Willkie has a broad range of experience in the retail industry. We represent general and specialty merchandisers, including apparel, accessory and other retail companies in an array of corporate transactions. We also advise investment bankers and investors in the financing of such companies and in advising on mergers and acquisitions among participants in the retail industry.
The firm has structured, negotiated and consummated private and public company acquisitions of companies in the retail industry, as well as structuring and negotiating joint ventures, license agreement and other strategic ventures. We have also been actively involved in a variety of financing mechanisms for retail companies, including traditional public debt and equity offerings, Rule 144A transactions, and private placements. The firm's representation of retail clients has also involved intellectual property issues, as well as litigation in a variety of contexts.
Related Practice Areas
Experience
eBay: Represent eBay in cross-jurisdictional regulatory matters.
Men’s Wearhouse: Represented The Men’s Wearhouse in its acquisition of Jos. A. Bank.
Rexel: Represent Rexel in acquisitions and antitrust issues across Europe.
Brookfield/General Growth Properties: Represented Brookfield in the chapter 11 cases of General Growth Properties, a $30 billion REIT and the second-largest mall operator in the U.S., in its capacity as an initial DIP lender and plan funder. A Brookfield-led consortium and other add-on investors invested significant equity capital in General Growth to fund a standalone recapitalization of the debtor and also received, as bid protections, very favorable and ultimately highly profitable warrants.
Brooks Fashion Stores, Inc.: Represented Brooks, a retail chain with approximately 530 mall-based stores offering moderately priced women’s clothes and accessories, and certain of its affiliates in chapter 11 cases in the United States District Court for the Southern District of New York.
Glansaol Holdings, Inc.: Represented prestige beauty and personal care company Glansaol Holdings and certain of its affiliates in their chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of New York. The company simultaneously filed a motion seeking court authority to sell substantially all of its assets to AS Beauty LLC as a going concern.
Hechinger Company: Represented Hechinger Company, the third largest home improvement chain, in all aspects of chapter 11 litigation, including claims objections, adversary proceedings to recover preferences and to compel turnover of estate property, contested matters concerning assumption and assignment of real estate leases, as well as all other matters of estate administration.
HLD and Filorga/Lazartigue Group: Represented HLD and Filorga on the acquisition of the Lazartigue Group. The acquisition was made pursuant to a continuation plan, providing for the repayment of the group’s outstanding indebtedness and significant investment to support its turnaround, while enabling the preservation of all jobs.
The Leslie Fay Companies: Represented major creditors or creditors' committee members in the chapter 11 case of the designer and manufacturer of moderately priced women’s clothing for older women.
Petrie Retail: Represented the women’s clothing store chain in chapter 11 proceedings.
Spiegel Holdings, Inc.: Represented the apparel and home furnishings marketer (catalogs, specialty retail, outlet stores and e-commerce sites) as largest creditor and equity holder in the Spiegel chapter 11 case.
Vivarte: Represented a majority group of bondholders, including Anchorage and Hayfin Capital, on the third restructuring of the Vivarte group, resulting in the complete cancellation of its debt and its takeover by the bondholders.
Wal-Mart Stores, Inc.: Represented Wal-Mart in various bankruptcy, real estate, environmental and litigation matters.
Woodward & Lothrop Holdings, Inc.: Represented the department store chain in chapter 11 proceedings.
Abercrombie & Fitch: Senior executive/executive team representation.
Burberry plc: Represented the senior executive/ executive team.
The Children’s Place: Represented senior executive in connection with employment matters.
Footstar, Inc. Securities Litigation: Represented defendant accounting firm in $65 million securities class actions, shareholder derivative litigation, and bankruptcy litigation arising out of accounting issues at shoe retailer Footstar.
Francesca’s Holdings Corp. Securities Litigation: Successfully represented Goldman, Sachs & Co. and several other underwriters in the Francesca’s Holdings Corp. Securities Litigation. The Southern District of New York dismissed all of Plaintiff’s claims brought under the Securities Act of 1933 and the Exchange Act of 1934
Just For Feet Securities Litigation: Represented defendant accounting firm in $1.1 billion securities class actions, Alabama state court proceedings, bankruptcy trustee litigation, and parallel SEC and Department of Justice investigations arising out of accounting issues at shoe and sportswear retailer Just For Feet.
