US-based luxury department store chain Nordstrom has entered a definitive agreement for a private acquisition led by family members and Mexican company El Puerto de Liverpool, in a transaction valued at approximately $6.25bn.
This all-cash deal will result in Nordstrom’s common shareholders receiving $24.25 for each share they hold.
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The proposed buyout offers a significant premium of around 42% over Nordstrom’s stock price as of 18 March 2024.
Additionally, a special dividend of up to $0.25 per share is planned, dependent on the transaction’s completion.
Nordstrom Board, with Erik and Pete Nordstrom abstaining, has given unanimous approval to the transaction, following a unanimous recommendation from an independent special committee.
This committee, formed in February 2024, was tasked with evaluating the transaction after the Nordstrom family expressed interest in a potential buyout.
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By GlobalDataThe acquisition is expected to be completed in the first half of 2025, contingent upon regulatory approvals and the consent of two-thirds of common stockholders, excluding the Nordstrom family, Liverpool, their affiliates, and company insiders.
Funding for the transaction will be a mix of equity from the Nordstrom family and Liverpool, cash from Liverpool, a potential $450m in new bank borrowings, and company reserves.
Nordstrom’s existing senior notes and debentures, totalling $2.7bn, are anticipated to remain in place post-transaction.
Post-acquisition, the Nordstrom family will own a 50.1% stake. El Puerto de Liverpool will hold the remaining 49.9%.
Following the deal, Nordstrom’s common stock will be delisted from public markets.
Nordstrom CEO Erik Nordstrom said: “For over a century, Nordstrom has operated with a foundational principle of helping customers feel good and look their best.
“Today marks an exciting new chapter for the business. On behalf of my family, we look forward to working with our teams to ensure Nordstrom thrives long into the future.”
Last month, Nordstrom unveiled plans to expand its off-price retail division, Nordstrom Rack, with a new store in Lakeland, Florida.
