NEW YORK, Aug. 3, 2012 /PRNewswire/ -- Sycamore
Partners today announced that TLB Merger Sub Inc., an entity
affiliated with Sycamore Partners, has accepted for payment all
shares of common stock of The Talbots, Inc. (NYSE: TLB) (the
"Company" or "Talbots") that were validly tendered into its tender
offer to acquire all outstanding shares of common stock of the
Company at a purchase price of $2.75
per share, net to the seller in cash, as of the expiration of the
tender offer. The tender offer expired at 5:00 p.m., New York
City time, on Thursday, August
2, 2012.
The depositary for the tender offer advised that, as of the
offer's expiration, 51,769,611 shares of common stock of the
Company had been validly tendered and not withdrawn in the tender
offer, which, when added to the 6,999,316 shares of Company common
stock owned by Sycamore Partners and its affiliates, represent
approximately 83.6% of the outstanding shares of the Company. All
such tendered shares have been accepted for payment in accordance
with the terms of the tender offer.
Sycamore Partners intends to promptly move forward with a
"short-form" merger under Delaware
law after exercising its top-up option under the merger agreement,
and Talbots will become a wholly-owned subsidiary of TLB Holdings
LLC, an entity affiliated with Sycamore Partners. The merger
is expected to be completed today, August
3, 2012. As a result of the merger, any shares of
Talbots common stock not previously tendered will be cancelled and
(except for shares held by Talbots, TLB Merger Sub Inc., TLB
Holdings LLC or shares for which appraisal rights are properly
demanded pursuant to Delaware law)
will be converted into the right to receive the same $2.75 per share in cash paid in the tender
offer. Following the merger, Talbots' common stock will cease
to be traded on the New York Stock Exchange.
About The Talbots, Inc.
The Talbots, Inc. is a leading specialty retailer and direct
marketer of women's apparel, shoes and accessories. At the end of
the second quarter 2012, the Company operated 516 Talbots stores in
46 states and Canada. Talbots
brand on-line shopping site is located at www.talbots.com.
About Sycamore Partners
Sycamore Partners is a private equity firm based in New York specializing in consumer and retail
investments. The founders of Sycamore have a long history of
partnering with management teams to improve the operating
profitability and strategic value of their businesses. They work
with companies they believe have significant growth potential,
particularly when given the capital and outside expertise they need
to succeed. For more information, please visit
http://www.sycamorepartners.com.
Forward-Looking Information
This press release contains forward-looking statements relating
to the potential acquisition of The Talbots, Inc. by an affiliate
of Sycamore Partners. The actual results of the transaction could
vary materially as a result of a number of factors, including the
possibility that various closing conditions for the transaction may
not be satisfied or waived. Other factors that may cause actual
results to differ materially include those set forth in the reports
that The Talbots, Inc. files from time to time with the Securities
and Exchange Commission, including its annual report on Form 10-K
for the fiscal year ended January 28,
2012, as amended, and quarterly and current reports on Form
10-Q and 8-K. Sycamore Partners does not undertake any obligation
to update any forward-looking statements as a result of new
information, future developments or otherwise, except as expressly
required by law.
Contact:
For Sycamore Partners:
Michael Freitag or Tim Lynch
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
SOURCE Sycamore Partners