Funds Advised by Apax Partners Complete Acquisition of rue21
WARRENDALE, Pa. & NEW YORK -- October 10, 2013
rue21, inc. (NASDAQ:RUE) (“rue21” or the “Company”), a leading specialty
apparel retailer of girls and guys apparel and accessories, and Apax Partners,
a global private equity firm, today announced the completion of the
acquisition of rue21 by funds advised by Apax Partners for $42.00 per share in
As previously announced, the transaction was approved at a special meeting of
stockholders held on September 19, 2013. Pursuant to the terms of the merger
agreement dated May 23, 2013, funds advised by Apax Partners have now acquired
all of the outstanding shares of rue21. As a result, rue21 stock will cease
trading on the NASDAQ Stock Market effective today.
Stockholders will not have to take any action to receive the merger
consideration, as the exchange of their shares for the merger consideration
will be handled by the bank or broker.
Perella Weinberg Partners acted as financial advisor to the Special Committee
of the rue21 Board of Directors. Kirkland & Ellis LLP and Potter Anderson &
Corroon LLP acted as legal advisors to the Special Committee. J.P. Morgan
Securities LLC (lead advisor), BofA Merrill Lynch and Goldman Sachs provided
financial advice to Apax. Committed debt financing for the transaction is
being provided by BofA Merrill Lynch, J.P. Morgan and Goldman Sachs. Simpson
Thacher & Bartlett LLP and Richards, Layton and Finger, P.A. acted as legal
advisors to Apax Partners. Ropes & Gray LLP acted as legal advisor to the SKM
About rue21, inc.
rue21 is a leading specialty apparel retailer offering exclusive branded
merchandise and the newest trends at a great value. rue21 currently operates
982 stores in 47 states. Learn more at www.rue21.com.
About Apax Partners
Apax Partners is one of the world's leading private equity investment groups.
It operates globally and has more than 30 years of investing experience. Funds
under the advice of Apax Partners total over $40 billion. These Funds provide
long-term equity financing to build and strengthen world-class companies.
Over the past 10 years, funds advised by Apax have invested approximately $6.3
billion of equity in retail and consumer businesses. Apax has extensive
experience in fashion apparel, footwear and accessories through current and
previous investments including Tommy Hilfiger Corporation, an apparel retail
company and one of the world's leading lifestyle brands, which was acquired by
PVH Corp. Apax also partnered with PVH in the company's successful acquisition
of Calvin Klein. Other fund investments include Advantage Sales & Marketing,
the premier outsourced sales and marketing services provider to consumer
packaged goods companies and retailers in North America, and Cole Haan, a
leading designer and retailer of premium footwear and related accessories.
Internationally, funds advised by the firm are currently invested in New Look,
a UK-based value fashion retailer and Takko, a value apparel retailer
operating in Germany, Central Europe and Russia. Notable investments in retail
and consumer businesses by Apax include Dollar Tree, Children's Place, Bob's
Discount Furniture, Sunglass Hut, Charlotte Russe, Tommy Bahama, Hibbett
Sporting Goods, Teavana, Ollie's Bargain Outlet, Comark, CBR, Lifetime
Fitness, Spyder Active Sports, Miller’s Ale House and Café Rio.
This release may include predictions, estimates and other information that
might be considered forward-looking statements, including, without limitation,
statements relating to the completion of this transaction. These statements
are based on current expectations and assumptions that are subject to risks
and uncertainties. Actual results could differ materially from those
anticipated as a result of various factors, including: (1) conditions to the
closing of the transaction may not be satisfied; (2) the transaction may
involve unexpected costs, liabilities or delays; (3) the business of rue21 may
suffer as a result of uncertainty surrounding the transaction; (4) the outcome
of any legal proceedings related to the transaction; (5) rue21 may be
adversely affected by other economic, business, and/or competitive factors;
(6) the occurrence of any event, change or other circumstances that could give
rise to the termination of the transaction agreement; (7) the ability to
recognize benefits of the transaction; (8) risks that the transaction disrupts
current plans and operations and the potential difficulties in employee
retention as a result of the transaction; and (9) other risks to consummation
of the transaction, including the risk that the transaction will not be
consummated within the expected time period or at all. Additional factors that
may affect the future results of rue21 are set forth in its filings with the
SEC, including its Annual Report on Form 10-K for the year ended February 2,
2013, which is available on the SEC's website at www.sec.gov. Readers are
cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date thereof. Except as required by applicable law,
rue21 undertakes no obligation to update forward-looking statements to reflect
events or circumstances after the date thereof.
Sard Verbinnen & Co
George Sard/Andrew Cole/Brooke Gordon
Joseph Teklits/Jill Gaul
For Apax Partners
Tel: +44 (0)20 7872 6573
Kekst and Company
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