Joe’s Jeans Completes Acquisition of Hudson Clothing
October 02 2013 - 5:00AM
Business Wire
Combination Creates Leading Premium Denim
Company with Significant Growth Potential
Joe’s Jeans Inc. (NASDAQ:JOEZ) (“Joe’s Jeans”) announced it has
completed the acquisition of Hudson Clothing Holdings, Inc.,
(“Hudson”), a leading global designer and marketer of women’s and
men’s premium branded denim apparel.
“We are very pleased to have completed the acquisition of Hudson
and we look forward to capitalizing on the numerous opportunities
created by this partnership,” stated Marc Crossman, President and
CEO of Joe’s Jeans. “The combination of our two organizations,
which doubles the size of our business, significantly enhances our
prospects for growth across wholesale, retail and e-commerce, both
domestically and overseas. The combination also provides operating
and supply chain benefits that should drive meaningful cost savings
in the future and underscores our positive outlook.”
Hudson’s CEO, Peter Kim, added, “We are excited about this
merger. We could not have thought of a better partner to join with
to help us achieve a shared strategic vision of being the leader in
the premium denim market and impacting it in a significant way.”
Mr. Kim continued, “We are committed for the long haul and are
eager to cross share our expertise. We expect the combined company
to be at the forefront of the industry.”
Many opportunities lie ahead as a result of this merger. While
it is of paramount importance to preserve the distinct and separate
DNA of each brand, the combined company hopes to realize
significant savings across all components of making a jean. The
magnitude of the combined company is expected to provide both
brands with improved purchasing authority with current and future
vendors. Both brands are eager to seize these opportunities as they
will jointly benefit not only from operational efficiencies, but
also by sharing expertise in growth areas, such as men’s and kid’s
apparel, e-commerce, international and retail.
The total purchase price for Hudson was $97.6 million.
Transaction financing consisted of a $50 million revolving credit
facility with CIT Trade Finance as agent and a $60 million senior
term loan provided by affiliates of Garrison Investment Group as
agent. CIT Capital Markets acted as lead arranger for the
transaction financing. CIT Trade Finance will also provide
factoring services to the combined companies.
Threadstone Advisors LLC served as financial advisor to Joe’s
Jeans on the transaction and Akin, Gump Strauss Hauer & Feld
LLP served as legal advisor. Lazard Middle Market LLC served as
financial advisor to Hudson on the transaction and McDermott Will
& Emery LLP served as legal advisor. Triangle Capital LLC
provided a Fairness Opinion to the Board of Directors of Joe’s
Jeans.
About Joe’s Jeans Inc.
Joe's Jeans is a casual, chic lifestyle brand offering a unique
interpretation on classic, modernized wardrobe staples encompassing
a versatile range of timeless styles from premium denim and luxe
collection pieces to contemporary accessories and footwear. With
over a decade in fashion, Joe's® has remained true to their DNA
throughout their expansion, embracing fashion innovation in the
creation of a full faceted line for Men, Women and Kids. Joe’s® is
available coast to coast in the USA and internationally throughout
Europe, Asia, Canada, Latin America and the Middle East. Visit:
joesjeans.com or facebook.com/joesjeans
Hudson, a wholly-owned subsidiary of Joe’s Jeans, is a leading
global designer and marketer of women’s and men’s premium branded
denim apparel. Hudson’s products include a core denim line as well
as non-denim tops and bottoms. As a global fashion brand, Hudson
continuously innovates within its product line, introducing new
styles, washes, cuts, fabrics and colors, all designed under the
premise of one superior fit. Hudson’s products are available at
department stores and selective boutique and specialty stores
around the country, as well as premier retailers in over 30
countries around the world. Visit: hudsonjeans.com or
facebook.com/HudsonJeans
This release contains forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, as amended. The matters discussed in
this news release involve estimates, projections, goals, forecasts,
assumptions, risks and uncertainties that could cause actual
results or outcomes to differ materially from those expressed in
the forward-looking statements. All statements in this news release
that are not purely historical facts are forward-looking
statements, including statements containing the words “intend,”
“believe,” “estimate,” “project,” “expect” or similar expressions.
Any forward-looking statement inherently involves risks and
uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or
contribute to such differences include, but are not limited to: the
parties’ ability to execute on the acquisition and combination of
Hudson Clothing Holdings, Inc., or Hudson, including the impact of
the acquisition on our stock price, the anticipated benefits of the
acquisition on our financial results, business performance and
product offerings, our ability to successfully integrate Hudson’s
businesses and realize cost savings and any other synergies, the
risk that the credit ratings of the combined company or its
subsidiaries may be different from what the companies expect, the
risks associated with the financing arrangements entered into in
connection with acquisition, continued acceptance of our product,
product demand, competition, capital adequacy, general economic
conditions and the potential inability to raise additional capital
if required, the risk that either or both companies will be
unsuccessful in gauging fashion trends and changing customer
preferences; the risk that changes in general economic conditions,
consumer confidence, or consumer spending patterns will have a
negative impact on the company’s financial performance; the highly
competitive nature of the company’s business in the United States
and internationally and its dependence on consumer spending
patterns, which are influenced by numerous other factors; the
company’s ability to respond to the business environment and
fashion trends; continued acceptance of the Joe’s® and Hudson®
brands in the marketplace; and other risks. Joe’s Jeans discusses
certain of these factors more fully in its additional filings with
the SEC, including its last annual report on Form 10-K and
quarterly report on Form 10-Q filed with the SEC, and this release
should be read in conjunction with those reports, together with all
of the Joe’s Jeans other filings, including current reports on Form
8-K, through the date of this release. Joe’s Jeans urges you to
consider all of these risks, uncertainties and other factors
carefully in evaluating the forward-looking statements contained in
this release.
Any forward-looking statement is based on information current as
of the date of this document and speaks only as of the date on
which such statement is made, and Joe’s Jeans undertakes no
obligation to update these statements to reflect events or
circumstances after the date on which such statement is made.
Readers are cautioned not to place undue reliance on
forward-looking statements.
For Joe’s Jeans Inc.Hamish
Sandhu323-837-3700 x 304(Investor Relations)orAlejandra
Dibos323-837-3700alejandra@joesjeans.com(Press)
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