Sun Capital Securities Group LLC has completed its $762 million cash tender offer to purchase all outstanding shares of Kellwood Co.
This story first appeared in the February 20, 2008 issue of WWD. Subscribe Today.
After attracting another 2.5 million shares by its extended Friday night deadline, the private equity firm now has 93.7 percent of the St. Louis-based vendor’s outstanding stock.
Sun Capital had secured 81.9 percent of Kellwood’s outstanding stock, including its own preexisting 11.4 percent stake, by its original Tuesday night deadline. After achieving the majority, the company extended a subsequent offer until Friday for the same $21 a share.
Sun Capital’s wholly owned subsidiary, Cardinal Integrated LLC, has accepted all shares that were validly tendered and not properly withdrawn for payment, and plans to pay promptly $21 each, according to the company. The remaining approximately 6 percent of shares that were not sold to Sun will be converted, subject to appraisal rights, into the right to receive $21 a share in cash.
Kellwood will become a wholly owned subsidiary “as soon as practicable,” according to Sun, and Kellwood’s common stock will be delisted from the New York Stock Exchange.
Last week, there were several changes to Kellwood’s board. Directors Ben Blount, Kitty Dickerson, Jerry Hunter, Phillip Miller and Robert Siegel all resigned Wednesday, according to a filing with the Securities and Exchange Commission. Sun filled four of the open slots with Jason Bernzweig, Mark Brody, Christopher Metz and Christopher Thomas.