Willkie Farr & Gallagher LLP
07/08/2024 | News release | Distributed by Public on 07/08/2024 10:19
Willkie Advises HBC on $2.65 Billion Acquisition of Neiman Marcus Group
Willkie Advises HBC on $2.65 Billion Acquisition of Neiman Marcus Group
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July 8, 2024
Willkie is advising HBC, parent company of Saks Fifth Avenue, on its $2.65 billion acquisition of Neiman Marcus Group, parent company of Neiman Marcus and Bergdorf Goodman.
On July 4, HBC announced that it entered into a definitive agreement to acquire Neiman Marcus Group for a total enterprise value of $2.65 billion. Upon close of the transaction, HBC will establish Saks Global, a combination of world-class luxury retail and real estate assets, including the Saks Fifth Avenue, Saks OFF 5TH, Neiman Marcus and Bergdorf Goodman brands, each of which will continue operations under their respective brand names. Saks Global will also include HBC's U.S. real estate assets and Neiman Marcus Group's real estate assets, creating a $7 billion portfolio of prime retail real estate assets in top-tier luxury shopping destinations.
Amazon will be an investor in Saks Global alongside lead investor Rhône Capital. Insight Partners, an investor in Saks.com, will also be a shareholder in the new company. Following the closing, Amazon will work with Saks Global to innovate on behalf of customers and brands partners.
Upon closing of the transaction, HBC's Canadian business will be recapitalized as a standalone entity, wholly owned by HBC separate from Saks Global, and will include Hudson's Bay, which operates TheBay.com and the Hudson's Bay network of stores, as well as a CAD$2 billion real estate portfolio.
HBC has secured a $1.15 billion fully committed term loan financing from investment funds and accounts managed by affiliates of Apollo, and a $2 billion fully committed revolving asset based loan facility from Bank of America (lead underwriter), Citigroup, Morgan Stanley, RBC Capital Markets, and Wells Fargo.
HBC is a holding company of investments and businesses at the intersection of technology, retail operations, and real estate. Founded in 1670, HBC is North America's longest continuously operating company, with headquarters in New York and Toronto. HBC is the majority owner of iconic ecommerce companies: Saks, Saks OFF 5TH, Hudson's Bay, TheBay.com, as well as SFA, the operator of Saks Fifth Avenue's physical locations, and O5, the operating company for Saks OFF 5TH stores.
The Willkie team is led by corporate partners Gregory Astrachan, Michael Brandt and Tej Prakash with finance partner Viktor Okasmaa and counsel Michael Wolynski.
On July 4, HBC announced that it entered into a definitive agreement to acquire Neiman Marcus Group for a total enterprise value of $2.65 billion. Upon close of the transaction, HBC will establish Saks Global, a combination of world-class luxury retail and real estate assets, including the Saks Fifth Avenue, Saks OFF 5TH, Neiman Marcus and Bergdorf Goodman brands, each of which will continue operations under their respective brand names. Saks Global will also include HBC's U.S. real estate assets and Neiman Marcus Group's real estate assets, creating a $7 billion portfolio of prime retail real estate assets in top-tier luxury shopping destinations.
Amazon will be an investor in Saks Global alongside lead investor Rhône Capital. Insight Partners, an investor in Saks.com, will also be a shareholder in the new company. Following the closing, Amazon will work with Saks Global to innovate on behalf of customers and brands partners.
Upon closing of the transaction, HBC's Canadian business will be recapitalized as a standalone entity, wholly owned by HBC separate from Saks Global, and will include Hudson's Bay, which operates TheBay.com and the Hudson's Bay network of stores, as well as a CAD$2 billion real estate portfolio.
HBC has secured a $1.15 billion fully committed term loan financing from investment funds and accounts managed by affiliates of Apollo, and a $2 billion fully committed revolving asset based loan facility from Bank of America (lead underwriter), Citigroup, Morgan Stanley, RBC Capital Markets, and Wells Fargo.
HBC is a holding company of investments and businesses at the intersection of technology, retail operations, and real estate. Founded in 1670, HBC is North America's longest continuously operating company, with headquarters in New York and Toronto. HBC is the majority owner of iconic ecommerce companies: Saks, Saks OFF 5TH, Hudson's Bay, TheBay.com, as well as SFA, the operator of Saks Fifth Avenue's physical locations, and O5, the operating company for Saks OFF 5TH stores.
The Willkie team is led by corporate partners Gregory Astrachan, Michael Brandt and Tej Prakash with finance partner Viktor Okasmaa and counsel Michael Wolynski.
Gregory B. Astrachan PartnerCorporate & Financial Services
New York [email protected] +1 212 728 8608