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Strategy

Perry Ellis Pushing Shareholders To Accept Founder’s Bid

After Perry Ellis International (asi/77715) previously agreed to go private in a deal with founder George Feldenkreis, a rival bid was made by New York-based Randa Accessories last week.

The men’s accessories company, which owns or licenses more than 50 brands including Levi’s, Nautica and Tommy Hilfiger, made a $28-a-share offer that values Perry Ellis at $444 million, The Wall Street Journal reported. The counterproposal is 50 cents higher than Feldenkreis’ offer, which would value the company at $437 million.

A special board committee at Perry Ellis, the global apparel company which operates in the promotional products market through its corporate sales division, is pushing shareholders to vote in favor of Feldenkreis’ deal. In a statement last week, Perry Ellis said Randa Accessories’ offer wasn’t in the best interest of shareholders. The company also said the offer was “substantially similar” to a previous one made when a board committee was going through its strategic review.

“The Special Committee unanimously determined, after consultation with its legal and financial advisors, that the Randa proposal does not satisfy the requirements in the Feldenkreis merger agreement for granting due diligence access or commencing negotiations with respect to a competing takeover proposal,” Perry Ellis said.

If Feldenkreis’ deal goes through, his son Oscar would continue to lead Perry Ellis as CEO. The elder Mr. Feldenkreis would return to an active management role. Together, the two own almost 19% of the company, according to FactSet.

If Randa’s bid is successful, Perry Ellis would be required to pay an $8.7 million breakup fee. The deal would also be the largest in Randa’s more than 100-year history.

As online competition increased over the past two decades, Perry Ellis suffered in the same vein as other department store brands. In 2014, activist investor Legion Partners – which no longer has a stake in the company – pushed for changes that included exploring a sale and freshening up the board of directors.

The company operates 17 full-price stores and 54 outlet stores. In addition to owning the Original Penguin, Jantzen and Laundry by Shelli Segal brands, the company also licenses sports brands from Callaway Golf and Nike Inc., among others.