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Perry Ellis Reveals Structure of Feldenkreis DealA regulatory filing indicates Perry Ellis plans to proceed with Feldenkreis transaction.
[Collection]Perry Ellis International Inc. revealed the terms of its buyout deal with founder George Feldenkreis in a Securities and Exchange Commission filing Wednesday morning.
The filing also reiterated that Perry Ellis, having received a competing offer from Randa Accessories Leather Goods, is sticking to its plan to move ahead with the planned merger. Separately, Perry Ellis said it was filing a preliminary Proxy Statement with the SEC, all of which is connected to a special meeting of shareholders to vote on the proposed merger. The deal needs to be approved by a majority of disinterested shareholders — those not connected to Feldenkreis.
While the filing details the financing arrangements for the deal, it also calls for a series of subcompanies that will hold different parts of the business, essentially turning each component into its own “silo.”
For example, a passive holding company will own another entity whose purpose is to hold the equity interest of an intellectual property holding company. The latter entity will own all the IP assets and rights of the merged entity. A separate operating company will be the passive holding company of another entity that holds the equity interest of the operating division. And a third passive holding company will be
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