PVH completes Tommy Hilfiger transaction
Phillips-Van Heusen Corporation announced it has completed its acquisition of Tommy Hilfiger B.V. and certain affiliated companies from funds affiliated with Apax Partners L.P.
"We are extremely pleased to announce the completion of the Tommy Hilfiger transaction," said Emanuel Chirico, Chairman and Chief Executive Officer of PVH. "The combination brings together two premier companies, each with iconic brands and strong growth prospects, which we believe will create significant value for our stockholders and deliver enhanced opportunities for our business partners, customers and employees as we leverage a combined global platform in the years ahead."
"This is an extraordinary day in the evolution of the Tommy Hilfiger business," said Fred Gehring, Chief Executive Officer of Tommy Hilfiger, who will continue in that role and in addition has become Chief Executive Officer of the combined company's international operations. "We look forward to continue building on the significant global momentum we have achieved for the Tommy Hilfiger brand over the last three years as a private company and applying our unique global infrastructure to enable PVH to expand the presence of its heritage brands - Van Heusen, IZOD and ARROW - in the international marketplace."
PVH also announced today that it has completed several previously announced activities, including financings, the proceeds of which were used to finance the acquisition or are to be used to provide ongoing liquidity for PVH. These activities include:
• Issuance on April 28, 2010 of 5,750,000 shares of PVH common stock, which includes 750,000 shares sold pursuant to the exercise of the underwriters' over-allotment option. The price at which shares were sold to the public was $66.50 per share.
• Issuance of 8,223,841 shares of PVH common stock to the selling shareholders of Tommy Hilfiger, as part of the purchase price for Tommy Hilfiger.
• Issuances in private placements of an aggregate of 8,000 shares of PVH Series A convertible preferred stock to affiliates of LNK Partners, L.P. and affiliates of MSD Capital, which are currently convertible into 4,189,360 shares of PVH common stock, for an aggregate purchase price of $200 million.
• Issuance of $600 million of 7.375% Senior Notes due 2020.
• Closing of its senior secured credit facility consisting of U.S. Dollar and Euro-dominated term loans in an aggregate amount of $1,370,800,000 and EUR 400,000,000, a portion of which matures in May 2015 and a portion of which matures in May 2016, and a $450 million (in U.S. Dollars and Euros) revolving credit facility that matures in May 2015, which facility was undrawn at closing.
• Expiration, on May 4, 2010, of the Company's cash tender offers for any and all of the $150.0 million outstanding principal amount of its 7.25% Senior Notes due 2011 and $150.0 million outstanding principal amount of its 8.125% Senior Notes due 2013. At this time, $100,545,000 or 67% in aggregate principal amount of the 2011 Notes and $134,341,000 or 90% in aggregate principal amount of the in aggregate principal amount of the 2013 Notes were tendered into the offering. All Notes that were not tendered were satisfied and discharged and will be redeemed on June 7, 2010.
Phillips-Van Heusen Corporation