Zavala v. Wal-Mart Stores, Inc.: Obtained decertification of a nationwide Fair Labor Standards Act putative class action and dismissal of RICO and false imprisonment claims against Wal-Mart in federal trial court, as well as an affirmance in the U.S. Court of Appeals.
3i/Amor Group/Gilde Buy Out Partners: Represented 3i in its sale of Amor Group, the German market leader for affordable precious jewelry, to Gilde Buy Out Partners.
3i Group/CHRIST Group: Represented 3i Group on its sale of CHRIST Group, a leading German jewelry and watch retailer, to Morellato Group.
Akorn/Prestige Consumer Healthcare: Represented Akorn in the $230 million sale of its Consumer Health Business to Prestige Consumer Healthcare.
Akorn/Théa: Represented Akorn in the sale of seven branded ophthalmic products to Théa.
A.S.Adventure Group/McTREK: Represented A.S.Adventure Group, a portfolio company of PAI Partners, in its agreement to acquire McTREK from YEAH! AG.
Bregal Freshstream/Radley: Represented Bregal Freshstream in its acquisition of iconic British handbag and accessories brand Radley.
CALIDA GROUP/erlich textil: Represented CALIDA GROUP on the acquisition of sustainable German lingerie brand erlich textil.
CommerceHub: Represented financial advisor Evercore on the $1.1 billion acquisition of CommerceHub, Inc. by GTCR and Sycamore Partners.
CommerceHub/Insight Partners/ChannelAdvisor Corporation: Advised CommerceHub, a portfolio company of Insight Partners, in its acquisition of ChannelAdvisor Corporation.
Converse, Inc.: Involved in the sale of Converse, the sneaker company.
Costa Brazil/Amyris: Represented co-founder Michele Levy in the sale of clean beauty brand Costa Brazil to Amyris.
EQT/Avenso/LUMAS: Represented EQT Mid Market fund in its agreement to sell Avenso GmbH, a market-leading multichannel player for affordable museum grade wall art to LUMAS Art Editions GmbH as well as Avenso GmbH in its divestiture of WhiteWall to CEWE Stiftung & Co. KGaA.
EQT Expansion Capital II/Internetstores Holding GmbH: Represented EQT Expansion Capital II in the sale of Internetstores Holding GmbH to SIGNA Retail.
Famille C/ILIA Beauty: Represented Famille C, the Courtin-Clarins family holding company and owner of the Clarins brand, in its acquisition of ILIA Beauty.
Franchise Group/American Freight Group: Represented Franchise Group, Inc. in its acquisition of home furnishings retail chain American Freight Group, Inc., and in the consummation of its a $675 million debt financing to fund the acquisition.
Franchise Group/Pet Supplies Plus: Represented Franchise Group in its acquisition of Pet Supplies Plus for approximately $700 million.
Galaxy Universal/Apex Global Brands: Represented Galaxy Universal in its agreement to acquire Apex Global Brands.
Generation Investment Management/Unilever: Represented Generation Investment Management, a Seventh Generation shareholder, in connection with Seventh Generation’s acquisition by Unilever.
Glansaol/Laura Geller/Julep/Clark's Botanicals: Represented Glansaol, a newly launched prestige beauty and personal care company, its acquisition of three brands: Laura Geller, Julep and Clark's Botanicals.
HBC/Convene: Represented HBC in its investment in Convene and creation of a leading flex space operator.
HBC/Insight Partners: Represented Insight Partners in its partnership with HBC to launch Saks as a standalone ecommerce business, and its $500 million minority equity investment in Saks.
Herman Miller/Knoll/BofA Securities: Represented BofA Securities as financial advisor to Knoll, Inc. in connection with Knoll’s $1.8 billion combination with Herman Miller, Inc.
Hudson’s Bay Company: Represented Hudson’s Bay Company, the Canadian owner of Saks Fifth Avenue and other leading department stores, in the following:
- Gilt: Represented HBC in its $250 million acquisition of leading online shopping destination Gilt.
- Lord + Taylor: Represented HBC in its $100 million sale of the Lord + Taylor brand and related intellectual property to Le Tote.
