Dollar Tree, Inc. Reaches Agreement to Sell 330 Family Dollar Stores to Sycamore Partners Contingent on Completion of Family ...
May 29 2015 - 04:28PM
Business Wire
Dollar Tree, Inc. (NASDAQ: DLTR), the nation’s leading operator
of discount variety stores selling everything for $1 or less, and
Sycamore Partners, a private equity firm specializing in consumer
and retail investments, today announced that they have entered into
a definitive agreement pursuant to which Dollar Tree will sell
Sycamore Partners a divestiture package of 330 Family Dollar stores
contingent on completion of Dollar Tree’s pending acquisition of
Family Dollar Stores, Inc. (“Family Dollar”). As previously
disclosed, the 330 stores represent approximately $45.5 million of
operating income for Family Dollar. Sycamore Partners intends to
operate the 330 stores under the Dollar Express banner.
“The divestiture presents Sycamore Partners with a unique
opportunity to continue their track record of meaningful growth and
successful retail investments,” stated Bob Sasser, Dollar Tree’s
Chief Executive Officer.
“We look forward to drawing on our extensive experience with
similar corporate carve-outs in acquiring and operating this
attractive portfolio of 330 stores, which have an annual run-rate
of approximately $500 million in sales," said Peter Morrow, a
Managing Director at Sycamore Partners. “We have a proven track
record of retail success and an experienced leadership team. We are
eager to better serve the needs of customers in these markets by
providing an improved shopping experience.”
The divestiture announced today enables Dollar Tree to address
Federal Trade Commission (“FTC”) concerns. Both the divestiture and
the pending acquisition of Family Dollar remain subject to review
by the FTC and satisfaction of other customary conditions. Dollar
Tree continues to make progress with the FTC and intends to close
the merger with Family Dollar in early July 2015 after securing FTC
clearance.
Wachtell, Lipton, Rosen & Katz and Williams Mullen are
acting as legal counsel to Dollar Tree in connection with the
transaction. The Law Offices of Gary M. Holihan, P.C., Kirkland
& Ellis LLP and Winston & Strawn LLP are acting as legal
advisors to Sycamore Partners.
About Dollar Tree, Inc.
Dollar Tree, Inc., a Fortune 500 Company, operated 5,454 stores
in 48 states and five Canadian Provinces as of May 2, 2015, with
total retail selling square footage of 47.2 million. To learn more
about the Company, visit www.DollarTree.com.
About Sycamore Partners
Sycamore Partners is a private equity firm based in New York
specializing in consumer and retail investments. The firm has more
than $3.5 billion in capital under management. The firm's strategy
is to partner with management teams to improve the operating
profitability and strategic value of their businesses. The firm's
investment portfolio currently includes Aeropostale, Coldwater
Creek, Hot Topic, the Kasper Group, Kurt Geiger, MGF Sourcing, Nine
West Holdings, Pathlight Capital, Talbots, and Torrid.
Forward Looking
Statements
Certain statements contained herein are “forward-looking
statements” that are subject to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements and information about Dollar Tree’s
current and future prospects and its operations and financial
results are based on currently available information. Various
risks, uncertainties and other factors could cause actual future
results and financial performance to vary significantly from those
anticipated in such statements. The forward looking statements
contained herein include certain plans, activities or events which
Dollar Tree expects will or may occur in the future and relate to,
among other things, the business combination transaction involving
Dollar Tree and Family Dollar, the consummation of the pending
divestiture, the benefits, results, effects, timing and certainty
of the pending transaction between Dollar Tree and Family Dollar,
future financial and operating results of the divested stores, and
expectations concerning the antitrust review process for the
pending transactions.
Risks and uncertainties related to the pending acquisition of
Family Dollar, the financing thereof and the pending divestiture
include, among others: the risk that regulatory approvals required
for the pending acquisition of Family Dollar and pending
divestiture are not obtained or are not obtained on the proposed
terms and schedule anticipated; the risk that the divestiture
agreement with Sycamore Partners, which is subject to various
conditions, does not close; the risk that the other conditions to
the closing of the pending acquisition of Family Dollar are not
satisfied or that the acquisition does not close; the risk that the
financing required to fund the pending transactions is not
obtained, or is obtained on terms other than those previously
disclosed; costs and difficulties related to the integration of
Family Dollar’s business and operations with Dollar Tree’s business
and operations and the divestiture; the inability to obtain, or
delays in obtaining, the cost savings and synergies contemplated by
the pending acquisition of Family Dollar; and the outcome of
pending or potential litigation or governmental investigations.
Consequently, all of the forward-looking statements made by Dollar
Tree, in this and in other documents or statements are qualified by
factors, risks and uncertainties, including, but not limited to,
those set forth under the headings titled “A Warning About
Forward-Looking Statements” and “Risk Factors” in Dollar Tree’s
Annual Report on Form 10-K for the fiscal year ended January 31,
2015 and Dollar Tree’s Quarterly Report on Form 10-Q for the
quarter ended May 2, 2015, and other reports filed by Dollar Tree
with the SEC, which are available at the SEC’s website
http://www.sec.gov.
Please read Dollar Tree’s “Risk Factors” and other cautionary
statements contained in its filings. Readers are cautioned not to
place undue reliance on these forward-looking statements, which
speak only as of the date hereof. Dollar Tree undertakes no
obligation to update or revise any forward-looking statements, even
if experience or future changes make it clear that projected
results expressed or implied in such statements will not be
realized, except as may be required by law. As a result of these
risks and others, actual results could vary significantly from
those anticipated herein, and Dollar Tree’s financial condition and
results of operations could be materially adversely affected.
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version on businesswire.com: http://www.businesswire.com/news/home/20150529006098/en/
Dollar Tree:Randy
GuilerDollar Tree, Inc.757-321-5284orSycamore Partners:Michael Freitag, Sharon
Stern or Leigh ParrishJoele Frank, Wilkinson Brimmer
Katcher212-355-4449
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