COLUMBUS, Ohio, Oct. 10, 2018 /PRNewswire/ -- DSW Inc.
(NYSE: DSW), a leading North American footwear and accessories
retailer, announced it has entered into a definitive agreement to
acquire the operations of Camuto Group, the legendary product
design and brand development organization best known for the
successful Vince Camuto® brand and the footwear licenses
of Jessica Simpson® and Lucky Brand®. Additionally, DSW Inc.
and Authentic Brands Group LLC (ABG), a global brand development,
marketing and entertainment company, have entered into a definitive
agreement to acquire several intellectual property rights from the
Camuto Group under a new partnership. Total consideration paid to
the Camuto Group will be approximately $375
million.
The Camuto Group will maintain its existing Connecticut headquarters and will manage its
dedicated wholesale and third-party design relationships
independently of DSW Inc's retail business. Camuto Group's
Chief Executive Officer Alex Del
Cielo will continue to lead the organization.
DSW Inc. Chief Executive Officer Roger
Rawlins states, "The acquisition of Camuto Group is an
exciting new growth opportunity for our company. We recently
expanded our customer reach in North
America through our Canadian retail subsidiary, and this
partnership transforms DSW Inc. into one of the largest footwear
companies in North America with
industry-leading capabilities in product design, development,
sourcing, production and marketing. With our expertise and
infrastructure, we're confident this partnership will expand our
platform to pursue new market share opportunities and become
integral to more consumer purchase
decisions."
According to Camuto Group Chief Executive Officer Alex Del Cielo, "The partnership with DSW and
ABG creates an unmatched opportunity for the Camuto Group to expand
the platform for our leading lifestyle brands. Having collaborated
with DSW for many years, we respect their ability to grow a
business through strategic leadership and innovation. By leveraging
DSW Inc.'s resources, we will strengthen our wholesale business and
bring to market an exciting and world-class direct-to-consumer
experience that will grow our brand equity and customer demand
across additional points of sale."
"I believe that our founder Vince
Camuto would be excited about the transaction and view the
opportunity as a way to extend the company's reach and realize his
vision with an organization he always respected," Mr. Del Cielo added.
"We are thrilled to partner with DSW Inc. on this strategic
purchase that significantly grows ABG's stake in the footwear and
accessories market," said Jamie
Salter, Chairman and Chief Executive Officer of Authentic
Brands Group. "Camuto Group's world-class sourcing arm combined
with DSW Inc.'s operational expertise and ABG's proven know-how in
brand building and marketing, provide a strong foundation for
long-term growth. Our partnership with DSW Inc. in particular is a
game changer for ABG as we are now linked to a footwear authority
whose sourcing and manufacturing expertise will extend across our
portfolio."
DSW Inc's Strategic Benefits
The acquisition of Camuto Group is expected to deliver
several benefits to the organization:
- A healthy brand portfolio with attractive growth prospects in
wholesale and direct-to-consumer that can leverage DSW's expertise
and infrastructure;
- Substantial growth in Camuto's third-party licensing and
international distribution business in partnership with ABG;
- New revenue opportunities from a larger addressable
market;
- A strategic partnership with ABG that leverages their expertise
in brand management and marketing across various brands and
platforms;
- Immediate access to a talent base in design, sourcing,
marketing and sales to support the growth of DSW's exclusive brands
over time.
Transaction Details
Under the terms of the agreement, DSW Inc. will contribute
approximately $200 million to acquire
all of Camuto Group's global production, sourcing and design
infrastructure, including operations in Brazil and China, a new, state-of-the-art distribution
center in New Jersey, in addition
to existing working capital of approximately $100 million. DSW Inc. will also acquire the
licensing rights for the Jessica Simpson® footwear business, as
well as the footwear and handbag licenses for Lucky Brand® and Max
Studio®. DSW Inc. will also acquire joint venture participation in
the ED Ellen DeGeneres® and Mercedes Castillo® brands currently
managed by the Camuto Group.
DSW Inc. will also contribute approximately $56M to acquire a 40% stake in the intellectual
property of Camuto Group's proprietary brands with Authentic Brands
Group taking the majority state of 60%. Brands include Vince
Camuto®, Louise et Cie®, Sole Society®, CC Corso Como®, Enzo
Angiolini® and others. The partnership will focus on licensing the
brands across existing lines in footwear, handbags and jewelry, and
new category development with a focus on building out each brand's
lifestyle offerings. Authentic Brands Group will hold a majority
stake in the joint venture and will be responsible for the
development, growth and global marketing of the brands. Authentic
Brands Group has released a separate announcement detailing the
acquisition and partnership which can be viewed by visiting
https://www.authenticbrandsgroup.com/news/.
DSW Inc. will fund its portion of the transaction through
current cash and its existing credit facility. The transaction,
which has been approved by the DSW Inc. Board of Directors, is
subject to customary closing conditions and is expected to close at
the beginning of the Company's fiscal fourth quarter. All
Hart-Scott-Rodino Act waiting periods applicable to the transaction
have expired and no further merger control clearances are
required
Goldman Sachs & Co. LLC is serving as exclusive financial
advisor to DSW Inc. and Wachtell, Lipton, Rosen & Katz is
serving as legal advisor to DSW Inc. Paul
Weiss, Rifkind, Wharton & Garrison LLP is serving as
legal advisor to Authentic Brands Group. MMG Advisors Inc. is
serving as financial advisor to Camuto Group. Pryor Cashman LLP is
serving as legal advisor to Camuto Group.
