PVH Corp. Completes Acquisition of The Warnaco Group, Inc.

PVH Also Closes New Senior Secured Credit Facilities To Fund Transaction

NEW YORK--(BUSINESS WIRE)--Feb. 13, 2013-- PVH Corp. (NYSE:PVH) announced today it has completed its acquisition of The Warnaco Group, Inc., which makes it one of the largest global branded lifestyle apparel companies in the world, with a diversified portfolio of iconic brands led by Calvin Klein andTommy Hilfiger, as well as its heritage brands – Van Heusen, IZOD, ARROW,Bass, Speedo, Olga and Warner’s ? and over $8 billion in pro forma revenue. PVH also closed on its previously disclosed new senior secured credit facilities.

“We are happy to announce the completion of the Warnaco transaction,” saidEmanuel Chirico, Chairman and Chief Executive Officer of PVH. “This combination reunites The House of Calvin Klein and enables us to leverage Warnaco’s established operations in Asia and Latin America along with our strong operations in North America and Europe to fuel our growth strategies for the Calvin Klein brand.”

“This transaction has delivered a significant premium to our stockholders and offers them, our businesses, our business partners, and our associates the opportunity to realize additional benefits from the compelling synergies and prospects of the combined company,” said Helen McCluskey, the former President and Chief Executive Officer of Warnaco, who is joining PVH’s Board of Directors. “I look forward to my new role in seeing PVH and its businesses develop.”

PVH also announced today that it has closed on its previously announced new senior secured credit facilities. The facilities consist of U.S. dollar-dominated term loans in an aggregate amount of $3.075 billion, a portion of which matures in 2018 and a portion of which matures in 2020; and a $750 million revolving credit facility that matures in 2018, which was undrawn at closing. The revolving credit facility includes a $475 million U.S. Dollar denominated revolving credit facility, a $25 million U.S. Dollar denominated revolving credit facility available in U.S. Dollars or Canadian Dollars and a €185.85 million Euro denominated revolving credit facility available in Euro, Pounds Sterling, Japanese Yen or Swiss Francs. Barclays Bank PLC is acting as Administrative Agent and Collateral Agent. Barclays Bank PLC, BofA Merrill Lynch and Citigroup Global Markets Inc. were Joint Lead Arrangers, and Barclays Bank PLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc.,Credit Suisse Securities (USA) LLC and RBC Capital Markets were Joint Lead Bookrunners on the financing.

The above matters are described more fully in public filings that have been or will be made by PVH with the Securities and Exchange Commission, which filings are or will be available on PVH’s website at www.pvh.com under the tab “Investor Relations” and then under the heading “SEC Filings.”

Original source: http://www.pvh.com/investor_relations_press_release_article.aspx?reqid=1784756