s and women’s apparel, accessories and fragrances.
George Feldenkreis is the founder of Supreme International, which started designing and importing apparel in 1967, eventually went public in 1993, and changed its name to Perry Ellis International, upon completing the acquisition of the brand in 2000.
