FORT MYERS, Fla., May 10, 2019 /PRNewswire/ -- Chico's FAS,
Inc. (NYSE: CHS) (the "Company"), today confirmed that it has
received an unsolicited proposal from Sycamore Partners
("Sycamore") to acquire the Company for $3.50 per share in cash.
Consistent with its fiduciary duties and following consultation
with its independent financial and legal advisors, the Chico's FAS
Board of Directors (the "Board") will carefully review the proposal
to determine the course of action that it believes is in the best
interests of Chico's FAS shareholders. Chico's FAS shareholders do
not need to take any action at this time.
The Company noted that it had recently received and rejected an
unsolicited proposal from Sycamore to acquire Chico's FAS for
$4.30 per share in cash. Consistent
with its fiduciary duties, the Board carefully reviewed the prior
proposal. Following this review, the Board unanimously
determined that the prior proposal substantially undervalued
Chico's FAS and was not in the best interests of Chico's FAS
shareholders.
On April 24, 2019, Chico's FAS
announced the appointment of Bonnie
Brooks, former Vice Chair, President and CEO of Hudson's Bay Company and a current member of
the Chico's FAS Board of Directors, as Interim CEO. The Chico's FAS
Board, with the assistance Herbert Mines Associates, has initiated
a search for a permanent CEO and President that is well underway.
The Board and management team are taking the necessary steps to
drive top line growth in all three of the Company's brands.
Significant work is ongoing to improve the Company's performance,
increase flexibility and efficiency across the organization, and
fully leverage the advanced capabilities of Chico's FAS' integrated
omnichannel platform.
Goldman Sachs & Co. LLC is serving as financial advisor to
Chico's FAS, and Paul, Weiss, Rifkind, Wharton & Garrison LLP
is serving as legal counsel.
ABOUT CHICO'S FAS, INC.
The Company, through its brands – Chico's, White House Black
Market, Soma and TellTale™ is a leading omnichannel specialty
retailer of women's private branded, sophisticated,
casual-to-dressy clothing, intimates and complementary
accessories.
As of February 2, 2019, the
Company operated 1,418 stores in the U.S. and Canada and sold merchandise through 83
international franchise locations in Mexico. The Company's merchandise is also
available at www.chicos.com, www.chicosofftherack.com,
www.whbm.com, www.soma.com and www.mytelltale.com as well as
through third party channels. For more detailed information on the
Company, please go to our corporate website at www.chicosfas.com.
The information on our corporate website is not, and shall not be
deemed to be, a part of this press release or incorporated into our
federal securities law filings.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995
This release contains statements that constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. The statements relate to, among other things,
expectations, estimates and projections regarding the brand's new
product initiatives and are identified by use of the words
"anticipate," "believe," "could," "estimate," "expect," "intend,"
"may," "plan," "outlook," "predict," "project," "should,"
"strategy," "target," "will," "would," "potential" and similar
terms. Factors that could cause actual results to differ include,
but are not limited to: the extent of the market demand and overall
level of spending for women's private branded clothing and related
accessories; the effectiveness of our brand awareness and marketing
programs; the ability to successfully execute our business
strategies and to achieve the expected results from them; and the
risk that our investments in merchandise or marketing initiatives
may not deliver the results we anticipate. Other risk factors for
the Chico's FAS, Inc.'s business are detailed from time to time in
the Chico's FAS, Inc.'s Quarterly Reports on Form 10-Q, Annual
Report on Form 10-K and other reports filed with the Securities and
Exchange Commission. These factors should be considered in
evaluating forward looking statements contained herein.
Contacts:
Julie Lorigan
Vice President – Investor Relations,
Public Relations and Corporate Communications
Chico's FAS, Inc.
(239) 346-4199
Barrett Golden / Leigh
Parrish
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355 4449
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SOURCE Chico's FAS, Inc.