By Matthew Dalton 

This article is being republished as part of our daily reproduction of WSJ.com articles that also appeared in the U.S. print edition of The Wall Street Journal (June 5, 2020).

PARIS -- French luxury-goods titan Bernard Arnault is reviewing his $16 billion deal to buy U.S. jeweler Tiffany & Co., according to a person familiar with the matter, after the coronavirus pandemic upended the industry.

Mr. Arnault convened a board meeting of LVMH Moët Hennessy Louis Vuitton SE, the luxury-goods company he controls, on Tuesday to discuss the purchase. The board "notably focused its attention on the development of the pandemic and its potential impact on the results and perspectives of Tiffany & Co.," LVMH said Thursday.

LVMH paid close to Tiffany's all-time-high share price to acquire the company in November. Months later, the emergence of the coronavirus sent the luxury-goods market plummeting. Tourist shoppers, the industry's lifeblood, have been forbidden from traveling, depriving boutiques of their most lucrative customers.

The outbreak of protests last week against police violence in the U.S., in which some high-end shopping areas were hit by looting and vandalism, has only given Mr. Arnault more reason to question the transaction, analysts say.

Now, Mr. Arnault is likely searching for ways to renegotiate the hefty price he is paying for Tiffany, analysts say, given that the luxury-goods market is facing a prolonged slump.

One lever available to him would be the risk of Tiffany breaching its bond covenants, under which the company's ratio of debt to earnings must stay below certain thresholds. Breaching the covenants could give LVMH legal arguments to walk away from the deal. Analysts at U.S. investment bank Cowen say Tiffany is likely to breach its covenants this quarter.

The agreement sets a deadline of Aug. 24 for LVMH to close the acquisition, though either party can extend it to Nov. 24 at the latest. The companies have already had the merger approved by U.S. regulators and are preparing to submit the deal to the European Commission, the European Union's merger regulator.

The merger agreement allows Tiffany to pay a termination fee of $575 million to walk away from the deal, but LVMH doesn't have the option of paying to back out.

"If they want to walk out, they go to court," said Bernstein luxury-goods analyst Luca Solca.

Tiffany is reporting earnings on Tuesday for the three months ended April 30, a period covering lockdowns in China and the West to control the pandemic. Analysts expect revenue to have fallen around 50%.

Mr. Arnault has had his eye on Tiffany for years, and the deal is a key part of his strategic vision for LVMH. Tiffany is one of the three largest luxury-jewelry brands, along with Cartier, owned by Cie. Financière Richemont, and Bulgari, owned by LVMH. It sells jewelry in robin-egg-blue boxes in more than 320 boutiques world-wide.

The acquisition gives LVMH scale in a business that has been one of the luxury industry's fastest-growing sectors. Tiffany's diamond-supply facilities would also help feed jewels to other brands in LVMH's empire.

Other buyers have recently walked away from deals struck before the pandemic hit. Private-equity firm Sycamore Partners dropped its purchase of L Brands Inc. last month, raising questions among investors about the fate of the Tiffany deal. L Brands, which owns Victoria's Secret, was preparing to fight Sycamore's attempt to walk away in court, but then agreed to let Sycamore out of the deal.

Cowen analysts said LVMH's merger agreement with Tiffany appears to have fewer escape clauses than Sycamore's deal with L Brands.

LVMH on Thursday also said it wasn't considering buying Tiffany shares in the open market, quashing months of speculation. Tiffany shares have fallen well below LVMH's $135 offer price since the pandemic hit. Analysts have asked LVMH executives whether the company would consider buying them at a discount. The merger agreement allowed LVMH to buy Tiffany shares starting in mid-May.

Write to Matthew Dalton at Matthew.Dalton@wsj.com

 

(END) Dow Jones Newswires

June 05, 2020 02:47 ET (06:47 GMT)

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