- Rhône Capital/WeWork: Represented HBC in a series of strategic transactions, including (i) an equity investment by Rhône Capital of $500 million in the form of 8-year mandatory convertible preferred shares, initially convertible into HBC’s Common Shares at $9.82 per share, (ii) its sale of the Lord & Taylor Fifth Avenue building to WeWork Property Advisors in a transaction valued at $850 million, and (iii) agreements with WeWork to lease retail space within select HBC department stores, including Galeria Kaufhof in Frankfurt (named “Private Equity Deal of the Year” at the 2018 IFLR Americas Awards).
- SIGNA Retail Holdings: Represented HBC in its agreement with SIGNA Retail Holdings to combine HBC Europe with Germany’s Karstadt Warenhaus GmbH, creating Germany’s leading retailer with annual revenue in excess of €5 billion, and the sale to SIGNA of 50% of HBC’s German real estate assets to form a 50-50 real estate joint venture valued at €3.25 billion.
- Simon Property Group/HBS Global Properties: Represented HBC in the formation of HBS Global Properties, a real estate-focused joint venture with Simon Property Group valued at $1.8 billion, and in its subsequent sales of $533 million and $50 million of its equity in HBS.
- Take Private: Represented the HBC Shareholder Group in its $1.4 billion agreement with HBC to take the company private.
Jones Apparel Group: Advised Jones, a global designer, marketer and manufacturer of over 35 clothing, footwear and accessories brands, including Anne Klein, Jones New York, Gloria Vanderbilt, Kasper, Evan-Picone and l.e.i., among many others, on its public offering of 4.5 million shares of common stock.
Lagardère Travel Retail/Hojeij Branded Foods (HBF): Represented French airport shop operator Lagardère Travel Retail in its $330 million acquisition of HBF, a leading foodservice travel retailer in North America, creating the third largest player in the North American travel retail and foodservice Industry.
Latour Capital/YellowKorner: Represented Latour Capital on the disposal of its stake in YellowKorner, a world leader in art photography accessible to all, to investment company Blue Altitude Invest (BAI).
Marcal Paper/von Drehle Corporation: Represented Marcal Paper, a portfolio company of Atlas Holdings, in its acquisition of von Drehle Corporation business.
Maxburg Beteiligungen III GmbH & Co. KG/Bunny: Represented Maxburg Beteiligungen III GmbH & Co. KG in its acquisition of all shares in LPM Bunny Management GmbH.
NXMH BV/Whitebridge Pet Brands: Represented NXMH BV in its acquisition of Whitebridge Pet Brands, LLC, a St. Louis-based retail company specializing in pet food and pet supplements, from Frontenac.
Quelle Neckermann: Represented the German catalog retailer of fashion, furniture and arts in the takeover of its cargo and heavy consumer goods logistics by a subsidiary of Deutsche Post AG.
Resideo Technologies/First Alert: Represented Resideo Technologies in its $593 million acquisition of First Alert.
Tenex Capital Management/Wolf Home Products: Represented Tenex Capital Management in its investment in Wolf Home Products, a provider of kitchen and bath, outdoor living and building products.
Vaultier7/Vestiaire Collective: Represented Vaultier7 in its equity stake in Vestiaire Collective, a leading global platform for desirable pre-owned fashion.
Waterland Private Equity/PREMIUM Group/Clarion Events: Represented Waterland Private Equity in its acquisition and later disposition of shares of PREMIUM group, a leading European fashion show organizer, to Clarion Events.
Franchise Group: Represented Franchise Group in the $675 million debt financing to fund its acquisition of home furnishings retail chain American Freight Group.
Hudson’s Bay Company: Represented Hudson’s Bay Company in a $400 million mortgage refinancing of the Lord & Taylor flagship property in New York City.
Hudson’s Bay Company: Represented Hudson’s Bay Company on its secured $1.9 billion global ABL revolving credit facility.
Insight Venture Partners: Represented Insight Venture Partners on secured financing for its $624 million acquisition of Diligent Corporation.
Platinum Equity/Pelican Products: Acted as financing legal counsel for Platinum Equity in its acquisition of Pelican Products, a leading designer and manufacturer of high-performance protective cases and rugged gear, and temperature-controlled supply chain solutions for the healthcare industry.