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Clearlake Takes Majority Stake in Bluefly

Private equity firm expected to acquire all outstanding shares.

Just months after grabbing e-commerce-driven Swiss Watch International, Clearlake Capital Group LP has acquired 89 percent of beleaguered online retailer Bluefly Inc. from the company’s principal shareholders, including George Soros.

A separate agreement paves the way for the Los Angeles-based private equity firm to boost its stake in Bluefly to more than 90 percent and then acquire the remaining shares for 10 cents a share. Trading in shares of Bluefly, which last were quoted at 39 cents on the Nasdaq market on May 22, will cease trading today.

Other terms of the transaction weren’t disclosed. New York-based Bluefly said on May 2 that it was in “active discussions” regarding a transaction and that the “consideration payable to shareholders is expected to be minimal.”

Most recent Securities and Exchange Commission filings list RHO Capital Partners, Soros Fund Management and Maverick Capital Ltd. as the three largest shareholders, holding respective stakes of 41.1, 22.4 and 12.8 percent. Soros has provided cash to help Bluefly through financing binds in the past and in 2003 owned nearly 90 percent of its equity.

Founded in 1998, Bluefly was a pioneer among online fashion retailers and in 2011 expanded with the launch of Belle & Clive, a members-only flash-sale site, but has never found a road to profitability in the burgeoning e-commerce market. In the five years through 2012, its losses have totaled $56.1 million, $24.9 million of them in 2012. Last year, revenues fell 2.9 percent to $93.4 million.

Joseph Park, a cofounder of Bookperk.com before joining the company as chief operating officer in 2011, succeeded Melissa Payner as chief executive officer last year.

“Clearlake brings an outstanding team with e-commerce and financial expertise, and they are dedicated to reenergizing this business and brand at a pivotal time in our sector,” Park said. “With this transaction, Bluefly will be well-capitalized and well-posited for growth, building on its loyal following and continued strong traffic.”

He was unavailable for further comment Thursday, and officials at Clearlake declined to comment.