Nordstrom Family, Mexico’s Liverpool Take Nordstrom Inc. Private


It’s a new era for Nordstrom Inc. and the Nordstrom family.

Brothers Erik and Pete Nordstrom and their cousin Jamie, along with El Puerto de Liverpool, finalized their $6.25 billion, all-cash acquisition of the department store chain on Tuesday.

With the completion of the transaction, which was expected, the Nordstroms now have a 50.1 percent controlling stake in the company, and Liverpool has a 49.9 percent stake. Nordstrom is based in Seattle, and Liverpool is based in the Santa Fe section of Mexico City.

In addition, Erik and Pete became co-chief executive officers, and the company’s stock will stop trading and be delisted from the New York Stock Exchange on Wednesday. Erik Nordstrom was the sole CEO before, and Pete was president and chief brand officer. Jamie Nordstrom continues as chief merchandising officer.

Erik Nordstrom

Erik Nordstrom

Grant Hindsley

The deal, at $24.25 per share, represents a premium of about 42 percent to the company’s unaffected closing stock price on March 18, 2024, the last trading day before media speculation about a deal.

Shareholders of the company will also be paid cash dividends of 25 cents per share and 14.62 cents per share, reflecting the special cash dividend and a “stub period” quarterly dividend. A majority of the shareholders approved the deal last week during a virtual meeting.

“The completion of this transaction is an important milestone in our nearly 125-year history,” Erik Nordstrom said in a statement. “As we embark on this new chapter, we remain focused on what matters most — providing outstanding service, offering the best merchandise, and ultimately, helping our customers feel good and look their best. We’re grateful to our teams for their hard work on behalf of our business and our customers, and we look forward to building on Nordstrom’s strong foundation to reach even greater heights.”

“Since our founding, Nordstrom’s commitment to our customers has been at the heart of everything we do,” Pete Nordstrom said. “We’re excited to enter this next phase of the company’s evolution with the many customers and employees who have been an instrumental part of our story.”

Pete Nordstrom podcasting in the Nordstrom studio.

Pete Nordstrom podcasting in the Nordstrom studio.

Courtesy

To help pull off the deal, the Nordstroms borrowed $450 million from a $1.2 billion asset-backed loan. The deal was also funded by equity from the Nordstrom family and Liverpool, cash from Liverpool, and Nordstrom’s cash reserves. Nordstrom already had $2.7 billion in debt.

Liverpool will have a seat on the board, and will be influential on how Nordstrom evolves.

“What the family is saying is that the world has changed,” said consultant Antony Karabus.

This family is so well aligned on strategy and future direction unlike management at most other retailers, Karabus said.

“The Nordstroms are so strategic,” he said. “These guys have all grown up with the customer and think long, long term. The fact they made this deal is a huge vote of confidence in the business. It’s a smart move. Now they won’t have to worry about outside interference. This is one company I would never bet against.

“Liverpool is another great company,” Karabus added. “Liverpool’s earnings have steadily grown over the years, and is also really well run. Liverpool and Nordstrom can together increase their sourcing power and clout over technology providers, and could create some consolidated shared services.”

Wall Street has long taken a dim view of Nordstrom and most department stores. By taking their business private, the Nordstroms can take a longer-term view and make necessary investments and changes away from the scrutiny of public markets.

But generally, a privately held Nordstrom isn’t expected to diverge much from its current priorities, notably its aggressive expansion of the Rack off-price chain, pursuit of greater digital growth and much-needed comp gains at the Nordstrom upscale department stores. So far, the strategy has born some fruit. Decent comparable store gains were realized at both the Nordstrom department stores and Rack stores in the fourth quarter.

Founded in 1901 as a shoe retailer, Nordstrom Inc. operates 93 Nordstrom department stores, about 300 Rack off-price stores, and six Nordstrom Locals, which operate as service hubs. The retailer has been able to maintain its reputation for superior service while losing some of its merchandising edge in recent years.



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