NEW YORK – Members of the Nordstrom family with the help of a Mexican retail group are offering to take the century-old department store private for $3.76 billion, months after first expressing interest in a buyout.
In a letter to the board of directors dated Tuesday, Erik Nordstrom said the Nordstrom family members own about 33.4% of the company's outstanding common stock and is willing to pay investors $23 for each share they own.
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The Mexican retail group, El Puerto de Liverpool, operates more than 300 stores in Mexico and is that nation's third-largest credit card issuer with over 7.2 million active accounts. It already owns about 9.6% of Nordstrom stock.
The offer represents a premium of nearly 35% to Nordstrom’s stock since March 18 when media reports about the proposed transaction first emerged, shares have rallied this year and closed just below $23 on Wednesday.
“That the Nordstrom family have made an offer to buy the department store chain comes as no surprise. What is interesting is the $23 a share value which is pretty much the current price of the stock," said Neil Saunders, managing director of GlobalData. ”The lack of any real premium would, under normal circumstances, make the offer unattractive. However, as a family-run firm the dynamics are slightly different, and it will be up to an independent committee to determine whether this is in the best interests of the company and its investors."
Nordstrom last month reported sales growth of 3.4% in the second quarter, as sales in stores open at least a year — a key metric of a retailer's health — rose 1.9%. But net income slipped nearly 11% to $122 million. Adjusted earnings per share totaled 96 cents, and overall results beat analyst estimates. Besides its namesake upscale stores, the company also operates discount Nordstrom Rack stores, which have become a strength.
Sales at Nordstrom Rack jumped 8.8% in the most recent quarter and its comparable sales rose 4.1%.
“The offer comes at a time when Nordstrom is getting back on track after a long period of poor performance," Saunders said. “However, the business remains one of two halves. The department store division has various structural challenges, while the off-price Rack division is starting to produce some good growth. This mixed outlook will limit the amount any party is willing to pay.”
Erik B. and Peter E. Nordstrom are the fourth-generation leaders of the retailer, which was founded in 1901 as a shoe store. Erik is the company's chief executive and Peter is president. In the regulatory filing the family cited the health of their late father Bruce Nordstrom as one impetus behind the proposed transaction. Former Chairman Bruce Nordstrom died in May at 90 years old.
The Nordstroms and their partner say they have commitments for $250 million in new bank financing.
Nordstrom, based in Seattle, acknowledged receipt of the proposal and a special committee of the board of directors — which it had already formed in April — will evaluate the offer.
Shares of Nordstrom, up 27% this year, ended slightly lower Wednesday at $22.78.