The ‘all-cash’ transaction is valued at approximately US$800 million and would give Pacific Brands shareholders AUD1.15 per share.
Pacific Brands’ board ‘unanimously recommends the scheme.’ “We believe the 100 per cent cash proposal from HanesBrands is compelling and represents an attractive premium to our long term average share price,” said Peter Bush, chairman, Pacific Brands.
The acquisition would be Hanes’ sixth in the past three years and would add Australia and New Zealand to the list of countries where the company holds top market share position for underwear, intimate apparel or hosiery. The countries include the United States,Canada, Mexico, Brazil, France, Germany, Italy, Spain, and South Africa.
“Pacific Brands is a natural addition to the HanesBrands portfolio with its strong market-leading brands that will be complemented by our global supply chain,” said Richard Noll, chairman and CEO, HanesBrands.
HanesBrands projects that under its ownership, Pacific Brands would have calendar 2016 net sales in its core Underwear and Sheridan businesses of approximately AU$800 million (US$600 million) and adjusted operating profit of AU$75 million (US$56 million).
The definitive purchase agreement has been unanimously approved by the boards of directors of both companies. The acquisition, which is subject to Pacific Brands shareholder approval and other customary closing conditions, is expected to close in the third quarter of 2016.
Goldman, Sachs & Co. is serving as exclusive financial advisor to Hanes, while Baker & McKenzie is serving as legal counsel.
Hanes will seek to retain the Pacific Brands’ senior management team to run the business after the acquisition.
The US brand indicated that the Tontine and Dunlop Flooring (TDF) businesses have ‘limited strategic fit to them’ and they will divest TDF as a going concern post acquisition completion.
Access exclusive analysis, locked news and reports with Inside Retail Weekly. Subscribe today and get our premium print publication delivered to your door every week.