Conference Call
DSW Inc. will host a live webcast with slides on Wednesday, October 10, 2018 at 8:00 am EDT. The webcast is available on the
Company's Investor Relations website, www.dswinc.com/investors.
Interested parties may participate in a discussion by dialing
1-888-317-6003 (password: 1728307). Presentation materials
will also be available on DSW's Investor Relations website at the
end of the conference.
An archived webcast and a replay of the conference call will be
available until October 30, 2018
Please use dial in: 1-877-344-7529, password 10124812 to access the
audio replay.
Due to the timing of the transaction, the Company expects to
report its third quarter earnings results in December 2018.
About DSW Inc.
DSW Inc. is a leading footwear and accessories retailer that
operates a portfolio of several value retail concepts under the DSW
Designer Shoe Warehouse, Shoe Company, Shoe Warehouse and Town
Shoes brands. DSW also supplies footwear at leased locations in the
U.S. through its Affiliated Business Group and franchised
international locations. Products are available
across North America at nearly 1,000 retail outlets and
via e-commerce sites and a mobile app. More information can be
found at www.dswinc.com.
About Camuto Group
Camuto Group is an international company that designs, develops and
distributes fashion footwear, accessories and apparel. Founded in
2001 by Vince Camuto, the company is
renowned for its ability to develop lifestyle brands on a global
scale. Camuto Group builds on the success of Vince Camuto®,
extending to brands that include Louise et Cie®, Two By
Vince Camuto®, Vince Camuto® men's,
Imagine Vince Camuto® and 1. STATE®. Camuto Group also holds
footwear licenses for Jessica Simpson®, as well as footwear and
handbag licenses for Lucky Brand® and ED Ellen DeGeneres®. To
expand Camuto Group's platform and develop apparel opportunities
for partners, the company acquired Bernard Chaus Inc. in 2015. As
part of the company's focus on digital innovation and demand
prediction, Camuto Group added Sole Society® to its stable of
brands in 2016. In addition, Camuto Group entered into a
partnership with Mercedes Castillo® to launch an advanced
contemporary lifestyle collection. Camuto Group products are sold
in more than 8,000 doors worldwide.
About Authentic Brands Group
Authentic Brands Group (ABG) is a brand development, marketing, and
entertainment company, which owns a portfolio of global
entertainment and lifestyle brands. Headquartered in New York City, ABG manages, elevates, and
builds the long-term value of more than *37 consumer brands by
partnering with best-in-class manufacturers, wholesalers, and
retailers. Our brands have a global retail footprint in more than
50,000 points of sale across the luxury, specialty, department
store, mid-tier, mass, and e-commerce channels and more than 4,400
branded freestanding stores and shop-in-shops around the world. ABG
is committed to transforming brands by delivering compelling
product, content, business, and immersive brand experiences. We
create and activate original marketing strategies to drive the
success of our brands across all consumer touchpoints, platforms,
and emerging media. ABG's global portfolio of iconic and
world-renowned brands includes Marilyn Monroe®, Mini
Marilyn®, Elvis Presley®, Muhammad Ali®, Shaquille
O'Neal®, Dr. J®, Greg Norman®, Neil Lane®,
Thalia®, Michael Jackson® (managed brand), Nautica®,
Aéropostale®, Juicy Couture®, *Vince Camuto®, Herve Leger®,
Judith Leiber®, Frederick's of Hollywood®, Nine West®, Frye®, Jones
New York®, *Louise et Cie®, *Sole Society®, *Enzo Angiolini®,
Hickey Freeman®, Hart Schaffner Marx®, Adrienne Vittadini®, Taryn
Rose®, Bandolino®, Misook®, Spyder®, Tretorn®, Tapout®, Prince®,
Airwalk®, Vision Street Wear®, Above The Rim®, and Hind®. For
more information, please visit ABG-NYC.com.
*Pending closing in Q4 of 2018.
Cautionary Statement Concerning Forward-Looking Statements
This release contains forward-looking statements addressing the
acquisition and the other transactions contemplated in the
definitive agreement and other statements about future
expectations, prospects, estimates and other matters that are
dependent upon future events or developments. These statements may
be identified by words such as "expect," "anticipate," "intend,"
"plan," "believe," "will," "should," "could," "would," "project,"
"continue," "likely," and similar expressions. These matters are
subject to risks and uncertainties that could cause actual results
to differ materially from those projected, anticipated or implied.
These risks and uncertainties include the ability to successfully
complete the acquisition on a timely basis; the occurrence of any
event, change or other circumstance that could give rise to the
termination of the definitive agreement; the outcome of any legal
proceedings that may be instituted against the parties and others
related to the acquisition; or the satisfaction of certain
conditions to the completion of the acquisition. This release
reflects management's views as of October
10, 2018. Except to the extent required by applicable law,
DSW Inc. undertakes no obligation to update or revise any
forward-looking statement.
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SOURCE DSW Inc.