SEATTLE, Sept. 4,
2024 /PRNewswire/ -- The special committee of the
Board of Directors of Nordstrom, Inc. (NYSE: JWN) today confirmed
receipt of a proposal from Erik and Pete
Nordstrom, other members of the Nordstrom family, and El
Puerto de Liverpool, S.A.B. de C.V. ("Liverpool") (BMV: LIVEPOL) to
acquire all of the outstanding shares of the Company, other than
shares held by members of the Nordstrom family and Liverpool, for
$23.00 per share in cash.
The proposal states that the merger consideration would be
financed through a combination of rollover equity and cash
commitments by members of the Nordstrom family and Liverpool and
$250 million in new bank financing,
with the existing indebtedness of the Company to remain
outstanding.
The special committee, composed of independent and disinterested
directors, was formed in response to interest expressed by
Erik and Pete Nordstrom in exploring
a possible transaction. The special committee and the other
independent directors will carefully review the proposal in
consultation with independent financial and legal advisors to
determine the course of action that is in the best interests of
Nordstrom and all shareholders. No action is required by Nordstrom
shareholders at this time.
There can be no assurance that the Company will pursue this
transaction or other strategic outcome, or that a proposed
transaction will be approved or consummated. The Company does not
intend to disclose further developments regarding this matter
unless and until further disclosure is determined to be appropriate
or necessary.
Morgan Stanley & Co. LLC and Centerview Partners LLC are
acting as financial advisors to the special committee, and Sidley
Austin LLP and Perkins Coie LLP are acting as legal counsel.
ABOUT NORDSTROM
At Nordstrom, Inc.
(NYSE: JWN), we exist to help our customers feel good and look
their best. Since starting as a shoe store in 1901, how to best
serve customers has been at the center of every decision we make.
This heritage of service is the foundation we're building on as we
provide convenience and true connection for our customers. Our
interconnected model enables us to serve customers when, where and
how they want to shop – whether that's in-store at more than 350
Nordstrom, Nordstrom Local and Nordstrom
Rack locations or digitally through
our Nordstrom and Rack apps and websites.
Through it all, we remain committed to leaving the world
better than we found it.
Certain statements in this press release contain or may
suggest "forward-looking" information (as defined in the Private
Securities Litigation Reform Act of 1995) that involves risks and
uncertainties that could cause results to be materially different
from expectations. The words "will," "may," "designed to,"
"outlook," "believes," "should," "targets," "anticipates,"
"assumptions," "plans," "expects" or "expectations," "intends,"
"estimates," "forecasts," "guidance" and similar expressions
identify certain of these forward-looking statements. The Company
also may provide forward-looking statements in oral statements or
other written materials released to the public. All statements
contained or incorporated in this press release or in any other
public statements that address such future events or expectations
are forward-looking statements. Important factors that could cause
actual results to differ materially from these forward-looking
statements are detailed in the Company's Annual Report on Form 10-K
for the fiscal year ended February 3,
2024, as supplemented by the Company's Quarterly Report on
Form 10-Q for the fiscal quarter ended May 4, 2024, and
the Company's Quarterly Report on Form 10-Q for the fiscal quarter
ended August 3, 2024, to be filed
with the SEC on or about September 5,
2024. In addition, forward-looking statements
contained in this release may be impacted by the actual outcome of
events or occurrences related to the Company's announcement of its
receipt of a proposal by members of the Nordstrom family
and El Puerto de Liverpool, S.A.B. de C.V. to acquire all the
outstanding shares of the Company. These
forward-looking statements are not guarantees of future performance
and speak only as of the date made, and, except as required by law,
the Company undertakes no obligation to update or revise any
forward-looking statements to reflect subsequent events, new
information or future circumstances.
INVESTOR CONTACT:
James
Duies
Nordstrom, Inc.
InvRelations@Nordstrom.com
MEDIA CONTACT:
Stephanie
Corzett
Nordstrom, Inc.
NordstromPR@Nordstrom.com
Matthew Sherman / Tim Ragones
Joele Frank, Wilkinson Brimmer
Katcher
(212) 355-4449
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SOURCE Nordstrom, Inc.