Talbots and Sycamore End Exclusivity

Retailer is still open to a deal, but is also exploring other options.

The Talbots Inc. and Sycamore Partners are no longer going steady.

This story first appeared in the May 29, 2012 issue of WWD.  Subscribe Today.

The private equity firm, which already owns 9.9 percent of Talbots stock, offered to buy the rest of the company’s shares at $3.05 on May 5, when it entered into exclusive talks with the retailer. Those discussions were twice extended, but the exclusivity agreement has now lapsed and Talbots is once again on the open market.

Shares of the company fell 41 percent to $1.51 Friday.

“The company has worked exclusively in good faith with Sycamore Partners to execute a transaction,” Talbots said. “Sycamore Partners informed the company that it is not prepared to execute a transaction at this time.”

Talbots said it remains open to a transaction at $3.05 a share, which would value the whole company at almost $213 million, but that it needed “an acceptable merger agreement providing for an appropriate level of closing certainty and supported by firm debt and equity financing commitments.”

In a separate release detailing first-quarter results, Talbots said, “The board of directors will actively explore other strategic alternatives to maximize value for all Talbots shareholders. Pending the evaluation, the company will continue to pursue its long-range plan.”

Talbots is looking for a successor to president and chief executive officer Trudy Sullivan. The company said in December that Sullivan would step down when a replacement is found, but that her departure would come no later than June 30.

The 516-door chain’s first-quarter net income rose to $1.1 million, or 2 cents a share, from $739,000, or 1 cent, a year earlier. Excluding special items, profits from continuing operations increased to $6 million from $5.3 million.

Sales for the three months ended April 28 fell 8.4 percent to $275.9 million from $301.3 million, on a 3.8 percent comparable sales decline.